Falstaff (Chimes at Midnight): Orson Welles’ Shakespearean collage is quite a rich union of the Bard’s poetic words and the director’s visual style, all the while centering its look at a tragic and buffoonish character even as the plot is about something else entirely. John Gielgud has clear control of the material in a great, nuanced (and typically Shakespearean) performance; Keith Baxter is very good as well; Welles himself pays the title character gleefully and mischievously, but not without a hint of melancholy and tragedy. The film has a great look to it, from the locations to the simple costume design; cinematographer Edmond Richard’ high-contrast lighting is beautiful, and the editing gives ample space for the performances to grow with very few cuts. The exception (in the amount of cuts) is a brutal, chaotic, and very efficient battle sequence, which stands tall among its cinematic equivalents.