It stars Michael York, Oliver Reed, Frank Finlay, and Richard Chamberlain as the musketeers, with Raquel Welch, Geraldine Chaplin, Jean-Pierre Cassel, Charlton Heston, Faye Dunaway, Christopher Lee, Simon Ward, Georges Wilson and Spike Milligan.

Having learned swordsmanship from his father, the young country bumpkin d'Artagnan arrives in Paris with dreams of becoming a King's Musketeer.

In the ensuing fight, d'Artagnan sides with the musketeers and becomes their ally in opposition to the cardinal, who wishes to increase his considerable power over King Louis XIII.

Meanwhile, the Duke of Buckingham, former lover of the queen, turns up and asks for something in remembrance of her; she gives him a necklace with 12 settings of diamonds, a gift from her husband.

From the queen's treacherous lady-in-waiting, the cardinal learns of the rendezvous and suggests to the none-too-bright king to throw a ball in his wife's honor and request she wear the diamonds he gave her.

The cardinal also sends his agent Milady de Winter to England, who seduces the duke and steals two of the necklace's diamonds.

Porthos, Athos, and Aramis, wounded but not dead as d'Artagnan had feared, aid the delivery of the complete necklace to the queen, saving the royal couple from the embarrassment which the cardinal and Milady de Winter had plotted.

[3] It was Lester's first feature film in five years, but he had directed commercials and had sought finance for other projects, including an adaptation of the novel Flashman by George MacDonald Fraser.

[6] Fraser had never written a script but Lester thought that Flashman had the tone he was going for with his version of The Three Musketeers and the author was offered the job of writing the screenplay in late 1972.

[15] Variety gave the film a positive review, and wrote, "The Three Musketeers take very well to Richard Lester's provocative version that does not send it up but does add comedy to this adventure tale."

[16] Vincent Canby of The New York Times observed, "Mr. Lester seems almost exclusively concerned with action, preferably comic, and one gets the impression after a while that he and his fencing masters labored too long in choreographing the elaborate duels.

Screenwriter George MacDonald Fraser records the evening: "That not all the actors knew about this I didn't discover until the Paris premiere, which began with a dinner for the company at Fouquet's and concluded in the small hours with a deafening concert in what appeared to be the cellar of some ancient Parisian structure (the Hotel de Ville, I think).

'"[23] This change incensed the actors and crew because they were being paid for one film, and their original contracts made no mention of a second feature, resulting in lawsuits being filed to receive compensation for salaries associated with the sequel.