Waterhole #3 (1967) Poster


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a cult classic
jimi9923 July 2003
Well, at least a cult of my friends, who saw this movie at least a dozen times at the drive-in during 1967-68, and learned the dialogue by heart. I finally got a copy of the film (and the soundtrack) about 10 years ago, have viewed it a few times since, and it is still to me one of the great overlooked comedies and westerns. Not comedy-western, which was so overdone in the 60's, but it stands tall in both genres. And it is the film that I watched when I heard of Carroll O'Connor's death. He is nothing short of wonderful in this pre-Archie role. And Coburn as Lewton Cole: perfect, another of his great sly characters.

Yes, "Waterhole #3" is sexist and cynical, and also hilarious and a bold statement of the true "Code of the West," its theme that is brilliantly told by the troubadour, Roger Miller, in song and narration. It can be rightly accused of misogyny, because it dares to show and lampoon the attitudes of the macho old west toward women and not just the pseudo-heroic male violence that was the narrow theme of countless western films. Put in the context of 1967 and the radical changes being ushered in in terms of sexual identities and expressions, I think this film was, if anything, progressive in its provocation. That's sure how we took it. And its cynicism about greed and self-interest was a warning and not an anti-heroic celebration.

But the main thing is that it's a great comedy, with an outstanding ensemble of dramatic character actors dipping their toes in comedic waters to great result: James Whitmore, Tim Carey, Claude Akin, Joan Blondell, and Bruce Dern ("Sure left us bare, ain't that right, John?")

From a true cultist: 10 out of 10
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" A Map worth a killing is worth tracking down, so off to Intregity town "
thinker169126 November 2008
If you ever want to see a film that has hilarity throughout the entire film, then you've got to see this one. "Waterhole # 3" is one of the best western comedies ever made as it has nearly all the classic clichés written into it. It is the Code of the West which makes this film flow from beginning to end. It says, do onto others, before they do it onto you. When the producers selected the actors for this film, they struck gold. Herein we have handsome, broad smiling and ever so crafty James Coburn as Lewton Cole. He's a gambler who learns of a shipment of Gold hidden somewhere near a watering hole and all he has to do is outwit, the outlaws who have it, the Army who wants it back and the lawmen who get in his way. Carroll O'Connor plays Sheriff John H. Copperud, a law officer who believes when it comes to rape, 'a man picks his fruit from the nearest tree.' Claude Akins is MSgt. Henry J. Foggers, who trades his career for a chance to be rich. Bruce Dern plays Deputy Samuel P. Tippen. James Whitmore plays 30 year Capt. Shipley and Roy Jenson is superb as dangerous Doc Quinlen. ****
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we need more Westerns like this
kdr-631 March 2003
Produced by Blake Edwards' company, Geoffrey Productions, "Waterhole #3" shows the hand of Edwards in its nod-and-a-wink approach to sex. Although it could never be made today, because of our PC environment and the film's loose treatment of (maybe) rape and casual sex, this film nevertheless stands the test of time because of a fine cast, a good soundtrack and a witty script. The only negative comment I can make concerns the atrocious continuity and editing mistakes. They really hurt an otherwise funny film. One of James Coburn's best.
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A solid western with some nice humor and music
Jim-19914 January 1999
This movie incorporated some good dialogue, enjoyable scenery, and a nice job on the title song and narration by Roger Miller. One of the most memorable scenes involves the old standard gunfight which most definitely will generate some laughs if you've seen one too many shootouts. I thoroughly enjoyed this western and gave it a Waterhole #8.
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A very funny Western about some rogue adventurers who rob a fortune in gold bars
ma-cortes14 June 2010
Entertaining Western/comedy in which follows the misadventures of two soldiers ( Claude Akins , Timothy Carey ) and a cobbler who rob Union Army a fortune in gold and bury it in desert waterhole . An astute thief named Cole (James Coburn) , a roguish gambler just passing through aware about the gold . As Cole attempts to profit from the fortune after a dispute with Doc Quinlan (Roy Jenson) . A beautiful girl ( Margaret Blye ) and rambunctious temperance daughter of the sheriff (Carrol O'Connor ) out to stop Cole en route to thirsting desert.

