I have always thought it was one of the most underrated Hollywood epics.First of all,it's only partially an epic:most of the scenes are intimate,generally two characters who are constantly tearing each other apart.Joseph L. Mankiewicz,one of the most intelligent director of his time,rewrote the dialogue during the shooting,night after night ,and the results are stunning,considering the difficulties he encountered with his budget and his stars.Cleopatra's dream is perfectly recreated,much better than in De Mille 's version -a good one,though-:It's Alexandre the great 's plan ,this Alexandre from whom she's descended,to make a huge empire,uniting the Orient and the Occident.One of the major scenes takes place near the great conqueror's grave .The second part has Shakespeareans accents:Cleopatra becomes some kind of Lady Macbeth,and Marc Anthony is left alone against the whole Roman army (the Shakespearian trees).The last lines (repeated twice) are some of the finest you can find in an epic movie.And look how Fellini has been influenced by Mankiewicz for the final of his "Satyricon":the photograph turning into a fresco. As for the epic scenes,they are here,of course but they are little over 20% of the movie.And to Cleo's awesome Rome entrance ,you can prefer Ceasar's epilepsy fit.The actors are not as uneven as it's often said.Elizabeth Taylor had already worked with Mankiewicz (the extraordinary "suddenly last Summer") and she learned a lot with him;she's now ready for the great roles of the sixties:"Virginia Woolf","Secret ceremony" "taming of the shrew".Richard Burton had been "Alexander the great" (coincidence!) in a rather academic movie,and here he portrays a clumsy,almost Don Quixotesque Marc Anthony with art.However,Rex Harrison steals the show in the first half.Supporting actors ,including Roddy MCDowall ,a puny but shrewd Octavious,and Richard O'Sullivan ,an effeminate Ptolemy. This visual poem,a feast for the eye and for the mind must be restored to favor.

An absolute fiction of an epic very very loosely based on the life of Queen Cleopatra of Egypt with Elizabeth Taylor in the title role, this film has a fantastic score that should have won the Oscar, great acting, fabulous art design and a cast of thousands. If this had been made 23 years before, like epic Gone with the Wind, maybe it would have been less trouble. The studios had more control over personnel in those days, to the detriment of the welfare of personnel, and thus could keep costs down. This film had the misfortune of being made as the studio system was in its death throes. It ultimately had three directors.

Richard Zanuck - put in charge after his father regained control of Twentieth Century Fox - actually had to shut down Fox to deal with the bad financial shape it was in at the time Cleopatra was in production. And then there was the Taylor/Burton affair that finally busted up the shaky Taylor/Fisher marriage. Hey Eddie (Fisher),like they say, what goes around comes around. The film did make money, and It's a fiction that it was a bomb at the time. It was number one at the box office for several weeks. But it just barely made up its stratospheric production cost, even after being sold for television broadcast.

As for the production itself - It is interesting to see the dynamic between the lead players. Rex Harrison's Julius Caesar approaches Cleopatra from a standpoint of strength. And yet, before she becomes involved, she learns of his secret by observing one of his epileptic seizures when he thinks that he is alone. So you could say his vulnerability attracts her. In contrast, after Caesar's death, Burton's Anthony always seems to reach her after confessing weakness - that he is confused by politics and its subtlety, that he is at a loss for words when it comes to her, that he feels guilty for not having died with his men in battle at one point. She is the strong one in this relationship for sure, but in both relationships - the one with Julius Caesar and the one with Anthony - it seems to be a vulnerability that incites her passion. I wonder if this is how Taylor was directed to play it?

Roddy McDowell excels as the wily Octavian. Martin Landau is endearing as Anthony's soldier friend, loyal to the very end. Hume Cronyn is the father figure/wise advisor to Cleopatra. He played good guys and villains with skill over the years and was very underrated in my opinion. This epic holds up and I'd recommend it. But you will need to set aside four hours to see the whole thing.

Visually, "Cleopatra" is amazing. While the sets and costumes are often ridiculous and completely inaccurate, they are amazing to see. This is because instead of using realism or common sense to guide decisions, the film seemed to toss money at EVERYTHING. So many scenes are overwhelming...but also cost so many millions that there was simply no way for this movie to possibly make any money. A few cases in point....the enormous sphynx that Cleopatra rode into Rome as well as the HUGE naval battle at Actium. They are breathtaking....and bled Twentieth Century-Fox to the point where the studio nearly went bankrupt.

To me, it is worth watching the movie simply for the spectacle. However, apart from the spectacle, the film really has very little more to offer. The acting is often poor (particularly in the second half of the film where Richard Burton does a great imitation of a water buffalo in heat)...and the terrible dialog only makes this problem worse. To me, the film really suffered because rarely did the people in the film TALK and ACT like people. Instead, they often yelled (for no good reason) and postured and behaved like they were in a high school play...not trying to pretend to be REAL humans who history hasn't forgotten. Overall, a dull film that doesn't satisfy nor justify the four hours plus you need to invest in it.