Matt and Doc are escorting outlaw Johnny August by train to trail for murder. Also on board and waiting along the line are his men waiting for a chance to free him.

Matt clashes with maverick railroad builder Wes Cameron and his wild men running a railroad line through Dodge.

Festus acts as guide and driver for a Eastern missionary teacher on route to her first assignment. The only problem is trying to stay ahead of a murderous hillbilly family following them and planning a ambush.