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|Henry Fonda||Dave Tolliver|
|Fred Stone||Judd Tolliver|
|Robert Barrat||Buck Falin|
|George 'Spanky' McFarland||Buddie Tolliver|
|Fred MacMurray||Jack Hale|
|Sylvia Sidney||June Tolliver|
A feud between Kentucky clans the Tollivers and Falins has been ongoing for as long as anyone can recall. After an engineer, Jack Hale, arrives with coal and railroad interests, he saves the life of Dave Tolliver, whose injury has developed gangrene.Dave expects to marry a cousin, June, but she takes an immediate shine to the newcomer. Her younger brother Buddie is also impressed with Hale, who begins to educate him and take the boy under his wing. But others from both families do not give this outsider their trust.Upset over the budding romance, Dave sets out after Hale with a rifle but is ambushed by the Falins. The latest round of violence causes June not to want to return home, so Hale sends her to Louisville to live with his sister.A bridge is destroyed by the Falins, causing the accidental death of Buddie. A funeral is held and June returns, newly sophisticated from being in the big city. Family patriarch Buck Falin extends his apologies about her brother. Dave, however, is shot in the back by Wade Falin.The families agree that the feud has gone too far. Hale is befriended by all, and will happily marry June.