Rent Falstaff: Chimes at Midnight (1965)

Flawed but watchable - Falstaff: Chimes at Midnight review by Pete W

It's a shame Orson Welles wasn't allowed to do a proper job of making this film. He is very watchable as Falstaff but the fact that he had next to no budget for this film shows. Poor quality sound and some pretty obvious use of stand-ins are symptoms of this. But put these to one side and there are some classic scenes here, directed by a master.

When Falstaff Fell: Welles’s Muddy Masterpiece - Falstaff: Chimes at Midnight review by griggs

Welles pulls together bit of Shakespeares’ history plays—mainly Henry IV, Parts 1 and 2, with touches of Richard II, Henry V, and even The Merry Wives of Windsor—and turns them into one big, aching story about friendship, foolishness, and the passing of time. At the centre is Falstaff, the great old rascal who laughs in time’s face until time gets the last laugh. It’s scrappy, echoey, and sometimes hard to follow, but that‘s part of the charm—it feels like proper Shakespeare, full of noise, mud, and life.

Filmed mostly in Spain (those “Welsh” castles aren’t), Chimes at Midnight somehow looks more authentically medieval than most British productions. The Battle of Shrewsbury is pure chaos—a blur of mud, blood, and confusion that feels way ahead of its time, like something out of Ran. Here is Welles the self-exile, railing against old age, authority, and decline; a man out of favour telling stories about men out of power. Beneath all the bluster, though, there is a real sadness—the sense that time itself is the enemy.

Like Othello and Mr. Arkadin, it was made on a shoestring, often filmed without sound and rebuilt later, with Welles often dubbing not just himself but half of the cast. It shouldn’t work, but it does—those ghostly voices give the whole thing a dreamlike feel, like wandering through memory itself. Chimes at Midnight isn’t just Falstaff’s swan song; it’s Welles’ too—defiant, melancholy, and gloriously out of step with everything around it. Messy, maybe, but all the better for it.

Methinks the words are held most dear but distorted sound did blight the ear!! - Falstaff: Chimes at Midnight review by BE

It might be a restored version but I found the sound distorted in places and impeded the understanding of the shakespearian dialogue. I gave up well before it finished. The acting was good enough but only one star due to sound quality (or not, as the case may be)!