Thirteen years have passed in the town of Henning, Tennessee and now in 1896, the town has taken advantage of a burgeoning new industrial age thanks to the expansion of the railroad. Returning home from Kansas City after a decade away teaching, Elizabeth Harvey reunites with her younger sister Cynthia, now grown up, and reconciles with her father. Cynthia has taken an interest in a local railroad gang worker named Will Palmer who returns her affections. But in order to court her properly and gain the approval of her father Tom, Will leaves the railroad and finds a better job at a lumber mill, eventually taking Cynthia to be his wife. His hard work, dedication, loyalty, and financial acumen leads to his surprise promotion to owner and operator of the mill, although it is now saddled with debt. Despite this, he and Cynthia give Tom and Irene their first grandchild. Meanwhile Colonel Warner's son Andy decides to get involved in politics by running against his father to institute a new Democratic Party that plans to disenfranchise blacks of the vote and ensure victory against the Republicans. And now thanks to new restrictive voting laws in the state of Tennessee, Tom is denied the opportunity to vote for the first time since the end of the Civil War.

• Alex Haley

• Marlon Brando
• Irene Cara
• Pam Grier