After falling from a train in a small town in the Australian outback, Mac, a strong-willed young man, meets Lily, the daughter of the local butcher and decides to stay. A mean trick played by a rival suitor leads to Mac being bundled out of town. On returning six years later, he finds that Lily has married his old friend Jim Muldoon. His own marriage to showgirl Marge has failed and left him with nothing but his stubborn and wilful daughter Buster... his Shiralee.
Mac has returned to Eucla with Buster, looking for a job from Thaddeus, only to find his old boss gravely ill and Lily running the family business. Although strongly attracted to each other, Mac's independence in refusing to work for a woman leads him to take to the road again. He resumes his career as a prize fighter, but leaves after an argument with Beauty. Swallowing his pride he asks Lily for a job, but weeks on the road have taken their toll on Buster