Chimes at Midnight

Unavailable in the U.S. for many years, Chimes at Midnight (1966) is one of Orson Welles's unqualified masterpieces (his greatest film according to many critics), a personal project that he explored for years in the theater. Drawing freely from five Shakespeare plays (notably Henry IV, Part One and Henry IV, Part Two), as well as excerpts from the 16th-century Holinshed's Chronicles, the film follows young Prince Hal (Keith Baxter), son of King Henry IV (John Gielgud) and heir to the crown, whose wastrel years are spent carousing in taverns with Sir John Falstaff (Welles), a corrupt, drunk, cowardly old rascal with a boisterous personality and zest for life. When Henry Hotspur goes to war against King Henry, Hal will finally accept his responsibility as the future King of England. Welles is magnificent as Falstaff (Welles called the character "the greatest creation by Shakespeare"), and the director treats Hal's rejection of Falstaff as both tragedy and necessity. Welles creates a magnificent vision of 15th-century England on a relatively small budget while filming in Spain, using standing castles, makeshift costumes, careful framing, and masterful editing, especially in the battle sequence. Costarring Jeanne Moreau and Margaret Rutherford, this is one of the most interesting and unique Shakespeare adaptations ever made. Beautifully restored from the surviving 35mm negatives and other original sources, this Criterion edition features extras including audio commentary by film scholar James Naremore, new and archival interviews, and a booklet. Highly recommended. Editor's Choice. (S. Axmaker)