[music]

keep your back turned and drop your gun belt. you heard me, unbuckle your gun. you can put those guns away. they bother you? ff and i'm wearin' a new shirt. that's right funny now. give me that wallet. why not? it's not mine. i already know that. take a lookk at his gun, todd.

hammer. i've known people to get a hole in their leg that way. we're not interested in your explanations. you see, logan was a friend of ours. who's logan? you ought totonow, you just shot him. you're kinda goin' off half-cocked, aren't you, mister? i haven't shot anybody. well, i don't see anyone else around. i see a lot of country around here. somebody could've hit him before you got here. you're packin' a gun with one chamber fired llet. i guess that's all we need. now, get on your horse. where we goin'? laramie. you're the law around here? we'll turn you over to the law. you'll get a trial. this, uh, logan he have many friends like you in laramie? quite a few. you object to coming along with us?

? oh my darling oh my darling ?

? ...lin', clementine ? [cocks gun] [gunshot] 'that's far enough.' throw your guns down on the ground. [gunshot] [horse neighing] cut the big fellow loose. now get out and get out fast.

we better hit the breeze beforerehose jokers borrow some guns and come back. which way are you headed? i was headed for laramie, but, uh i don't think the climate would agree with me. where you goin'? far, far away. want to ride along? are you gonna tell me why you did this? ed for someone i shot. but don't get the wrong idea, he drerefirst.

what? aren't you gonna ask me why i killed that fellow back there? thought i hadn't better. his gun was only half out of the holster. he still drew first.t. 'or maybe you don't believe that.' make any difference? yeah, it does. you'd have to be pretty fasas i am. i never saw you handle a gun. that's right. i figure, if a man makes a play he ought to be able to back it up. i figure that way too.

you don't shoot so bad yourself. or was it an accident? you or me? 'you.' i guess it could''ve been. i'd sort of like to find out. got another dollar? let's find out free of charge. anytime you're ready. i'm ready. accidents happen all the time. yeah, they sure do, don't they? say, what do you do for a livin'? depends on how bad i need money. you and i together, we would make quite a team. or are you a loner? most of the time. that doesn't mean a man wouldn't like to have a friend.

how'd you like to tie in with me? looks like i'm kinda tied in already. i didn't have much of a future till you put the run on that outfit. yeah, you and i might make quite a pair. k.

r are you staying over or do you just want them fed and watered? we're staying over. you'll have to pay me the cash in advance. well, you got the horses. mister, you'd be surprised how many people leave horses here and don't come back on account the horse don't belong to them to begin with. we're coming back. what's the best hotel in town? well...there's only but one. thanks. [whistling] you're supposed to use that stuff after your hot bath, pat. who's got time for baths? got something to do? only what any red-blooded young boy'd do his first night in town.

and the music is gay. [knock on door] come in. you the one who wanted the hot.. ooh, mister, honest, i can't put my hands up. pour it in there. it's a house rule. i bring the hot water but you gotta dump the dirty water yourself.

- i didn't hear you knock. - good thihi you didn't. look, if it's about that shooting outside of laramie-- we don't know anytytng about laramie. just get out of that tub. - why? - 'you're coming with us.' that's a mighty poor answer. it'll have to do for now. dry yourself off, get your clothes on. we're going? a ranch, on the outside of town, about 10 minutes away. there were three of them, and the middle one was fat so i said to the little one.. mister, i've seen lots of ranches. what's the matter? you know those men? i know three of them. they're businessmen here in town. so if you're what you say you are you have nothing to worry about. except how to prove it.

i do. who is he? he used to be a friend of mine. let's go. ah, come on, honey, let's forget it and have a good time. there's one of them, mr. grayayn. well, take some chairs, gentlemen. i reckon that "gentlemen" doesn't include me. that remains to be seen. where's pritchard? checking on the other one. he'll be alalg.

of course. come, joan. sit down, bodie. - would you care for a drink? - can't really say. i only drink with friends. my name's grayson. among other things i happen to be president of the stockmen's bank. i suppose you're wondering why you're here. - no, i know why i'm here. - 'why?' 'cause i seldom wear a gun while i'm taking a bath. maybe you'd like to give me a better reason. this afternoon, you rode into town with a man named pat keogh. 'is there a law against that?' in these cases, we make our own laws. hung many strangers lately? i told you, this was not a joking matter. then maybe you ought to tete me what i'm doing here. i can n sure you, we're doing all this for a reason. how long have you known pat keogh?