Delightful Western parody in which the grifter Coburn steals the show using his wits , breaking all the rules and kicking virtually every cliché in the pants , as he relentlessly kills, robs and rapes . Amiable but sometimes lumbering Western satire goes on and on about the same premise . Seemingly endless list of character players includes a good support cast as Carroll O'Connor as unlikely sheriff , Bruce Dern as inept deputy and James Withmore as Northern officer . Furthermore adds sparkle other actors as Joan Blondell as a likable Madame and the villainous Claude Akins and Timothy Carey . The film follows in the wake of ¨ Hallelujah trail (65) ¨ by John Sturges ¨ Support your local sheriff ¨ and ¨ Support your local gunfighter ¨ by Burt Kennedy and of course but later ¨ Blazing saddles (74) ¨ by Mel Brooks , all of them are engaging Western satire and pretty bemusing . Colorful cinematography by Robert Burks and atmospheric musical score by Dave Grusin full of ballads sung by Roger Miller . The film is produced by Blake Edwards and well directed by William A. Graham . None of William Graham's later movies have topped this one for sheer belly laughters . He's usually TV director and occasionally for cinema , film-making several Western as Montana (90, Billy the Kid (89) , Last day of Frank and Jesse James (86) and Harry Tracy (86) and several others . Rating : Riatous Western spoof in which there's too much silly comedy and enough excitement.
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"That's The Code Of The West"
stryker-526 July 2000
"The place Arizona, the year eighty-four," the song tells us, and James Coburn is on a relaxed hunt for stolen gold. There are plenty of actors in this comedy western whose faces you know but can't put a name to. Lewton Cole (Coburn's cool, ironic hero) is a blatant imitation of Clint Eastwood's screen cowboy persona. Indeed, the whole film shows the strong influence (in its look and its style of humour) of the Spaghetti Westerns.

I came to this movie determined to dislike it, but found that I couldn't. There is an excellent shot of Cole inspecting Quinlen's corpse, shot from ground level against a terrific sunset, but this lyricism is all too brief. Thereafter, it is all wacky scampering in pursuit of the gold. Coburn holds the screen effortlessly and his amiable performance sets the tone.

Timothy Carey, the tough guy in Kubrick's "Paths of Glory", turns up here as a likeable villain, and shows a distinct talent for comedy. TV's Arch Bunker, Carroll O'Connor, plays Sherriff John. Margaret Blye is Billee, the sherriff's babe daughter. A very young Bruce Dern pops up in a nice cameo, and an ageing Joan Blondell is unrecogniseable as Lavinia.

The shoot-out in the cathouse is well done as these things go, but beyond that there is little more to say.

Verdict - Mildly entertaining nonsense.
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Great parody
scardell19 January 2009
The best parodies are ones that are in the form of what they are parodying. This is one such parody. It is in the form of a spaghetti western (more specifically a Clint Eastwood spaghetti western), and it is a parody of a spaghetti Western. The hero would save the life of a stranger. Superficially, he appears to be a conventional strong silent highly moral hero. But in all matters that are less than life or death he is quite the opposite. Yet he remains appealing. Embedded in this wonderful parody is some of the funniest individual scenes in any movie. Fans of Parody and Clint Eastwood spaghetti westerns are the most likely to love this movie.
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Engaging and Lyrical Western Comedy... With One Bad Flaw...
hokeybutt4 June 2005
WATERHOLE #3 (4 outta 5 stars) I've always loved this movie... mostly for the a great song by Roger Miller ("The Code of the West") that plays throughout. James Coburn is a con man and grifter who comes across a map that leads to a fortune in stolen US Army gold. Carroll O'Connor is the crooked sheriff who stays on Coburn's tail. The movie kind of meanders along in a lazy way... with amusing comedy bits and some violent gunplay along the way. As I said, the Roger Miller soundtrack is what really propels this movie along... without it I think the movie would be barely mentionable. The only flaw in this movie... the reason I can't give it 5 stars is for the awful subplot about James Coburn raping the sheriff's daughter and having her fall in love with him for the rest of the movie. I guess a case could be made that the movie is supposed to be "satirizing" the casual treatment of rape by its characters but such "playful" moments as describing rape as "assault with a friendly weapon" seem calculated as laughs AT women rather than AGAINST the menfolk. This probably didn't bother people a bit in 1967 but nowadays... well, you can see why this doesn't play much on TV anymore.
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A film full of scoundrels
bkoganbing4 March 2017
Waterhole #3 is a unique western, one made truly without any cowboy heroes. It is a film full of scoundrels.

