The Fall of the Roman Empire (film)

The Fall of the Roman Empire is a 1964 American epic film directed by Anthony Mann and produced by Samuel Bronston, with a screenplay by Ben Barzman, Basilio Franchina and Philip Yordan. The film stars Sophia Loren, Stephen Boyd, Alec Guinness, James Mason, Christopher Plummer, Mel Ferrer, and Omar Sharif.

The Fall of the Roman Empire
Directed byAnthony Mann
Produced bySamuel Bronston
Written by
Music byDimitri Tiomkin
CinematographyRobert Krasker
Edited byRobert Lawrence
Distributed byParamount Pictures
Release date
  • March 24, 1964 (1964-03-24) (UK)
  • March 26, 1964 (1964-03-26) (US)
Running time
188 minutes
CountryUnited States
Budget$19 million
Box office$4.75 million[1]

The film was a financial failure at the box-office. Despite this, it is considered unusually intelligent and thoughtful for a film of the contemporary sword and sandal genre and also enjoys a 100% "Fresh" rating at Rotten Tomatoes.[2] It features the largest outdoor film set in the history of film, a 92,000 m2 replica of the Roman Forum.

The film's name refers not to the final fall of the Roman empire, which did in fact survive for centuries after the period depicted in the film, but rather to the onset of corruption and decadence which led to Rome's final demise. It deals extensively with the problem of imperial succession, and examines both the relationship between father and son on the background of imperial politics as well as the nature and limits of loyalty and friendship.

The film's plot is only loosely based on actual historical events. However, in the long-established view of Roman history, Marcus Aurelius is considered as the last of the Five Good Emperors whose time is considered the best of Roman imperial history. Commodus is generally considered to have fallen far below the standard set by his father and the four earlier Emperors, and his reign is considered as the beginning of the decline – though that would still take several centuries.


In the winter of 180 A.D., the Roman emperor Marcus Aurelius fights to keep Germanic tribes from invading his northern territories on the Danube frontier (a war which in fact had been ongoing for over a decade, with no end in sight as of 180). His deputies are the Greek ex-slave Timonides, a closet Christian, and the stern and honest general Gaius Livius. Livius has close connections with the imperial family, being the lover of Aurelius' philosopher daughter Lucilla and a friend of her brother Commodus. Nevertheless, he is amazed to hear that Aurelius wants to make him his heir. Despite his military obligations the emperor has egalitarian ideals, dreaming of a day when Rome grants equal rights to men of all nations. He knows that he will not live to achieve this end, and trusts Livius to do so more than his charismatic but brutal son. The discovery that his father has effectively disinherited him hurts Commodus immensely, and damages the almost brotherly relationship he had enjoyed with Livius.

Aurelius summons all the governors of the Roman Empire to his headquarters, intending to announce Livius' future accession. Before he can do so he is poisoned by Commodus' cronies, who hope to secure their own political future by putting their friend on the throne. Sure enough, Livius feels that a non-aristocrat such as himself would never be accepted as emperor without Aurelius' explicit backing; he lets his old friend take the position instead. Commodus, who was not part of the murder plot, is left feeling helplessly angry at his deceased father. He dedicates himself to undoing all of Aurelius' policies; this involves blatant favoritism towards Rome and Italy, which are enriched by ferocious taxation of the provinces that were to be their equals.

Meanwhile, Livius' army scores an important victory on the frontier, capturing the German chieftain Ballomar and his aides. Timonides wins the Germans' trust by successfully undergoing an ordeal, having his hand thrust in a fire; with his help, Livius decides to put Aurelius' policy into effect despite disapproval from Commodus. Lucilla helps convince Livius to defy the emperor, since she loved her father as much as Commodus hates him. A speech by Timonides persuades the Roman Senate to let the German captives become peaceful farmers on Italian land, thereby encouraging their fellow barbarians to cooperate with Rome instead of fighting it. Commodus is furious, and sends Livius back to his frontier post in what is effectively a sentence of banishment. Lucilla is forced to go to Armenia, with whose king she shares a loveless political marriage.

Commodus is compelled to recall Livius in order to put down a rebellion by Rome's eastern provinces. When he arrives at the site of the unrest, Livius is horrified to find that Lucilla is behind it. She tries to persuade him to join her in making a splinter state, free of her brother's influence, but he feels that Roman civilization will collapse if it is broken into pieces. The issue is settled in an unexpected manner when Lucilla's husband calls in Rome's archenemy the Persians to help the rebelling forces fight Livius. The sight of the dreaded Persian cavalry so panics the defecting Romans that they go back over to Livius, swelling his army and allowing him to score an immense victory. The king of Armenia is killed, and Commodus sends word that Livius is to be made joint ruler of Rome. The condition for this reward, however, is that Livius is to wreak hideous punishments on the populations of the disloyal provinces.

