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When I watched this movie I had no idea it followed the exploits of the characters of "The Over-the-Hill Gang", so that was a pleasant surprise, since I liked those two old corny TV movies.

This entry has some pretty good dialogue, at least in the first half. Then, unfortunately, the movie bogs down and kind of drags toward a silly ending. But what the heck. Can't expect "Gone With the Wind", can we? There are a lot of errors in the movie; geographic, anachronisms, that sort of thing. But I doubt that anyone watches a movie like this expecting to find a realistic portrayal of the Old West. At the very least, it beats the heck out of watching "reality" TV.

As the saying goes some men just never grow up. Others do grow up, and regret it until their last day.

For an average TV movie, it's very much worth seeing, if for no other reason, but to see some of the greats of the past.

While the story and thought behind the movie is frankly delightful, the script somewhat let's it down.

To conclude, the original plan was a great idea. Only 10 minutes into the movie and you will forget how bad the script is, because you just can't help liking both the idea and the wonderful characters!. Not great but enjoyable!.

Released to TV in 1988, "Once upon a Texas Train" is a Western about an aged outlaw who is paroled from prison after 20 years (Willie Nelson). After he brazenly robs a bank and reforms his old gang, his nemesis, a retired Texas Ranger (Richard Widmark), forms a posse to pursue them. But these two factions of withered men might have to join forces against a young gang of outlaws (led by Shaun Cassidy).

Writer/director Burt Kennedy was known for numerous Westerns, both theatrical and television, two of his best being "The War Wagon" (1967) and "The Train Robbers" (1973). This one isn't on that level because it was limited by a TV budget and included Willie Nelson, who's a charismatic guy but not the best actor. Nevertheless, it's a worthwhile Western featuring a can't-beat-it cast of Western stalwarts, like Chuck Connors, Stuart Whitman, Jack Elam and Angie Dickinson.

Also on the female front is the lovely Clare Carey, who was only 20 during shooting.

There's some effective comedy thrown in, mostly revolving around old age, not to mention a couple of laugh-out-loud jokes involving a bicycle. Lastly, you can't beat the superb Western locations of Arizona (Mescal, Old Tucson), Nevada (Ely) and California (Thousand Oaks).

The film runs 1 hour, 36 minutes and, while a standalone flick, was sort of the third movie in the "Over the Hill Gang" series, the first two being from 1969 and 1970 respectively.

GRADE: B-

A pleasant, tongue-planted-firmly-in-cheek western (with that Burt Kennedy touch) that gives up yet another adventure with some wonderful characters that were first introduced almost 20 years earlier. I speak of the ABC Movie-of-the-Week films "The Over-the-Hill Gang" and "The Over-the-Hill Gang Rides Again" (which was Fred Astaire's TV-film debut and ONLY western film--ever!) The character of Richard Widmark was earlier played by Pat O'Brien in the first film, with Chuck Connors taking over Walter Brennan's part and Jack Elam here "filling" in for Edgar Buchanan. Those earlier films (from 1969 & 1970 respectively) were light yet entertaining and this film does not fail in that genre. Some might argue that many of the actors are in their "golden years"--and that's to the viewer's advantage as you will soon realize that with age certainly comes style. Sit back, enjoy and find a smile creeping across your face as you discover that there ARE films out there that are made "like they used to be"!

A TV movie with big screen actors coming towards the end of, for some of them, illustrious careers. Richard Widmark for one. Willie Nelson as lead due more to his Country music status rather than acting skills. The glorious Jack Elam always worth the price of admission and Chuck Connors. Shaun Cassidy showing a skill with a degree of cheek and bravado that he could only of inherited from his magnifcent actor father Jack Cassidy. Storyline and setting in Arizona went down the road toward the great film to come in the 1990s, Tombstone. I am certainly racking up a lot of daytime westerns during this lockdown of 2020!