A misfit bunch of friends come together to right the injustices which exist in a small town.

Stella: The world is what you make of it, friend. If it doesn't fit, you make alterations.
Paden: I'll drink to that.
Paden: Stella. Are you the Midnight Star herself?
Stella: I am. I'm always there, but I only shine at night.
Mal Johnson: Now, I don't wanna kill you, and you don't wanna be dead.
Paden: [Paden has just been locked in a cell with Jake who is sentenced to hang] Making a big mistake.
Jake: That's what I told 'em!
Cobb: We're gonna give you a fair trial, followed by a first class hanging.
Paden: [lifts his drink] To my midnight star.
Stella: Cobb's using me to stop you. So good people are being hurt because of me. That makes me mad. Some people think because they're stronger, or meaner, that they can push you around. I've seen a lot of that. But it's only true if you let it be. The world is what you make of it.
Paden: I like your attitude. But it can be risky.
Stella: I'm ready for that. How about you?
Paden: [heavy sigh] I don't want you to get hurt.
Stella: He can't hurt me... if he's dead.
Phoebe: [Phoebe stands between Jake and an angry Tyree] Nothing happened, Tyree. This is my job.
Tyree: Shut up.
Jake: I don't believe a lady has to explain anything to a man this ugly.
[Two deputies come up behind him, but he doesn't seem to notice]
Paden: [Comes up behind Tyree] What's the trouble here?
Tyree: Stay out of this, Paden.
Stella: He can't do that, Tyree. Cobb's hired him.
Tyree: That's Cobb's mistake.
Stella: Come on out of there, Phoebe, you've done enough.
[Phoebe moves to leave, but Tyree pushes her back. Paden takes Tyree's gun and points it at him]
Paden: Go on home, Jake.
Jake: All I did was kiss the girl.
Paden: That's what you said in Turley. Remember how that ended?
Jake: What's the matter, Paden? You afraid I couldn't get those two behind me?
Paden: I don't want you getting anybody in my place.
Jake: [Takes his hat, faces the deputies, and points a finger at them] Boom.
[He leaves]
Tyree: [to Paden] I should've killed you a long time ago.
Paden: [Offering Tyree's gun back to him] Why not now?
[Tyree takes the gun and holds it under Paden's chin]
Stella: Don't do it, Tyree. I just lost one partner. If you kill him, I'll never get anyone to work in here.
Tyree: You better start looking.
[He takes the gun from under Paden's chin and leaves]
Stella: You really are a gambler, aren't you?
Paden: [Walks up to the bar] Give me some of the good stuff.
Hannah: I want to build something. Make things grow. That takes hard work. A lifetime of it. That's not why a man comes to a pretty woman. After a while I won't be so pretty. But this land will be.
Emmett: [after watching Cobb kill Kelly, Emmett looks over at Paden] You used to ride with that guy?
Jake: All I did was kiss a girl!
Emmett: They got you in jail for that?
Jake: Yeah, I kissed a girl, and this other fella didn't like it, so we had some words, and so I decided to get out of there. So I did, I got out of there. You know me, Emmett, I don't want no trouble. So, I go outside, and this fellow tries to shoot me in the back.
Emmett: You had to kill him?
Jake: No, no, I winged him. And he dropped his gun.
Emmett: They got you in jail for winging a guy?
Jake: Well... no, not exactly. Because, see, then his friend opened up on me.
Emmett: What friend is that?
Jake: The one with the shotgun.
Sheriff Langston: The DEAD one.
Paden: [picks up a bottle in the back room] What's this?
Stella: That's the good stuff.
Paden: Yeah? How good?
[Stella smiles and pours two glasses. They toast]
Paden: Here's to the good stuff.
Stella: May it last a long time.
[Emmett runs out while under fire from the "posse"]
Baxter: Brave man!
Dawson: I think there's just a couple o' guys up there and this asshole is one of them!
Emmett: [holds up a pistol in a gunbelt] Want one of these?
Mal: [holds up two Henry rifles] This oughta do.
Cobb: What a waste. This could have been such a sweet deal for us.
Paden: Yeah, Bad luck.
Paden: Goodbye Cobb.
Cobb: Goodbye Paden
[They draw]
Sheriff Langston: [Sits at Emmett's and Paden's table] Now, let's talk about you chaps.
Paden: We'd rather stay.
Sheriff Langston: Well, we'll see about that. I'm Sheriff John Langston. As you may have guessed, I am not from these parts.
Paden: You're kidding.
