Alice L. Walton knew what she wanted. And in spring 2005, she got her chance.

A famous 19th-century landscape unexpectedly came up for sale, a 3-by-4-foot canvas so filled with history, symbolism and iconic status . . . well, now, the richest woman in America could make a statement.

Nearly two dozen wealthy bidders, including a couple of the nation's largest museums, stepped up to submit blind offers for the luminous artwork. The painting was considered a glorious example of the Hudson River style. Minimum bid: $25 million.

When the envelopes were unsealed in a back room at Sotheby's, and the figures compared, it was Walton who prevailed. Asher B. Durand's "Kindred Spirits" belonged to her.

Thirty-five million dollars. Not much for a Wal-Mart heir worth $15.5 billion at last count. In the glow of that art world moment, some people complained, some watched in awe, but Walton had a plan.

Though the painting combined two of her favorite things in life -- art and the outdoors -- this was not just a gold-hued bauble for her wall. She had grander dreams: Build a one-of-a-kind art museum. In Bentonville, Ark., of all places.

So who is Alice Walton and what is she up to?

Walton, 57, is a woman of two worlds: the rural-American, Norman Rockwell kind of world she grew up in and still clings to, and the jet-setting, high-art, high-wire world of the rich and famous.

"Passionate," "intense," "straightforward," "she wears her heart on her sleeve" -- that's how people describe her.

"Alice is a visionary," said Uvalde Lindsey, a retired Arkansas businessman. "She's a lot like her father. . . . When she sets her mind to it, she's going to move heaven and earth, and it'll be done first-class."

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A bronze bust of Alice Walton greets travelers in the main lobby at the Northwest Arkansas Regional Airport's Alice Walton Terminal Building, in the rolling countryside a few miles southwest of Bentonville. With her hair pulled back tight, the sculpture heightens the strong, carved facial features she shares with her parents.

An adjacent display trumpets the promise of the Crystal Bridges Museum of American Art, a $55 million project Walton announced two weeks after she acquired "Kindred Spirits."

Although Walton has lived in recent years on a horse farm west of Fort Worth, she stays connected to her home town. She has a sleek log cabin in the Arkansas woods, and she often shows up at monthly art walks around Bentonville's town square, where the Wal-Mart dynasty began modestly more than a half-century ago.

Walton leads a private life, or at least one largely sheltered from the press, and she declined to be interviewed for this article.

"We deeply respect the family's desire for privacy," said Rich Davis of the Bentonville/Bella Vista Chamber of Commerce.

A typical response from those inside and outside her circles. Most will say only so much.

The Five and Dime Museum in Bentonville tells the story of Sam Walton's entrepreneurial achievement. It also celebrates his family as something like down-home royalty. In one photograph, Alice Walton sits on her mother's knee next to her father and three older brothers. Later, she appears as a stylish and pretty young woman with a wide smile and two purely arched eyebrows.

Walton's parents, Sam and Helen, had moved to Arkansas from Oklahoma and landed in Bentonville when she was an infant. The Walton children grew up in a small-town America far removed from art and urbanity, though they saw much of the country on summer road trips to the mountains, the South, even New York.

Alice was an active member of the Bentonville High School Class of 1967. Spanish Club. Art Club. Honor Society. She acted in two senior plays, including a supporting role in the comedy "Pardon My Millions."

After high school, Alice followed a typically ambitious impulse to leave town, and went to Trinity University in San Antonio, earning a degree in business administration.

She shared her father's love of fishing and bird hunting, and also developed his streak of fierce independence.

"I believe she's the most like me -- a maverick," her father wrote, "but even more volatile than I am."

Over the years, she married and divorced at least twice.

Despite her degree and her father's influence, business was not always a great experience for Walton. In an early job, she whiffed as a Wal-Mart buyer.

In 1979, while working in New Orleans, she was one of 11 E.F. Hutton stockbrokers rapped by the Securities and Exchange Commission for overly aggressive options trading for clients. She surrendered her license for six months, longer than any of her colleagues.

In the early 1980s, she ran an investment brokerage for the family banking business, then, with a $19.5 million family stake, formed her own financial services company, called Llama, after a pet. Like her later venture into art, she saw it as a way to fill a void, by providing municipal financing to a region overlooked by Wall Street.

"She was as good as I've ever seen . . . picking apart a balance sheet," said Rebecca Garner, who ran Llama's asset management business for five years.

Walton did score one great success in the 1990s. She led a regional panel that explored building an airport from the ground up. Llama's underwriting of $79.5 million in development bonds ensured the project's success.

At the dedication in 1998, President Clinton, a fellow Arkansan and beneficiary of political contributions from the family, arrived on Air Force One and sang Alice Walton's praises.

"That was a major moment for the region," said Lindsey, who worked with Walton on the airport effort, "a step forward from one era to the next, a pivotal step, much like Crystal Bridges is."

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Walton eventually gave up Llama's high-finance world to spend more time with her horses. In 1998, she moved her farm to Texas.

Walton's Rocking W Ranch, on 3,200 acres south of Mineral Wells, has since become known as one of the top producers of cutting horses, which are trained to negotiate a herd of cattle in pursuit of a single cow.

