[This piece appeared in Southwest Review, Winter 2005]
Re-reading Orson Welles’s “Chimes at Midnight”
My favorite Shakespeare movie is Orson Welles’s “Falstaff: Chimes at Midnight,” a film I love for its sad beauty, its powerful theatricality, and its visual splendors. No Shakespearean film is more remarkable in what it envisions, nor more intriguing in what it lacks, than Welles’s heart-breaking masterpiece. Flawed, “Chimes at Midnight” remains a great film, a strong interpretation of Shakespeare, and something altogether new, strange and wonderful.“Chimes at Midnight” had a mixed reception when it appeared in 1967, and has never lacked critics. Sketchily financed, interrupted by financial shortfalls and produced for barely a million dollars, the black & white film is marred by a looped, fitfully synchronized, sometimes inaudible soundtrack. It contains conspicuously little humor, no romance and hardly any sex, and only hints of serious heroic aspiration. Some critics consider it skewed by Welles’s overpowering identification with Falstaff.
Patched together from the two parts of Henry the Fourth, with a crucial scene from Henry the Fifth, and odd bits from Merry Wives of Windsor, “Chimes at Midnight” is a consistent vision, an elegiac lament. It begins with Falstaff and his old friend Shallow in a bleak wintry landscape, seeking warmth, remembering long-ago revels when they heard the chimes at midnight; now those distant chimes suggest death knells tolling for everyman. The last scene displays Falstaff’s huge coffin, features the Hostess’s moving account of his death, and ends with the laborious transportation of the coffin to his grave. The pervasive mood is autumnal, a narrative of death and loss: As Welles said, “Comedy can’t really dominate a film made to tell this story, which is all in dark colors.”
One might object that in Shakespeare, “The web of our life is of a mingled yard, good and ill together” (All’s Well That Ends Well, 4.3.71), mixing more and some brighter colors. Certainly Shakespeare’s Falstaff is more often witty and the cause of wit that is in other men than Welles’s hero. And just as surely Welles can do comedy very effectively. The funniest scene in “Chimes at Midnight” is nearly silent comedy: Falstaff, sitting between Shallow and Silent, registers his impatience with Shallow’s inane nostalgia, especially his tendency to inquire about deceased acquaintances, and his fury at Silent’s interminable stuttering.
There is more sustained and ebullient comedy in the Gadshill robbery sequence. Falstaff and the gang, disguised as monks, rob travelers and are in turn robbed by the disguised Poins and Hal, who later goad Falstaff into shamelessly exaggerating his heroic resistance to an ever-growing number of assailants. It makes a richly cinematic sequence, at once mirthful, plausible, and resonant; the antics illustrate Falstaff’s brilliance as an escape artist and also foreshadow his fate. Playfully tossing dead leaves at Falstaff, Hal associates him with autumnal “leavings.”
But such moments are rare. Welles downplays the Falstaffian spirit of play for its own sake, joyous, clowning, witty, bantering, jesting, cavorting. Paradoxically, he too often neglects both the serious purpose and implications of Shakespearean comedy, to which his appreciation for Falstaff might have made him more responsive. The play within the play, for example, when Falstaff and Hal take turns imitating the King, is abbreviated too severely. We miss the ways in which Falstaff is a source of comic wisdom, an apt commentator on court follies and heroic delusions. In the film, Falstaff’s comic genius as mimic and satirist is much less evident than his humiliation.
It’s this distrust of comedy, I think, and not the persistently “dark colors” or elegiac tone that limits “Chimes at Midnight” as a rendition of Shakespeare. Welles is not mistaken, only partly misguided, not blind but stigmatic, in his conception of the Shakespeare’s “Henriad.” In the plays, the humor seems stale and forced as early as Henry the Fourth, part two; and Henry the Fifth is at least as much critique as celebration of Hal’s metamorphosis into ideal warrior king. If Welles doesn’t believe sufficiently in the efficacy of humor enough to dramatize its virtues and test its limits, he has no faith at all in the value of chivalry, valor, patriotism, honor—heroic ideals that maintain power, and are given glorious articulation, throughout “The Henriad.” Shakespeare dramatizes a theatre of ideas, a plethora of possibilities, where Welles presents one compelling vision, a single, persuasive possibility.
