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It's just after the civil war when the elderly outlaw Bascomb and his gang try to rob a bank. They run into a trap as officers are waiting in ambush. Bascomb and the cold blooded killer Yancey escape and join a Mormon wagon train heading for Utah. They learn there is gold hidden on the train and eventually Yancey finds it. The plan is to take the gold and flee but a nine year old girl has become attached to Bascomb and Bascomb is beginning to change his mind.