have a "private" dinner with Gold Dust. Elizabeth shows up and makes up with Candy. The next morning, she persuades him to leave his guns at home. Brazos, seeing he is unarmed, sends one of his men to shoot him. Candy turns out to have a concealed weapon, and kills the man. Brazos tries to call it murder, but the townspeople disagree. When Candy learns that Brazos had appointed himself sheriff, he gets himself elected as his replacement. He soon controls the town and amasses a huge fortune through various underhanded means. Even Brazos joins him. When Elizabeth announces that she is pregnant, Candy is overjoyed. Upon hearing the news, the judge asks Elizabeth how Candy acquired the wealth to build her a mansion. When she replies that she doesn't care about Candy's method, only the results, Cotton tells her that she did not change Candy, he changed her. Candy's men pressure him to dispose of the judge, who is telling the townsfolk all he knows about Candy's setup. To save Cotton's life, Candy puts him on a train out of town, but the judge returns and is shot in the back by Brazos during a town meeting. When she hears of her father's death, Elizabeth falls from her carriage, losing the baby and nearly her own life. Following her life-saving operation, a distraught Candy decides to leave Elizabeth, as he is no good for her. Before he can, Candy learns of an armed confrontation between the townspeople and his men barricaded in city hall. Candy goes inside. He shoots it out with Brazos, who has taken over, and kills him. Then he lies to the crooks, telling them the governor has dispatched the militia to attack them (when in actuality, the corrupt governor offered Candy the militia to put down the rebellious townspeople). The crooks all flee. Candy and Sniper brazen their way out of town and end up at a hotel in Cheyenne. Sniper sends Elizabeth a telegram telling her where they are. She follows and is reunited with her husband. Cast Clark Gable as "Candy" Johnson Lana Turner as Elizabeth Cotton Frank Morgan as Judge Cotton Claire Trevor as "Gold Dust" Nelson Marjorie Main as Mrs. Varner Albert Dekker as Brazos Hearn Henry O'Neill as Daniel Wells Chill Wills as The Sniper Veda Ann Borg as Pearl Douglas Wood as Governor Wilson Betty Blythe as Mrs. Wilson