The difference between Shakespeare’s theatre of ideas and Welles’s cinema of sensation is crucial, but it is the distinction between two kinds of art, not better and worse art. What Welles set out to do, he did brilliantly. He sees feelingly. What he envisions and enables us to see is what makes “Chimes at Midnight” such a magnificent film.
“Chimes at Midnight” is more cinematic than theatrical, at times more visual than aural. Always, what we see is at least as significant as what we hear. The court represents the “real” world of politics and war, while the tavern is a Brueghel-like scene of play and fun. Each place is depicted evocatively. The King’s castle is cold stone, with ceilings of cathedral height. Light entering the castle is broken into strong vertical lines, as though the King himself were in prison. Scenes at court are static, staged as tableaux. The tavern is warm wood, full of creature comforts, beds and pillows, soft women and vibrant bodies. The sense of space is altogether different. Low ceilings and winding halls can barely contain all the activity: everything in the tavern is quick with motion.
Character as well as place is depicted visually. We view King Henry in long shots, from low angles and pronounced distances. John Geilgud’s Henry is a remote, forbidding presence, enthroned on high, a spectral figure as haunting as Hamlet’s ghost, never touching and barely acknowledging his son. The tavern is a place of tactile sensation, where Falstaff and Hal hug, drink, touch, play, and bustle. In contrast to his rigidly marmoreal father, enthroned at the castle as if already a statue, Hal is constantly in motion in the tavern, suggesting the energizing vitality of Falstaff’s world yet embodying Hal’s impatient restlessness within it.
Significantly we can plainly view the castle from the tavern, but not vice versa, representing the transience of festivity and the ultimate assertion of reality. Welles stages Hal’s soliloquy, “I know you all, and will awhile uphold the unyoked humor of your idleness” as a speech partly overheard by Falstaff and delivered outside, Hal looking up at the castle, as he announces his intention to forsake friends and fun when it suits him “to be himself,” that is, to become the true Prince and his father’s son. We see Hal leaving the congenial, companionable tavern and heading to the castle. But the film scants Shakespeare’s hints of Hal’s complex inwardness, his ability to be in but not wholly of tavern life, his fundamental independence, and his abiding, concealed seriousness; Shakespeare’s Hal would never wink at Falstaff when he vows, “I’ll so offend, to make offense a skill, / Redeeming time when men least think I will.” The private enunciation of his “will” is utterly serious and crucial to Hal’s character.
But in this film Hal’s development is ancillary, subordinate to the saga of Falstaff. “Chimes at Midnight” is above all a story of leave-taking, or rather a series of leave-takings, preparing us for Hal’s ultimate repudiation of Falstaff and Falstaff’s farewell to life. Just as we view King Henry from afar, we regularly see Hal from a distance, Falstaff in the foreground bidding him adieu. Hal departs from Falstaff four times; ultimately, as King, he banishes Falstaff.
The repudiation is rehearsed in the play within the play, the tavern entertainment devised by Falstaff, ostensibly to prepare Hal for his impending interview with his angry father. Here Falstaff performs brilliantly, imitating the King and sounding uncannily like Geilgud. But Falstaff cannot or will not heed Hal’s warnings that their days together are numbered. To Falstaff’s urgent, desperate utterance, “Banish plump Jack, and banish all the world!” the Prince replies coolly and unambiguously, “I do. I will.” To avoid the sheriff whose search for the robbers interrupts the game, Falstaff hides under a trapdoor. Though he needs Hal’s protection, he can no more rely on Hal’s eternal solicitude any more than he can forever elude the grave that gapes thrice wider for him than other men.
The film is structured through visual connections, telling parallels and contrasts. The most important underscore the triangular configuration of Falstaff, Hal, and the King. Both the King and Falstaff have “death and revival” scenes, the King apparently expired and recovering and Falstaff playing possum to save his skin. Falstaff is lifted onto the tavern table to impersonate the King, reminding us of what the Percys tactlessly stress, how the King was in fact helped to the throne by their powerful assistance. When the old King really dies, we view Hal as we often saw his father, from afar and below. All these visual connections is emblematic.
