Arguably Orson Welles’ finest hour as a director and actor, this resurrected masterpiece remains to be one of cinema’s most extraordinary adaptations of Shakespeare. 

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There have been great screen adaptations of Shakespeare for as long as the medium existed, and then there is Chimes at Midnight, resurrected from the ashes of poor distribution, mixed critical reception and shoddy quality (its out-of-sync soundtrack was infamously a major problem) into what is thought now by a growing number of film historians and critics as arguably Orson Welles’ finest hour as a director and actor (yes, forget about Citizen Kane). 

At just under two hours, Welles managed to economically combine portions from not one, but five (!) of Shakespeare’s texts, including ‘Henry IV’, ‘Henry V’ and ‘Richard II’, into a coherent tale involving at its core, Falstaff, a recurring character in these texts who is played by Welles to bulging belly perfection. 

The main gist of Chimes at Midnight centers on Falstaff’s ‘false father’ relationship with the unruly Prince Hal (Keith Baxter), who is waiting in line to succeed the disapproving but increasingly ill King Henry IV. 

“There lives not three good men unhanged in England, and one of them is fat and grows old.”

The film is most notable for the Battle of Shrewsbury sequence that occurs midway through, which could be the most extraordinary depiction of brutal medieval warfare ever presented in the form of a dynamic rhythmic montage (you really need to see it to believe it). 

Chimes at Midnight can be seen as an artistic interplay between the cinematic (montage, long takes, etc.) as well as the theatrical (text, performance and mise-en-scene as purely realised for the stage), which very much captures the spirit of Welles as a renegade and obsessively Shakespearean filmmaker. 

There is boisterous comedy and gutsy drama in equal measure, and I suspect the film will get even better with repeated viewings, especially for cinephiles who are not at all into Shakespeare (I confess I’ve never read any of the Bard’s famous texts).  Having seen it twice now, I would very much consider Chimes at Midnight to be Welles’ magnum opus.        

Grade: A+

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