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Cattleman Alvarez Kelly (William Holden) is contracted to deliver a herd to the Union Army in Virginia. However, as he nears the end of his long cattle drive, Kelly is kidnapped by Confederate raiders led by Colonel Tom Rossiter (Richard Widmark). The Confederacy desperately needs the beef to feed its soldiers besieged in Richmond.Kelly is "persuaded" (after having one of his fingers shot off by Rossiter) to help steal the herd. For revenge, he arranges passage for Rossiter's discontented Southern belle fiancée, Liz Pickering (Janice Rule), on a blockade runner leaving the city. Despite the hatred between the two men, they manage to work together. Kelly first teaches Rossiter's men how to drive cattle. Then, they proceed to capture and transport the herd, despite the efforts of Union officer Major Albert Stedman (Patrick O'Neal).