't call him an enemy. he saved me from looking up the short end of a rope. would you care to explain the circumstances? i'd enjoy to. four days ago i was held up by three respectable citizens. something like these three. they weren't the e w, but they were going to hang me for something i didn't do. keogh kept them from hanging my hide up to dry. that answers your question? what else do you know about him? excuse me. were you. - hello, cheyenne. - pritch. it's beenen long time, hasn't it? a long time and a long ride from here. you know these people? - yes. - so long, pritch. look me up at the palace hotel, but knock before you comomin.

least you didn't come in here with a gununn your back. that wasn't my idea. i'd hate to think it was. take your hands off me, pritch. [gun clicks] maybe this will change his mind. why don't you keep out of this? looks like youo've already waved that gun around too much. cheyenne, you and i have known each other quite a while. yeah. you can go if you want, but i'd like to haha my say. alright. tell the rest of them to stay out of it. i'm tired of being pushed around. that's fair e eugh. - do you know who pat keogh is? - yes, he's a friend of mine. he's the number-one criminal in this terrrrory. we think he's responsible for at least half a dozen robberies in the past year. robberies in which six men were shot.

t's pat keogh you want? maybe not for all of them. the pattern is never the same. the man we're after covers a pretty wide area. sometimes he works with confederates, sometimes alone. but one thing we do know. the operation is always carefully planned in advance. keogh spent a few days here a couple of months ago. you still haven't answerededy question. you sure pat's your man? positive? no. that's why you're here. are you close enough to keogh-- i know what i'm asking and i know how you feel but keogh is a cold-blooded killer. - you can't turnrns down. - i have to. i have to treat him the same way he's treated me. as a friend. i can't turn on him for no reason. mr. bodie, we're prepared to offer a certain n ount of money. you haven't got that much money. alright, bodie, if t tt's your attitude i suspect that your stay in red rock may not be pleasant. you running me out of town?

n't see any good reason for staying. in case you change your mind, i'll be at the palace, room 36. i think you're making a mistake, mr. pritchard. it's obvious he and keogh are partners. his first act will be to warn him. holding him here would have tipped our hand too. i've known cheyenne a long time but i've never known him to be outside the law. - how long since you saw him? - a year, year and a half. yeah, people change. i'm not sure they do. ? oh, i killed a man they say ? ? so they say ? ? oh, i killed a man they say ? ? so they say ? ? oh, i beat him on the head ? ? and i left him there for dead ?

? blast his eyes ? oh, mr. keogh. bartender, i'll buy a drink for the house. drink up, boys, we've got a live one. how can he carry on like that with w wt we got coming up tomorrow? pat don't ever think about what's coming up tomorrow. dod't you know that? - how 'bout another drink? - no, i don't think i should. water but use a little wine for thy stomach's sake. that's from the bible. first timothy, 5:3. but i didn't think you-- just know you're in good company. come on, have a little drink. - - ll, i guess it's alright. - oh, sure.

that's not quite the word i'd like to use for him.. do me a favor. go sit at another table while i talk to my friend. i'd like to meet him. you will. now, go on, will you?

took you a long time to take a bath. had a lot of dirt to get rid of. where'd you come from just now, the stable?

seems like somebody knew me and you. it don't make much sense, does it? anything makes sense when you've got three guns stuck in your ribs. what'd they wanna know? everything i knew about you. what'd you tell them? nothing. i don't know anything outside of the fact that you threw in with me when i needed help. you put the gun away now, pat. okay, partner. hey, millie. millie, meet my friend, cheyenne. - it's my pleasure. - oh, mine too. oh, come on, sit down, sit down. - she thinks you're handsome. - oh, now, pat.. think i'm going to argue with her? no.

