Cat Ballou

by Glenn Erickson May 27, 2016

This breakout hit comedy western gave a lift to star Jane Fonda and especially to Lee Marvin, in an unexpected comedy role that won him a Best Acting Oscar. Lee characteristically said that he owed half of the award to ‘some horse out in the valley somewhere.’

Cat Ballou
Twilight Time
Limited Edition
1965 / Color / 1:85 widescreen / 96 min. / Ship Date May 10, 2016 / available through Twilight Time Movies / 29.95
Starring Jane Fonda, Lee Marvin, Michael Callan, Dwayne Hickman, Nat King Cole, Stubby Kaye, Tom Nardini, John Marley, Reginald Denny, Jay C. Flippen, Arthur Hunnicutt, Bruce Cabot, Nick Cravat, Chuck Roberson.
Cinematography Jack A. Marta
Film Editor Charles Nelson
Original Music De Vol
Written by Walter Newman, Frank R. Pierson based on a novel by Roy Chanslor
Produced by Harold Hecht
Directed by Elliot Silverstein


We all know the story of how Lee Marvin’s drunken gunslinger Kid Shelleen in the hit comedy western Cat Ballou surprised everybody by earning him an Oscar — his perfectly aimed overacting prevailed over great work from the likes of Richard Burton, Laurence Olivier, Rod Steiger and Oskar Werner. Yep, Larry just couldn’t match Marvin’s drunken swagger, with his eyes swollen shut and his tongue hanging out like a basset hound’s.

Actually, we kids back in the 1960s knew exactly where Lee Marvin’s classy clowning came from — John Ford’s Donovan’s Reef. Marvin’s rowdy sailor Thomas Aloysius Gilhooley was a scene stealing comedy standout. Heck, we hadn’t seen Marvvin’s earlier crime pictures, but we loved his robot boxer for The Twilight Zone TV show. Lee Marvin was already ‘totally cool.’

Since most of the happy story of Cat Ballou is easily available online, I’m going to (gasp) make the case for it as great genre item with (cough cough) legit historical significance.

The original story was a straight western tale from Roy Chanslor, the author of the similar lone-woman-versus-injustice novel that became Johnny Guitar, and also (by the magic of unauthorized Italian remake-itis), Once Upon a Time in the West. Educated as a schoolteacher, Catherine Ballou (Jane Fonda) finds herself helping her father Frankie Ballou (John Marley) fight the Wolf City Redevelopment Corporation. Its owner Sir Harry Percival (Reginald Denny) has hired a crooked sheriff (Jay C. Flippen) and the silver-nosed assassin Tim Strawn (Lee Marvin) to push Ballou out. Cat’s new friend Jackson Two-Bears (Tom Nardini) and her rustler acquaintances Clay Boone and his ‘uncle’ Jed (Michael Callan & Dwayne Hickman) are too cowardly to oppose Strawn, but Cat hires Kid Shelleen (also Lee Marvin), a legendary gunslinger whose exploits are written up in the pulp thrillers. Shelleen turns out to be a complete drunk. But, inspired by his affection for Cat, he pulls himself together to take up her cause.

Cat Ballou is told in flashback from Cat’s death cell near the Wolf City gallows, and related in ballad commentary by a pair of minstrels, Sam the Shade (Stubby Kaye) and the Sunrise Kid (Nat ‘King’ Cole). Although Nat ‘King’ Cole made other movies, this is his brightest appearance, which is sad considering that he was dying from cancer as he filmed it. Putting pop songs into westerns was a big deal in the 1950s, but the ballads were usually grim affairs, as in Nicholas Ray’s The True Story of Jesse James. The bizarre ballad for Barbara Stanwyck in Sam Fuller’s Forty Guns, is comedic, but not intentionally. The main lyric is, “She’s a hard hearted woman… with a whip!” The balladeers energize Cat Ballou and give it pace. They appear as asides to the story, showing up to narrate Cat’s cautionary tale at the gallows, on hilltops and in the middle of action scenes. The film’s patchy storyline is given a form, thanks to this device.


