A young blonde aims a gun at her older lover. It misfires. He laughs and reminds her of his advice: “Never trust a revolver.” She pulls the trigger again. This time it discharges, and she empties the pistol as he staggers back, falls and dies.

A director yells, “Cut!” The cast and crew break for lunch. Jimmy Cagney picks himself up off the floor, and Barbara Payton hands the revolver to a prop man. They’ve just shot the climax of a film adaptation of Horace McCoy’s Kiss Tomorrow Goodbye and what will turn out to be the most memorable scene in Payton’s tantalizingly short film career. Cagney asks her about lunch. She can’t. She’s meeting her new beau, actor Franchot Tone, for a quick bite in her dressing room. Cagney arches a knowing eyebrow, and Payton leaves without further comment.

Payton’s life and work eeriely parallel the plots of classic film noir, mirroring the obsessions and twisted emotions that the noir filmmakers, including herself, put up on screen. From a wholesome Minnesota farm girl, to contract player for Universal and Warner Bros., to a Sunset Boulevard hooker, to a slab in the San Diego morgue, all in less than forty years--the story of Payton (whose first major role was in Trapped), Tone (best remembered for the maniacal sculptor in Phantom Lady), and Tom Neal (the star of Detour) is effectively summed up in one word: Noir