Rumson Clint Eastwood as Sylvester Newel/"Pardner" Jean Seberg as Elizabeth Harve Presnell as Rotten Luck Willie Ray Walston as "Mad Jack" Duncan Tom Ligon as Horton Fenty Alan Dexter as The Parson William O'Connell as Horace Tabor Ben Baker as Haywood Holbrook Alan Baxter as Mr. Fenty Paula Trueman as Mrs. Fenty Robert Easton as Atwell Geoffrey Norman as Foster H.B. Haggerty as Steve Bull Terry Jenkins as Joe Mooney Karl Bruck as Schermerhorn John Mitchum as Jacob Woodling Sue Casey as Sarah Woodling Eddie Little Sky as Indian Harvey Parry as Higgins H.W. Gim as Wong William Mims as Frock-coated man Roy Jenson as Hennessey Pat Hawley as Clendennon Musical numbers All songs written by Alan Jay Lerner and Frederick Loewe, unless otherwise noted. "I'm on My Way" – Chorus "I Still See Elisa" – Pardner "The First Thing You Know" (Lerner/André Previn) – Ben "Hand Me Down That Can o' Beans" – Chorus, including the Nitty Gritty Dirt Band "They Call the Wind Maria" – Rotten Luck Willie and Chorus "Whoop-Ti-Ay!" – Chorus "A Million Miles Away Behind the Door" (Lerner/Previn) – Elizabeth "I Talk to the Trees" – Pardner "There's a Coach Comin' In" – Rotten Luck Willie and Chorus "The Gospel of No Name City" (Lerner/Previn) – Parson "Best Things" (Lerner/Previn) – Ben, Mad Jack, and Pardner "Wand'rin' Star" – Ben and Chorus "Gold Fever" (Lerner/Previn) – Pardner and Chorus "Finale (I'm on My Way)" – Ben, Mad Jack, and Chorus Charts Production Lee Marvin accepted the lead role instead of appearing in The Wild Bunch. He received $1 million, while Eastwood was paid $750,000. Faye Dunaway, Mia Farrow and Tuesday Weld turned down the role of Elizabeth before Seberg was cast. Diana Rigg and Julie Andrews were also considered for the role. Lesley Ann Warren, who was under contract to Paramount, had to bow out after she became pregnant. Eastwood and Marvin did their own singing, while Seberg's songs were dubbed. The early incarnation of the Nitty Gritty Dirt Band had a cameo in the song "Hand Me Down That Can o' Beans." Some songs from the original musical were dropped, some were added by Alan Jay Lerner and André Previn, and others were used in different contexts. Paint Your Wagon was shot near Baker City, Oregon, with filming beginning in May 1968 and ending that October. Other locations included Big Bear Lake, California and