For visual conceptualization and dramatization, nothing in the film in few sequences anywhere, are more glorious than the battle scene—truly a bravura achievements in cinema. In pointed contrast to the colorful pageantry of the Battle of Agincourt in Olivier’s “Henry the Fifth” (1944), Welles’s Battle of Shrewsbury is a black and white debacle in which no distinctions, among antagonists or between men and muck, remain clear. Initially the warriors are filmed from the ground to appear larger than life. Stirring music prompts an angelic chorus. Arrows soar across the sky and begin the movement down, as horses and warriors fall, descending into mud, then oozing in slow motion. Music fades, the clash of weapons and groans of wounded and dying men becomes more pronounced, and the sequence is slightly speeded up, then slowed down. Soldiers chop and hack, moan and scream. Men and beasts fall into a filthy primordial slime. (Welles’s dramatization strongly influenced Kenneth Branagh’s climactic battle in his “Henry the Fifth.”)
Meanwhile, at Shrewsbury but from a safe distance, Falstaff, ludicrously armored, waddles like an oblivious stegosaurus. It is hard, watching men descend into bestiality, not to feel the force of Falstaff’s dishonorable but life-affirming credo. As we should, and as Shakespeare insists. Ye he film presents no countervailing zeal for heroic self-sacrifice, precious little of what inspires Hotspur or transforms Hal. Chivalric heroism is a straw man, Falstaff the only vital spirit and viable alternative.
Feigning death, Falstaff provokes a eulogy from Hal, who then notices the warm breath of life emanating from the fat body, and again leaves Falstaff. It’s a great visual effect and consistent with the pattern and rhythm of the film. But again Welles truncates Hal’s voice, the counterpoint to Falstaff’s pathos, and diminishes Hal’s complexity and validity.
Here Welles’s governing conception of the narrative becomes most evident and more problematic. It’s telling that Welles omits Falstaff’s shameful violation of Hotspur’s corpse, the Prince’s offer to fight Hotspur in single combat, winner take all, and Hal’s rescue of his beleagured father. What’s left unsaid is equally revealing. When Falstaff claims that he and not Hal killed Hotspur, the King gives the Prince a cryptic look, turns his back and without a word walks past the Prince.
Thus “Chimes at Midnight” leaves unresolved Hal’s status in the eyes of his father and minimizes one of Shakespeare’s major themes: the prodigal son and truant to chivalry saving his father’s life, besting his fearsome adversary, defending the monarchy, and becoming England’s most beloved King. But the romantic and heroic elements of Shakespeare’s plays, and crucial parts of Hal’s character, are not the values of “Chimes at Midnight.” To Welles, Hal’s progress is dubious, and always regarded only as it pertains to and brings about the tragedy of Falstaff. Hal’s heroic victory isn’t celebrated as climactic; it is another frustrated effort to connect with his father by redefining himself; its meaning melts, lost in the rush of ensuing events— the king’s sickness and death and Falstaff’s fate. The ascent of Prince Hal is less engaging than the demise of Falstaff; when the new King dons the crown, it seems too big for his head.
Welles gives a brilliant if emphatically partial rendition of Falstaff. Yet “Chimes at Midnight” is no vanity project or auteur’s folly. Welles pays equal (if not equally affectionate) attention and respect to the King and Hal. The camera is frequently in close-up on all three actors and gradually draws us closer to the canny, calculating Prince and his imperious, remote father. Keith Baxter, conveying vibrant energy and mysterious interiority, gives a rousing performance as Hal, and John Geilgud’s dignified pathos makes an unforgettable King Henry, a formidable force even in his sickness unto death. Gielgud speaks Shakespeare’s blank verse gorgeously. Though the voice of the King is the language we hear most clearly, it sounds ethereal, as if he were already speaking from the sepulcher. However partially focused on Falstaff, and (inevitably) inadequately Shakespearean in many-minded complexity, “Chimes at Midnight” is multi-faceted and deeply moving.
Most moving of all is the rejection scene for which the whole film is a meticulous preparation. When Falstaff learns of the old King’s death, he is elated and expands from a speck seen in wide-angle and deep focus to a veritable titan bursting the frame in close up. But at Westminster, brazenly interrupting the coronation, Falstaff finds not his pal Hal but a solemn King, consecrated to his sacred duties. We now see the new king as we often viewed his father, from a distant, low angle. When the new King rejects Falstaff publicly and emphatically, “I know you not, old man,” the camera lingers on Falstaff’s reactions, conveying his succession of feelings: shock, bewilderment, dismay, dim recognition, painful realization, even pride and rueful wonder in Hal’s power and glory. If Welles’s whole-hearted identification with Falstaff skews Shakespeare’s more complicated regard, “Chimes at Midnight” realizes multiple aspects of Falstaff, profoundly and hauntingly.
