“If you want a happy ending that depends, of course, on where you stop your story.”
- Orson Welles
Orson Welles’ never thought small. Indeed, Welles considered himself the cinema’s enfant terrible long before others were using the phrase to describe his sense of self-professed genius that, in fact, was about as undiluted and bewildering as any of the more readily recognized in the history of humanity. That Welles’ chose artistry over, say, science, channeling his insight and immersive indulgences, often to affect his own reputation negatively and thus severely hamper his ability to get things done the way he would have wished, is one of the titanic and senselessly incongruous misfortunes of the latter 20th century in film. Welles, who shocked complacent New Yorkers with his all-black Harlem stage production of Macbeth, then equally caused an entire nation to cringe in fear with his cunning radio adaptation of War of the Worlds; who rocked the fundamental core of yellow journalism newspaper tycoon, William Randolph Hearst with his scathing indictments run amuck in Citizen Kane; was forcibly removed from even more ambitious excesses by RKO’s management on The Magnificent Ambersons. In mid-life, Welles would find no place for his glint of virtuosity; relegated as an actor for hire, dogged by most unfair criticism from the cheap seats, and effectively denied assuming the directorial seat in American movies again after 1958’s Touch of Evil; another butchered masterpiece. As the girth of Welles’ respect in the industry steadily eroded his own physical stature exponentially widened: a lifetime of gluttonous indulgences exacting their toll on Welles’ health. Even so, in his later years, Welles would illustrate he had lost none of his verve or genius for intelligent storytelling.
Case in point: Chimes at Midnight (1965) – an irrefutably mesmerizing magnum opus, intermittently discounted as ‘Shakespearean goulash’ for its utterly ingenious melding together of six plays. Chimes at Midnight is maybe Orson Welles’ last great achievement, and, absent from public view for far too long, thanks to petty rights issues and a proliferation of poorly rendered bootlegs chronically cluttering up the internet. In Chimes at Midnight, Welles creates an intriguing inter-connectivity between five Shakespearean plays – and The Merry Wives of Windsor - to tell the story of Sir John Falstaff – only a minor figure in Will’s estimation, but the crux of the whole shebang as far as Welles is concerned. Chimes at Midnight derives its aegis from an address given by Falstaff to Master Shallow in Act 3, Scene 2 of Henry IV Part 2; a sort of embittered farewell to the follies and foibles of youth, dragged far too long into middle-aged obscurity by a lusty fool, lacking only in the realization this ship has already sailed and he is no longer on it. To suggest Welles was obsessed with the character of Falstaff is an understatement. The young protégé, schooled in the hedonism of life by his father, Richard – a so described ‘Champagne Charlie’ drunken pleasure seeker – and later, to be mentored in the art of expressing himself on stage at the Todd Seminary for Boys by progressive Head Master Roger Hill, would hone the beginnings of his craft here, exponentially compounded by Richard’s premature death when Welles was only fifteen. In part, encouraged by Hill to administer ‘tough love’ to his father, in the hopes it would reform Richard from his inebriated carousing, Welles never entirely forgave himself for this ostracizing; an act virtually mirrored in Prince Hal’s admonishment of Falstaff from Act 5, Part 2 of Henry IV; the penultimate “I know thee not, old man…” speech, movingly played out in Chimes at Midnight between Welles, appearing aggrieved and yet, so teeming in admiration for the austere Prince Hal, superbly vetted by Keith Baxter.
Baxter’s involvement in the film – indeed, even in the play that inauspiciously preceded it with temperate debuts in Dublin and Belfast (virtually to go unnoticed elsewhere) – was almost a happy accident; Welles, intrigued by the young thespian’s audition, the only player not to perform a scene from Shakespeare, at the end of which Welles thanked Baxter for his reading and offered him the part outright without delay. Baxter would later describe Welles as not only a consummate professional, but a benevolent – almost paternal – influence; a quality of kindness for which the younger task-mastering Welles was hardly known. Undeniably, this bro-mantic chemistry spilled over from stage to screen to mutual friendship; Welles interpretation of Falstaff as an inherently good, though slovenly pursuer of life’s pleasures is a quality most treasured by the impressionable and fun-loving Hal; torn in his devotion to John Gielgud’s Henry IV, a remote and unaffectionate father, and Welles’ Falstaff, the surrogate to whom he cannot entirely surrender his heart, and, in the end, must banish from the kingdom he has inherited in order to save face within the court – and – court of popular opinion.