Sheriff Langston: But the good citizens of Turley have taken me in their embrace and for one simple reason: I maintain the peace. So, when strangers come to town, I always ask them their business. Have you come for the hanging?
Emmett: [Shakes his head] I'm just meeting a guy here and moving on. So far I ain't been able to find him.
Sheriff Langston: Well, in my town, if you're looking for someone, you ask me.
Emmett: All right. He's a young guy, full of juice, about my size, wears a fancy two-gun rig.
Sheriff Langston: [Scratches his head for a moment] I know where that gentleman is.
[Scene shifts to the local jail]
Dawson: [responding to Emmett's hurried explanation] Mind? You bring a posse to my best hideout and you ask me if I mind? Mister, I don't know any of those names. You're about to die.
[Paden has gotten his horse back and they're "kissing" each other]
Cavalry Sgt.: How do I know this is your horse?
Paden: Can't you see this horse loves me?
Cavalry Sgt.: I had a gal do that to me. It didn't make her my wife.
Stella: From what I've seen, Paden doesn't seem to care about money.
Cobb: Ha! Paden doesn't seem to care about anything, except he does. You just can never tell what it's going to be. Howdy, Mr. Slick.
Slick: Sheriff.
Cobb: Let me tell you about your friend Paden. A long time ago, me, Paden, Tyree, and a couple of other fellas did a lot of riding together. On business, and business was pretty good. We moved around a lot, the way you have to in that line of work. Somewhere along the way, we picked up this dog. One of us took to feeding it, so it followed us everywhere. Well, one day we're leaving this little Missouri town, in kind of a hurry with a bunch of the locals hot on our tail. Somehow this dog got tied up with Tyree's horse. Tyree went flyin'.
Cobb: Well, Tyree was pretty mad when he got up, and, being Tyree, he shot the dog. Didn't kill him, though. The next thing you know, Paden's down off his horse, and he's holdin' this dog, sayin' we should go on without him. I thought he was kidding, except he wasn't. Tyree was ready to plug 'em both - all this with the posse ridin' down on us.
[Paden has entered]
Cobb: I thought we were pals after all that riding we did together. All of a sudden he's worried about some mutt. Well, we did like he asked. We left him, and he went to jail for a dog. You want to hear the funny part? Paden didn't even like that damn dog.
Paden: It evened out in the end. They locked me up; the dog sprung me.
[Cobb laughs]
Stella: Where's the dog now?
Paden: He left me.
Cobb: C'mon, Paden... I'll buy you a drink.
Paden: Compliments to you Miss Stella. This is what I call a saloon.
Stella: Thanks. That's what I call it too.
Paden: And I know what I'm talking about.
Stella: You like a good saloon?
Paden: It's the only place I'm happy.
Stella: Me, too! What's wrong with us?
[Sheriff Cobb has just found two of his men dead in the jail]
Cobb: Get Kyle and Dusty over here. And keep your eyes open! I'm runnin' out of deputies.
[Emmett, Paden, Mal, and Conrad track a pair of bandits who stole money from a wagon train to a hideout in a canyon filled with outlaws]
Paden: [to Emmett] You know, hangin' around with you is no picnic.
Emmett: Anybody got any ideas?
Emmett: [Emmett, Paden, Jake, and Mal are about to ride into town to face McKendrick, Sheriff Cobb and his deputies. Emmett turns to the others] I'll see you 'round.
Paden: Last one at the Midnight Star buys.
Jake: You're on. Let's get 'em!
Mal: [Emmett and Jake ride down the hill into town. Before following, Mal turns to Paden] Hey, Paden. Good luck.
[watching two guys start to gang up on Mal]
Paden: Doesn't look quite fair.
Emmett: Which way do you mean?
Sheriff Langston: What's all this then?
Carter: This nigger's breakin' up my place, Sheriff Langston.
Sheriff Langston: I don't like that word much, Carter.
Carter: We don't serve him here and you know it. I asked him to leave and he went crazy! Now he owes me money!
Sheriff Langston: Is that a fact?
Emmett: Afraid not, Sheriff.
[Points at the other two men lying on the floor]
Emmett: These other two fellows started the ruckus.
Sheriff Langston: [Points at Emmett and Paden] Are these your friends?
[Mal shakes his head]
Mal: I wanted a drink and a bed. I guess I came to the wrong place.
Sheriff Langston: Came to the wrong town. I don't tolerate this sort of thing. It's hard on the peace, and it's hard on the furniture. Now, knowing a bit about Carter here, I'm going to let you go without paying for the damages, but go you will, and I mean now.
Mal: Is there a place in town that takes "my kind?"
