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Cattlemen Tunston and McSween arrive in a territory "governed" by Hatfield, and despite his orders that they move on, they decide to remain in the valley. Billy the Kid is caught stealing cattle and is about to be hanged by Tunston when the cattleman decides that he would be a welcome addition to his forces. Billy becomes devoted to Tunston, and when Tunston is killed in an open fight with Ballinger, Hatfield's henchman, the Kid decides to kill every man who took part in the fight, particularly for the sake of Claire, Tunston's intended wife. McSween, Billy, and his friends are trapped by Sheriff Garrett in McSween's house, and after extended gunplay, McSween tries to surrender and is killed; the house is set afire, and only Billy shoots his way clear and escapes. Although General Wallace discusses a treaty with Billy, offering him amnesty, he retreats to a cave in the hills, where he is trapped by Garrett. Billy escapes from jail but is shot by Garrett when he returns to see Claire.