Chimes at Midnight is so transparently the innermost of all Welles’ passion projects; Welles astutely described as “a man of many nostalgias” and profoundly affected by his own loss of parental guidance as a boy, that even in middle age, he was as yet unable to crawl from beneath its deprivation, sincerely pining for the childhood of his dreams, so clearly imagined as sheer perfection, innocence and undiluted happiness; the quintessence of a highly romanticized ‘merry ole England’ never to have actually existed except in Welles’ mind’s eye. Even while at Todd, Welles endeavored to bring Falstaff’s troubled legacy to the forefront of Shakespeare; later, under his Mercury Theater Players, indiscriminately rearranging the Bard’s prose for Five Kings; an elaborate play merging both parts of Henry IV, 3 parts of Henry VI and Richard III. In hindsight, this first attempt proved a weighty false start. The play was a bomb. But its muse never departed Welles’, continuing to fester, morph and evolve until 1960’s stage production of Chimes at Midnight. Although this too would become something of a fiscal flop, Welles’ ability to express a measure of opulence in both performance and essential Elizabethan style, garnered him some very favorable reviews; in fact, the best of his entire stage career.
However, convincing the movies to embrace Chimes at Midnight was an entirely different matter. Indeed, Welles, once – if all too briefly – regarded as an untouchable among his peers, was by 1963 persona non grata in Hollywood’s artistic community. Point blank: Welles had gambled and lost one too many times on projects chiefly sacrificed by the powers that be; The Lady from Shanghai (1947) and Touch of Evil (1958) virtually finishing off any chances he might have had to return to the states as a director. Arguably, Welles was always an independent, merely lucky enough to toil, however fleetingly exploiting every luxury afforded an auteur in an industry never truly to respect such artistry in tandem with pure profit. His compounded box office disappointments aside, Welles arguably never failed in achieving a sort of repeatedly staved off greatness; vaster than mere odes to his own celebrity, and later, to be misconstrued as infamous as a ‘failed genius’. Despite both his reputation as his obvious talent, it would take Welles nearly 4 years to launch a movie of Chimes at Midnight; the necessary funds cobbled together from a consortium of independent sources, Welles repeatedly running out of money and progressively scaling down his extras and overhead to keep the company afloat; turning to independent producer, Harry Saltzman – then, briefly flush with capital, and selling off his controlling interests; a snafu, later to inadvertently result in the finished film barely seeing the light of day and prematurely pulled from circulation after Saltzman – now, equally as desperate for cash – fragmented, then sold off his stakes in Chimes at Midnight to a smaller syndicate of investors. Alas, these neither understood the movie, nor best how to market it to a broader audience. And so the picture died, quietly, alone and seemingly, without any hope for a resurrection on home video.