Sheriff Langston: You misunderstand. I want you out of town. In fact, I want you all the way out of my jurisdiction.
Mal: That ain't right.
Sheriff Langston: I decide what's right in this jurisdiction. Now, move.
[Mal prepares to leave but turns around as he is about to pass Sheriff Langston, heads back to the bar, finishes the drink the female bartender poured for him, and then leaves]
Carter: Hey, who's gonna pay for all this, Sheriff?
Sheriff Langston: Don't press your luck, Carter.
Dawson: What brings you out of your hole, Ezra?
Ezra: My son. He's come home.
Dawson: Ain't that sweet! I'm afraid you boys are trespassing on McKendrick land.
Mal: You got it all wrong, Mister. This is our land.
Dawson: Mr. McKendrick bought this land from your father.
Ezra: That's a lie!
Mal: Tomorrow we'll go into town and straighten this out once and for all. And then we'll be back here, farming. If I catch any of those cattle on our land after tomorrow, I'm gonna start carvin' them into steaks. And believe me, that's one thing I know about.
Dawson: Killin' cattle is a hanging offense in these parts! If we shot you down right now, we'd be within our rights.
Mal: Mister - you ever seen what a Henry rifle can do in the hands of somebody who knows how to use it?
Dawson: Who would that be? You?
[Ezra cocks the rifle]
Dawson: [Riding off] This ain't the end of it!
Emmett: Lyin' Pete always said you'd hang. I guess tomorrow at dawn he'll be proved right.
Sheriff Langston: Ten A.M.
Emmett: Oh, right, I always thought they did it at dawn.
[Paden comes back to the fire the night after Conrad is killed]
Emmett: Where you been, Paden?
Paden: Oh, I was just, uh... checking the, uh...
[Mal laughs]
Jake: Geez, Paden, her old man ain't even cold yet.
Hobart: Baxter! Hawley! Where the hell've you been? You're late and I tell you, I don't like it. It's a bad start, boys. I got my people down there throwin' snowballs and rarin' to go.
Emmett: I'm afraid it is a bad start, friend, 'cause my name ain't Baxter, he ain't Hawley.
Hobart: You're not Baxter?
Emmett: Name's Emmett.
Hobart: You're not Baxter either?
Paden: No, I'm not Hawley.
Hobart: Goddammit. Goddammit, they ain't Baxter and Hawley! Where in the hell are Baxter and Hawley?
Baxter: [Baxter and Hawley ride up on their horses] Quit your yellin', you old coot. We're right here.
[last lines]
Jake: We'll be back!
Paden: You're wearing my hat. What else you got that's mine?
Hat Thief: Mister, I don't know what you're talking about.
Paden: [Hat Thief puts his hand on his gun] I hope your fingers aren't tickling my ivory handled Colt. You stand up real slow and let me see and you might live through this night.
Hat Thief: Sure
[draws his gun as he stands and Paden shoots him]
Sheriff Langston: What's all this, then?
Paden: They just jumped you out of the blue?
Emmett: I had to get up anyway.
Slick: Calvin Stanhope. But my mother used to call me "Slick."
Shopkeeper: What's goin' on, sheriff?
Cobb: Hide and watch.
Deputy: That them shootin'?
Sheriff Langston: No, it's coming from those rocks.
Deputy: Well, let's go. He ain't hittin' nothin'.
Sheriff Langston: You idiot, he's hit everything he's aimed at!
Deputy: Well, they ain't out of our jurisdiction 'til they reach the flattop.
[Sheriff Langston's hat is shot off his head]
Sheriff Langston: Today, my jurisdiction ends here. Pick up my hat.
Jake: You've been to Chicago?
Mal: Yeah.
Jake: Was it wonderful?
Mal: No.
Kelly: [Kelly approaches Cobb near a table where Paden, Emmett and Stella are seated] You wanted to see me?
Cobb: Kelly, we're gonna make... an adjustment. I wanted you to be here when I offered Paden your job. I think he could do it without gettin' greedy. Stella and I are tired of you skimmin' our profits.
Kelly: [forced laugh] What are you talkin' about?
Cobb: I'm done talkin', Kelly. Get out.
Kelly: You can't do this.
Cobb: [smiling] Really?
[without warning, Cobb punches Kelly in the stomach, then grabs him, hurls him out of the saloon, and calmly walks back to the table]
Cobb: How 'bout it, Paden? Want the job?
Mal Johnson: I wanted a drink and a bed. I guess I came to the wrong place.
