The meanest outlady in the US is coming to Dodge, at least that's what Festus has heard, but it's really Emma Grundy out to retrieve her seven orphans from Titus Spangler and take them back to the orphanage where they belong. The town finds it ludicrous that these children have never had a Christmas and plan on putting one on in the Long Branch. The problem arises when Mrs. Grundy arrives, and she has her own personal reasons for not giving the children Christmas. Kitty steps in to solve the problem single handedly and ends up messing things up worse than they were.

After convict wants to kill a man he has never seen before after he gets out of prison.

A man gets shot, loses his memory, and gets taken in by a lonely woman

Kitty is in a stage wreck and dazed and confused she sets out in the wild. Meeting up with a wild girl who does not speak, she winds up at a shack where a family takes her and the wild girl hostage. Intent on turning the child into a sideshow, they tie Kitty up but are stopped before they can get too far.

Matt helps a young boy find his mom while finding an outlaw.

Matt helps a young boy find his mom while finding an outlaw.

Dr. Chapman is arrested by Festus when he tries to sleep in Doc's office even though he has explained that Doc went to Baltimore to hone his medical skills. A letter explains that Doc felt so badly about a little girl's death that he could have prevented if he had been more in tune with modern medicine, that he had to leave. Not many in town are very cordial to Dr. Chapman and when Newly's shop blows up with Newly and Festus in it, they dislike him even more. Festus is all right, but Newly has a bone splinter in his brain and needs an operation. Chapman wins the town by performing the operation and saving Newly's life.

Ma Colter tries to dissuade her youngest son from following his older brothers into a life of crime.

Matt is out to find a gunfigther who killed two people.

A former Marshall helps Matt by filling in for Matt, after he is wounded and sent to bed so he can rest.

A jury has the fate of a mountain man in it's hands.

While trying to hide from a storm Festus finds old Indian is about to die. Festus keeps trying to stop the indian from dying.

Drago wants to find the person who killed a woman who helped him.

A hidecutter starts trouble in the Long Branch and Matt comes to the rescue throwing him out of town. When Festus goes up to fetch Dr. Chapman, he finds the old scudder there himself. Offering to buy Doc a drink, he can't resist and they surprise everyone down at the Long Branch. While they are all excited to see Doc, Matt is out checking the town and ends up shot in the back by the hidecutter he just threw out. Doc's homecoming is ruined when he realizes that if he tries to remove the bullet he could paralyze Matt and he doesn't want to be the one to do it. So, he contacts a surgeon in Denver, and loading Matt in the baggage car of the train, Kitty, Doc, Festus, and Newly all head for Denver along with a Federal gold shipment.

As the train moves along to Denver we meet several passengers. One is a Pinkerton man handcuffed to Beth Tilton, a woman who doesn't want to go back to Colorado to her husband. The other, Allie Dawson, is a young girl that Newly befriends who does not believe in violence. The train is taken over by Jack Sinclair, an old enemy of Matt's. Matt had shot his hand off before sending him to prison. Making it look like Matt is a dead body in the baggage car, he is safe for now with Doc standing guard, but it can't last long. Kitty senses trouble when Beth starts cozying up to Jack Sinclair and worries she'll tell him what she knows. Warning her that she'll do anything for her man, Kitty watches Beth like a hawk. Festus and Newly are forced to help load the gold shipment on the wagon and when they get it loaded they end up driving off with it luring the gang out on foot to chase them. Beth tells one of the guards about Dillon in the back, and he goes to kill him.

The conclusion to this three parter. Dillon kills the guard that was gunning for him and the passengers take the train back over. The only problem, all the fuel has been destroyed so they have to get more fast. Festus and Newly are still out with the gold leading the men from the train on foot. Dillon's legs are numb and Doc has no choice but to operate whether he cripples him or not. Leaving the gold shipment and taking the mules, Newly and Festus head back to the train to try to get it going. Sinclair has the men push the wagon back to the train and gets there in time to keep it from taking off. Beth tells Sinclair about Matt Dillon, but Dillon's faster than a gun even lying down and ends up killing him. The train takes off leaving the bad guys and all their gold sitting at the tracks with no way to get anywhere.

Ben Justin must try and clear his name of false charges.

After Matt is hurt, He makes friends who must help him stay alive.

Newly falls in love with a woman who could put him in danger, once her past is known.

Lucius's daughter wants her dad locked up so she and Tom can have the estate. Judge Broker thinks Mr. Prince is sane and Mr. Prince proves he can be a dad.

A former gunfighter returns to Dodge which worries Matt because Howard Cane was the one to survive the rage war. Can Matt stop him before more trouble comes to Dodge?

A drifter wants to marry the rich family's daughter

Festus is mistaken for a killer.

A father disapproves of the man her daughter marries.