In later years, when asked by an interviewer about his own immortality as an artist and his beliefs in an afterlife, Welles affectionately mused if for no other reason he would be admitted past the pearly gates on the merits of Chimes at Midnight alone. And indeed, if such a system of checks and balances is merited, then Chimes at Midnight warrants Welles for such saintly consideration. It is a movie imbued with Welles’ appetite for performance, but also generously struck by a sense of his own – then – middle-aged melancholy; a movie meant to distinctly – even malignantly – linger in the heart and mind as a sort of sad-eyed/clear-eyed statement about surrendering the past to an uncertain future; not only Falstaff’s, but for Welles; a bloodied, yet unbowed bon vivant, whose fateful/fitful au revoir to youthful folly, remains a reflection unvarnished in its moral decline and decay of life itself, as seen with precision through Welles’ own repeatedly interrupted legacy as a film maker. That it should have taken some fifty plus years for audiences, video-philes, movie lovers and Welles’ devotees to experience Chimes at Midnight in anything better than grotesquely truncated bootlegs is an oversight bordering on artistic travesty. Certainly, Welles could not have imagined an afterlife for his opus magnum in his emeritus years; having moved on, or rather, forcibly pushed away and down a few pegs on the artistic ladder, denied his craft and relying on commercial endorsements for bare survival; frequently made the brunt of pithy, if good-natured one-liners lobbed at his reputation by late night talk show guru, Johnny Carson on The Tonight Show; Welles’ legacy as the enfant terrible of the cinema seemed then unlikely to downright impossible to fathom, with Chimes at Midnight as its most elusive phantasm.
Welles’ interpretation of Falstaff as an inherently benevolent man’s man, driven by pagan appetites, later to be afflicted by all too devastating disappointments because, at his core, he remains inwardly tender and vulnerable to a fault, is a figure unlike anything even Shakespeare might have envisioned; Welles, discriminately borrowing, excising and switching out lines of dialogue from the Bard’s folio to create an impactful, poignant and gargantuan tragic figure, so obviously set much too close to his own bosom. And in performance, perhaps more so than in any other committed to film, Welles allows his audience to see beyond that usually hermetically sealed core into rawer emotions; one great artist acknowledging another’s spark of incandescence prematurely snuffed out. Physically, Welles’ Falstaff is a man well past his prime. Indeed, Welles himself was suffering greatly from several ailments at the time Chimes at Midnight went before the cameras. And yet, Welles – like Falstaff – is sustained by the illusion he has remained the cultivator of a greater art; in Falstaff’s case; the reformation of Prince Hal’s primal soul; tested in the contents of Hal’s character through the wenching and wailing of happier times, retired for the ages at play’s end. The cruelty of Hal’s banishment does not diminish Falstaff’s modicum of pride, smoothly merged with an air of disbelief. As, most literally, son has taken over from father as heir to the throne of England, so too does the newly appointed sovereign liege now set all favor and friendship aside and behind him. For, uneasy lies this head that wears this crown.
On the set, the camaraderie between actors remained as heartfelt and genuine; Keith Baxter taking his acting cues from Welles in their superbly shared and carefully orchestrated ‘conversations’ between Falstaff and Hal; both, readily idolizing Sir John Gielgud from a distance as their irrefutable template for the classically trained Shakespearean artiste. “He was the least grand person you can imagine,” Baxter recalls of Gielgud, “Genuine and giving and so meticulously focused in giving Orson what he wanted.” For his part, Gielgud adored Welles, describing Chimes at Midnight as one of the most symbiotic and rewarding of all his movie-making experiences. Yet, little is often written about Welles’ diffidence as an actor; this towering figure, straddling virtually all major mediums of 20th century entertainment (radio, theater, film and television), yet frequently compelled to leave his own close-ups and reverse shots to the end of a day’s shoot, after the sets had been virtually vacated by all but a handful of technicians and, of course, cinematographer, Edmond Richard. And herein, Welles expresses some of his most riveting soliloquies; tomes about the expiration of youth and time, and, the ephemeral qualities of life; Falstaff’s ennui with it, and the advancing queer security of giving in to death; dovetailing into a kind of inexplicably epic truth about every man’s life: he gives all he can with no tangible remuneration often coming his way in kind…at least, not in this life.
