Nicole, a bright and happy co-ed has her life turned upside down by the retirement, illness and death of her father. Extracted from the polite society of Boston and thrust rudely into the life of a working girl in a seedy second rate gambling house in a small Nevada town she meets the Weslys. The younger is handsome, rich, smooth and fun. The older is coarse, rough, eccentric and rebellious. The antics and rivalry of these two afford relief from her mundane life. Swept innocently along Nicole finds herself embroiled in a one man sagebrush rebellion. Old fashioned ideas clash with the new, leaving Nicole in the middle of the road to be run over by traffic going both ways.