After the 1860s Wild West, a group of misfit settlers - including ex-doctor Phil Taylor, prostitute Belle, and homosexual bookseller Julian - decide they cannot live in their current situation in the west. They hire a grizzled alcoholic wagon master by the name of James Harlow to take them on a journey back to their hometowns in the East.

Lt. Col. Iceal "Ham" Hambleton is a weapons countermeasures expert and when his aircraft is shot over enemy territory the Air Force very much wants to get him back. Hambleton knows the area he's in is going to be carpet-bombed but a temporary shortage of helicopters causes a delay. Working with an Air Force reconnaissance pilot, Capt. Bartholomew Clark, he maps out an escape route.