Baxter would later recall how, for Falstaff’s penultimate admonishment by Hal, Welles gave him the only piece of direction in the entire film, suggesting ‘no tears’, though neither adverse to Baxter choosing to provide them. “I was suddenly very full of emotion for him,” Baxter explained, “…because we both knew it was not just goodbye in the film, but between Orson Welles and me. He said ‘We’ve come a long way, haven’t we?’ and I said, ‘Yes…and we laughed and he said, ‘Listen, you’ll do the speech. You may feel overcome by emotion…your eyes filling with tears. That’s fine. But I wouldn’t do it because audiences don’t like seeing a man cry. Besides, nothing is more moving than seeing somebody controlling the desire to express emotion.’” Done without tears, though undeniably with an overriding arc of humanity coursing as from these severed lifelines in a fractured bond of friendship, the moment caught on camera is fraught with an indescribably articulate sense of wretchedness and authenticity that both stirs, but then settles the point of the tale. “You see this whole mixture of humiliation and pride,” Baxter concludes, “He’s looking up at me as if to say, ‘That’s my boy. He’s coming to his own. He’s the king’. I find that terribly moving.”
The other scene worth noting in Chimes at Midnight is the battle sequence; Worchester’s (Fernando Rey) armies raised against Prince Hal in a hellish assault, staged with only 150 extras at a park in the middle of Madrid; the sequence touched by an inspired bit of kismet – a light rain begun to fall, thus creating a mist and mud into which Welles thrust all his vigor and vitality to hew a penetrating, and unanticipatedly violent sequence, meant to punctuate a sort of ruined chivalry. Welles based the battle on several well-known paintings; Paolo Uccello’s 1440 The Battle of San Romano, and Pieter Bruegel the Elder’s 1562 masterpiece, The Triumph of Death. For further inspiration, Welles characterized Falstaff’s physicality, a girth-laden, if cherub-esque and wispy-haired Santa Claus, on Eduard von Grützner 1905 portrait of the man. During the battle sequence, staged in convincing costumes nevertheless made entirely of plastic in Italy, cinematographer, Edmond Richard was thrown, concussed and taken to hospital; Welles, unnerved and running out of time, taking charge the camera to pursuit the remainder of shots needed, but already played out in his mind’s eye, to complete the sequence, cutting it together later this same day with his trio of editors, Elena Jaumandreu, Fritz Muller and Peter Parasheles, employing commando-styled precision. Welles was actually editing Chimes at Midnight as it was shot; much too eager to see how all the pieces of his dailies and rushes would fit together later on, and thus avoiding the need to go back at some later date to re-shoot inserts or retakes to make these sequences work. In the eleventh hour of production, Welles unfortunately ran out of money; his urgently cobbled together deal for another $500,000.00 on loan from Harry Saltzman leading to grave complications over film rights and the extremely limited distribution of Chimes at Midnight when Saltzman elected to parcel off his investment to various other investors for a quick buck.
Despite its tight budget, Chimes at Midnight has the appearance of a grand epic, thanks in part to Welles having shot the picture in Spain. Our story, ostensibly, begins in the immediate past, Falstaff, newly returned from his admonishment at court and commenting with Master Shallow (Alan Webb) about having seen ‘the chimes at midnight’ – or rather, the last golden days of debauching swept asunder by the sands of time. He is old, and tired and very much realizing the follies of youth long behind him. We regress to Westminster Abbey where a weary King Henry IV (John Gielgud) has grave concerns over the onset of a civil war. Henry is lamentably certain his son, Prince Hal (Keith Baxter) is neither worthy to succeed him on the throne, nor up to the task of defending England’s honor against influences that would seek to destroy her. The King is particularly infuriated by Hal’s devotion to Sir John Falstaff (Orson Welles); the pair frequenting Mistress Quickly’s (Margaret Rutherford) house of ill repute - the Boar’s Head Tavern. Things reach an impasse when Henry ‘Hotspur’ Percy (Norman Rodway), shunned at court, leads a rebellion against the Crown for which Hal must rise up to defend the King’s honor and establish a more well-grounded precedence of his own.
