The town drunk - former deputy sheriff, Dude, (Dean Martin) enters a saloon through the back door. He's dirty, unshaven and broke. A man called Joe Burdette (Claude Akins), the brother of the wealthy, corrupt local rancher Nathan, (John Russell) stands at the bar smiling as he watches how desperate Dude looks for a drink. He tosses a coin into the spittoon and laughs. Dude reluctantly bends down to pick it up but his old friend sheriff John T.Chance (John Wayne) kicks it out of the way. Burdette smiles and Chance starts to approach him. Dude feeling shamed picks up a piece of wood and knocks Chance out with it. Joe still smiles. Dude goes to hit him but Joe's men grab him and beat him. As Joe starts on him, an unarmed customer grabs his arm to stop him and Joe pulls out his gun and shoots him dead. He strolls out of the saloon leaving Chance and Dude half unconscious near the dead body.Joe walks into another of the town's bars and Chance walks in, head bleeding, dazed and pointing his rifle at him to arrest him. He tells him he's under arrest. Because of Joe's connections, there's some men to back him up in this saloon as well. A man stands behind Chance and pulls his gun on him. Dude appears at the salon doors and whips out someone else's gun and shoots the other gunman's hand to protect Chance. Joe goes for his gun and Chance knocks him out with his rifle. Dude helps Chance take him over to jail.The next day, as the funeral of Joe's victim takes place, a wagon train arrives in town led by Pat Wheeler (Ward Bond) and his youthful gunslinging helper, Colorado (Ricky Nelson). Pat and Chance are old friends and Chance tells him about the trouble going on in town. Burdette has his men scattered all over and he only has his reinstated deputy dude and old, crippled Stumpy (Walter Brennan) for support. There's no way he can get Joe out of town to the marshal, - he's going to have to wait a few days for the marshal and his posse to arrive to pick him up. Pat goes off to leave the wagons which are filled with oil and dynamite near Nathan's warehouse, while Chance and Dude join Stumpy inside for a drink of beer. Just as Dude is about to take a drink near the cell, Joe starts to taunt him again about his shaking and trying to dry out. Dude throws the glass bottle at the bars in anger. A package arrives for the hotel owner Carlos (Pedro Gonzalez) and Chance takes it over for him.It's some underwear for his wife Consuela. As Chance and Carlos are talking, a woman appears at the door,"Feathers" (Angie Dickinson). Just arrived in town, she laughs at the sight of the sheriff and Carlos with the underwear.Chance walks out.Later at night, Chance,Dude and Stumpy are sat at the office. Chance and Stumpy see that Dude is restless and suffering with the drying out process.Realising he needs a distraction, Chance tells Stumpy that he and Dude are going to patrol the town. As they wander the street, Carlos comes out of the hotel and tells Chance that Pat has been spreading the word around that the sheriff needs some help. Chance goes inside and interrupts the card game that Pat's having with Colorado, Feathers and a few others. The two of them have a talk at the bar. Chance warns him that anybody who goes around publicly asking for people to help him out could end up dead. Pat offers to help him but Chance tells him no. He'd be no good if he needs Colorado for protection. So Pat offers him Colorado's help. As he goes to get him, Chance inspects a deck of cards that Pat and the others were playing with. Pat brings Colorado over but the young man says he's not interested. He's just going to mind his own business. Pat tells Chance that he's leaving in the morning. Chance gets ready to leave and notices Feathers winning another hand. He follows her up to her room to have a word with her. He tells her that the cards he looked at had three aces missing. He pulls out a wanted bill for a con-man and he's identified her as the man's partner. She admits she is but says she hasn't cheated. She says he's going to have to search her. As Chance starts to feel uncomfortable, Colorado appears and tells him he thinks it's the man with the checkered vest who's been cheating. They approach him downstairs and he tries to go for his gun but Colorado's faster. He whips his gun out and after searching him, he finds the cards. Chance tells Carlos to lock the man in his room all night and to make sure he leaves town in the morning. He tells the others to split his winnings between them and thanks Colorado. Colorado asks him about Feathers but Chance is reluctant to apologise to her. He just tells her he was wrong. He leaves the hotel and asks Dude where Pat is. Pat's walking down the street towards them but he is shot by a man hiding in the stable. Chance and Dude run to him but he's dead. Colorado asks Chance if he can help them pursue the gunman but Chance says no. Chance bursts into the barn but the gunman gets away to the saloon. Dude gets a few shots of and thinks he might have got him. Chance lets Dude go in the front entrance of the saloon while he goes through the back. The customers tell them that no one has entered. Dude looks for a man with muddy boots as the gunman watches from the balcony. None of the men have muddy boots. He even checks the barman's to make sure. The men start laughing at him.One of them tosses a coin into the spitoon. Dude looks shameful and Chance looks doubtful about his