Welles, it is worth reiterating, reconceives Shakespeare to create something different. “Chimes at Midnight” deploys Shakespearean language in ways that suggest the fundamental differences among literary texts, theatrical performance, and cinematic vision. Language is not uniquely privileged in the film, as Shakespearean words remain paramount in productions by Laurence Olivier and Kenneth Brangh. Arguably, Welles’s film almost comprises a critique of language, in ways that resemble the movement beyond language toward spectacle in Shakespeare’s last plays. The soundtrack has always been a problem, and for many reviewers an insurmountable obstacle. Voices were obscured or lost during recording, winds intervened, whole sequences are badly synchronized, the cast was never together for long enough to correct defects; Welles himself provided dubs and whole speeches for other actors. (A remastered version enhances the sound somewhat.)
Yet watching closely (and listening really very closely), one might speculate that other factors within the director’s control contribute to our difficulty comprehending all the words. Often characters speak from extreme distance, or with backs to the camera; even in close-ups, Welles mutters and occasionally swallows lines. As in any adaptation of Shakespeare, much must be cut. But some of Welles’s editing seems excessive and odd: of the great speech on counterfeiting, we get only the line, “The better part of valor is discretion.” Another hint that some deliberate design is at work is Welles’s amendment of Falstaff’s “This that you have heard was but a colour” to “This that you have seen is but a colour.”
In “Chimes at Midnight,” what we hear may be less significant than what we see, as in Falstaff’s silent reaction to Hal’s repudiation, or the King’s speechless response to Hotspur’s corpse. Words—even final, seemingly authoritative utterances--are only one part, and not necessarily the most important or truest part, of what is being presented and communicated. As we watch Falstaff’s coffin dragged and hauled to the graveyard over the desolate landscape, we hear the summary judgment of history—Ralph Richardson’s voice over reading Holinshead’s Chronicles, a paean to the young King Henry the Fifth: “So humane withal, he left no offense unpunished, no friendship unrewarded. For conclusion, a majesty was he that both lived and died a pattern in princehood, a lodestar in honor, and famous to the world alway.” What we have seen makes this conclusion bitterly ironic, and too simply so.
At its best, “Chimes at Midnight” is more richly complicated that its cicumscribed ending. More often, gesture and expression, spectacle, spatial ambience, sequence, implicit comparison, emblematic action, light and shade, all are prominent and vie with language for primacy, to convey the ambiguities of experience and the proliferations of possibilities. Welles said, “I hope that somebody will see one thing and someone else another . . . I don’t think a film should be entirely evident: there should always be something else to see.” “Chimes at Midnight” a visual feast, full of matter and wonder, in which there is always something else to see, and ponder.
In every Welles film among the myriad delights is seeing ways he turns (as Falstaff says) defects into commodities. The exigencies of production are always part of the legend of Orson Welles. Because Geilgud was available for only two weeks, and other actors like Margaret Rutherford coming and going, Welles hardly ever had his whole cast present. Many scenes are filmed to disguise the absence of key players, as when Falstaff claims to have killed Hotspur. On location, there was no Hotspur for the King to see. Welles told Geilgud to look down, then up. Yet the moment conveys the father’s detachment and the son’s travail. Similarly, Margaret Rutherford’s reactions to Falstaff’s impersonation of the King were shot separately, with nothing for her to see. Rutherford’s solitary delight is utterly convincing, and makes all the more touching her final account of Falstaff’s solitary death.
“Chimes at Midnight” has many such savory delights. There is the utterly improbable cameo by Jean Moreau as Doll Tearsheet. However did Wells inveigle such a luminous star, truly a morsel for a monarch, to play a meager part of a woebegone whore? With only a half dozen lines, she rates higher in the credits than the immortal Gielgud! Humorously chiding Falstaff as “you whoreson tidy Bartholomew pig,” we hear “you Orson, ”a sly tribute to the film-maker’s ego and art. The gorgeous Moreau is also positioned to convey the sexual incongruities and polymorphous perversities of Falstaff’s taverns: Doll climbs upon Falstaff like a child upon a mother, and when Hal leaves, Falstaff concentrates more on his departing friend than on his lover.
Another pleasure is the performance of Beatrice Welles as Falstaff’s page boy. The director’s daughter must have been no more than nine or ten, with her father’s round, expressive face.