Sergeant Claude Akins has decided to quit the army in style when he and two others decide to rob an army gold shipment. One who buries it has a map drawn to find it. But he loses it and his life to gambler James Coburn who is one unique kind of rogue.

So is sheriff Carroll O'Connor who led a life of crime himself before taking the badge. In fact as sheriff upholding law and order he's brought a Tammany Hall/Chicago machine style to the job. He's also got an interesting set of morals after Coburn fleeing from him takes advantage of his daughter Margaret Blye.

I won't even go into the plot and definitely won't go into who wound up with the gold. It has to be seen to be believed.

Scoundrels abound in Waterhole #3 along with many laughs.
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Hilarious to men, hated by women
azcowboysingr23 May 2009
Warning: Spoilers
This film ranks as one of my personal, all-time favorite comedy movies. I laugh myself silly every time I watch it, but I have never known any woman who enjoyed it, or even sat through the whole thing, due to the blatant sexist script, especially the jokes about James Coburn's rape of the sheriff's daughter. For example, the line "Hell, Sheriff, it wasn't rape...it was only assault with a friendly weapon!" While there are many fantastic comedic performances by a host of actors, both famous & lesser known, the one great scene that always reduces me to uncontrollable laughter is the shoot out in the whore house with shotguns blowing everything to smithereens. That scene must be seen to be believed. The title song is funny & really sticks in your memory too..."It's the Code of the West!" (a man soaps his own saddle, brands his own cattle, and some of his neighbor's as well). To sum up...this is a movie that will reduce men to so much laughter that they will have trouble breathing, but will offend every woman who tries to sit through it. A really great comedy movie but don't watch it with your wife unless you want to be called "a sexist pig" and forced to sleep in the garage for a week.
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An Enjoyable film if that is what you want, and nothing of great moral import!!!
mhgoatspearson18 September 2008
With everything going on nowadays a film like this being released would be laughed at because it A: wasn't gruesome enough; B: In todays society that "rape" would be thrown out of court, and obviously the girl gave in way to easily; C:And it seems that nobody wants to go see a movie that is just pure fun and isn't filled with bad language, bad acting, bad writing, replaced with special effects, to much loud sound, and gore, nudity, and shock value.

If one wants to see a good movie, watch this one; if one wants to see something of a -6 on a 1- 10 scale, go see something by Michael Moore!

