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Mine owner William Sharon keeps having his gold shipments held up by a gang of bandits. Sharon hires banker Charles Crocker, who happens to have connections in the Central Pacific Railroad, to build a spur line from Virginia City to Carson City, so that the gold can be shipped by railroad. Silent Jeff Kincaid is the railroad engineer. However there is opposition to the railroad, chiefly from another mine owner, Big Jack Davis.

Afflicted with a terminal illness John Bernard Books, the last of the legendary gunfighters, quietly returns to Carson City for medical attention from his old friend Dr. Hostetler. Aware that his days are numbered, the troubled man seeks solace and peace in a boarding house run by a widow and her son. However, it is not Books' fate to die in peace, as he becomes embroiled in one last valiant battle.