 The wagon train comes upon a terrified young boy who has just seen his father murdered by a bandit gang. Bill and Flint take him under their wing and try to help him recover, but embittered Civil War vet Ed Beaufort tells the boy that taking vengeance on the men who killed his father is the best way to recover. Soon a traveling musician, Dr. Denker, joins the wagon train and he and Billy hit it off, but it soon becomes evident that Billy and the doctor had a connection prior to their joining the wagon train.