This movie gets 5 stars, it got five stars when i first saw it, and it still gets them; just like "It's A Mad, Mad, Mad, Mad, Mad World" and "A Funny Thing Happened On The Way To The Forum"!!
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Pretty entertaining satirical (?) adventure movie
Skragg22 April 2006
Warning: Spoilers
I can't help disagreeing with some of the people who analyze this movie (but not because I don't think there's a place for that). Especially the person who reduces ALL the people who are offended by it to stereotyped feminists and stereotyped "P.C." types (especially since there's hardly any kind of complaint about anything, that actually BEGAN with feminism or "political correctness"). Also, though, I disagree with the people who are sure there were probably NO complaints when the movie came out, because after all, "it was the ' 60s." (Without being sure, I'll bet there were plenty of complaints, even if they were maybe less about feminism, and more about the movie's "morality" in general.) I even disagree somewhat with those who say a movie like this could never be made now (though I think "Joey the Brit" is right in calling it doubtful). I do think (and here I seem to be agreeing with everyone) that if it WERE remade, it would make "Billee" the winner of the gold (which she seems to be in the next-to-last part), which would have two things going against it. First, it would seem self-conscious to almost anyone who knows the original, and second, it would disrupt that whole "anti-hero" idea that fans of the movie like. Having said all that, my way of looking at it is very simple (probably too simple). Instead of thinking of it as (especially) satirical, with an "anti-hero" (which are true, I'm sure), I think of as simply taking the "likeable rogue" idea to great extremes (its "logical extreme" so to speak). After all, in this story, the "hero" locks the sheriff (and not even a CORRUPT sheriff, at least, at that point) in his own jail, and as a further insult to him, ransacks his barn. And as a MUCH further insult to him, has his way with his nubile daughter (all-out rape or not). Leaving her to try her best to get justice for "my rape" (or to get HIM, but in the other sense), with no help from the sheriff himself, or from another lawman, who finds the whole thing unsurprising, and gets back to searching for the gold! Then at the end, when Billee SEEMS like she's about to get the gold (and she's maybe the most obvious choice, as far as "justice" goes), Lewton rides up, and (after enjoying her a second time) rides away with the gold himself. Maybe I'm disproving my own point (at least, about it maybe NOT being anti-feminist) by listing these things, but it's just that I don't entirely think of it as that on the one hand, or terribly "satirical" on the other hand. As opposed to, again, a story with an all-out "rogueish hero."
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The Ballad is the thing
rickz15 June 2005
This is one of my two favorite westerns. Years ago, I bought the soundtrack album, with narration by Roger Miller. It is one of the first things that Dave Grusin, fresh from Colorado U. did. Many of the verses in the ballad are unforgettable, and help me to recreate the best movie scenes in my mind.

Lewton Cole is the prototypical Anti-Hero. (Whenever somebody uses that term, I think of Lewton.) "This tale has a hero, his name...Lewton Cole They say he was born with an ace in the hole! They nursed him on bourbon, they teethed him on steel, And his first words were "shut up and deal!"

Everyone gets het up about the rape, but ultimately, Billee gets over it. Roger says "Billee decided that she'd already lost everything she was going to, so she decided to go after her man."

And the last verse of the ballad, sums up the anti-hero riding off into the sunset.

"Old Mexico lies just ahead, so Gambler, move along! They ain't nobody there to care if you done right or wrong. You shot a thief, you found some gold, You stole a kiss or two... And the world's a better place because of you."
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Great unifying soundtrack, comic touches unstuck by fuzzy ending
adrian-4376714 October 2017
WATERHOLE NUMBER 3 is a great revisionist Western of the 1960s, with Coburn and O'Connor in great comic form. The first shootout in the film was "kinda" imitated by Steven Spielberg in "Raiders of the Lost Ark" in 1982, when Harrison Ford just shoots an Arab attacker brandishing a sabre. In this case, Coburn just uses his Winchester rifle to blow away a challenger armed only with a Colt, which he had not even drawn yet (but then you could argue that WATERHOLE borrowed the idea from Sergio Leone's A FISTFUL OF DOLLARS).

The film's unifying element is the song, with some wonderful lyrics, and the sharp-tongued repartee between Coburn and O'Connor, who is particularly comical riding a mule.

The "infamous" rape scene is politically incorrect today, but was a laugh when it came out, and if one judges the film on the basis of that anachronism alone, one should not watch movies, let alone review them.

Photography, action sequences, acting and direction are all competent. Alas, there is one negative aspect that hurts my rating of the film: the ending is too evasive, fuzzy almost. But, by then, I had certainly had my fun and will certainly re-watch this film at some point.
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An easy watch.
pmtelefon14 July 2019
"Waterhole #3" always hits the spot. It's fast moving and has a lot of laughs. It is well acted by a very good cast. James Coburn is good (as always). Carroll O'Connor is very good (as he often is) but the stand-out is Claude Akins. Akins gives a terrific performance. It's probably his best work. Another plus is Tim Carey. It's always great when he shows up in a movie.. It's also a beautiful looking movie and it has a great musical narration. "Waterhole #3" is a good, light-hearted western.
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Waterhole #3 is not immoral; it is satirical
lseagull9 January 2015
Warning: Spoilers
Have those who do not like this film because of its 'morality' considered that the movie is actually criticizing a culture that views rape as funny? I do not have time to write a long essay, but consider the pertinent lyrics to the narrative ballad: 'Raping and killing weren't really so bad, but stealing Old Blue, now that made Sheriff John mad.' Is that the movie's message, or its commentary?

