Butch Cassidy and the Sundance Kid (1969)

Director: George Roy Hill

Writer: William Goldman (screenplay)

Producer: John Foreman (Fox, Campanile)

Photography: Conrad L. Hall

Music: Burt Bacharach

Cast: Paul Newman, Robert Redford, Katharine Ross, Strother Martin, Henry Jones, Jeff Corey, George Furth, Cloris Leachman, Ted Cassidy, Kenneth Mars, Donnelly Rhodes, Jody Gilbert, Timothy Scott, Don Keefer, Charles Dierkop


“Is that what you call giving cover?”

“Is that what you call running?”

In 1969, American moviegoers were shown plenty of dark, honest looks into American society — the poverty and confused faith of Midnight Cowboy, the acid trips of Easy Rider and the ultra-violent aging of The Wild Bunch. But somewhere in that mix, viewers needed something that was both aesthetically pleasing and a hell of a good time, and that’s precisely what Butch Cassidy and The Sundance Kid brought, with a tagline that read, “Just for the fun of it!”

Viewers flocked to theaters to make Butch and Sundance the #1 movie of 1969. The success, of course, rested upon the film’s freshness in creating the modern buddy flick, and to this day, it remains the best buddy picture of all time. I dare you to find better chemistry than that between Paul Newman and Robert Redford in their respective title roles, a chemistry so good that four years later director George Roy Hill reunited them for The Sting (1973) to win the Oscar for Best Picture.

Like its predecessor Bonnie and Clyde (1967), Butch Cassidy and the Sundance Kid took two legendary outlaws whom audiences were familiar with, sexed them up with pretty faces, and reintroduced them as new popular figures that would usurp our memories of the real-life people. Also like Bonnie and Clyde, the film opens with black and white images of its subjects, here with a title card that reads: “The Hole in the Wall Gang, led by Butch Cassidy and the Sundance Kid, are all dead now. But one day they ruled the West.”

The film picks up somewhere in the middle, between their Western dominance and their death, a transition sparked when Butch (Newman) and Sundance (Redford) rob the train of the wrong man — Union Pacific Railroad owner E.H. Harriman. Immediately, Harriman organizes a superposse, led by famous lawman Joe Lefors and expert Indian tracker Lord Baltimore, to hunt the outlaws until they kill them. The group’s relentless pursuit has Butch and Sundance on the run, and after an amazing escape, the two join Sundance’s lover, Etta Place (Katharine Ross), in fleeing to Bolivia. There, the two attempt to go straight, hired as payroll guards by a “colorful” American boss (Strother Martin). But their violent karma seems to follow them everywhere, and soon enough, they are battling a group of bandidos, robbing Bolivian banks and facing down a massive Bolivian army in one final blaze of glory.

Superstar Chemistry

To play the famous outlaws, bigtime names like Steve McQueen, Warren Beatty, Dustin Hoffman and Jack Nicholson were all considered. Even Brando was set to play Sundance until he became distressed over the Martin Luther King assassination. (A) Instead, Hill settled on Newman, already a star after The Hustler (1961), Hud (1963) and Cool Hand Luke (1967), and Redford, a relative unknown at the time. Because Redford was the lesser known of the two, the studio insisted that the film’s original title, The Sundance Kid and Butch Cassidy, be flipped around to give Newman top billing (it has a much better ring to it anyway). While Newman further cemented himself as the foremost superstar of his era, Redford saw the film as his breakthrough. “This unquestionably was the film that put me in a new place,” Redford said. “It changed my life.”

Indeed, it popularized the name “Redford” as a studly brand, one attached to The Way We Were (1973), The Sting (1973), The Great Gatsby (1974), Three Days of the Condor (1975) and All the President’s Men (1976). Redford would never forget where he came from, showing his gratitude by applying the name “Sundance” to both his Utah ranch and his independent film institute, of which the Sundance Film Festival gets its name. He would also maintain a life-long friendship with Newman, the Butch to his Sundance, forever intertwined as a combined entry on AFI’s 50 Greatest Heroes (#20).

