Retiring Marshall Will Kane (Gary Cooper) insists on defending his town from a gang of hooligans who are due on the noon train -- but he faces the task alone as the cowardly townspeople flee like rats from a sinking ship. Director Fred Zinnemann creates an incredibly tense Western (rightly considered one of the true genre classics) that unfurls in real time -- as the clocks on the wall constantly remind us. Grace Kelly and Lloyd Bridges co-star.