Henry IV usurps the English throne, sets in motion the factious War of the Roses and now faces a rebellion led by Northumberland scion Hotspur. Henry's heir, Prince Hal, is a ne'er-do-well carouser who drinks and causes mischief with his low-class friends, especially his rotund father figure, John Falstaff. To redeem his title, Hal may have to choose between allegiance to his real father and loyalty to his friend.

A classic story adapted by a filmmaker near his creative peak, Chimes at Midnight unites Welles and Shakespeare - and powerfully distills the best of both.