Vince Hackett's gang steals a prized victory canon from Mexico and blames the deed on ex-member Jess Wade, who wants to go straight.

Fighting in the Civil War a man accidently kills his friend. Returning to Abilene after the war he finds his former sweetheart about to marry the brother of the man he killed. To pay his debt he not only refuses to win her back but takes the job of Sheriff, a job he doesn't want, when the brother asks him. Still haunted by the killing he refuses to carry a gun. But there is trouble between the ranchers and the farmers and when he finds the brother murdered he straps on a gun and heads after the killer.

In the winter of 1944, the Allied Armies stand ready to invade Germany at the coming of a New Year. To prevent it, Hitler orders an all-out offensive to re-take French territory and capture the major port city of Antwerp.