We know who we are dealing with here. The sheriff says that he was planning a gold robbery himself, but got elected sheriff. 'If this job weren't so sweet and soft, why I might just elect to join the criminal profession.'

Not one character is completely admirable, nor is anyone completely despicable. Lewton Cole is an anti-hero: Although he never lies, he is rarely faithful to the spirit of the truth.

The movie's handling of a variety of moral issues is really quite profound.
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certainly better than 6.1
kalieatsbabies24 May 2001
How does a mean of 7.5 and a median of 8 give an "average" of 6.1? The other popular measure of central tendency, the mode, is 10. In any case, a very amusing movie. Of westerns, it and and Cat Balou are the only ones I ever enjoyed; therefore, it must be a 10. If it weren't a western, it would be only an 8.5, as it would have more competition.
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Forget Historical Revisionism, and Enjoy!
cranvillesquare12 February 2019
I have to laugh at the girlie "men" so indignantly panning a movie from 50 years ago. Grow up, you wimps, and take notes. This is what men were like 150 years ago, and even 50 years ago. Frankly, I found this quite entertaining for what it was intended to be! - after all, Blake Edwards produced it, not Elizabeth Warren.

I kept seeing parallels to "It's a Mad, Mad, Mad, Mad World!" from five years previous, wherein many disparate parties all catch wind of a hidden treasure, and friendships/alliances/allegiances constantly shift until all parties converge upon the treasure...at which point the party watching all the silliness absconds with the loot. This flick just adds an extra twist after THAT point.

Nice way to kill two hours!
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Sounds like 'our' type of film, i.e. not for PC lice & their apologists
paul vincent zecchino26 September 2006
Haven't seen Waterhole #3. Having just read 'writerasfilmcritic's review, will enjoy so doing. 3 will offend those who believe what we laughingly call civilisation commenced in the late 60's, when stunt-growth subversive whelps of 30's Trotskyite parents began the slow train wreck called Political Correctness.

Those offended by 3 wouldn't last two seconds during 3's era. Mindrot 'Victim Hagvocates','Facilitators','Sensitivity Trainers' and other lice, steeped in the delusion that Mammon and lawyers can save them would flee in horror from that tool of the Old West known as the rifle. They'd scream 'Gun! Gun! Call 911!'. Confronted by a hissing rattler - hiss far more dramatic than rattle - they'd recite an insipid roster of environmentalcase memberships and sue for peace. The rattler would do as do rattlers always, bite and slither away. Call it pest control.

Refreshing to hear of 3's cultural outlook. In the 50's and 60's schools had gun clubs and rifle ranges yet were islands of tranquil learning. Worst offenses? Gum chewing and note passing. Yes, I said the 60's. Not all of us behaved as dirty hippies only to morph into big fat bloated money grubbing Korpseorate Oligarchs in the 90s and '00s. We were too busy studying and having fun to waste time on communist front groups like feminism, environmentalism, peace rallies, ban-the-gun-ism and other Trotskyite Beasts That Would Not Die.

Many of we much maligned Boomers despise vapid PC trappings of litigation, restraining orders, and endless whining on LeftWing LezBag TV carnivals like dOprah. Got a beef? Discern your part in it. That'll stop it. Someone bugging you? Never ever even joke about Restraining Orders. They're Leninist contrivances crafted by devious deviant lawyer-mutants, promoted by psychopaths for the purpose of dividing society the better to destroy it. Walk from trouble if you can. If not, educate those who make it as to its steep costs.

Might Waterhole #3 make a good litmus test? You know, those offended by 3 we'd keep at polite distance while those who enjoy 3 we'd put on our A list? Makes sense here.

PC shills like lawyers and Victim Hagvocates lie for criminals so as to destroy society. Why do they scorn the Old West? Because in that era they'd be marked as twisted serpetine rejects. They'd be stuffed into the nearest boobie hatch - to resounding applause.

