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| Gary Cooper | Marshal Will Kane |
| Grace Kelly | Amy (Fowler) Kane |
| Katy Jurado | Helen Ramirez |
| Thomas Mitchell | Mayor Jonas Henderson |
| Lloyd Bridges | Deputy Sheriff Harvey Pell |
| Otto Kruger | Judge Percy Mettrick |
| Lon Chaney | Martin Howe |
| Harry Morgan | Sam Fuller |
| Lee Van Cleef | Jack Colby |
| Robert J. Wilke | Pierce |
| Sheb Wooley | Ben Miller |
Former marshal Will Kane is preparing to leave the small town of Hadleyville, New Mexico, with his new bride, Amy, when he learns that local criminal Frank Miller has been set free and is coming to seek revenge on the marshal who turned him in. When he starts recruiting deputies to fight Miller, Kane is discouraged to find that the people of Hadleyville turn cowardly when the time comes for a showdown, and he must face Miller and his cronies alone.
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