his pistol and rides into town to exact revenge. After Quirt leaves, Penny's fever suddenly breaks. In town, Quirt sends Bradley to tell Laredo and Hondo that he is waiting for them in the street. Penny and her family arrive. She gets Quirt to surrender his gun to her. As Laredo and Hondo draw their guns, Marshal McClintock shoots them both. Quirt rides off in the wagon with Penny. The marshal picks up Quirt's discarded weapon. Bradley comments that Quirt may need it, to which the marshal says, "Only a man who carries a gun ever needs one." Cast John Wayne as Quirt Evans Gail Russell as Penelope Worth Harry Carey as Marshal Wistful McClintock Bruce Cabot as Laredo Stevens Irene Rich as Mrs. Worth Lee Dixon as Randy McCall Stephen Grant as Johnny Worth Tom Powers as Dr. Mangram Paul Hurst as Frederick Carson Olin Howland as Telegraph Operator Bradley John Halloran as Thomas Worth Joan Barton as Lila Neal Craig Woods as Ward Withers Marshall Reed as Nelson Paul Fix as Mouse Marr (uncredited) Hank Worden as Townsman (uncredited) Louis Faust as Hondo Jeffries (uncredited) Symona Boniface as Dance Hall Madam (uncredited) Production Filming Principal photography took place from mid-April through late June 1946, in Flagstaff and Sedona, Arizona, and in Monument Valley in Utah. Soundtrack "A Little Bit Different" (Kim Gannon and Walter Kent) by Joan Barton "Darling Nelly Gray" (Benjamin Russell Hamby) by Joan Barton and Lee Dixon Production credits Director – James Edward Grant Producer – John Wayne Writer – James Edward Grant Music – Richard Hageman (musical score) Cinematography – Archie Stout (photography) Art direction – Ernst Fegté (production design), John McCarthy Jr. and Charles S. Thompson (set decorations) Second unit director – Yakima Canutt Editor – Harry Keller Musical director – Cy Feuer Sound – Vic Appel Costume design – Adele Palmer Special effects – Howard and Theodore Lydecker Makeup supervision – Bob Mark Hair stylist – Peggy Gray Song In 1993, Johnny Cash wrote and sang a song inspired by this film called "Angel and the Badman". Reception Upon the film's release, The New York Times reviewer wrote, "Mr. Wayne and company have sacrificed the usual roaring action to fashion a leisurely Western, which is different from and a notch or two superior to the normal sagebrush saga." The reviewer continues: The reviewer concludes, "John Wayne makes a grim and laconic, converted