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Chimes at Midnight (1965)

Falstaff (Chimes at Midnight) (original title)
Not Rated | | Comedy, Drama, History | 17 March 1967 (USA)
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The career of Shakespeare's Sir John Falstaff as roistering companion to young Prince Hal, circa 1400-1413.



(plays), (book) | 1 more credit »
Nominated for 1 BAFTA Film Award. Another 3 wins & 1 nomination. See more awards »



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Cast overview, first billed only:
Ned Poins
Jeremy Rowe ...
Alan Webb ...


Sir John Falstaff is the hero in this compilation of extracts from Shakespeare's 'Henry IV' and other plays, made into a connected story of Falstaff's career as young Prince Hal's drinking companion. The massive knight roisters with and without the prince, philosophizes comically, goes to war (in his own fashion), and meets his final disappointment, set in a real-looking late-medieval England. Written by Anonymous

Plot Summary | Add Synopsis


A Distinguished Company Breathes Life Into Shakespeare's Lusty Age of FALSTAFF


Comedy | Drama | History | War


Not Rated | See all certifications »





Release Date:

17 March 1967 (USA)  »

Also Known As:

Chimes at Midnight  »

Filming Locations:



Box Office


$800,000 (estimated)

Opening Weekend USA:

$20,480, 3 January 2016, Limited Release

Gross USA:

$123,398, 20 March 2016
See more on IMDbPro »

Company Credits

Show more on  »

Technical Specs

Sound Mix:

Aspect Ratio:

1.66 : 1
See  »

Did You Know?


Orson Welles' favorite of his films. See more »


During Prince Hal/Henry V's speech immediately following Henry IV's death, a very obvious double for Sir John Gielgud lies slumped on the throne. (Scenes were shot out of sequence, and Gielgud was unavailable for that particular scene) See more »


[first lines]
Shallow: Jesus, the days that we have seen! Do you remember since we lay all night in the windmill in St. George's field?
Falstaff: No more of that, Master Shallow.
Shallow: It was a merry night!
See more »


Version of Muntra fruarna i Windsor (1998) See more »

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User Reviews

In desperate need of restoration. We should start a charity fund.
1 October 2001 | by See all my reviews

It has grown mythic in my mind since several Europeans that I talk

to on the internet began to tell me many months ago that Chimes

at Midnight was an Orson Welles film that they preferred even to

Citizen Kane. Yet it was unavailable in the US, and I thought that I

would never see it. But finally I found a copy at a local alternative

video store.

I must say, to suggest that it beats Kane is giving it more credit

than it deserves. That film is today generally considered the very

best ever made (on my own list, the latest version, it lands at #12),

though that status was hard fought over those who overrate the

castrated version of The Magnificent Ambersons, though that film

is indeed, too, a masterpiece in its own right. But Chimes at

Midnight is itself also a small masterpiece. Considering how

cheaply it seems to have been made, the results are jaw- dropping. It is among Welles best, though saying that is as

redundant as saying a play is ranked highly in Shakespeare's


I have to confess to not knowing much about which Shakespeare

plays Welles was using; I don't have the necessary research tools

as I write this. I believe that he used a mixture of several plays, but

nothing in the film seemed familiar to me, who have read only a

quarter of them. Whatever Welles did, though, the results are

amazing. His direction and editing give the film an enormous

kinetic energy. The famous battle scene, the centerpiece of the

film, ranks among the best ever created on film (I would say

captured, but Welles, presumably on account of the low cost of

production, creates the tension and fury of it by editing mostly, not

cinematography or complex direction). Welles the actor is at the

peak of his form, though that is redundant, too. Did Welles ever

give a bad performance? I haven't seen too many outside of his

own directorial efforts, but the few I have seen I must concede

were beyond excellent. One other mention of acting: what the hell

happened to Jeanne Moreau? Was Orson Welles stealing her

meals? For Christ's sake, she looks like she's dying.

I've seen six of the, what, ten or eleven films that Welles directed.

Five of those I've given a 10/10, including Falstaff. Only Macbeth,

which I felt paid too much attention to the technical aspects and

not enough to the actual play (although it was only the second

Welles film I saw and that was a while back), I have given less

than that, a 7/10. Falstaff I rank fifth out of the remaining five (in

order: Citizen Kane, Touch of Evil, The Trial, The Magnificent

Ambersons). Perhaps I would rank it as highly as my European

friends do, but there is one issue that may be destroying its

brilliance: the tape that I rented was in the most awful condition.

Generally, my credo is that I won't watch a direct cinematic

adaptation of a Shakespeare play unless I have read the original,

but lately I have noticed that I can understand his dialogue quite

sufficiently. However, as Shakespeare is difficult to comprehend by

ear alone, imagine hearing Shakespearean dialogue spoken by

Charlie Brown's teacher! As the print I saw was terrible, voices are

sometimes impossible to understand. I think I only caught around

2/3 of the dialogue, which made the plot somewhat difficult to

follow. The picture's contrast was quite bad, too, but not

unbearable. The sound was definitely the biggest wound the film

has received. But as films are being restored every day, and

Welles's importance has never been denied, we must pray that

this one is on someone's agenda. I pray for a Criterion edition with

a great commentary track on the side that can decipher everything

I'll miss.

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