With the law hot on their trail, three bandits, Jim (Fred MacMurray), Wahoo (Jack Oakie) and Sam (Lloyd Nolan), split up, with Jim and Wahoo joining the Texas Rangers. When Sam rejoins them, they agree to use their insider information as Rangers to rustle cattle, but Jim and Wahoo are distracted by an attack on a group of homesteaders. Pleased when he saves a young orphan boy, Jim then participates in staving off another crucial attack, which prompts him to reconsider resuming his criminal ways.