Will Kane, the sheriff of a small town in New Mexico, learns a notorious outlaw he put in jail has been freed, and will be arriving on the noon train. Knowing the outlaw and his gang are coming to kill him, Kane is determined to stand his ground, so he attempts to gather a posse from among the local townspeople.
Gary Cooper Marshal Will Kane
Thomas Mitchell Mayor Jonas Henderson
Lloyd Bridges Deputy Marshal Harvey Pell
Grace Kelly Amy Fowler Kane
Katy Jurado Helen Ramírez
Otto Kruger Judge Percy Mettrick
Lon Chaney Jr. Martin Howe
Harry Morgan Sam Fuller
Ian MacDonald Frank Miller
Eve McVeagh Mildred Fuller
Morgan Farley Dr. Mahin, minister
Harry Shannon Cooper
Lee Van Cleef Jack Colby
Robert J. Wilke Jim Pierce
Sheb Wooley Ben Miller
Jack Elam Charlie - Drunk in Jail (uncredited)
John Doucette Trumbull (uncredited)
Ted Stanhope Station Master (uncredited)
Lee Aaker Boy (uncredited)
Guy Beach Fred - Coffinmaker (uncredited)
Larry J. Blake Gillis - Saloon Owner (uncredited)
John Breen Church Member (uncredited)
Tex Driscoll Church Member (uncredited)
Herschel Graham Church Member (uncredited)
Paul Kruger Church Member (uncredited)
William H. O'Brien Church Member (uncredited)
Roy Bucko Barfly (uncredited)
Russell Custer Barfly (uncredited)
Nora Bush Townswoman (uncredited)
Ann Kunde Townswoman (uncredited)
Ben Corbett Townsman (uncredited)
Rudy Germane Townsman (uncredited)
Chuck Hayward Townsman (uncredited)
Michael Jeffers Townsman (uncredited)
Kansas Moehring Townsman (uncredited)
Jack Montgomery Townsman (uncredited)
Buddy Roosevelt Townsman (uncredited)
Allen D. Sewall Townsman (uncredited)
Howland Chamberlain Hotel Clerk (uncredited)
Virginia Christine Mrs. Simpson (uncredited)
Cliff Clark Ed Weaver (uncredited)
Paul Dubov Scott (uncredited)
Dick Elliott Kibbee (uncredited)
Virginia Farmer Mrs. Fletcher (uncredited)
Tim Graham Sawyer (uncredited)
Tom Greenway Ezra (uncredited)
Harry Harvey Coy (uncredited)
Nolan Leary Lewis (uncredited)
Tom London Sam (uncredited)
Merrill McCormick Fletcher (uncredited)
William Newell Jimmy - Drunk with Eye Patch (uncredited)
James Millican Deputy Sheriff Herb Baker (uncredited)
William Phillips Barber (uncredited)
Lucien Prival Joe - Ramirez Saloon Bartender (uncredited)
Ralph Reed Johnny - Town Boy (uncredited)
Charles Soldani Indian Outside of Saloon (uncredited)
Slim Talbot Barbershop Customer (uncredited)