The framework for Cat Ballou is much like that for The Beggar’s Opera, especially the life-of-crime story told by an outlaw awaiting a hanging. Kaye and Cole’s troubadours are a bit like Kurt Weil’s chorus in the German adaptation of The Beggar’s Opera, the musical The Threepenny Opera, singing about ‘Mack the Knife.’

On Twilight Time’s extras, more than one commentator opines that Cat Ballou wouldn’t be exceptional if it had been played straight. It was filmed in the Fall of 1964, which isn’t too late for it to have been influenced by the example of Doctor Strangelove — a success that gave a lot of writers the idea of spoofing genre films. Producer Harold Hecht had been trying for years to film the book, and the comedy angle was apparently what got it the green light. But Cat Ballou had to be made dirt cheap — Columbia’s bad experience with Sam Peckinpah’s expensive, contentious Major Dundee dropped a budget curse on the studio.

Another trend that Cat Ballou fits into is the political outlaw movies that were beginning to crop up. Jean-Luc Godard’s ‘girl and a gun’ crime pastiche Pierrot le Fou was mirrored by the slow gestation of what would become Bonnie and Clyde. Both of those odes to romantic irresponsibility carried the germ of political anarchy and lawlessness. Under the mugging and slapstick, Cat Ballou is almost as direct in its politics as The Battle of Algiers. As soon as Cat identifies the villain as the head of a capitalist corporation, she turns outlaw and robs a train. To get revenge, she goes undercover as a Mae West-like prostitute, named ‘Trixie.’


Reviewers of the late 1960s called this trend ‘radical chic,’ and applied it disdainfully to George Roy Hill’s phenomenally popular Butch Cassidy and the Sundance Kid. That comic western tells the tale of career outlaws as natural nice guys that deem robbing banks and trains to be a terrific hipster lifestyle. The film thinks so too, because they’re cute and are constantly accompanied by adoring, purposely anachronistic theme music. Butch and the Kid didn’t identify themselves as radicals any more than did Pierrot le Fou — but that’s how they were taken by audiences, after Bonnie & Clyde spurred the notion of bandits as social protesters.

This has relevance because Elliot Silverstein’s Cat Ballou shares the same historical basis as Hill’s Butch Cassidy and the Sundance Kid and Sam Peckinpah’s The Wild Bunch. Arthur Hunnicutt even plays a character named Butch Cassidy. His Hole in the Wall hideaway is a sad hangout for losers — Butch lectures Cat and Shelleen that outlaws are as obsolete as Indians, a theme that would be repeated in the two westerns to follow. It’s interesting to compare the train robbery sequences from the three films. I think I read that Cassidy and Lonergan’s historical Wild Bunch pulled off the last major train robbery in the West in 1903, and that it was immediately filmed (in New Jersey) by Edwin S. Porter as The Great Train Robbery.

In Cat Ballou the train hijack is of course a comedy sequence, but several gags, especially the reluctance of the baggage clerk to open the safe, were carried over into William Goldman’s screenplay for Butch Cassidy. So is the idea of harassing the passengers. Instead of Cat Ballou’s cutesy comedy, Butch Cassidy substituted cool hipster humor: “Did you use enough dynamite, Butch? Butch Cassidy then switches to serious mode, with menacing images announcing the arrival of a mysterious ‘posse train.’ It disgorges special deputies that leap directly from boxcars on the backs of their special horses. Like a cloud of death, the super-posse makes Butch and the Kid run like scared children.


The Wild Bunch is more naturalistic, almost a reaction to the TV commercial-like slickness of some of the visuals in Butch Cassidy. It adds its own veneer of nostalgic mythomania, to make us sad at the passing of a group of vicious killers. But the overall effect is the same in all three movies — the robbers are fighting the system and ‘sticking it to the man.’ We want them to prevail. Of the three, the mythic The Wild Bunch is the classic. Its violence wiped the slate clean for the western genre. Despite its fine moviemaking Butch Cassidy now seems less hip. It’s the first film that I slurred with the adage, “It came down with a severe case of the cutes.” We loved Cat Ballou as kids but saw it again on TV in poor prints that made it look cheap. Now it comes off as a much smarter item.

