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Cooper, who won the Best Actor Academy Award for the role, is simply magnificent. His tired and weathered face shows a lifetime of hard work and worry - you can tell just by looking at him that he's paid his dues and deserves some comfort in life, even if he's reticent to actually retire. Cooper perfectly nails not only the rough and tumble nature of a lawman in the Old West, but also the sweet and civilized side of Kane - the side that wants to make and keep his new bride happy. Also, Cooper just looks so cool in the role. Kane has to be one of the coolest movie characters I've ever seen and the shot of Cooper walking down the deserted street in that glorious black and white photography is one of the most iconic images in the entire western genre.

While Cooper dominates nearly the entire film, he's surrounded by a stellar supporting cast. Grace Kelly may be the most beautiful woman to ever grace the silver screen, but she was also a talented actress. High Noon was one of her very first film roles and she plays the part with elegance and just the right mixture of emotion and iron will. Fowler isn't one to mess around - she knows what she wants and won't settle for any less - and yet Kelly allows you to see the scared young woman hiding just under the surface.

Lloyd Bridges adds a charm and macho attitude to the film as Deputy Marshal Harvey Pell. Bridges was always a charismatic actor, and his scenes with Cooper are excellent. The pace of the film is tremendous, so I wouldn't want to mess with that at all, but I could have watched much more of Bridges' work; he was so good.

The last major supporting player is Katy Jurado, who plays Helen Ramirez, a woman who used to be romantically linked to Miller and then Kane, but is now involved with Pell. She's a very interesting character and I can't imagine there were many like her in the early 1950s. Jurado's performance is full of smoldering passion and barely hidden subtext - she's promiscuous, but not ashamed of her past, and is even able to help the slightly repressed Fowler in her time of need.

The rest of the cast is filled out with some notable names in some very small parts. Thomas Mitchell, Lon Chaney Jr., Harry Morgan, Otto Kruger, and Lee Van Cleef (in his film debut) all significantly add to the film's appeal, even though they don't have a lot of screen time.

The one member of the cast who just didn't do much for me was Ian MacDonald as Frank Miller. Miller's character is so talked about and built up during the first hour or so of the film that I was really expecting a more menacing figure to step off that train. MacDonald didn't seem to bring much to the role - he was just there. If I had the power to recast that role, I would have gone with someone like Jack Palance, Lee Marvin or Charles Bronson - someone with a little edge and swagger to make the villain more memorable.

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