Years after his father rid the town of Frank Miller and his gang, Will Kane, Jr., arrives in Hadleyville on the high noon train. His father, Marshal Will Kane, has just been murdered by Frank Miller's sons, who waited twenty years for their revenge. Kane, Jr., has come to Hadleyville to find his father's killers. He meets Helen Ramirez, who urges him to leave, and gives him one of his father's old guns for protection. Ramirez warns Kane that there are larger political forces at work in the state, and that the situation is hopeless. Kane, Jr., befriends town Marshal Tom Norris and his daughter, Leslie, and helps Norris deal with local outlaws. Norris gives Kane his father's old badge-- the one thrown in the dirt. Will Kane, Jr., decides to stay in Hadleyville to wait for Miller's sons and fight for justice.