"On America's frontier, a St. Louis woman marries a New Mexico cattleman who is seen as a tyrant by the locals."
Spencer Tracy
as Col. James B. Brewton
Katharine Hepburn
as Lutie Cameron Brewton
Robert Walker
as Brock Brewton
Melvyn Douglas
as Brice Chamberlain
Phyllis Thaxter
as Sara Beth Brewton
Edgar Buchanan
as Jeff
Harry Carey
as Doc J. Reid
Ruth Nelson
as Selina Hall
William Phillips
as Banty
Robert Armstrong
as Floyd McCurtin
James Bell
as Sam Hall
Robert Barrat
as Judge Seth White
Charles Trowbridge
as George Cameron
Trevor Bardette
as Andy Boggs
Morris Ankrum
as A.J. Crane
Russell Hicks
as Maj. Dell Harney
Eddie Acuff
as Cattleman (uncredited)
Henry Adams
as Gambler (uncredited)
Erville Alderson
as First Station Agent (uncredited)
Myrtle Anderson
as Townswoman (uncredited)
Stanley Andrews
as Bill the Sheriff (uncredited)
Frank Austin
as Second Station Agent (uncredited)
Polly Bailey
Frank Baker
as Juror (uncredited)
Dick Baron
as Newsboy (uncredited)
Jack Baxley
as Homesteader (uncredited)
Vangie Beilby
as Old Townswoman (uncredited)
Joseph E. Bernard
Margaret Bert
Robert Bice
as Brewton Ranch Hand (uncredited)
Barbara Billingsley
as Bridesmaid (uncredited)
Whit Bissell
as Ted - the Clerk (uncredited)
Chet Brandenburg
as Townsman (uncredited)
Joe Brockman
Buck Bucko
Marietta Canty
as Rachael (uncredited)
Nora Cecil
as Mrs. Ryan - Nurse (uncredited)
William Challee
as Deputy Sheriff (uncredited)
Wheaton Chambers
as Dean (uncredited)
Ruth Cherrington
Naomi Childers
Gertrude Chorre
as Brewton's Indian Nurse (uncredited)
Davison Clark
Gene Coogan
as Cowhand (uncredited)
Joseph Crehan
as Colorado Sen. Grew (uncredited)
Sidney D'Albrook
Frank Darien
as Minister (uncredited)
Jack Davis
as Jury Foreman (uncredited)
Vernon Dent
as Train Conductor (uncredited)
Helen Dickson
as Piano Player Spectator (uncredited)
Mike Donovan
as Nester (uncredited)
Franz Dorfler
Budd Fine
as Brakeman (uncredited)
Douglas Fowley
as Joe Horton (uncredited)
Slim Gaut
Fred Gilman
Ann Gowland
as Sarah Beth - Age 2 (uncredited)
Fred Graham
as Poker Game Spectator (uncredited)
Jesse Graves
as Luke (uncredited)
Frank Hagney
Chuck Hamilton
John Hamilton
as Forrest Hamilton (uncredited)
Jimmy Hawkins
as Brock - Age 5 (uncredited)
June Hedin
as Sarah Beth - Age 11 (uncredited)
Pat Henry
as Brock - Age 1 (uncredited)
Earle Hodgins
Stuart Holmes
as Party Guest (uncredited)
William Holmes
George Huggins
Bob Ingersoll
as Station Loafer (uncredited)
Dick Johnstone
Jack Kenny
Rose Langdon
Paul Langton
as Young Doctor (uncredited)
Larry Lathrop
as Messenger (uncredited)
Nolan Leary
Ralph Littlefield
Leota Lorraine
George Magrill
Robert Malcolm
Chief Many Treaties
as Indian (uncredited)
Mickey Martin
Kermit Maynard
Charles McAvoy
Charles Middleton
as Charley - Saloon Owner (uncredited)
Robert Milasch
Howard M. Mitchell
as Railroad Conductor (voice) (uncredited)
Skeets Noyes
as Beady-Eyed Man (uncredited)
Carol Nugent
as Sarah Beth - Age 7 (uncredited)
James O'Rear
as Piano Tuner (uncredited)
Norman Ollestad
as Brock - Age 8 (uncredited)
J.L. Palmer
Tex Parker
Frank Pharr
Lee Phelps
Obed 'Dad' Pickard
Bernice Pilot
as Maid (uncredited)
Paul Ravel
George H. Reed
as Uncle Nat (uncredited)
John Rice
as Cowboy (uncredited)
Dick Rich
as Loud-Mouthed Salt Fork Townsman (uncredited)
Duncan Richardson
as Brock - Age 3 (uncredited)
Buddy Roosevelt
as Ike Randall - Brewton Ranch Hand (uncredited)
Gene Roth
Dick Rush
Sam Savitsky
Phil Schumacher
Allen D. Sewall
Irving Smith
as Black Servant (uncredited)
Patty Smith
as Sarah Beth - Age 4 (uncredited)
Tom Smith
Ray Spiker
Wyndham Standing
Jack Stoney
Glenn Strange
as Bill Roach - Brewton Ranch Hand (uncredited)
Brick Sullivan
Henry Sylvester
Forrest Taylor
Ray Teal
Laura Treadwell
William Van Vleck
Dorothy Vaughan
as Mrs. Hodges (uncredited)
John Vosper
as Hotel Clerk (uncredited)
Eddy Waller
Dan White
as Wake - Brewton Ranch Hand (uncredited)
Guy Wilkerson
Chalky Williams
Bill Wolfe
Rocky Woods
Hank Worden
as Bill - Salt Fork Townsman (uncredited)
Conrad Richter
Novel
Elia Kazan
Director
Paul Groesse
Art Direction
Frank Wesselhoff
Painter
Carl Roup
Script Supervisor
Walter Plunkett
Costume Design
Vincent Lawrence
Screenplay
A. Arnold Gillespie
Special Effects
Fred Valles
Sydney Guilaroff
Hairstylist
Edwin B. Willis
Set Decoration
Richard Rosson
Second Unit Director
William H. Cunningham
Greensman
Cedric Gibbons
Mildred Griffiths
Warren Newcombe
Marguerite Roberts
Sid Sidman
Assistant Director
Clarence J. Falk
Jack Dawn
Makeup Artist
Herbert Stothart
Original Music Composer
Harry Stradling Sr.
Director of Photography
Irene
Costume Supervisor
Pandro S. Berman
Producer
Robert Kern
Editor
Douglas Shearer
Sound