See this film. It sounds like a breath of fresh air in a world slowly strangling itself with endless 'reforms', laws, and PC trash.

Dr. Paul Vincent Zecchino

Manasota Key, Florida


26 September, 2006 "Fear is the price of our instrument.

But I can help you bear it."

  • H. Lecter, M.D.

c. Thomas Harris,

"The Red Dragon"
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A conventional macho comedy with a nearly hidden tender side.
mcfirefly429 May 2011
Warning: Spoilers
I liked it better than I would have once I realized that it was actually written by a film student I knew. This formerly devout, still a sweetheart guy was talking big with a typical male swagger of the mid-60s, but when I watched it with my eyes open to a certain character conflict, I could see that Billie, who in a sense is given nothing, is actually given quite a bit as a character. After the rape, she is not blissful about being raped as much as she's "imprinted", her first opportunity to fall in love. She sort of is undecided about whether she's been raped or not; she thinks so, and can't even get her father to care. She makes them pay attention by roping them in together: that's a statement they ought to pay attention to!'and they do. Since I knew the guy, I began to realize the conflicts were his own. He was caught between the expectations of the macho world and his own desire to see it go better than that, to show more love and respect for a woman. He was kind of caught between a rock and a hard place. Male society was unforgiving, not only of gay tendencies but of serious heterosexual tendencies, such as love. This guy was a secret lover of slow love songs: death to a macho reputation. I remember how they used to talk. Anyway, when I'd watch it with a little mercy on the guy, I'd see things in it that you can't say are successfully conveyed since they are so hidden in the cold-blooded bravado and bluster, but they are there if you look for them, understanding what guys were up against then.

I hated rape, and I still do. As a believer in Jesus Christ, if I had been inclined to say it was OK, I'd know that it was sin, and certainly not doing unto the other as you would have them do unto you. If it makes you feel better, the guy got his own panties in a twist in a terrible, unjust situation in the latter part of the decade! So, there you go. He should have not made a movie that was even ambiguous about something so destructive to another person. But in making Billie fall in love with him, he dignifies her sort of under the typical hard-boiled movie's radar. It is not my favorite movie, but the actual screenwriter will always be one of my favorite people.
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A Fitfully Funny But Politically Incorrect Western Comedy
zardoz-1310 June 2010
Warning: Spoilers
James Coburn plays a charming, roguish gambler in prolific television director William Graham's comic oater "Waterhole # 3," a lightweight western about a government gold robbery and the people who pursue the gold after the fact. Actually, nothing about this oater seems offensive, but women will probably abhor it primarily for one scene where the amoral Coburn character has his way with the heroine in a barn against her will. Mind you, the filmmakers acknowledge that what Coburn's hero does constitutes rape, but Lewton Cole doesn't share that sentiment. He contends that nothing but the girl's pride was hurt. This illustrates how times have changed in Hollywood specifically and movies in general. When "Waterhole # 3 was made, the Europeans had appropriated the western genre as their own and lensed hundreds of horse operas in Spain and Italy about amoral sidewinders who were always after a fortune in gold.

"Waterhole # 3" looks like a softened up American version of those Spaghetti westerns. Ironically, Coburn turned down Sergio Leone when Leone asked him to star in "Fistful of Dollars" in 1964. Clint Eastwood rose to fame and fortune in that minor but major European sagebrusher, while Coburn stalled until 1971 when he made "Duck, You Sucker" for Leone. Unfortunately, "Duck, You Sucker" didn't fare well at the American box office. In fact, this western pulled up so lame that United Artists re-released it with the title "Fistful of Dynamite," but not even a title change could alter the lack of fortune for it. Coburn co-stars with rising character actor Carroll O'Connor who had not yet co-starred in the World War II yarn "Kelly's Heroes." Later, O'Connor would star in the controversial but entertaining seminal situation comedy "All in the Family." Alfred Hitchcock's long-time cinematographer Robert Burks, who lensed "North by Northwest" and "To Catch a Thief," presents the rugged west--the Alabama Hills in Lone Pine, California--in all its savage splendor with his widescreen photography that adds a dimension to the antics.

