City engineer Jack Hale (Fred MacMurray) travels to Lonesome Pine, Ky., to set up a railroad, where he lands in the middle of a long-running feud between the Tolliver and Falin families. After rescuing an injured Dave Tolliver (Henry Fonda), Jack meets Dave's cousin, June (Sylvia Sidney), who becomes infatuated with his cultured manner. Dave, who intends to marry June, grows jealous when she sets out to educate herself for Jack, but is grudgingly grateful when Jack helps battle the Falins.