Two former lawmen, Gil Westrum (Randolph Scott) and Steve Judd (Joel McCrea), are escorting a shipment of gold through the Sierra Nevadas. Along on the trip are Heck Longtree (Ron Starr), their brash young associate, and Elsa Knudsen (Mariette Hartley), a pretty young woman who joins the men to escape her domineering religious father (R. G. Armstrong) and marry her fiancé Billy Hammond (James Drury), who happens to be at the same mining camp where Westrum and Judd are picking up the gold.
But betrayal is just around the corner.
Box-office glory didn't happen for this film on its initial release, but modern cinephiles recognize it as an early triumph in the career of its director Sam Peckinpah, with some even ranking it higher than The Wild Bunch. It's also notable as the final film of Randolph Scott's career and the penultimate one for Joel McCrea.
- The Alcoholic: The judge, who is drunk for the wedding ceremony, and has to be given a shot of whiskey before Gil can get him out of bed in the morning.
- And Starring: Mariette Hartley gets an "And Introducing" credit.
- Be Careful What You Wish For: Elsa Knudson wants nothing more than to leave her overbearing father and marry Billy Hammond. Turns out he's a brute from a family of brutes.
- Bittersweet Ending: Steve bleeds out in the Knudson yard, but Elsa and Hick will be together, and Gil is redeemed.
- Creepy Crows: The Hammonds keep a crow as a pet. It underlines how they are bad news.
- Deadpan Snarker: Gil. When they arrive in the sad, ugly little mining camp, Gil calls it a "Garden of Eden." When some campers toss the contents of their chamber pot at the foot of his horse, Gil says "I see our crochet and garden society seem to be having their weekly meeting."
- Dutch Angle: Some use of this in the drunken party scene immediately after the wedding, as Elsa starts to realize just what she's gotten herself into.
- Establishing Character Moment: Billy's brother Henry is introduced with a creepy grin and a creepy crow sitting on his shoulder. It's about this time that we learn Elsa is making a big mistake marrying into the Hammond family.
- FaceHeel Revolving Door: Westrum. Sets out to steal the gold and betray Steve, then helps rescue Elsa, then attempts to steal the gold only to be caught by Steve, then comes to the rescue of Steve and Hick and promises a dying Steve that he'll take the gold to the bank.
- The Hero Dies: Steve dies of his wounds suffered in the final shootout.
- Honor Before Reason: Gil and Steve's taunting succeeds in getting the Hammonds to face them in the open, with one Hammond even saying to the other, "Don't you care about family honor?"
- Kick the Dog: When Henry gets angry after shooting at Gil and missing, he starts shooting at the chickens in the yard.
- Kubrick Stare: Henry, probably the creepiest and craziest of the creepy and crazy Hammonds, has a habit of directing hungry Kubrick Stares at Elsa.
- Miss Kitty: The rotund manager of "Kate's Place" ("Men taken in and done for"), who cackles with laughter when Gil wishes Elsa "all the happiness in the world" over her wedding.
- My Beloved Smother: Elsa's father is a male version of this.
- Opposed Mentors: Steve Judd and Gil Westrum are this to young Heck Longtree, and war with each other for his loyalty.
- Overprotective Dad: Elsa's father.
- Quote-to-Quote Combat: Elsa's father and Judd exchange Bible verses in this manner at one point.
- She Cleans Up Nicely: In Elsa's first scene. Elsa is seen dressed rather mannishly, working in the barn. She sees some men approaching on the road and changes. She comes back out looking gorgeous in a pink dress.
- Toplessness from the Back: Elsa in her first scene as she changes out of her work clothes into a dress.
- Twilight of the Old West: The presence of Model-T Fords seem to date the setting to the first decade of the 20th century. One of the themes is how the people who kept the West safe for settlers are forgotten in their old age.
- Young Gun: Heck Longtree.