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A newly married lawman (Cooper) turns in his badge, but his honeymoon plans are quickly waylaid by news of a killer's impending arrival on the noon train. Does he take his pacifist Quaker wife's (Kelly) advice and leave town like everyone else, or stay and face one final showdown alone? Zinnemann's socially conscious Western, an allegorical condemnation of HUAC complacency, unfolds in real time as the inexorable ticking of clocks ratchets up the suspense.