Cat Ballou’s final ‘political’ point is really very astute. When it attacks Sir Percival’s corporation, Ballou’s gang doesn’t win the love or loyalty of the ‘oppressed’ citizens of Wolf City. Nope, Percival provides crummy jobs for enough locals to populate a good-sized audience for Cat’s hanging. The Weather Underground had days like that — the lumpen proletariat just doesn’t follow the logic that cries that outlaws are noble Robin Hoods.

Critics that clucked happily at the ‘harmless’ Cat Ballou were outraged that Bonnie and Clyde made outlawry seem like fun. Imagine if things had been different. What if Bonnie and Clyde were a goofball comedy, with no gore and nobody giving death a serious thought. Jane Fonda and Lee Marvin could be a rollicking Bonnie and Clyde, committing bank robberies while boozed up and cross-eyed stinko. Add more slapstick pratfalls. And C.W. Moss could be so conflicted that he wears a dress. The finish could employ a sanitizing Butch Cassidy freeze frame at the moment that the Texas Rangers open fire. Next, imagine Warren Beatty and Faye Dunaway as a serious, fashionably retro, politically focused Kid Shelleen and Cat Ballou. The focus would be on grim oppression on the prairie, with those darn railroad corporations pushing people aside and hiring killers to eliminate resistance. At Hole in the Wall we’d see a generation of Peckinpah-like outlaws itching to make one last score, bitter and vengeful over perceived injustices. And, of course, every violent scene would be a shocking display of frontier overkill. The point of this is, that audiences that embrace ‘radical’ sentiments in escapist westerns, are less comfortable when the same ideas are pushed at them in more challenging fare.


Back to finish up properly with Cat Ballou: the screenwriters of note Walter Newman and Frank R. Pierson of course have great fun with Lee Marvin’s character, but they also perform gentle spoof duties with the basic “Shane” frontier injustice template. Jay C. Flippen is having a fine time being a corrupt sheriff. The whole town knows that the fix is in, and nobody cares. In a nod to Civil Rights, the crooks in Wolf City also persecute Tom Nardini’s wholly cool Indian character Jackson Two-Bears, who at times seems to be playing Maynard G. Krebs to Dwayne Hickman’s Dobie Gillis Uncle Jed, a con-man who masquerades as a preacher. Nardini is one of the few ’60s comedy Indians that escapes with his dignity intact. Wince-inducing redskin jokes render things like Texas Across the River, Sergeants Three and parts of The Hallelujah Trail all but unwatchable. There are a couple of groaners here, but Jackson is given his due respect as an equal. He’s not even a sexless ‘house Injun’ — in one scene he even hints at his own affections for the luscious Cat Ballou.

Michael Callan and Dwayne Hickman are a fine pair of rogues, with their main joke being an entirely unapologetic embrace of cowardice as a personal ethic. The surprise now in Cat Ballou is seeing how good Jane Fonda is. In her early films she is weak at best, and is often insufferably serious in much of her later work. Going to Europe and marrying Roger Vadim was a good-bad choice; the movies she made for Vadim were pretty awful but she at least discovered that she was too smart to be anybody’s Trilby. Fonda’s Cat Ballou is bright and fresh and spot-on with the comedy timing, something I never felt about Fonda’s other comedies. She’s both sexy / innocent and sexy / knowing. Her vow to exact her revenge from Wolf City is serious and direct. It’s good thinking to have Fonda play straight against the gaggle of funny men around her.

And I have to say that the scene in which Cat blows up and yells, “Does everybody think that all a woman wants in the world is to be married?” is a big success. 1965 is relatively early in the feminism timeline, to be sure, and I think that even Fonda would say that she wasn’t yet politically motivated. But it fits the movie well. Cat is the only one in her gang who even wants their thievery to have some kind of goal-based ethic. That makes it appropriate that she sews herself a white dress for her hanging. Cat deserves it.