mind but Dude notices some blood dripping into a glass of beer on the bar. Dude knows he's there. He turns around, whips out his gun and shoots up at him. The dead body lands in front of the bar. Dude finds a 50 dollar goldpiece on him and know it's the work of Burdette offering money to hitmen. Chance confronts the man who told them no one came in and hits him over the head with his rifle. He tells the barman to collect the mens guns and take them over to the jail. Chance tells Dude that he'll let him go in the front often.Colorado arrives at the office with some of Pat's belongings. He thanks Dude for getting the man who killed him and tells Chance that he's just taken him to the undertaker's. Chance has to keep hold of all of Pat's belongings until he gets a court order, including the wagons, which means Colorado has to stay in the town for a while, broke.Chance goes to the hotel and finds Feathers at the bar. She apologises for acting the way she did. He tells her how he became the sheriff and she tells him what happened to her gambling husband. He cheated people one too many times and was murdered. Chance knows the sheriff who put out the wanted bills for her and tells her that he'll write him a letter to stop anymore been put out which she appreciates. The next morning, Chance wakes up late and wants to know why Carlos has let him sleep in. He says that Feathers told him to leave him and that she kept watch on his room all night sat in a chair in the hallway.Chance confronts her about it and tells her it was a stupid thing to do. He tells her she better get ready for the stagecoach.Dude is on watch making sure that the visitors in the town leave their guns in his possession upon arrival to be collected when they leave. Nathan Burdette rides into town with a bunch of men. He tells them to leave their guns while they visit Joe. They refuse but Dude shoots the raines on one of the men's horse and then they do what he says. They ride up to the office and Chance tells them that he's only letting Nathan see Joe. While he sees him, Chance lets Nathan know how angry he is about what he's been doing and the fact that Pat is dead. He tells him that if he and his men even try to attack the office, Stumpy will blow his brother away before he knows what's happening. After Nathan leaves, Stumpy asks Chance why he let him go. Chance says because whatever they are going to do is planned already and if Nathan's in jail when it happens it will just give him an alibi. Carlos arrives and tells Chance that Feathers never got on the stagecoach to leave. Chance goes over to her room wanting to know why. She says she doesn't want to leave town until all the trouble's over and she knows he's alright.Colorado sits in the saloon watching Nathan and his men drinking at the bar. Nathan walks over to the mariachi band. He whispers to them, leaves them some money and walks out with his men as they start to play a slow Mexican tune. The music plays out across the town all day into the quiet night as Chance and Dude listen to it.Colorado approaches them and tells Chance that Nathan asked them to play the tune. He says it's Nathan's way of sending him a message.It's called The Deguelio, a cutthroat song, a tune the Mexicans played for the Texans when they had them pent up at the Alamo. It's Nathan's way of saying No mercy.As Chance, Dude and Stumpy sit around in the office, Dude asks Chance about how he feels about Feathers. Chance is reluctant to talk about it. Dude brings up the fact that when a woman arrived in town off a stagecoach that he liked, he was the first person to warn him about her and he turned out to be right. Stumpy comes out from the jail and asks Chance to go and get him some coffee. Dude tells him that he's finding Stumpy's gun a little stiff and wants to file the action. Stumpy says no and tells Chance to give him his hold guns. He's been keeping them for a year and bought them off the man who Dude had sold them to when he was at rock bottom. Chance takes Dude over to the hotel to get washed and cleaned up. When he leaves, Feathers tells Chance that she's staying on at the hotel to bartend.Chance hears a gunshot go off over at the jail and runs over. He realises that Stumpy had fired at Dude after failing to recognise him and assuming it was one of Burdette's men trying to get in. Dude isn't hit but he's angry. He fully realises the dirty looking state he must have been in for the last two years. And Stumpy feels ashamed that he nearly killed his good friend.The next morning, whilst on his watch, some of Burdette's men sneak up to him from behind. They dunk his head in the horse trough and knock him out. They tie him up in the barn and one of the men, dressed in identical clothes, takes his place in the street so that Chance won't suspect anything. Chance talks to Colorado at the entrance of the hotel and Colorado goes inside for some matches just as Burdette's men approach. Chance is rolling a cigarette and his rifle is out of arm's reach as them men catch him off guard and pull their guns on him. They tell him they want Joe.Colorado sees what's going on from inside and tells Feathers to throw a plant pot through the window after counting to three. He calmly walks out side,he window smashes, just long enough to distract the men and Colorado tosses Chance his rifle and they gun them down.The fourth man in the distance tries to ride off but Chance shoots him too and goes