A wagon containing four bars of gold is ridden into the town of Dolores by members of the Army, led by Captain Shipley (James Whitmore), to leave it in the care of a guard there, but what he doesn't know is the man he has given this responsibility to, Sergeant Foggers (Claude Akins), is not as noble as he seems. Once Shipley has left, a tunnel dug from the nearby shoemaker's offers access to the gold, and with the innocent shoemaker, Ben (Harry Davis), framed as the culprit, Foggers and his gang, who include the heavy, Hilb (Timothy Carey), make off with their ill-gotten gains. However, there is one man who might wish to relieve them of the treasure, a rogue known as Lewton Cole (James Coburn)...
Yes, James Coburn, one of the most charming of leading men with a demeanour that could lend itself to playing an engaging and capable hero to a more easygoing scoundrel, but no matter what side of the moral divide he was on, more often than not you found yourself warming to him. So what went so badly wrong with Waterhole Three? He wasn't doing much different in his performance than he usually did around this era, the nineteen-sixties when he really came to prominence as a star, yet the script was so misjudged and used him so poorly that you found yourself really taking against him. It was like hearing a song you like then listening to the lyrics to find they were unpalatable, an apt comparison in light of Roger Miller's sung narration courting comparison to the far better Cat Ballou.
The main bone of contention was Cole's antihero status. When we first meet him he is cheating others in a saloon with a game of find the lady, but then is challenged to as gunfight which he promptly wins by waiting for his opponent to stand in the street, ready to fire, whereupon Cole uses his horse as cover and blows the guy away with a shotgun. Ah, we see, this man does not play by the rules, and he is supposed to make us laugh in the process, but the trouble is we're not laughing because no matter how often he flashes that smile there's something about Cole that makes the skin crawl. It's not that Coburn was doing anything much different to his usual performance in such a movie, but the material he was working with severely let him down.
Cole is on the trail of that gold, with a map on a twenty dollar bill telling him it is buried in a waterhole some distance away, the waterhole of the title, but on the way he stops off at a different town to apparently do nothing more than make an enemy of the Sheriff there, Copperud (Carroll O'Connor), by locking him up naked in his own jail (he has company, too - Bruce Dern is in there with him). Before he steals his horse too, Cole is confronted by the Sheriff's daughter Billee (Margaret Blye of The Italian Job fame) in the barn, whereupon he turns the tables and rapes her. Now, you may be thinking that even for a comedy that's not especially hilarious for the protagonist to be doing, and you'd be damn right, it upsets the whole movie and leaves us despising the character we're presumably meant to be admiring.
At this point in the Western genre's history, the previous dominance of the Hollywood product was being overtaken by the flood of European efforts which had a grittier, more dissolute take on the conventions, so you had to assume the makers of Waterhole Three were trying to keep up with this competition by including scenes like that, but the repercussions of the rape echo through the rest of the movie. Billee wants revenge so chases Cole across the desert, just as her father has done, but nobody takes her seriously when she brings up the assault, least of all Cole who describes what he did as "assault with a friendly weapon", and when she tries to have him arrested by Shipley later on, the Captain dismisses the issue by telling her nobody would take her seriously in a court and the jury would want to rape her as well. Watching these attitudes from yesteryear today would be bad enough, but there's not one good joke in the movie otherwise either, not Joan Blondell as a madam yelling "bastards!" and not the way all the wrong people get rewarded. It's a nasty piece of work. Music by Dave Grusin.