“You can’t write in the script that the two characters look at each other and they sparkle,” Ben Stiller told the AFI. “I mean, people try to write that, but it doesn’t really work out that way.” (E)

Goldman’s Golden Screenplay

What made their interaction so great was their innate chemistry, yes, but also the differences in their characters. Butch is the charmer, the mouth, the brains behind the operation (“You just keep thinkin’ Butch. That’s what you’re good at”), while Sundance is the slow and steady, with gunfighting skills that are the stuff of legend (“For a gunman, he’s one hell of a pessimist”). Out of these differences comes a constant bickering (“Think you used enough dynamite there, Butch?”), the single aspect that makes the film so extremely fun to watch. Their most famous exchange is the one that best sums up their sense of sarcasm. Debating whether or not to jump off a cliff and escape via the river below, Butch and Sundance are magic: “All right, I’ll jump first.” “Nope.” “Then you jump first.” “No, I said.” “What’s the matter with you?” “I can’t swim!” “Hahahahaha! Why, you crazy? The fall’ll probably kill ya!”

With so much likability embedded in their character and dialogue, most of the credit for the film’s success belongs to screenwriter William Goldman. The progression of the script goes as follows: Goldman sells script to 20th Century Fox for a then-record $400,000; Goldman wins Oscar for Best Original Screenplay; Goldman finds his script voted the #11 Greatest Script of All-Time by the Writers Guilds of America.

If one appreciates good writing, full of originality, irony and wit, Butch and Sundance is a feast. As scholar David Thomson said, Goldman “thinks in knockout lines and argues in brilliant segues” (B) — “Boy, I’ve got vision and the rest of the world wears bifocals;” “I don’t mean to be a sore loser, but when it’s done and I’m dead, kill him;” “Oh good, for a moment there I thought we were in trouble.” It was actually the power of the writing that sold Newman on the film. “I really didn’t think I could do comedy,” he said, to which Hill replied, “You don’t have to act funny. Just do the lines.” (A)

But as much praise as the dialogue gets, Goldman also shows an uncanny ability for situation, like the irony of Butch never having killed a man until he tries to go straight, and the reversal of expectations, like Sundance asking Etta to strip at gunpoint before revealing that the two know eachother.

Historic Fact vs. Movie Memories

Goldman packs his screenplay with a hoard of memorable moments: Sundance’s opening card game and first display of his shooting ability; Butch’s fist-fight with the Goliath of a Man, Harvey Logan (Ted Cassidy), who wants to take over the Hole in the Wall Gang; their trainside robbery discussions with Mr. Woodcock (George Furth); the endurance-testing chase leading to the iconic cliff dive (“Who are these guys?”); the trio’s less-than-impressed arrival into Bolivia; the botched attemps at saying, “This is a robbery, back against the wall” in Spanish; and the final gunfight in the Bolivian town square.

If you were forced to find a flaw, you could find a list of historical inaccuracies. Butch and Sundance’s real gang was called The Wild Bunch, but Hill wished to avoid confusion with Sam Peckinpah’s film The Wild Bunch, which came out the same year. (C) Also, the real Butch and Sundance were never chased by LeFors and Baltimore because they fled to Bolivia as soon as they found out the “superposse” had been formed. What’s more, Butch and Sundance may have never even died in Bolivia, as after the film’s release, Butch’s sister claimed her brother lived out the rest of his life in Alaska (A). Still, much of the inaccuracy is based on popular myth, and when myths and legends are just as much a part of the real-life story as the truth, the screenplay more or less has free range. As Liberty Valance says, “When the legend becomes fact, print the legend.”

Raindrops Keep Fallin’ on My Head

Of course, one sequence sticks out from all the rest — the one where Butch takes Etta for a peaceful, sunny afternoon ride on “the future mode of transportation for this weary western world,” the bicycle, all while B.J. Thomas sings “Raindrops Keep Fallin’ on My Head.” The song won was voted #23 on the AFI’s 100 Movie Songs and earned composers Burt Bacharach and Hal David the Oscar for Best Original Song (Bacharach also won for Best Original Score).

