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Gene Kelly stars as the swashbuckling young French nobleman D'Artagnan who, possessing nothing more than his title, travels to Paris to join The Three Musketeers. D'Artagnan no sooner arrives in the capital, than he insults Athos (Van Heflin), Porthos (Academy Award winner Gig Young) and Aramis (Robert Coote), the most feared of the musketeers. Challenged to a duel by each, D'Artagnan earns their respect with his courage, if not by his fighting prowess. But his courage, skill and wit are quickly needed to help the musketeers thwart a plot by the powerful Prime Minister Richelieu (Vincent Price) to overthrow King Louis XIII (Frank Morgan), save Queen Anne (Angela Lansbury) and win the heart of Lady de Winter (Lana Turner).