Lt. Franta Slama is a top pilot in the Czech Air Force who is assigned to train a promising young flier, Karel Vojtisek, and they soon become friends. When Nazi Germany invades Czechoslovakia in 1939, they both reject the authority of their new leaders and escape to England where they join other Czech exiles in the RAF. While flying a mission over England, Karel crash lands and happens upon the farmhouse of Susan, a young woman whose husband is in the Navy. Karel soon falls head over heels for Susan but, while they enjoy a brief fling, in time Susan decides she prefers the company of the older and more worldly Franta. As Franta and Karel struggle to maintain their friendship despite their romantic rivalry.

When transplanted Texan Bob Seton arrives in Lawrence, Kansas he finds much to like about the place, especially Mary McCloud, daughter of the local banker. Politics is in the air however. It's just prior to the civil war and there is already a sharp division in the Territory as to whether it will remain slave-free. When he gets the opportunity to run for marshal, Seton finds himself running against the respected local schoolteacher, William Cantrell. Not is what it seems however. While acting as the upstanding citizen in public, Cantrell is dangerously ambitious and is prepared to do anything to make his mark, and his fortune, on the Territory. When he loses the race for marshal, he forms a group of raiders who run guns into the territory and rob and terrorize settlers throughout the territory. Eventually donning Confederate uniforms, it is left to Seton and the good citizens of Lawrence to face Cantrell and his raiders in one final clash.