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Thomas Dunson (James Arness) wants to start a cattle ranch in Texas. Shortly after he begins his journey to Texas with his trail hand Nadine Groot (Ray Walston), Dunson learns that his love interest Fen was killed in an Indian attack. He had told Fen to stay behind with the California-bound wagon train, with the understanding that he would send for her later. An orphaned boy named Matthew Garth (played as a boy by Mickey Kuhn) wanders into Dunson and Groot. He is the sole survivor of the wagon train, and Dunson adopts him. Dunson, Groot, and Matt enter Texas by crossing the Red River. They settle in deep South Texas near the Rio Grande. Dunson names his new spread the Red River D, after his chosen cattle brand for his herd. He promises to add M (for Matt) to the brand, once Matt has earned it. Fourteen years pass, and Dunson has a fully operational cattle ranch, but he is broke as a result of widespread poverty in the southern United States following the Civil War. He decides to drive his massive herd hundreds of miles north to the railhead at Sedalia, Missouri, where he believes they will fetch a good price. After Dunson hires men to help, including professional gunman Cherry Valance (Gregory Harrison), the northward drive starts. Along the way, they encounter many troubles. One of the men, Bunk Kenneally (Travis Swords), raises a racket in one of the chuckwagons while sneaking sugar, triggering a stampede. This leads to the death of drover Dan Latimer (Bob Turhune). When Dunson attempts to whip Bunk as punishment for causing the stampede, the latter draws his gun. Matt (Bruce Boxleitner) shoots and wounds Bunk, probably saving his life because Dunson certainly would have shot to kill. Bunk is fired and sent home. Continuing with the drive, Valance relates that the railroad has reached Abilene, Kansas, which is much closer than Sedalia. When Dunson confirms that Valance had not actually seen the railroad, he ignores the rumor in favor of continuing to Missouri. Dunson's tyrannical leadership style begins to affect the men, with his shooting three drovers who try to quit the drive. After Dunson announces he intends to lynch two men who stole supplies, tried to desert, and were captured by Valance, Matt rebels. With the support of the cowhands, he takes control of the herd in order to drive it along the Chisholm Trail to the hoped-for railhead in Abilene. With Matt now the trail boss, Valance and Buster (Burton Gilliam) become his ramrods. Dunson curses Matt and promises to kill him when they next meet. The drive turns toward Abilene, leaving Dunson behind. On the way to Abilene, Matt and his men repel an Indian attack on a wagon train. One of the people they save is Kate Millay (Laura Johnson), who falls in love with Matt. Later, Kate encounters Dunson, who has followed Matt's trail, who has gathered a posse intending to arrest the Matt's whole trail crew for theft. When Matt reaches Abilene, he finds the town has been awaiting the arrival of such a herd to buy. He accepts an offer for the cattle, and meets Kate again. The next morning, Dunson arrives in Abilene, alone. Dunson begins a fistfight with Matt which Kate interrupts, demanding that they realize the love that they share. They hug and make peace. The next thing seen is the brand being used, incorporating an 'M' into the brand.