A would-be college professor, Vincent Eaglewood, offers to teach the train's children to pay his way to San Francisco. Major Seth agrees, but Vincent's lack of common sense gets him into trouble.

Escaped convict Duke Le May joins the wagon train under an assumed name. When a deputy shows up to arrest him and is killed, Flint is asked to escort him to the nearest fort for trial but he does all he can to prolong that journey.