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The movie begins in 1854 prior to the U.S. Civil War with cadets at West Point practicing cavalry maneuvers. From the beginning there is obvious friction between some of the cadets. After one of the cadets reads from a tract by abolitionist John Brown they discuss the issue of slavery in the United States and what should be done about it. Primarily the argument is between one Northern cadet, Rader (Van Heflin), and 'Jeb' Stuart (Errol Flynn), from the South. Rader supports Brown's beliefs and Stuart opposes them, saying the South should be left alone to work out what to do about the slaves. Various cadets take sides, a fight breaks out. Afterward several of the cadets are reprimanded and assigned to the cavalry as 'punishment' (though they seem happy about it). Rader is thrown out of school for stirring up trouble. The cadets are then shown graduating. These include 'Jeb' Stuart, George Armstrong Custer (Ronald Reagan), George Pickett, and other famous participants in the war that is to follow. Secretary of War Jefferson Davis (future president of the Confederacy) gives a speech and the cadet's sing a song. During the ceremony Stuart and Custer catch sight of a pretty girl, Kit Carson Holliday (Olivia deHavilland), whose father is a railway baron.
The newly minted young officers then travel by train to their new post in Leavenworth, Kansas. There is discussion about the troubles that Kansas has been having with John Brown's raids (Kansas is not a state yet and it is not clear if it will join the Union as a slave state or a free state). Stuart and Custer then flirt with Kit Holiday who is also along for the ride with her father, who intends to extend the railway West, through the troubled territory of Kansas. Attention then shifts to some slaves who are also in the passenger car. A man claiming to own them keeps them from being thrown out, but then he is confronted by some men with guns who attempt to force him off the train "before it crosses state lines". It turns out that the man with the slaves is a son of John Brown. The men with guns are concerned that he is attempting to aid renegade slaves across the border from Missouri to Kansas (where they have no formal status). There is a gunfight and one of the Southern men is shot and killed. The man who was transporting the slaves jumps off the train. The slaves are left on board, confused. The young officers arrive at Fort Leavenworth, a frontier garrison. There is some scary talk about how dangerous the post is and how some of the previous officers are dead or missing. Stuart and Custer are sent out on patrol but before they leave they stop for supplies and to flirt with Miss Holliday. The two flip a coin to see who gets first crack at her and Stuart wins.
Focus then shifts to the camp of John Brown (Raymond Massey), who is setting out orders for the conduct of his followers. Rader, the cadet who was kicked out of West Point, is seen arriving at the camp by wagon. The man who escaped from the train earlier also shows up and is reprimanded by Brown for leaving the slaves behind. John Brown then leads everyone in prayer. Stuart and Custer's patrol meets Brown. There is a delivery of Bibles in the wagons for him and the officers don't recognize him at first. A box falls off the wagon and breaks open, revealing that the 'Bibles' are actually rifles. John Brown's men take the rifes at gunpoint, then Stuart and Custer's group chases after them. John Brown gets away but the wagon with the rifles is wrecked. The forces of Fort Leavenworth then assemble to ride out after John Brown and stop him, but despite a wide-ranging campaign he alludes them. Eventually Rader comes to Jefferson Davis to discuss betraying John Brown to them for the reward. Brown ends up trapped at Harper's Ferry and the military is sent to capture him. The troops surround Brown and what is left of his forces and a big gun battle ensues. During the battle John Brown shoots Rader for betraying him. Shortly afterwards the military blasts its way in and takes the survivors prisoner. John Brown is being hung while Custer and Stuart and Miss Holliday watch. Brown gives a prophetic speech on the scaffold before he dies. The final scene is of Stuart and Carson being married on a train.
The insertion of the fictional character of Kit Carson Holliday is used for the romantic byplay of the principals of Jeb Stuart and George Custer. Jeb (James Ewell Brown) Stuart did graduate from West Point in 1854 and was present with Col. Robert E. Lee at Harpers Ferry fighting against John Brown. The Harpers Ferry incident took place in 1859. George Armstong Custer didn't graduate from West Point until 1861, he was scheduled to graduate in 1862 but graduated a year early due to the start of the Civil War. Hollywood movies liked to change history to suit the script but this film was not adversely effected by this.
There were notably several good character actors in this film. Alan Hale Sr as Tex Bell and Guinn "Big Boy" Williams as Windy Brody. Some other actors with minor roles were Ward Bond, Russell Simpson, and Joseph Sawyer, Moroni Olson as Col. Robert E. Lee, William Lundigan as Bob Holliday and Henry O'Neill as Cyrus Holliday.
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