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| William Holden | Hal Carter |
| Kim Novak | Madge Owens |
| Rosalind Russell | Rosemary |
| Betty Field | Flo Owens |
| Susan Strasberg | Millie Owens |
| Cliff Robertson | Alan Benson |
| Arthur O'Connell | Howard Bevans |
| Verna Felton | Helen Potts |
| Reta Shaw | Irma Kronkite |
| Nick Adams | Bomber, Paper Boy |
| Elizabeth Wilson | Christine Schoenwalder |
| Phyllis Newman | Juanita Badger (uncredited) |
| Don Harvey | Policeman |
Charming Hal Carter turned to wandering after a failed acting career left him loose in the wind. Interested in reuniting with an old college friend, Alan Benson, Carter bums a train ride to a tranquil Kansas town. Alan greets him warmly, and together they join the community in a picnic celebration of Labor Day. However, his welcome quickly sours when sparks ignite between him and Alan's girlfriend, Madge Owens .
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