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The Duchess and her nephew Red Ryder set out to pioneer a new stagecoach line through the wild, rough country leading to Desert Springs, a small, isolated town. To ensure the customer base for the new line, they bring with them a wagon train of prospective settlers who want their own land and have the cash to pay for it. Red and the Duchess are unaware that their letter to John Larkin, Desert Springs' hotel owner and land agent, has been intercepted by Dave McKean and his henchmen. McKean has intentions of letting Larkin complete the land deals, then he and his gang will steal the money. Arriving in Desert Springs, McKean and Co. are startled to find the town completely deserted (because of a rumored gold strike elsewhere), with signs that all of the citizens pulled out in a hurry. Seeing this as even a better opportunity, McKean sets up himself and his men as the town's officials and await the arrival of the prospective pigeons. An added subplot involves newlywed Arlie Adams, a member of the wagon train, being blackmailed by Lunsford over an earlier scandal and, while she was innocently involved, still doesn't want husband Bob Adams to learn of it.