The thoroughly conventional screenplay by one-time scribes Joseph T. Steck and Robert R. Young doesn't do anything terribly different from most westerns. Captain Shipley (James Whitmore of "Oklahoma! ") brings in a shipment of gold and entrusts it to care of Master Sergeant Henry J. Foggers (Claude Akins of "Rio Bravo") and promises to guard it with his life. In reality, Foggers is in cahoots with a quick-draw gambler Doc Quinlen (Roy Jenson of "Breakheart Pass") and a trigger-happy idiot Hib (Timothy Carey of "One-Eyed Jacks") and they have dug a tunnel from a shoemaker's shop to where the Army has the gold stashed. Foggers, Quinlen, and Hib force the shoemaker, Ben (Harry Davis) to pull the job with them. Quinlen takes all the gold, hides it, and scribbles a map to the treasure on a twenty dollar bill. Later, carefree gambler Lewton Cole (James Coburn of "The Great Escape") gets himself in deep trouble with Doc Quinlen after he appropriates money from Quinlen's wallet that Quinlen owes him for all his gambling losses. Predictably, Quinlen isn't amused by Cole's larcenous fingers. He roughs up Cole and Cole suggests that this could serve as a prelude to a duel at sundown. Quinlen has witnesses and he compels Cole to meet him in the street. Quinlen decides that he needs to kill Cole because the gambler has seen his twenty dollar bank note with a map on it.

When Quinlen summons Cole into the street for their showdown, the barkeeper warns him that Quinlen will drop him sure as shooting. Cole walks onto the saloon gallery and Quinlen yells at him to join him in the street. Cole slides his Winchester repeating rifle out of its saddle scabbard and drops Quinlen with one shot. Quinlen struggles to rise and slumps over dead. Before Cole gets far, his horse pulls up lame and he rides into another town where Sheriff 'Honest' John Copperud (Carroll O'Connor of "Lonely Are The Brave") and his deputy Samuel P. Tippen (Bruce Dern of "Marnie") are sitting outside the jail talking about the upcoming sheriff's election. Cole ambles over and enters their office. Before either John or Samuel realize what he has done, Cole has locked them up in their jail cell, forced them to shed their clothes, and is off to steal John's horse. What John does realize is that he is running for reelection and is standing in one of his own jail cells as naked as a bird. At John's ranch, Cole is rustling John's prize horse when a lovely young thing, John's daughter Billee Copperud (Margaret Blye of "The Italian Job"), wanders into the barn. They tangle briefly and—as Billee tells Captain Shipley—Cole forces his affections on her. Once he has John's horse, Cole follows the crude map from one waterhole to the next.

No sooner does Cole have the gold than Sheriff John rides up and gets the drop on him. Cole and Sheriff John become friends after Foggers and company steal the gold from them. Billee rides up and cuts the ropes binding them together. They return to town. Meanwhile, Foggers has plunged into the local bordello and is having himself a wild time. Hib winds up in Fogger's room at the hotel and Cole and John stake out the hotel. Eventually, Foggers tries to shoot his way out of town with the gold, but Cole and John pin him down. Just when they least expect it, Ben steals the gold from them. This nonsense goes back and forth until the Captain Shipley arrests Ben and refuses to believe that Foggers was a deserter and learns that Cole shot down Quinlen in self-defense. Like a Spaghetti western, Cole gets away with the gold. Aside from being politically incorrect, "Waterhole # 3" ranks as an above-average western. "
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Nice cast, but flawed movie
bensonmum214 August 2005
Warning: Spoilers
  • The plot in Waterhole #3 seems lifted straight from one of Leone's Spaghetti Westerns - a group of people search for stolen Army gold. Finding the gold doesn't prove to be too difficult. But hanging onto it certainly does.

  • Other than one major flaw, Waterhole #3 is a reasonably entertaining comedy/Western that's sometimes very funny and sometimes...well...a Western. While the story may not be very originally, most of the cast does does an excellent job. James Coburn and Carroll O'Connor work well together. I've become quite the fan of Coburn and in Waterhole #3, he doesn't disappoint. Although he appears to basically be playing himself, he's entertaining enough to watch. In contrast, O'Connor has never been a favorite of mine, but his "bad" sheriff routine really works.