Cat Ballou is packed with sweet-natured humor. The horny Michael Callan wants to bed Cat sincerely. The gloriously exaggerated Kid Shelleen falls in love with her too, enough to fall off the wagon when she turns down his ‘gallant’ proposal that they become a team. And Stubby Kaye and Nat King Cole all but guarantee that a second viewing is as pleasant as the first.


The Twilight Time Blu-ray of Cat Ballou is a big surprise. I initially saw the movie at a drive-in, and after that only on TV, for which Columbia struck some of the worst 16mm prints I’ve ever seen. This wasn’t helped by the open-matte full frame presentation, which ruined most of the compositions. Cutaways shot back on stage in Hollywood were particularly bad. Look at the famous ‘training montage’ as Kid Shelleen gets into shape for his big showdown. Shots of Lee Marvin doing sit-ups, etc, are filmed on a patch of dirt in front of a blank backdrop, with no horizon.

Sony’s HD remaster is beautiful. The costumes and sets look bright again, and the matching between location and studio work is better. Cinematographer Jack Marta must have been a budget choice; he was a busy cameraman but did a lot of TV work. Ten years earlier, he filmed several of Bert I. Gordon’s early monster movies. Yet Jane Fonda is given the full glamour treatment, and looks great.

The transfer sparkles in all but two or three brief shots, where dull dupes have been substituted. I’d guess that they were sourced to replace damaged film. And two scenes, including the ride home from the big party, should be timed day-for-night. Nope, they all look like high noon, with the colorist trying to defeat the original day-for-night camera filtration.

Stars Michael Callan and Dwayne Hickman provide an entertaining audio commentary. They talk about the cheapness of the production, the swift six-week shooting schedule and of course various stories about Lee Marvin’s misbehavior. A featurette from 2000 features an interview with director Elliott Silverstein. New extras by Twilight Time include a second commentgary from film writers Eddy Friedfeld, Lee Pfeiffer and Paul Scrabo, and a new short docu-interview with Lee Marvin’s widow Pamela, filmed at his desert house. We’re given a half-hour tour of the actor’s life, and views of many of Marvin’s personal effects and photos, with a few home movies thrown in as well. Julie Kirgo’s new liner notes peg the film’s playful spirit and the contribution of those lovable troubadours Stubby Kaye and Nat ‘King’ Cole.

My final comment? It’s interesting that Jane Fonda took this role while in her Roger Vadim period, being groomed as a sex star. She is mannered and weak in Vadim’s remake of La Ronde and his segment in Spirits of the Dead. But she’s one of the few functioning elements in Vadim’s Barbarella, playing a space-going sex object with a winning attitude. But the writing and directing are far better in this bright, upbeat picture. Cat Ballou was one of Columbia’s most successful releases of 1965.

Reviewed by Glenn Erickson

Cat Ballou
Blu-ray rates:
Movie: Very Good
Video: Excellent
Sound: Excellent
Supplements: Isolated Score Track, audio commentary with Actors Michael Callan and Dwayne Hickman; audio Commentary with Eddy Friedfeld, Lee Pfeiffer, and Paul Scrabo. Featurettes: Lee and Pamela: A Romance; The Legend of Cat Ballou, Original Theatrical Trailer, Julie Kirgo liner notes
Deaf and Hearing Impaired Friendly? YES; Subtitles: English
Packaging: Keep case
Reviewed: May 26, 2016


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About Glenn Erickson

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Glenn Erickson left a small town for UCLA film school, where his spooky student movie about a haunted window landed him a job on the CLOSE ENCOUNTERS effects crew. He’s a writer and a film editor experienced in features, TV commercials, Cannon movie trailers, special montages and disc docus. But he’s most proud of finding the lost ending for a famous film noir, that few people knew was missing. Glenn is grateful for Trailers From Hell’s generous offer of a guest reviewing haven for CineSavant.

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