Flint is out scouting with another member of the train, Zeke Thomas. They are looking for a watering place that the train used the previous year. What they find is that where a bare watering hole once was, now stood a town. They ride on in. Outside the saloon, they are met with an unwelcoming committee of townsfolk intent on making the wagon train pay for the use of the water. Flint goes on in to the saloon to try to reason with the town's Mayor, leaving Zeke to mind the horses. While Flint is talking to the Mayor, the Mayor's mistress is looking out of the saloon's window. She sees Zeke Thomas and leaves the saloon to talk to him. Flint tries hard but can't change the Mayor's mind so eventually he and Zeke return to the train. It looks as if there will be a confrontation - between the travellers and the townsfolk; between Zeke, his wife and the mistress. In coming across the town both the wagon train and Zeke Thomas find more trouble than they bargained for.