When Ellen "The Lady" (Sharon Stone) rides into town, no one knows her business and that is just the way she wants it. A loner, she is no looking for friends. Her life has a purpose, but she doesn't share. John Herod (Gene Hackman) is the big man in town and loves meddling in other people's business. His long time feud with his ex-partner Cort (Russell Crowe) leads him to the idea of holding a gun fighting challenge. Herod makes sure to hold all the cards by making the purse big enough to attract everyone's attention and making the rules seem harmless. You only have to obey the rules of the man that set up the contest. Seems innocent enough until Herod faces Ellen and Cort must decide if he can fight again now that he is a preacher and come to her rescue. But does Ellen even need to be rescued?