dundee begins building his army. among them are tim ryan (michael anderson jr.) who is the only survivor of the massacre, as well as a horse thief, a drunken mule-packer, a vengeful minister, and a small group of black soldiers who were formerly slaves. dundee reluctantly appoints the inexperienced lieutenant graham (jim hutton) as his second in command. eventually, tyreen changes his mind and accepts dundee's offer. he binds himself and his men to loyally serve dundee, but only until charriba is "taken or destroyed."