Gorgeous young Barbara Worth wants one thing: to help her adoptive father turn their dusty desert town into farmland. But when a wealthy land developer is hired to build a dam and tap the Colorado River, Barbara finds herself the object of a rivalry between her close friend (Gary Cooper) and the developers son. As the rivalry builds, the trio discovers that the town has been swindled and the new dam isn't reinforced, forcing the warring suitors to settle their differences in order to rescue the townspeople from a coming deluge.