Once in a while a low-budgeted film from Hollywood gives off an unmistakable aura of big-time talent. The screenplay is taut, direction swift and performances crisp and clever. Continuity is paceful and tense, with a touch of glib humor… –The New York Post

…pungent performances and inventive direction… the cramped train settings are put to striking dramatic effect through expert camera work and cutting. Refreshingly, there are convincing sound effects and no hammering musical score… – The New York Journal-American

...Charles McGraw never relaxes his grim tension in a highly effective performance as a vigilant cop…Marie Windsor, a sultry beauty seething with vicious evil…The other girl is Jacqueline Wright, who cannot be described further without spoiling one of the surprises in the story… –The New York Times

This is a B movie (check it out on YouTube for $3.99) shot in just 13 days w/ a mere budget of $230K in 1950, but released by RKO Pictures in 1952. Director Richard Fleischer decided to use a handheld camera; this was one of the first films to do that. To save money, the train sets were fixed to the floor and the camera was moved to simulate the train rocking. When a mobster’s widow decides to testify in front of a grand jury and provide names in a racketeering case, she is forced undercover. Two cops reach Chicago to escort her to LA; the mob are on their trail almost from the start. Several shady/gun-toting men are on the train attempting to make sure the widow never reaches her destination.

Brown: Well, what kind of a dame would marry a hood?

Forbes: All kinds.

Howard Hughes screened it in his private projection room; the film stayed in that room for more than a year b/c he forgot about it! Hughes loved the film, but thought he could improve it by removing the scenes w/ Det. Sgt. Brown (Charles McGraw) and Mrs. Neall (Marie Windsor) and reshooting them w/ Robert Mitchum and Jane Russell. However, Hughes sold his interest in RKO before he could carry out this plan. This was Windsor’s breakout part; most casting agents said she was “too tall, too voluptuous, and just too sexy” for any role besides “the other woman”. She was a former beauty queen from Utah who eventually became known as “the queen of the Bs” (as she could very convincingly be the femme fatale). Fans (incl. TCM host Eddie Muller) love the hard-boiled dialogue between McGraw and Windsor (considered some of the best in noir).