  • The one major flaw I mentioned, however, kept me from completely enjoying Waterhole #3 and giving it a better rating. The flaw concerns the treatment of the sheriff's daughter who is basically raped by Coburn. I'm no prude, but there's just no place for this in a light-hearted comedy. And the fact that the her father, the sheriff, does nothing about it and even makes jokes with Coburn over what happened is out of place and out of line. A little sexual innuendo, a peck on the cheek, or Coburn making a pass at the daughter might have worked much better, but rape takes it way too far.
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Completely Despicable
NoahVeil4 February 2010
Warning: Spoilers
There's a difference between a film ABOUT misogyny and a film that endorses it. This is, unfortunately, the latter. When the rape victim tries to press charges, she's told by James Whitmore, with a total lack of irony, that she is so pretty that no jury would find her rapist guilty since they'd all want to rape her themselves. In the end when the "hero" rides off into the sunset, having just successfully stolen gold from the United States Army AND having taken advantage of his rape victim a second time, Roger Miller sings, once again with a total lack of irony, that he "left the world a better place." No he didn't. He's a thief, murderer, and rapist who gets away with it. I'm no pussy who doesn't like films where the bad guy gets away. Silence of the Lambs is great. It doesn't pretend the world is a better place because Hannibal Lecter gets away in the end. It's ironic, like the end of Taxi Driver. But this film actually believes the world is a better place because of men who stick to their convictions and rob, murder, and rape, as long as they're charming about it. I'm not even saying rape can't be funny, though I'm hard pressed to think of an example. Parts of this film may be funny, but as a whole, it's rotten to the core.
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Entertaining if you remember it was made in the 60's
plkarie12 April 2014
Writerascritic went on a diatribe, but he has as many "authenticity" holes as the movie. Historically, it was actually rare for a woman to be raped in the west and if she was, the man was usually killed as soon as he was located. Women were rare in the raw west and were protected accordingly.

Women were not just kept barefoot and pregnant. They had children, but how many was a result of social standing. Poor farmers may have needed farm hands, but children still had to be fed and that could be tough. Few women had "dozens" of children because many died in child birth.

Why gay issues were brought into his review other than the fact that writerascritic is obviously a hate monger is a mystery to me. I have read his other reviews and it's obvious that he is homophobic and his reviews should be monitored for useless, hate filled content.

Poor writerascritic can't contain his hate just toward gays and women who want to be treated decently, but also religious folk. What's funny is during the era the movie was supposedly set in, 90% plus of the white population of the United States was strongly Christian and practiced the faith ardently.

It's obvious that the subject matter is a reflection not of the story's time, but of the era of the movie production when Hollywood was resisting the idea that women should have rights. This was and is due to the fact that Hollywood makes far too much money exploiting women and anyone else not white male to readily change movie styles.

This movie is just as mediocre as most made during the 60's, humorous at times with a weak script. Good actors put to waste with a singer narrator reiterating the existing story line.

Thankfully, times have changed and if you want to see how much in the last 60 years this is the movie to see.
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Goddamn awful movie from start to finish! Be warned !
wmjahn25 December 2010
My God, what an awful "dreck" this movie is!! I guess this must be the proverbial "one-joke-movie", but I couldn't find that one joke. :-( Why has this movie been made after all? And how did it get THIS cast ???? I usually LOVE to watch James Coburn, but seeing him in this pile of unfunny *beep* makes me cry.

The only possible answer I got to me asking, why in Gods name anybody turned a script as unfunny as this one into a movie is that probably someone tried to repeat the success of CAT BALLOU from two years ago (1965), but to be honest "Cat Ballou" wasn't that funny either (but still mucho better).

After that they finally (thanx!) dumped the lame idea of having a movie commented by a song, which sounds as someone sitting at the toilet having problems getting it out (until "There's Something About Mary" came along 20 years later, where it worked a bit better).

Does this movie have any defenders? If so, where did you laugh? I'd really love to find out where I missed a joke (if there was one)!

zero out of ten!
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