Marshal Will Kane (Gary Cooper) just hung up the badge and the gun belt and got happily married to a beautiful bride (Grace Kelly) when their honeymoon plans get jolted with horrible news. Frank Miller, a madman criminal that Kane himself put behind bars, has been pardoned. To make it even worse, Miller threatened to murder Kane for what he did and it seems that Miller is planning to follow through on that threat. All of Miller's old gang is waiting at the station for him to arrive on the noon train. The friends of Kane urge him to leave while he still has a chance, and Will and his wife get out of town before Will turns the wagon around. You can run away from the problem, however long you can stay in front of it, but you can't run away from your conscience. The town however, as well as his newly-wed wife don't agree with Will. The town is too cowardly to act and ignored the marshal's appeals for help. His wife was going to board the same train