Sheriff Langston: Came to the wrong town. I don't tolerate this sort of thing. It's hard on the peace, and it's hard on the furniture. Now, knowing a bit about Carter here, I'm going to let you go without paying for the damages, but go you will, and I mean now.
Mal Johnson: Is there a place in town that takes "my kind?"
Sheriff Langston: You misunderstand. I want you out of town. In fact, I want you all the way out of my jurisdiction.
Mal Johnson: That ain't right.
Sheriff Langston: I decide what's right in this jurisdiction. Now, move.
Paden: Me, I'm riding along, minding my own business. Four cowboys come by and we decide to ride together for a while, friendly as can be. I always figure you might as well approach life like everybody's your friend or nobody is; don't make much difference. We get out in the middle of that frying pan and suddenly everybody's pointing their gun but me. I guess they admired my horse.
Emmett: [looking at Paden in his long underwear and socks] Looks like that's not all they admired.
Paden: Yup. The whole rig. I don't care much about the rest, but I surely will miss that bay. Least they didn't kill me. That was right considerate, I thought. They were laughing when they left me. Thought it was real funny. I walked for a little while but there was no use, so I gave it up. Figured it was just bad luck.
Cobb: [Cobb and Paden meet Tyree as he's being released from jail] Hey, Tyree, look who's here. Our old riding buddy. I invited Paden to join us, but he's not havin' any.
Tyree: [Tyree gets on his horse and rides up to Paden] Where's the dog?
Cobb: [to Paden] You owe me thirteen dollars. Yah!
[rides away with Tyree and others]
Paden: Thirteen. Bad luck.
[Cobb gives Paden his first amount of wages from the saloon]
Paden: This is a lot of money.
Cobb: Told you this was a sweet setup.
Paden: It is that.
Cobb: Maybe you could run it without Stella.
Paden: This is her life. I'll go before she does.
Cobb: Easy, boy. Just a suggestion.
Paden: Yeah, well, thanks but forget it.
Mal: Mister, you got a lot to learn about people.
Cobb: I was hoping you'd changed your mind about the job.
Paden: You didn't tell me you owned a saloon.
Cobb: [laughs] Oh, that ain't the half of it, friend.
[reveals his sheriff's badge]
Cobb: Welcome to heaven.
Conrad: Wait a minute. Even if you do get the money, how do we know you'll come back?
Emmett: Well, if we don't you can keep my brother.
Emmett: Augie, where's Jake?
Augie Hollis: He's dead.
Emmett: [shocked] What?
Augie Hollis: He was trying to get away. He fell off his horse... off a cliff.
Emmett: [incredulously] Jake... FELL off his horse?
[Augie nods, then bursts into tears. Emmett consoles Augie with a hug, while suppressing a grin]
Jake: I got things to do, kid, I'm a busy man.
Augie Hollis: I go with you.
Jake: A grown man can't have a little boy with him everywhere he goes.
Augie Hollis: Well, who's a grown man?
McKendrick: It never should have got this far Cobb.
Cobb: This is as far as it's going.
McKendrick: Well I'll do my part, but you better watch your ass. These guys will shoot it off.
Tyree: I guess you couldn't hear us comin'.
[to the other deputies]
Tyree: He's practicin' so hard for a fight, he missed the whole thing.
J.T.: Problem is Emmet, you killed the wrong McKendrick.
Kate: J.T. Watch what you're saying around Augie. Emmet didn't kill anybody.
Emmett: Well Kate, it was self-defense sure enough, but I do think you'd have to say I killed old Murdo. Yeah I think that's definitely the word.
Cobb: You know, Paden, part of what makes this work is me doing my job.
[points to his sheriff's badge]
Cobb: Those fellas you came into town with are causin' some trouble. It's gonna take some straightenin' out. I just want you to know it's got nothin' to do with us.
Paden: What is it you want from me?
Cobb: Nothin'. Do nothin'. Don't get between us.
Paden: I'm a great believer in doin' nothin'.
Cobb: We understand each other then?
Paden: Don't worry about me. If you're taking on Emmett, the LAST place I want to be is between you.
Slick: Excuse me, Sheriff, I'm a gambler who'd like to run an honest game in your town. To whom do I speak about that?
[notices the dead man lying in the dirt]
Slick: I hope it's not this gentleman.
Mal: If I find any cattle on our land, I'm gonna start carvin' them into steaks. And believe me, that's one thing I know about.
Jake: Come on, boys! Jake's in town! Let's start the ball!
[first lines]
[Emmett saves Paden's life with a sip of water from his canteen after discovering him abandoned and baking in the desert]
Paden: Pleased to meet you.

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