Chimes of Midnight (1965): Orson Welles Directs and Stars as Falstaff

Chimes at Midnight (aka Falstaff: Chimes at Midnight) was directed by and starred Orson Welles in what he considered to be one of his most personal films.

Welles was intrigued by Shakespeare’s recurring character, Sir John Falstaff, and the theme of father-son relationship with Prince Hal, who must choose between loyalty to his father, King Henry IV, or Falstaff.

For Welles, Falstaff was Shakespeare’s “greatest creation,” and he felt affinity with it due to perceived resemblances between the characters and his own father, and seeing the core of the story as “the betrayal of friendship.”

Welles cast the movie with an international cast, Keith Baxter as Prince Hal, John Gielgud as Henry IV, Jeanne Moreau as Doll Tearsheet, and Margaret Rutherford as Mistress Quickly.

The script contains text from five of Shakespeare’s plays; primarily Henry IV, Part 1 and Henry IV, Part 2, but also Richard II, Henry V, and The Merry Wives of Windsor.

Ralph Richardson’s narration is taken from the works of Shakespeare’s chronicler Raphael Holinshed.

Welles had previously produced  for the stage nine Shakespeare plays, called Five Kings in 1939.  In 1960, he revived this project in Ireland as Chimes at Midnight, which was his final on-stage performance.

Welles considered portraying Falstaff to be his life’s ambition and turned the project into a film.

To get initial financing, Welles lied to producer Emiliano Piedra about intending to make a version of Treasure Island.

Welles shot Chimes at Midnight in Spain between 1964 and 1965.

The film premiered at the 1966 Cannes Film Fest, where it won major awards.

Initially dismissed, Chimes at Midnight is now regarded as one of Welles’ strongest achievements; periodically, Welles himself singled it out as his favorite film.