This evocative, painterly and melancholy western marks the directing debut of William A Fraker, the cameraman on Bullitt and Paint Your Wagon. It was the star of the latter, Lee Marvin, who enabled Fraker to make this movie about two cowboy friends, Marvin and Jack Palance, who see their way of life ending yet find their attempts to forge domesticated lives also doomed. This is a dying west of unemployment, exploitation, market forces and illness (the tuberculosis that afflicts Marvin's mistress, Jeanne Moreau), a west faded to a mere carnival sideshow. It's a pity that Fraker's feature directing career all but fizzled out after this striking, beautifully cast first feature.

Monte Walsh is an aging cowboy facing the ending days of the Wild West era. As barbed wire and railways steadily eliminate the need for the cowboy, Monte and his friends are left with fewer and fewer options. New work opportunities are available to them, but the freedom of the open prarie is what they long for. Eventually, they all must say goodbye to the lives they knew, and try to make a new start.