The fact that it sticks out is not necessarily a positive thing. In many ways, the sequence feels out of place: a light and airy piece without a single drop of rain in the sky. When Maxim magazine voted Butch and Sundance #28 on their 100 Greatest Guy Movies Ever Made, it claimed the “Raindrops” scene almost negated the ranking, calling it “so profoundly disturbing, from a Guy Movie standpoint, that it almost sinks the film.”

The Hill & Hall Connection

George Roy Hill was 40 years old before he began directing films in 1962, and compared to a 25-year-old Orson Welles in Citizen Kane, he doesn’t quite measure up. Instead, Hill’s legacy is that of a competant, stylistic director, albeit one that will never be placed among the upper echelon of filmmakers.

Take the aforementioned “Raindrops” sequence. As Butch & Etta ride their bike to the song, Etta plucks an apple and feeds it to Butch, suggesting an Adam & Eve temptation where Butch may be stealing Sundance’s girl. However, Hill doesn’t seem interested in pursuing this the rest of the film, compared to, say, Ethan & Martha’s affair in The Searchers (1956). Hill seems unsure where to go with this particular thread.

Film scholar Stefan Sharff complained of Hill’s lack of overall structure, saying, “George Roy Hill’s use of slow motion is another example of ‘one liner’ rather than structured originality. After a shoot-out in the last scene of Butch Cassidy and the Sundance Kid, the victims fall and hit the dirt in slow motion. … Certain effects, when imitated, smack of outright plagiarism. Slow motion was used by Kurosawa in The Seven Samurai (1954). Unlike Hill, Kurosawa broke up his sequence with a series of cuts, interrupting the slow motion several times with other action. He thus incorporated the effect into an overall structure.” (D) Scholar David Thomson complained of Hill’s inconsistent tone, saying he doesn’t seem sure whether to parody the western or join in the fun.

Even so, Hill makes up for his tonal inconsistency with directorial flair, leaning on Conrad L. Hall’s Oscar-winning cinematography. Their collaboration begins with sepia archival footage during the opening credits, and continues with a number of camera movements, lens shifts and filter changes. Note the zoom and dissolve in the opening shot as Butch looks out a window in sepia. The shift to color as the two ride across the horizon, like transitioning from a photo to the real beauty of nature. The slow disclosure of the camera starting on the Marshall in the street trying to organize a bounty hunt, then craning up to see the two outlaws laughing on a balcony.

The long take of Etta’s arrival, walking across the yard in the dark, going inside her home and lighting a candle while camera lingers outside the house. The train moving towards the camera and stopping right in front of it. The shot out an upstairs window of an accomplice at gunpoint leading to a super-fast zoom as he gives Butch and Sundance away. The shot of Sundance and Etta hugging outside her home, with Butch visible in the window light. The transition back into the sepia for a montage of photographs, then moving back to color with the departure of a train. The camera dolly “through” the wall of a Bolivian bank. An entire silent montage with only the sound of “ba ba ba” soundtrack skatting. The slow-motion killing of the Bolivian bandits on that mountainside, marking the point of no return. And the famous final freeze frame that fades back into a B&W sepia photo, right where the film began.


While an unconventional, idiosyncratic work, Butch Cassidy & The Sundance Kid is still in many ways a quintessential western with bank heists, train robberies, card games, and silhoutted figures moving against big western skies with the sound of galloping hooves covering the soundtrack. This blend of originality and familiarity found a new niche of popularity, becoming a Top 10 grosser of the decade at $102 million, or $485 million when adjusted for inflation to become the #31 highest grossing movie of all time. It has since been voted the AFI’s #7 Western of All Time, and one of the AFI’s Top 100 films regardless of genre. The pop culture references are numerous, from a 1979 prequel starring William Katt and Tom Berenger, to the dialogue of the final gunfight of Beverly Hills Cop (1984). If you need proof of its impact, just look at all the films boasting “Sundance” festival laurels. Enough said.

CITE A: Butch & Sundance: The Ultimate Collectors Edition DVD booklet
David Thomson’s New Biographical Dictionary of Film
CITE D: Stefan Sharff, The Elements of Cinema, p. 56
CITE E: AFI’s 100 Movies: 10th Anniversary Edition (CBS broadcast, 2007)

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