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Jesse James (George Stults), his brother Frank (Tim Abell) and their outlaw buddies are hurting and on the run from U.S. Marshal Kane (Peter Fonda) in writer-director Fred Olen Ray's grizzled and earnest tribute to the celebrated outlaw legend. Frank James splits up the gang for tactical purposes, but their situation eventually puts them on a course leading straight to a blazing showdown with the law in the desolate town of Gila Wells.