 The four adult sons of Katie Elder – John (John Wayne), who is a famous (or infamous) professional gunman; Tom (Dean Martin), a professional gambler; Bud (Michael Anderson, Jr.), the youngest brother, still in school; and Matt (Earl Holliman), an unsuccessful hardware dealer – reunite in their hometown of Clearwater, Texas (approximately 2 hours east of Dallas in northeast Texas), in 1898 for their mother's funeral, sharing regret that none of them have lived up to her high expectations of them.The townspeople and new deputy sheriff are unfriendly, to the two eldest John and Tom in particular.Katie Elder however was extremely well liked by everyone in the community, who were all aware of her honesty, her poverty and her undying love for the sons who neglected her.