? in the spring ? ? 'neath the willow tree ? ? sang and piped ? ? i heard him sing ? ? singing aura lee ? ? aura lee, aura lee ? ? maid with golden hair ? ? sunshine came along with thee ? ? and swallows in the air ? take you home. millie. don't think she wants to go. i think maybe she should. who is this little fella? he's.. he's been courtin' me.

drink. - no, thanks. come on, millie. - tom, please. leave her alone. she's having a good time. let her go, pat. no. i'm an old-fashioned boy. i brought her here, i'm taking her home. i dod't think so, mister. now, look, if you don't want a drink, get out. you're spoiling my eveveng. mister, i don't want to fight with you. why not? not enough backbone? what do you want me to do? i'm not wearing a gun. now you got a gun. alright, tom. i'll go with you. (pat) no, you won't. leave him alone, pat. i'm not doing anything. i just don't think he's gonna take her home. 'cause i don't think he's man enough. you don't want a weak-kneed calf like that.

[gunshot] tom! 'tom!' [crying] oh, tom! if you need witnesses, mister, you got two right here. yeah, that's right. i don't think i'll need any. coming, partner? didn't have to kill him, pat.

to use a gun, he shouldn't try. did you give him any choice? what would you have done if it had been me? same thing. sure of that? yeah, i'm sure. there's a difference between shooting at rocks and shooting a apeople. you see, shootin' to kill slows most men down. there's just a few of us, it don't. that's why if we ever tried to shoot it out yeah, mamae you would. ah, what are we talkin' about? we're friends, aren't we? oh-oh. i, uh, i just happened to ththk, i never did finish that song.

i've been waiting for you. what made you think i'd be here? - i heard about the shooting. - i was there. i know, that's why i was waiting. 'm sorry too. s that's the shortest friendship a man ever had. you mean, you've changed your mind? you knew that already. this is something i'm not going to be proud of but i guess keogh's got to be stopped. why do you think i've spent a year trying to run him down?

so let's keep it between us. alright. but don't take any chances with keogh. he's dangerous. get in with hihi

[whistling] ain't you up kinda late? what about yourself? ran out of women. small town. - why you all packed? - i'm pulling g t, pat. just waiting up to say goodbye. 'cause of what happened down in the saloon? no. well, then, why? by request. man named grayson suggested that this town might not agree with me. never figured you for a fellow who'd run. all depends. it's easy to leave a place if you don't have a reason for stayin'. what if you had a reason?

how'd you like to make some money? big money. fine, but that's not an easy thing to do. why not? where do people keep money? i never owned anymore than i could carar around in my pockets. but i understand some people keep it in banks. 'well.' we planning to hold up a bank? not the way they got it figured, or you, either. you don't have to. get a goodnight's sleep, we got a big day tomorrow.

real nice. ever see it before? not in the daylight. don't look so worried, bart, he's with us. - how's it going? - like a clock. griggs left with the old lady 10 minutes ago. get the horses out of sight. e him grayson a friend of yours? but i'm not so sure he'll be willing to like me. alright, bodie i'm forced to agree to your terms. now, where's my wife? afraid you'll have to ask my partner. oh, your wife's alright, mr. grayson. she'll be alright. just do as you're told. i suppose you have a price. what is it? fifty thousand dollars. fifty thousand? i don't have that much money. your bank has. are you proposing that i loot my own bank?

he combination of the vaults. and what if i refuse? you won't. you see, your wife is with a friend of mine. if i don't show up by 5:00 this afternoon he has orders to kill her. in case you put a posse on our tail after you bring back the money. besides, we have your daughter here. that's just to make sure you come back. mr. grayson. better do the way he said. the money's unimportant. but if any harm comes to my daughter or my wife you'll never know a safe night's sleep from now until you die. because i'll be looking for you. and someday i'll find you. how's it feel to be rich?

[playing piano] what about his wife? i never make a play i can't back up. ? aura lee ? ? aura lee ? ? maid with golden hair ? ? sunshine came along with thee ? ? and swallows in the air ? oh, mr. grayson. i was just going up to see you. i wanted to tell you how-- oh, pritchard, i haven't much time right now. - i'll talk to you later. - going somewhere? oh, just some papers i'm taking home to look over. you're going home kind of early, aren't you? yes, uh, i have a headache. grayson, there's something wrong. what is it? wrong? i just don't feel very well.

and the other two men that came in last monday? i didn't know that. i suppose they've left town. maybe. you know, grayson, if you want me to help you you've got to do everything you can to help me. i realize that. it's just that right now.. well, i've got something else on my mind.

maybe he changed his mind. he'll bring the money. yeah, he'd better. you have this whole thing set up, pat. why'd you cut me in? i told you, friends are hard to come by. you got something good, you let your friends in on it. friends? what would filth like you know about friendship? well...she does have some spirit after all. i hope my father doesn't bring you the money. you're dirty, you're rotten. now you're getting excited, honey. now go in there, think of some names to call me in private? pat. thought we were partners. that's right. i saw her first. thought all you did was take hot baths.

