Questions arise when Senator Stoddard attends the funeral of a local man named Tom Doniphon in a small Western town. Flashing back, we learn Doniphon saved Stoddard, then a lawyer, when he was roughed up by a crew of outlaws terrorizing the town, led by Liberty Valance. As the territory's safety hung in the balance, Doniphon and Stoddard, two of the only people standing up to him, proved to be very important, but different, foes to Valance.

An aging group of outlaws look for one last big score as the "traditional" American West is disappearing around them.

During the Klondike Gold Rush, a misanthropic cattle driver and his talkative elderly partner run afoul of the law in Alaska and are forced to work for a saloon owner to take her supplies into a newly booming but lawless Candian town.

Heading east to Fort Worth to hire a schoolteacher for his frontier town home, Link Jones is stranded with singer Billie Ellis and gambler Sam Beasley when their train is held up. For shelter, Jones leads them to his nearby former home, where he was brought up an outlaw. Finding the gang still living in the shack, Jones pretends to be ready to return to a life crime.