When she's not dressed in high style, she's often seen in Western wear and muddy boots.

Her comfortable, one-story stucco ranch house sprawls 4,432 square feet. Yet, said one person who has been there, "it's not palatial."

Then again, the house also holds some of her private collection of masterworks.

"One of the things I enjoy about being with her is that she's so genuine," said Jane Myers, a curator at the Amon Carter Museum in Fort Worth, where Walton has served on the board.

At the ranch, she's known for her gentle hand with her "babies," and according to one news account, she has an eye for determining which 2-month-olds will grow up to be champion cutters.

"My friends tell me that when they die and go to heaven," Walton told the Fort Worth Star-Telegram a few years ago, "they want to come back as one of my horses."

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How much does a piece of artwork say about its collector?

Walton once bought a painting of a fox in the woods, traveling to the artist's Pennsylvania home to close the sale. What intrigued her was not just the art but the story behind it.

When Garner saw the painting at Walton's place in New York, she was moved by her friend's enthusiasm. Walton told her that the artist, Andrew Wyeth, had taken her to the spot in the woods where he had painted it.

Even though it looks as if the fox is being stalked in the wild, there's more, Walton told her. Just out of view, beyond the picture frame, ran a highway. What Wyeth had in mind was not merely an animal haunted by fear, but by the danger of looming civilization.

It was an image of two worlds colliding, the message unmistakable: There is more to art than meets the eye.

Those kinds of stories are likely to make it to the halls of Walton's museum.

"She grew up in a family where you made money and that was part of your life," Garner said, "but if I would have to guess, this was probably her first love -- art."

Walton's interest in art began early, but she is largely self-taught, both as painter and connoisseur. She has been actively collecting since the early '90s, insiders said.

"She's actually not a bad watercolorist in her own right," said John Wilmerding, a noted historian of American art who is serving on Walton's team of close advisers as she builds her museum collection.

"Some of her own watercolors hang in her rooms in Texas not far from major masters, like Sargent, Hassam and Homer," Wilmerding said. "It's not to say hers are in the same league, but they look perfectly respectable."

Walton's overriding interest is in American art -- would a Wal-Mart heir want anything else? -- and so far the collection she has amassed for the new museum stretches from 18th-century portraiture to the verge of post-World War II abstraction. Her collecting has come at a time of increasing respect, and prices, for art made in America.

Yet, it is not just about money. One of Walton's goals for her museum is to reflect the nation's history through its paintings and sculptures.

Walton combines an eye for quality, a passion to collect, and a great sense for business -- a rare combination, Wilmerding said. Unlimited wealth doesn't hurt, he added, "but that alone doesn't assure a great collection."

When Walton bought "Kindred Spirits," it was a victory of sorts for the hinterlands. The painting had been in the collection of the New York Public Library for more than a century.

Some have found acid irony in the story of the painting's journey to the cultural frontier, the homeland of Wal-Mart. As an ode to art and nature, they say, "Kindred Spirits," with its portrayal of the painter Thomas Cole and the poet William Cullen Bryant on a mountain precipice, is an odd icon for a corporation that has done so much to cheapen and homogenize suburban America with big-box stores, seas of asphalt and an army of low-paid workers.

And there is carping, too, about the money. Millions for a painting? a recent letter writer complained to the local paper. Couldn't the Waltons put that money to better use building a children's shelter?

In a published reply, another local countered that Alice Walton ought not to be criticized but thanked for investing in Bentonville's future, "for providing famous works of art that hundreds of thousands of people can enjoy in the years to come."

The museum has announced only a handful of Walton's acquisitions, including the Durand and two important portraits of George Washington. It intends to keep wraps on much of the rest.

Yet news of a recent transaction could hardly be suppressed. Recently, Walton partnered with the National Gallery of Art to pay $68 million for a landmark painting from a Philadelphia medical school. Some have called Thomas Eakins's "The Gross Clinic" the greatest American painting ever made. The 8-by-7-foot canvas, painted in 1875, depicts a doctor slicing a tumor from a patient's thigh.

It's not yet a done deal. Philadelphians were given 45 days to match her offer, and some art-world insiders believe the city will rally to keep a valuable piece of its cultural patrimony. The insiders also say this: Her offer for the painting was far too low.

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With the family name already attached to an arts center in nearby Fayetteville and to an unprecedented $300 million donation to the University of Arkansas, the effort to plant a museum in the region furthers the Walton stake in culture.

Alice Walton knows the family business, its political influence and its billions make a large target for social critics. As a prominent funder of conservative political campaigns and a leader in the effort to repeal estate taxes, Walton makes no small dart board herself.

Yet it is possible Walton found her charitable calling in the words of her father.

"Maybe," Sam Walton said in his autobiography, "it's time for a Walton to start thinking about going into medical research . . . or figuring out new ways to bring culture and education to the underprivileged."

In any case, she has recognized that what her father famously did with Wal-Mart was fill a need for small-town Americans. Just like dropping art into the cultural void of northwest Arkansas, and a museum into a fragile, narrow valley.