Film

Chimes at Midnight

Name: Chimes at Midnight
Genre: Comedy, Drama, History, War
Released: 1965
Cast: Orson Welles, Keith Baxter, John Gielgud, Jeanne Moreau, Margaret Rutherford

Welles's ragged, heartbroken Falstaff film stitches together the two Henry IV plays (with a dash of Henry V) into a low-budget, high-spirit epic shot on scraps and borrowed armor. It's shadow-drunk, clattering, often very funny, and finally devastating when the boy Falstaff raised grows up and puts him aside. For Shakespeare lovers, Welles completists, and anyone drawn to films about magnificent failures.

TMDb rating

7.2

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Citizen Kane1941

Welles's debut, the film that rewired what a camera could do — deep-focus shadows, overlapping ceilings, a young genius already obsessed with fallen giants and lost innocence. See where his eye came from before he turned it on Falstaff.

But Cold and puzzle-like where Chimes is warm and lived-in; Kane is a mystery about a man, not a portrait of one.

The Hollow Crown2012no page yet

The same Henry IV plays done in full, lavish BBC form, with Tom Hiddleston's Hal and Jeremy Irons's Henry IV given proper room to breathe across hours rather than Welles's ruthless edit.

But Handsome and correct where Welles is scrappy and heartbroken; it plays the text straight instead of finding his private grief in it.

Henry V1989no page yet

Branagh's muddy, blood-soaked St Crispin's Day battle is the sequel nobody in Chimes lives to see — Hal grown into the king Falstaff always doubted he'd become.

But Heroic and stirring rather than melancholic; it wants you to cheer, not mourn.

The wildcard

Something you would not have found on your own.

My Own Private Idaho1991

It lifts Falstaff and Hal's story almost verbatim and drops it into 1990s hustler culture, proving the play's ache about being discarded by someone you loved is timeless.

Van Sant transplants entire scenes of Henry IV onto Portland street hustlers, with River Phoenix as the lost boy and Keanu Reeves as the rich kid slumming before he inherits everything — the exact same betrayal, injected with heroin and grunge.

But Explicit, druggy, deliberately scuzzy — a long way from Welles's tavern comedy, even though the bones are identical.

Ran1985

Kurosawa's vast, doom-laden medieval epic about an old ruler's kingdom collapsing under his sons' ambition — the same scale of chaos and inheritance, filmed with equally reckless visual bravado.

But No comedy, no Falstaff-shaped warmth anywhere — this is tragedy with the volume turned all the way up.

The Third Man1949

Watch Welles as a young actor before you've seen him as an old, exhausted director — that famous doorway entrance is one of cinema's great character reveals.

But He's barely in it, and it's a noir thriller, not a history play — a different Welles entirely.

Barry Lyndon1975

Same tragicomic arc of a large personality rising and falling through history, shot with candlelit, painterly widescreen images that owe a real debt to Welles's compositions here.

But Kubrick's chill is the opposite of Welles's warmth; three hours of icy detachment rather than aching affection.

The Lion in Winter1968

Another English royal Christmas gone feral — Henry II and his sons trading verbal knives instead of swords, with the same theatrical relish for big performances devouring big dialogue.

But All talk, no battlefield — a chamber piece where Chimes gives you mud, armor, and real spectacle.

Richard III1995

McKellen's fascist 1930s Richard is another monstrous-comic Shakespeare villain played for both laughs and dread, proof the plays survive wild transposition the way Welles's own cut-and-paste text does.

But The setting is a jarring modern swerve — nothing like Welles's mud-caked medieval England.

A Man for All Seasons1966

A quieter, Oscar-laden English history drama about conscience colliding with a king's will — the seriousness underneath Chimes's comedy, without any of the clowning.

But Restrained and talky where Chimes is physical and roaring; you may miss Falstaff's noise.

The Eyes of Orson Welles2018no page yet

Mark Cousins argues Welles poured his own sense of exile and rejection into Falstaff; watching this after Chimes reframes the whole performance as autobiography.

A gorgeous essay-documentary built from Welles's own sketches and letters, tracing how he saw himself as every abandoned outsider he ever played — including, unmistakably, Falstaff.

But It's a video essay, not a story — patient and narrated, made for people who want to think about Welles rather than watch a plot unfold.

The Life and Death of Colonel Blimp1943

Both films take a figure the world writes off as a buffoon and insist, patiently, that he's the most human person in the room — one in wartime Britain, one in Welles's fifteenth century.

A Technicolor British classic about a stout, ridiculous, endearing old soldier left behind by a changing world — decades before Welles, it invented the trick of making a comic fat man devastating.

But Gentler and more optimistic; its heartbreak is quiet where Falstaff's rejection lands like a gut-punch.