The Rogue’s Guide to Shakespeare on Film #55: Falstaff: Chimes at Midnight (1965)

Rogues Guide to Shakes on Film 2

55. Orson Welles’s Falstaff: Chimes at Midnight [Henry IV Parts 1 & 2] (1965)

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One restraint of most Shakespeare film productions happens to be, alas and fuck, the budget. Often, actors, including the best actors, will willingly work for scale in service of the bard, but the cost of film and catering and the crew and their equipage will or cannot do so. Quality often suffers.

Such seems to have been the case with Chimes at Midnight, which features a tour de force performance by Orson Welles as Falstaff.

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Welles was very, very, very fat. That is not a criticism, merely an observation. He looks like an optical illusion, a caricature of a caricature that is Sir John Falstaff. And yet in appearing like such a cartoon, Welles somehow makes the part quite real, and shows us what Shakespeare’s own original audience would have loved about this rascal who contains so many vices, a bursting character from a medieval morality play.


Contrasting the enormity of Welles’s girth is the slender running time of Chimes at Midnight, which squeezes both parts of Henry IV down to under 2 hours of running time. If you don’t already know these plays, abandon all hope of following the manic, complicated plot. If you have experienced these plays, though, then lean in and enjoy this manic take on its complicated, truncated plot. Ralph Richardson served as a narrator, to offer context and some sense of segues.

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Henry IV is played by John Gielgud, who makes England’s sovereign and his moral disappointment in his son, prince Hal, seem majestic rather than bitchy or sheepishly human.

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Keith Baxter and his dimpled chin play Hal, and he seems truly mischievous, a quick, fun foil for Welles’s Falstaff.

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Norman Rodway, as Henry Percy, AKA “Hotspur,” switches between manic comedy and tragedy in his threat against the throne. He seems to have gotten the memo to act and speak as fast as he can, and manages to make both seem palatable enough.

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The great battle between Henry IV and Hotspur’s forces os both impressive and awfully awkward. I suspect the sound of rattling armor was created by shaking a pillowcase of silverware. (Perhaps that is authentically how battle sounded in the Middle Ages. If that is so, one should avoid accuracy.) There is a great confusion of fog, mud, and clanging, interspersed with Orson Welles hysterically trotting about in truly enormous armor. The editing is extra-manic, and I suspect the film was often sped up like kung fu action sequences.

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It occurs to me, dear readers, that perhaps I’ve been premature to claim the low budget of this movie was its downfall. Perhaps the downfall was its modest reception, and its therefore being out of print a long while. The version I got ahold of was less crisp than I expect the Criterion Collection print is. As The Hollow Crown demonstrates, the inn setting of much of Henry IV Parts 1 and are drab enough if treated with historical accuracy, so the black and white is less a burden than it might have been. Perhaps the sound is better in the Criterion edition (I doubt it). The energetically frumpy medievalish score by Angelo Francesco Lavagnino has to grate no matter how crisp it sounds.

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But the chief musical instrument of Falstaff is the voice of Orson Welles. The voice and the man were larger than life, and experiencing it embodying Falstaff helps one believe that an absurd amount of indulgence might be his due. We can imagine a king, a prince, a beautiful young prostitute (played by Jeanne Moreau) could grant him something like grace. On the field of victory, or in the Boar’s Head Inn, Falstaff is a beacon of vivaciousness and intelligence. In the throne room, however, such grace reveals itself to be an almost infinite length of rope by which he will hang himself.

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The subtitle of the film (or the title, depending on where it was released) might make the theme of this film seem unpleasantly sentimental. The “chimes at midnight” speech takes place between Falstaff and Master Shallow, a justice of the peace in the countryside with whom Falstaff is resting after a battle. This scene takes place before he learns that his carousing friend Prince Hal will be coronated as Henry V. Master Shallow is a dreadful bore, and his desire to reminisce about the greatness of being awake at midnight is sad. That Falstaff indulges him makes us sorry for Falstaff. Alan Webb’s Shallow speaks in an elderly quavering falsetto that is unendurable. This brief film shoves that dialogue into the beginning of our story to make the theme clear.

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Except it isn’t, unless we are to see the theme as the weariness of having to deal with dullards. At least the screenplay skips repeating the speech later.

As brief as this film of two plays is, it ends by squeezing in the beginning of Henry V as well, to reach the closure of Sir John’s story, his death, and mourning of the Boar’s Head crowd. If the film were a half-hour longer, perhaps The Merry Wives of Windsor could also have been crammed in.

Like I said, if you know these Falstaff plays, then this film is well worth the effort, but do grab the Criterion edition. So says your humble rogue.

John King (Episode, well, all of them) holds a PhD in English from Purdue University, and an MFA from New York University. He has reviewed performances for Shakespeare Bulletin.

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