Howard Nightingale (Douglas), a U.S. marshal, leads an elite uniformed posse to track down and capture infamous train robber Jack Strawhorn (Bruce Dern). He is doing so to further his political career, as he is running to become a U. S. Senator. When Nightingale captures Strawhorn, his election seems inevitable, but Strawhorn disrupts everything when he escapes, kidnapping Nightingale in the process. He demands a ransom of $40,000 from the posse for Nightingale's safe return—the same amount of money the posse burned when it first tracked Strawhorn down and killed the members of his gang. To raise the money, Nightingale's posse has to rob the town, thus turning the public against Nightingale. The posse members, since they first captured Strawhorn, had been given reason to doubt that their loyalty to Nightingale is reciprocated. It sets up a final confrontation where they have to reassess on whose side they are.