High Noon is one of the all-time great Westerns; indeed, it's one of the all-time greatest films ever. Thirty years ago I owned a Super-8 sound projector and used to rent entire feature films (not digest versions) out of the Henry Ford Centennial Library in Dearborn, Michigan. One of these was High Noon, which I must have run at least a dozen times in the late-1970s and early-'80s. It's such a great film even people who dislike Westerns tend to be very impressed - if you can get them to sit down and watch it. My Japanese wife, not exactly known for her love of Hollywood Westerns, watched High Noon for the first time a couple of years ago, and she now ranks it third among the hundreds of movies I've shown her over the past seven years. (She puts Treasure of the Sierra Madre and Citizen Kane first and second, in that order.)

If these reflections seem indulgently personal, it's only because High Noon, being the popular and critical success that it is, has been studied and scrutinized and written about to death; finding new ways to extol its virtues isn't easy. For those unfamiliar with its premise, here goes: One Sunday morning about 10:30, Will Kane (Gary Cooper), retiring Marshal of Hadleyville, Kansas, marries much younger Amy (Grace Kelly), a Quaker convert.

But then word spreads like wildfire that Frank Miller, a ruthless criminal Kane had brought to justice, inexplicably has been pardoned and is due back on the noon train. Three of Miller's old gang (Lee Van Cleef, Robert Wilke, and Sheb Wooley) are waiting at the station to pick him up, then exact their revenge of Kane. Guests at the wedding, including the mayor (Thomas Mitchell), the judge (Otto Kruger), and the old former marshal (Lon Chaney, Jr.) all urge Kane to get out of town while he can, but Kane quickly decides he's got no choice but to make a stand in Hadleyville. After all, he has friends here - getting together a posse of 10 or 12 men to stand up to Frank Miller and his gang should be no problem, right?

Soon-to-be blacklisted Carl Foreman's cynical screenplay, a clever commentary on McCarthyism, was famously disliked by John Wayne and rebutted by Howard Hawks more or less in Rio Bravo (1959). But looking at it again for the umpteenth time, what really struck me most wasn't the script, superb though it is, nor the fine acting or Fred Zinnemann's direction. Rather, it was the ingenious cutting of the film by Elmo Williams, High Noon's under-acknowledged editor, especially the way it's juxtaposed with Dimitri Tiomkin's superlative score.

Any ten minutes of High Noon offers invaluable lessons for aspiring editors. Those great opening titles, tracing the reunion of Frank Miller's old gang, superbly sets everything into motion entirely visually, while the shrewd decision to understate the title music - just a guitar and what sounds almost like bongo drums played underwater - makes it all the more riveting. Certainly one of High Noon's highlights is Williams' cutting of the last two minutes before noon, a rhythmic study of pained, anxious expressions of the story's characters in increasingly tight close-ups, intercut with tighter and tighter shots of clock pendulums and the like, all to Tiomkin's incrementally pounding score. Absolutely enthralling.

I had some harsh things to say about Williams in his later career as a producer and executive for 20th Century-Fox, but as a cutter at his best he was unsurpassed. Watching the film again I couldn't help but marvel how Williams, in conjunction with Zinnemann, Tiomkin, and cameraman Floyd Crosby, through his cutting manages to make even an ordinary wooden chair carry the ominous weight of Frank Miller's vengeance! (See the film.) Indeed, when Frank Miller finally appears near the end of the film (played by pock-faced Ian McDonald), it's almost a disappointment. Anybody would have been a disappointment after that buildup.

Something else that's marvelous about High Noon: the way the filmmakers have injected every character, no matter how minor, with not only a bit of characterization, but also with a recognizable, individual perspective on Frank Miller's return and Kane's decision to face him here and now. Some like the local hotel clerk (Howland Chamberlain) welcome Miller's return for the customers a wide-open town would bring. In a typically clever bit of business, the clerk's contempt for Kane is so great, he can be seen setting the lobby clock ahead five minutes closer to high noon, as if to spite him! Perhaps deliberately the film not only is stacked with major character stars in supporting roles (Mitchell, Kruger, Harry Morgan) but also notable character actors in small, sometimes tiny parts (Virginia Christine, Morgan Farley, John Doucette), and great faces like Van Cleef and Wilke in literal or virtual non-speaking roles.

High Noon was Grace Kelly's second film and while it certainly helped establish her as a major talent, it's Katy Jurado's no-nonsense, worldly Mexican Helen Ramírez that most impresses. One of Hollywood cinema's first truly liberated women, she was Kane's lover and before that Frank Miller's. Having been dumped by Kane she's been bedding down with Kane's ambitious but immature and disgruntled deputy, Harvey (Lloyd Bridges). Clearly, she enjoys sleeping with Harvey but doesn't respect him. A pragmatic businesswoman, she uses a respected white townsman to front her saloon, selling out her interests when she learns Frank's coming back into town. There's a presumption she was a prostitute not so long ago, and not about to throw away years of hard work to help Kane, even though she still loves him. It's a great character Jurado plays with mesmerizing, steely resolve.

