SYNOPSIS Captain Starlight is the renegade of a noble English family with a taste for fine wine, romance, other men's cattle as well as a talent for robbery under arms. The boys, Dick and his younger brother Jim, are colonial boys not yet wild but soon to be. Their father, Ben Marston, an Englishman transported to New South Wales and with a legacy of scars to remind him, was set free before his wife Mary gave birth to the boys. Ben will not change his outlaw ways and is often away cattle duffing. Dick and Jim seem destined for a carefree, law abiding life in the bush. The hard-riding, flamboyant Dick, is in love with Gracey, the sister of a neighbour. They've known each other from childhood and Dick expects Gracey to marry him when he chooses to ask. Then one night, Warrigal, Starlight's aboriginal partner, comes to the homestead with a message from Ben to join him. At the end of their journey with Warrigal the boys are reunited with their father at the large natural hideout of 'Terrible Hollow' and introduced to his leader, the charming and infamous, Captain Starlight. Ben tells them they are needed to help drive 1,200 cattle through 1,000 miles of near desert. The herd, of course, is stolen, but in Adelaide no-one will know and the herd will fetch a handsome price. Dick, more for the fun than the money agrees to go. Jim still with the misgivings in his good heart, follows Dick as he always does. Starlight's scheme works beautifully. In Adelaide the boys are overawed by the big city and find themselves in an exciting romance with two sisters. For Dick, Kate is an amusing diversion. For Jim, Jeannie is the girl he wants to marry. The four sail to Sydney. But as they disembark the newsboy shouts the headlines. Captain Starlight has been arrested in Adelaide, exposed by chance. Dick and Jim are now wanted men. Leaving the gifts they ride for home into a trap. Dick is captured and finds himself in gaol with Starlight. Dick soon escapes and leads a daring attempt to rescue Starlight, using a hot air balloon 'borrowed' from a travelling circus. The rescue succeeds, the gang reunites at Terrible Hollow where Starlight meets the Marston's sister, Aileen. Love begins to grow between the dashing aristocrat and the convict's gentle daughter. The brothers and Starlight, influenced by the women they love, decide to give up their ways and seek their fortunes on the goldfield. Almost at once they strike it rich. But among the merchants and the miners at the diggings are Kate and her sister. Kate by now is married but still in love with the man who abruptly left her in Sydney. Kate realises that Dick loves Gracey and that she will never have him. Spurned, she informs on Dick to Sir Frederick Morringer, Head of Police. This time Jim is captured and is freed in a bloody shoot-out. Now the hunt is deadly and unrelenting. The gang decide on one last job. At the town of Dusty Creek the locals are building up a thirst for the running of the Falkland Cup and the Cup Ball. Mingling with them, are Starlight and the Marstons. They've come to take the Cup and rob the bank. Rainbow, they know, can win the Cup. But they need an elephant to take the bank. They do both. This time, however, their luck is running out. Morringer and his men, lured out of town by a ruse, return unexpectedly. The Bushrangers run for it. They have one slim chance to reach their lovers, waiting to sail with them to freedom. And Morringer closes his net...