Back at the Boar's Head, Falstaff fibs to Hal and Ned Poins (Tony Beckley) about money stolen from his purse. The pair dispels Falstaff's story and shortly, through their drunken revelry, a few painful truths are revealed; Falstaff, pretending to be the King, chastising Hal for spending all his time with common criminals, while naming himself as the prince’s one virtuous friend, to which Hal, equally disguised as his own father, quietly refers to Falstaff a ‘misleader of youth.’ Hal’s pilgrimage to the castle incurs the real Henry’s ire. Hal’s behavior, as far as Henry is concerned, is hardly befitting a gentleman and certainly nothing like a future King. But now, Hal passionately professes to defend Henry’s kingdom from Hotspur’s approach and equally to redeem his own good name in battle. The King's army, including Falstaff, set off to engage the uprising. Gravely concerned that Hal has miscalculated, the King arranges a détente with Worcester. He offers to absolve Hotspur and his men of the crime of treason if they surrender immediately. Incensed, Hal pledges to personally kill Hotspur and Worcester lies to Hotspur, explaining Henry’s truer intent is to execute all traitors to the Crown. The armies meet in the bloody Battle of Shrewsbury. Alas, Falstaff shows his truer colors by hiding among the shrubs for most of this conflict. After a ruthless exchange of steel on the battlefield, Hotspur’s men are defeated and Hotspur and Hal come to blows in a hellish duel. Falstaff observes from the relative safety of the bushes as Hal narrowly manages to plunge his sword into his adversary. At court, Henry sentences Worcester to be hanged and takes the rest of his rebels as prisoners.
But now, Falstaff commits a mortal sin, carrying Hotspur’s body into court and claiming the victory as his own. While the King does not believe Falstaff for one moment, he nevertheless continues to frown upon his own son and the ignoble company he keeps. From here, either to hasten the plot along, or perhaps due to monetary constraints, Welles somewhat deteriorates the rest of the film’s run time to montage; all enemies to the Crown put to death by 1408. We return to Henry's court, the King incurably ill and slipping in and out of consciousness. Hal visits the castle and presumes his father, lying still on his death bed, has already expired. He reaches for the crown at Henry’s side and places it atop his own head. Henry is stirred and with great conviction finally surrenders his faith in Hal to succeed him on the throne; dying only several moments later. We regress to the beginning of the film, Falstaff and Shallow, learning of Henry’s demise, hurrying to court to witness Hal’s coronation. Bleary-eyed and ebullient to a fault, Falstaff cannot contain his exuberance. He interrupts the ceremony with fruitful promise of better things to come as a trusted advisory. But Hal has forsaken their past together and turns away from his old friend now. As Falstaff looks on with a thoroughly poetic mixture of wounded pride and abject despair, Hal banishes him from his court forever. The coronation proceeds, leaving Falstaff isolated and mortally sick in his heart and soul. He dies a short while later at the Boar's Head Tavern, leaving Mistress Quickly, his favorite prostitute, (Jeanne Moreau), Shallow and a few other friends to quietly mourn the loss. The gathered reason Falstaff has died of a broken heart. In epilogue we learn Hal went on to govern England as a noble sovereign.
Chimes at Midnight is an exquisitely gloomy affair; Welles ingenious amalgamation of Shakespeare, with bits borrowed from The Merry Wives of Windsor, telescopically concentrated on the calamity of Falstaff. The picture’s set pieces - the gruesome battle and Hal’s coronation – are equally magnificent and serve as bookends to the second and third acts of this movie. In hindsight, it is a supreme misfortune none of the American critics sitting in judgment on Chimes at Midnight afforded it anything better than a smite in summation of Welles’ other financial failures, with New York Times’ critic, Bosley Crowthers delivering the most supremely cruel, misinformed and judgmental blow of all, suggesting “Evidently, Mr. Welles’ reading of Falstaff ranges between a farcical concept of him and a mawkish sentimental attitude.” Crowthers’ arrogance seems to have carried the most ballast among picture-paying attendees with the other critics quickly following suit – all, ironically, except for the usually caustic Pauline Kael, who thought Chimes at Midnight one of the best independently made movies in a long while. Those able to withstand, or perhaps ignore Crowther’s haughty diatribe were treated to a spectacle of high stakes drama, the likes of which few movies of its vintage, and fewer still in Welles’ canon, had aspired to express so concisely, and, with such heartfelt and equally as earthy opinion. The reprieve, alas, was not enough to render Chimes at Midnight a box office failure; merely the latest from Orson Welles, whose reputation now appeared to advocate an artist well past his prime, if indeed, Welles had ever forged such an epoch of self-discovery in the first place. With its feuding rights’ holders unable to settle their differences in any tangible way, Chimes at Midnight was unceremoniously kept hidden from public view for decades; its memory, expunged from the world of entertainment except for two extremely limited home video releases on VHS in the mid-1980’s, and then, to suffer even more egregiously the indignation of badly faded bootlegs, dumped on the marketplace around the world. For decades, Chimes at Midnight remained the Holy Grail of all Welles impeded work of art, with occasional ruminations about a pending DVD and/or Blu-ray release in the works.