- don't touch me. - i'm not gonna.. cheyenne. i sort of hate to intrude, but grayson's back. don't feel too bad, honey, we might pass this way again. turner, get the horses. good to see you back. we were beginning to worry about your wife. - where's my daughter? - she's alright, she's in there. here's the money. i suppose you wanna count it. no, i'll take your word for it. i think you're honest. i've lived up to my part, now take me to my wife. oh, she'll be back sometime tonight, after we're long gone. what assurance do i have of that? my word. why should i take your word? why not? i'm taking yours.

pritch. i followed grayson. why didn't you stop them before this? i couldn't, pritch. they've got mrs. grayson. got to string along with them till i find out where she is. turner just bought himself some ground. how's he? he's not gonna cause any trouble. come on, let's get out of here.

yeah. it's after 4:30. nice watch, isn't it? where did you get it? turner was carrying it. he probably stole it from somebody. hey, this is a good place to make camp, huh? yeah, but we're supposed to meet griggs and mrs. grayson before 5 o'clock. that doesn't give us much time. oh, we got all the time in the world. you're going to meet griggs here? i'm not going to meet him at all. griggs never did know anything about spending money. besides, 50,000's hardly enough for two. what about mrs. grayson? what about her? you told grayson that griggs would kill her if we didn't show up by 5 o'clock. yeah, i'm afraid he'll do it too.

where is she, pat? you're the only man i ever really took a liking to. the first one i was ever wrong about. it's a real shame. we both made the same mistake. i had you figured wrong too. where's mrs. grayson? were you in with pritchard? where's grayson's wife? t to say. i'm just going to ask you one more time. where is she? i'm a gambling man. put the gun away and i'll tell you. you'll tell me now with the gun in my hand. uh-uh. my way or nothing. pat, i mean business. [gunshot]

out unless you're willing to gamble on it. 25 minutes to 5. gotta hand it to turner. if you steal a watch, steal a good one. i won't hit your hat next time, pat. you won't even shoot next time. 'cause the way you figure that would be like killing grayson's wife. you do shoot real good, don't you. the next one will be that much closer. 24 minutes to 5. it's a 20-minute ride from here. throw me the watch.

me figured right, pat. i won't kill you now, but when five o'clock comes as far as i'm concerned, mrs. grayson's dead and so are you. we're partners, remember? if she dies, they'll hang you for it. that may be true but you won't be around to see it. 23 minutes, pat. if you want to know where she is, put that gun away. that way, she's at least got a chance. alright, pat, you win. where is she?

griggs was a little squeamish about killing a woman. so i told him to hold her until 4:30 and then let her go. anytime, partner, i'm waiting. but remember what i told you about the difference between rocks and people. i'm going to put you down. it's your game, pat, you make the move. [gunshots] you're, uh, you're full of surprises. aren't you, partner? i'm sorry, pat. we might've.. we might've been good friends if things had been different.

what's the answer? no difference between... me and a hunk of rock? i guess i should've thought of that. i don't know what brought you back here but just drop your gun before you start explaining. mr. grayson, is your wife home? yes, the doctor's with her. she's alright. it's keogh. the money's in here.

pritchard was killed here today. you think bringing keogh in makes your skirts all clean? pritchard was a friend of mine. i happen to have been working with him. can you prove that? no. i'm afraid you'll have to prove it. listen, mister, i lost two friends today. one of them, i had to kill myself. now, i'm going to ride out of here. i hope you have the sense to put that gun away and stay quiet. i wonder if he was telling the truth.

you know, josh, when you're in town, things sure are different. yeah. yeah. there's always an argument. yeah, well, i'm not argug this time. well, i am. what did i do? you kept me waiting. we had a date yesterday. where were you? i told you, i got held up in placer city. what was her name?