to check on Dude. He finds him in the barn and unties him. Feeling ashamed and with the shakes becoming worse, Dude tells Chance he's had enough and that he's quitting. Chance tells him he's had enough too and that if he's going to get drunk don't expect to ask for his help again. Dude hits Chance. Chance tells him to wait for him at the office and he'll pay him what he owes him.Chance tells the undertaker to bury the men and it will be paid for by the town. The undertaker says there's no need. He's found enough money on the men to cover the costs. Chance realises that Nathan's price offer to get Joe out is going up. Feathers is sat at the bar with Colorado getting drunk and feeling emotional. Chance tells her that he appreciates what she did and offers Colorado a job as his deputy. Colorado agrees this time.He gives Colorado his badge at the office while Dude watches feeling helpless. Colorado goes to collect his stuff ready o sleep at the jail. Dude sits quiely craving a drink. Stumpy tells him not to but Chance, fed up with his self pitying, tells him to drink the whole bottle. Dude pours himself a glass and the Mexican tune starts to play again. He decides against it. He slowly pours the glass back into the bottle and tells them the shakes have stopped. He asks Chance for another opportunity which Chance is more than willing to give him.At night, Dude,Colorado and Stumpy have a little sing along while they sit around. Stumpy says it's better than been shot at in the street, which gives Chance the idea of shutting themselves away for a few days while they wait for the marshal to arrive. Chance and Dude go to the hotel to ask Carlos for some food and blankets. Carlos goes out back but finds that has Consuela has been taken hostage by some of Burdette's men. Dude takes a bath while Chance keeps guard on the landing talking to Feathers. He tells her he won't be seeing her for a few days. Burdette's men want to keep Chance alive so that they can get Joe out. So they tie a thin piece of rope across the bottom of the stairs,so that he trips over it as he charges down towards the screaming that they force Consuela to do. As Chance trips over it,he knocks himself out as he hits the floor. The men also take Dude and Feathers hostage. They want to trade Chance and Dude for Joe but Chance tells them there's no way Stumpy would do that. They tell Chance that he's going to have to tell Stumpy that they've put up bail for his release.Dude tells him they've no choice.Stumpy's old and alone. It's best to release Joe.Chance walks into the office with the two men behind him pointing guns at his back. One man waits outside.Stumpy is behind the bars with a shotgun ready. Chance calmly tells him that he's going to release Joe. Stumpy tells him the keys are on his desk and when Chance moves to get them, Stumpy blows the two men away. The third man runs in and Colorado wounds him.While Stumpy keeps guard on him,Chance and Colorado run over to the hotel to save Dude. But when they get there, they only find Feathers untying Carlos and Consuela. The men have taken off with Dude out the back door. Chance decides not to go after them in case it reults in Dude been killed.Instead he tells Carlos to get in touch with Nathan to tell him he wants to talk to him. He asks Feathers if she now regrets staying. She shakes her head.Chance, Stumpy and Colorado wait at the office for news from Carlos. When he turns up, he tells them that Nathan wants a deal.Trade Dude for Joe. Chance agrees.Stumpy wants to go but Chance tells him he's too old and slow to get involved in any trouble in wide open spaces. Stumpy reluctantly stays. Chance and Colorado leave and walk through the town to the barn overlooking Nathan's warehouse. Chance and Colorado get ready with their guns. Chance is happy to see Dude still alive and well as they bring him out. Joe starts walking towards Nathan and his men as Dude starts walking towards Chance and Colorado. Just as the two men are about to walk passed each other, Dude lunges for Joe and they start fighting behind a wall, as Chance and Colorado engage in a gunfight between the men hiding in the warehouse. Dude knock Joe out and Colorado tosses him a gun. During the shootout, a few men try and escape across the creek to try and get behind Chance and Colorado to ambush them. Chance and Colorado shoot a couple of them but two manage to get across. But two explosive gunshots are fired out of view and the men drop dead. Chance recognizes the laugh belonging to Stumpy. Chance and Colorado are pleased but Colorado tells Chance that Stumpy is near the wagons that are full of dynamite. Carlos arrives to help Chance with a big shotgun. Chance runs out of the barn to get across to warn Stumpy as the gunfight carries on. From behind a wall and out of range of the dynamite,Stumpy throws a couple of unlit sticks towards the warehouse for Chance and Dude to fire at and blow up. The dynamite gets closer and closer to the warehouse and on the final one that Chance fires at, the whole warehouse nearly blows up. The Burdette brothers and the remaining henchmen tell them they give up and come walking out unarmed.Later at night, the town is peaceful again. The remaining men have taken off and Chance goes over to the hotel to see Feathers. As he passionately embraces her, she throws her tights out of the window into the street. Dude and Stumpy are passing and walk off smiling and laughing.