This was also without a doubt the last choice part offered to Lon Chaney, Jr., an actor who long before had fallen on hard times, partly due to alcoholism that was beginning to affect his performances and was already taking a toll on his appearance. Yet here he's just wonderful as Hadleyville's bitter former marshal, Kane's boyhood hero who looks back on his chosen profession with nothing but contempt. (My only complaint about this remastering was the dumb decision to position the layer-change just before Chaney's big scene ends, a really annoying bit of bad timing.)

Video & Audio

This reviewer was able to compare the 1998 DVD with this new release, and the improvement is striking. Far more detail is perceptible in this new release: beard stubble, beads of sweat, the texture of clothes and furniture, etc., and blacks are much stronger. The original DVD looked a lot like that Super-8 sound version I ran into the ground all those years ago, and while this new mastering definitely looks better in most respects, I'm not entirely sure that the washed-out, starker look wasn't what Zinnemann and Crosby intended. Whether they'd have approved of this release is impossible to say, but overall its advantages far outweigh the very subtly different feel of this release.

The film is presented in its original full frame format with no windowboxing. There's both an "original restored Dolby Digital audio" track and one billed as "enhanced original restored Dolby Digital audio," but I could neither spot any major differences nor did I listen to that track all the way through. The disc is closed captioned and includes optional English and Spanish subtitles.

One other note: I wish Lionsgate would put the kibosh on the incredibly cheesy menu music which, instead of extracting original scoring opts for generic Western Movie-flavored muzak. Similarly embarrassing scoring turns up Lionsgate menus for their Alain Delon, Sophia Loren, and other releases. It's all quite terrible yet presumably they're paying good money to have someone write and perform it, money better spent elsewhere.

Extra Features

Disc One also includes a genial but generally uninformative audio commentary track, presumably done for the 2002 release, featuring Maria Cooper-Janis, Jonathan Foreman (speaking with a British accent, an indirect product of the blacklist), Tim Zinnemann, and John Ritter (the popular late actor being the son of title song singer Tex Ritter). There are little nuggets of good information, but it's too laid back and gimmicky to be of much use or interest.

Disc Two is a mix of mostly older - and highly redundant - supplements, all full frame, including an early days "making of" piece hosted by Leonard Maltin featuring the long-gone Lloyd Bridges, Stanley Kramer, and Fred Zinnemann. What it lacks in contemporary polish is compensated by its decent writing and professionalism, especially compared with the brief Behind High Noon. Gary Cooper's daughter Maria was involved with this embarrassingly bad featurette that really doesn't do the film or her father's memory justice. What was intended as the second disc's centerpiece, the 50-minute Inside High Noon, is okay but does little more than stretch material already seen elsewhere on the disc, some of it in eye-straining low-res video. On the plus side the longish show at least offers up some good behind-the-scenes info and analysis.

Tex Ritter is in the spotlight in a kinescoped appearance on Jimmy Dean's TV show (another, more interesting performance can be found on one of Shout! Factory's Dick Cavett sets), and Ritter also appears in a radio interview and there's a visit to his museum in Texas.

Parting Thoughts

If you've never seen High Noon, regardless of your interest or lack thereof in old black & white Westerns, do yourself a favor and rush out and buy this now. If you're already a fan of the film, this "UCE" is worth it for the new transfer if much, much less so for the extras, and worth the extra effort to drag unreceptive friends and family over to watch it. They'll thank you for it in the end. A DVD Talk Collector's Series Title.

Reader Sergei Hasenecz adds, "It serves High Noon well to remember that when Poland was at last given a (semi-) free vote in 1989 after decades of living under first the Nazis and then the Soviets, one of the symbols used to rouse the Poles to vote were posters with the iconic image of Gary Cooper walking down that street to the showdown, a ballot now in his gun hand, 'Solidarnosc' (Solidarity) following behind him.

"We've argued about High Noon and its merits (or lack) before....But I still wonder about Grace Kelly's rescue of Kane at the end, and how she suddenly plays her Quaker beliefs false, even if it's to save the man she loves. I understand how it can be satisfying to an audience, but is it true to character? Something similar happens in the film noir Violent Saturday (1955). I haven't seen it in years, so my memory may be a little off. A gang of bank robbers ends up taking hostages at an Amish farm. Although they look Amish, I don't think anyone in the movie actually calls them Amish. Hero Victor Mature is rescued at the last minute by Amish farmer Ernest Borgnine, who plunges a pitchfork into a robber's back. The reason that scene always worked for me is because of Borgnine. When he uses that pitchfork, his face contorts with rage, as if years of religiously-enforced pacifism had suddenly been obliterated by the gates of Hell bursting open inside him and the Devil rushing out. No one could do that sort of absolute rage better than Borgnine....My point being, is Kelly convincing, or is this Hollywood? I've always wondered what devout Quakers thought of the scene?"

　 Film historian Stuart Galbraith IV's latest book, The Toho Studios Story, is on sale now.