Well, the wait is mercifully over; the rights resolved sufficiently enough to allow the Criterion Collection its long overdue reissue of Chimes at Midnight in hi-def. The results, alas, are not altogether satisfying, though they surpass virtually any and all previously issued home video incarnations. For starters, this is the first release to properly frame the image in its original 1.66:1 aspect ratio. Criterion has advertised this release as deriving from a new hi-def master. Of this I have no doubt, except I also have become accustom to Criterion’s wording to know when they say ‘new’ and ‘hi-def’ without offering further specs, the scan is likely a 1K offering, albeit, from elements having received more than a modicum of badly needed restoration. But I will venture on a ledge to state a 4K – even 2K remaster would have done more to greatly resolve some of the digital artifacts on display herein; also, minor edge enhancement and a grain structure, looking indigenous to its source in close-ups, but equally harboring some rather harsh, digitized grit in long shots and, in particular, plaguing the coronation sequence where grain bounces from marginal to heavy and slightly obtrusive. Overall, it is the inconsistencies that are the problem: weaker than anticipated black levels and residual softness creeping in around the peripheries of the film frame. The graver weakness here is the audio. Virtually all of Chimes at Midnight was post-synced; Welles, paying little attention to the audibility perhaps, pressed by an hourly shrinking budget. Although Criterion’s engineers have done their utmost to restore and remove age-related hiss and crackle, nothing can surmount the original and extremely variable sound design, barely discernible and often inexplicably garbled in spots.
Criterion has rounded out the extras nicely; an audio commentary by noted historian, James Naremore, fact-laden and informative. We get four interviews, roughly totaling two hours; with Keith Baxter, Welles’ daughter, Beatrice, critic Joseph McBride, and, noted Welles’ biographer/actor, Simon Callow each providing in-depth back stories on the making of the movie from their own very unique perspectives and virtually with little to no overlap of content. Bravo, and bravely done! All four are a veritable feast with Callow’s the most comprehensive, and Baxter’s the most heartfelt. We also get a little over ten minutes excised from a 1965 episode of The Merv Griffin Show where Welles discusses the upcoming theatrical release of Chimes at Midnight and waxes affectionately about other movies in his career. Finally, there is an eloquent essay written by film scholar, Michael Anderegg, regrettably presented in a folded pamphlet instead of Criterion’s usually bound booklet. If I could impart a suggestion on Criterion herein: please, fellas - no more fold-out pamphlets. They are annoying – like looking for directions on a map, and, with repeat viewing, they are not nearly as durable as the booklet format, creating creases to obscure the text. Parting thoughts: Chimes at Midnight is an extraordinary achievement, made by a film maker with few – if any – peers. Welles’ genius shines through the cost-cutting shortcomings and, in fact, manages to achieve a level of visual artistry one sincerely might not expect to see from such a tightly managed movie. Criterion’s Blu-ray advances in all the necessary departments. But again, I cannot help but suggest the movie’s overall visual presentation would have been better served by a 2K (preferably 4K) remastering effort. Bottom line: recommended with caveats.
FILM RATING (out of 5 – 5 being the best)