At the Carlton, Paladin comes down to the lobby and flirts with Miss Pegeen Shannon, who he assume is a new woman guest. She invites him up to her room and leaves, but the clerk informs Paladin that Pegeen is the hotel's new stenographer. Undeterred, Paladin hires Pegeen to dictate a letter to John Staffer, an attorney-in-law in the town of Santa Maria, New Mexico. He tells Staffer that he's received his downpayment and will ride into town, but refuses to provoke a gunfight. As Pegeen prepares the letter for mailing, she asks Paladin why he changed her mind about her. He suggests that they become friends and when she proves skeptical, assures her they can discuss it more when he returns in three weeks.
As Paladin rides to Santa Maria, he comes across an Indian boy, Charley Red Dog. Charley has made camp and invites Paladin to join him. However, first he draws his gun and orders Paladin to turn over his. Once the gunfighter does so, offering a tip on using fat to lubricate his holster, Charley offers him some food and reveals that he has a marshal's badge. Paladin notices that it looks suspiciously fake and Charlie explains that he earned it from a correspondence school. He shows Paladin his equally fake-looking diploma and tells the gunslinger that his name will stand for liberty and justice. Charley is riding to Santa Maria to enforce the law because his father died, gunned down on the streets by an Indian hater just for walking on the streets. He plans to become the new marshal there and enforce a no-guns policy like the one in Abilene. Paladin asks what Charlie plans to do if he tries to take his gun back, and Charlie offers him a fair gunfight. Rather than gun down the earnest young man, Paladin declines... but keeps his holdout derringer close at hand.
When Paladin arrives in Santa Maria, he meets with the town's leading businessmen: Staffer, Lem, and Cornish. They already know about Charley and are surprised when Paladin suggests that they appoint the boy as town marshal. They want someone to dispose of the worst of the criminal element, Joe Denver, who will be back in town the next day. Paladin refuses, saying they need someone who can enforce the law full-time instead of a gunslinger killing one man. Lem says that they'd rather have a real lawman, but the businessmen admit that no one is dumb enough to take the job. Paladin warns them that Charley will enforce the law whether they want him to or not, and that he'd rather die than let anyone stop him. The businessmen agree but insist that no one knows that they hired Paladin to help Charley. That suits Paladin fine, as he has a plan to make sure that Charley gets respect.
Paladin goes to borrow a gun but sees Charley at his new office, putting up a freshly painted sign. Paladin picks a fight with one of Denver's men outside of a saloon. He knocks the cowboy in where Tuck, Ed, and several other gang members are playing cards. Paladin knocks out the cowboy and orders a drink. When Ed tries to make casual conversation, Paladin insults him and punches him unconscious when Ed takes offense. The other gang members draw their guns but Paladin offers to cut their cards... and shoots their deck in half with Ed's gun before anyone can react. Impressed, Tuck tells Paladin that Denver will want to see him when he arrives and Paladin says that he's looking forward to it.
Charley comes to investigate the gunshot and orders Paladin to hand over his new gun. Tuck and the others are surprised to discover that Charley has already disarmed the gunslinger once. Paladin cowers convincingly and gives Charley Ed's gun, warning the outlaws that Charley is even faster than he is. The other men quickly fall into line and hand over their guns while Paladin secretly sighs in relief.
Later, Paladin returns to Staffer's office and they watch as a local Indian hater, Gus Johnson, storms into Charley's office. Paladin runs over to intervene, only to see Gus come flying back out of the office. Charley comes out and disposes of the man with a few well-placed blows, much to Paladin's surprise.
Paladin continues to watch over Charley and Staffer joins him. Cornish runs over from his general store and warns Paladin that he overheard six men planning to break into Charley's office that night and kill him. Staffer warns that no man can handle six-to-one odds but Paladin figures to even the odds up a bit.
That night, the men break into Charley's office and attack the would-be marshal. Charley fights bravely but is desperately outnumbered. However, Paladin uses his derringer to shoot out the lantern and then enters the office. Using the darkness as cover, he knocks out three of the thugs and sneaks out, while Charley sends the other three packing.
The next day, Staffer swears Charley in as the mayor while Paladin looks on in satisfaction. Lem runs in and warns them that Denver is in town and plans to gun Charley down. The businessmen turn to Paladin, who suggests that Charley let him handle it. If one gunslinger kills another, it won't reflect badly on Charley. Charley reluctantly opens the door for Paladin so he can go out and handle the outlaw... and then cold-cocks Paladin from behind. Straightening his shoulders, Charlie says that he plans to uphold his vow no matter what and goes out into the street. The townspeople have cleared the street and Denver is waiting for the new marshal.
Lem and Staffer wake Paladin up and the dazed gunslinger realizes that his derringer would be useless in the gunfight. Since Charley collected all of the guns, Paladin sends Lem to get a gun from Cornish's store but they discover that Charley has locked those up as well. Two gunshots ring out and Paladin runs out into the street. Charley is alive and well, and Denver is one the lying facedown in the street. Charley thanks Paladin for his earlier advice on improving his fast draw... and then relieves him of his derringer. However, the marshal admits that he knew Paladin shot out the lantern and lent a hand the previous night. Charley takes out his diploma and tears it up, and tells Paladin that he knew it was a fake but that it gave him a direction for his life. He thanks Paladin for giving him respect and shakes his friend's hand.
Paladin collects his money from the businessmen and prepare to ride out of town. As they see him off, they jokingly suggests that he split the $1,000 with Charley since he did all of the work. Paladin figures that the two of them are already even: Charley got their gratitude and Paladin got their money. Charley nods in farewell as Paladin rides out of town.