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In the 1860's, Phoebe Titus, the only American woman living in the territory of Arizona, is possessed with a dream of owning the biggest ranch in the territory.  Phoebe is also possessed with an indomitable spirit, which puts her into conflict with the corrupt Lazarus Ward, who runs Tucson and owns the only freight line that supplies the town.

One day, while at Solomon Warner's general store to purchase supplies for her pie business, Phoebe suggests that Solomon become her partner in a freight business, which would challenge the exorbitant rates charged by Ward.  Phoebe offers Peter Muncie, a restless adventurer to whom she has taken a liking, the job of managing the line, but Peter declines, telling Phoebe that he is headed for California but will return to her.  Phoebe's line prospers until the calvalry is called out of the territory to defend the Union, thus creating a state of fear which is exploited by the newly arrived Jefferson Carteret.

While masquerading as a concerned citizen, the ruthless Carteret secretly becomes the power behind Ward.  To put Phoebe out of business, Carteret offers the Indian chief Mano guns to attack her wagons.  Carteret's plan works and lawlessness rules the territory until the Union soldiers return, accompanied by Sergeant Peter Muncie.  Peter senses something strange about Carteret, but Phoebe ignores his warnings and asks Peter to intercede with his Colonel to win her a freight contract with the army.  With the $15,000 that she is awarded for the contract, Phoebe plans to send Peter to Nebraska to purchase the cattle to make her dream of a ranch come true.

On the night that Phoebe is paid, however, Carteret's men rob her, and the next day Carteret offers to lend her the funds if she will put up her freight line and ranch as security.  Phoebe agrees, and on the day that Carteret notifies Phoebe that he is foreclosing on her mortgage, Peter returns with the herd of cattle.  Peter swears that he will eliminate Carteret, but first he and Phoebe decide to marry.  As the wedding ceremony begins, Carteret cleans his gun and after completing his vows, Peter finishes his business with Carteret and the newlyweds return to their ranch to build the future of Arizona.

Notes
The film is based on the novel Arizona by Clarence Budington Kelland (New York, 1939).  The novel was serialized in the Saturday Evening Post from February 25 thru April 15, 1939.

According to news items in HR, Gary Cooper, Joel McCrea and James Stewart were considered for the lead in this picture.  The film was shot on location in Tucson, Arizona at the Old Tucson Studios.  According to a news item in HR, Chief Fighting Bear, who served as technical advisor on the film, was head of the Black River Apaches.

NYT notes that Wesley Ruggles began to build his sets in the fall of 1939, but the war halted production until 1940.  A news item in HR, however, notes that Ruggles canceled production on the film in September 1939 when Columbia threatened to slash the budget.

The picture received Academy Award nominations in the Art Direction (Black-and-White) and Music (Original Score) categories.