D’Artagnan (Gene Kelly), a young man from Gascon, travels to Paris to join the Musketeers, the King’s elite soldiers. On the way, he is attracted to a mysterious lady in a roadside inn, but her bodyguards knock him out and destroy his father’s letter of introduction to de Treville (Reginald Owen). When he comes to, he continues to Paris.

He presents himself to de Treville, who recognizes d’Artagnan’s description of one of his assailants and appoints him as a Cadet. D’Artagnan sees his assailant and tries to confront him. In the process, he annoys the three greatest Musketeers—Athos (Van Heflin), Porthos (Gig Young), and Aramis (Robert Coote). Each one challenges him to a duel and they are amused to find out they have all challenged the same country bumpkin cadet, but when Cardinal Richelieu’s guards arrive to arrest them, d’Artagnan helps them defend themselves and turns out to be a damn fine swordsman.

D'Artagnan rescues the charming Constance Bonacieux (June Allyson) and promptly falls in love with her. She is a confidant of Queen Anne (Angela Lansbury). King Louis XIII (Frank Morgan) had given the Queen a matched set of twelve diamond studs and she, rather foolishly, gave them to her lover, the Duke of Buckingham (John Sutton). Cardinal Richelieu knows all about the Queen’s affair and wants to use it to convince the King to go to war against Britain. He arranges a ball and suggests to the King that the Queen should wear the diamonds.

D'Artagnan and the Three Musketeers volunteer to travel to Britain to retrieve the jewels but are ambushed by Richelieu’s men. Only d’Artagnan and his servant Planchet reach the Duke. But Richelieu has already sent the Countess de Winter (Lana Turner) to steal two of the studs. The Duke’s jeweller quickly makes replacements and d’Artagnan races back to France and saves the Queen from embarrassment. Richelieu has Constance abducted to neutralize d’Artagnan and orders the Countess de Winter to turn him. What she turns is his head. Athos discovers that de Winter is actually his treacherous ex-wife and d’Artagnan believes it when he sees a criminal’s brand on her shoulder.

Fighting breaks out between France and Britain. The Queen sends Constance to Buckingham for safety. The war is going badly and Richelieu sends de Winter to Britain to assassinate the Duke. Athos confronts his wife and steals Richelieu’s orders as proof of his treachery. De Winter is imprisoned by the Duke, but she kills Constance and the Duke too. D’Artagnan and Athos go after her.

Aramis recalls a conversation between Richelieu and de Winter about giving her an estate near Lille—Athos’ ancestral home. He finds her there and arrests her. She walks with dignity to her execution. The Musketeers are captured by Richelieu’s men, but before they are sentenced, d’Artagnan produces the incriminating letters from Richelieu. The Cardinal is forced to spare them and recommend a monastery for Aramis, an introduction to a rich widow for Porthos, the restoration of Athos’s title and lands, and commission as a Musketeer for d’Artagnan.

The film was directed by George Sidney and written by Robert Ardrey, based on the highly romantic 1894 novel by Alexandre Dumas. Footage from the film appeared in Gene Kelly’s Singin’ in the Rain. The duels were choreographed like a ballet and Gene Kelly was perfect. Even more perfect was Vincent Price as Richelieu, who was, to quote Sylvester Pussycat, dethpickable. But the studio was careful not to refer to Richelieu as Cardinal, lest someone take it as criticism of the Catholic Church. He was always referred to as Prime Minister. The movie made a ton of money and was nominated for an Oscar for cinematography, though it lost to Joan of Arc. It was Lana Turner’s first appearance in a color film and Gene Kelly’s favorite non-musical role.

Kelly was taught fencing by Belgian champion Jean Heremans, who appeared as one of Richelieu’s guards. Kelly hoped it would bring him the lead in a musical of Cyrano de Bergerac, but that never happened. He was not as brilliant in the dialogue as in the choreography. This is often considered the best of the many versions of the Three Musketeers. Vincent Price returned to play Richelieu in a TV movie of the same story in 1960. As in many adventure movies, the villains—Lana Turner and Price—overshadowed the heroes on the screen. Lana Turner had to up her game to keep up to Vincent Price and she was grateful for it. My favorite image is  of Richelieu sitting on a throne with a look of amused villainy on his face. And he is petting a cat, like a Bond villain.

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