Rejecting this latest piece of brutality, Livius and Lucilla take their army to Rome and order Commodus to abdicate. He responds by bribing away the soldiers' loyalty and massacring Timonides and the population of the German colony (the latter action ensuring centuries of future hostility between Romans and Germans). The fawning Senate declares Commodus a god, and Livius and Lucilla are sentenced to be burned alive as human sacrifices to the new deity. This victory for Commodus is accompanied by a terrible private discovery—he is not of royal blood, being the product of illicit sex between his promiscuous mother Faustina Minor and the gladiator Verulus, who has since served as the emperor's bodyguard. His mind unhinged by this great shame, Commodus makes the bizarre decision of challenging Livius to a duel for the throne. The two fight with javelins in the Roman Forum, and Livius eventually runs Commodus through. The Senate hastily offer to make Livius emperor, but he refuses; the Roman government is now too corrupt for him to fix. He slips away with Lucilla, leaving Commodus' old advisers to bicker about who will take the emperor's place.

A voice-over epilogue states that this political infighting continued for the rest of Roman history, leading to the imperial government's eventual collapse.




Samuel Bronston announced he would make the film after producing the popular El Cid and King of Kings. It was to be the first of three films made by Bronston written by Philip Yordan – the others being one on the Boxer Rebellion and one on the French Revolution. Anthony Mann was going to direct, with Charlton Heston mentioned as a possible Marcus Aurelius.[3][4] Richard Harris was offered a leading role as well.[5]

Heston did not want to make the film and Bronston made 55 Days at Peking instead. Boyd, Guinness, Loren, and Harris signed to play the leads in Fall.[6]

The Fall of the Roman Empire was one of Bronston's super-productions in Spain, with Marcus Aurelius's winter camp on the Danube shot in snow in the Sierra de Guadarrama, northern Madrid. The 'Battle of the Four Armies' involved 8,000 soldiers including 1,200 cavalry and was shot on an undulating plain at Manzanares el Real which allowed large numbers of soldiers to be visible over a long distance. The film's reconstruction of the Roman Forum at Las Matas near Madrid, at 400 x 230 meters (1312 x 754 feet) holds the record for the largest outdoor film set. The various ancient Rome settings covered 55 acres (220,000 m2).


It was envisioned that Heston would be cast as Livius, but he turned it down after finding out that Loren would be the leading lady. (Heston had co-starred with Loren in El Cid and had not got on well with her. Thus, he had no desire to work with her again.) The part had also been offered to Kirk Douglas, who turned it down as well: Douglas was offered $1.5 million for his lead role. He later said he regretted this "because with $1.5 million there are lots of things you can do that you want to."[7] Boyd, who played opposite to Heston in Ben-Hur, ultimately got the part.

Richard Harris was originally cast as Commodus, but he was replaced by Plummer. Harris would later play the role of Marcus Aurelius in the similarly themed 2000 film Gladiator.

Sara Montiel was offered the role of Lucilla but turned it down. Loren, who took the part, was the highest paid cast member at $1 million.

Guinness was cast as Emperor Marcus Aurelius, and during production, he became good friends with Loren. On an evening out, Loren persuaded Guinness to dance "The Twist" with her, which he did for the first time in his life. On the flight to Spain, one of the film's writers struck up a conversation with Guinness after seeing his working with the script; the actor stated that he disliked his lines and was rewriting them before starting memorization.


The film was shot in Ultra Panavision 70 by Robert Krasker, and the historian Will Durant was engaged to advise on period detail and plot.


Dimitri Tiomkin's score, which is one of the notable features of the film, is more than 150 minutes in length. It is scored for a large orchestra, including an important part for cathedral organ. Several cues are extended compositions in their own right. These include Pax Romana in which Marcus Aurelius summons the governors of all the Roman provinces. Although Christopher Palmer stated in his book on film music, The Composer in Hollywood, that it was a march, the cue is actually in the style of a bolero.

Other notable cues include those for The Roman Forum, composed to accompany Commodus's triumphal return to Rome as the newly installed Emperor; a percussive scherzo for a barbarian attack by Ballomar's army; the Tarantella danced by the Roman mob on the evening presaging the gladiatorial combat between Livius and Commodus (which seems to be modelled on the Tarantella movement from the Piano Concerto of Tiomkin's teacher Ferruccio Busoni).

The music was recorded at the Royal Albert Hall. The music editor was George Korngold, son of Erich Wolfgang Korngold. A sound track album was released by Columbia Records to coincide with the release of the film.


A novelization was published, also titled The Fall of the Roman Empire, written by Harry Whittington (Fawcett Publications, Inc. & Frederick Muller Ltd., 1964).[9] The cover of the novel is a screenshot from the film. The text of the novel provides a more detailed exposition of the film's plot line. Other covers that were not screenshots of the film were used for this novel of the film.


The film had its World Premiere at the Astoria Theatre, Charing Cross Road, London on March 24, 1964 and ran there for 70 weeks. In spite of this the film was a costly financial failure for producer Samuel Bronston who, after making such epics as John Paul Jones (1959), King of Kings (1961), El Cid (1961), and 55 Days at Peking (1963) had to stop all business activities.

A bankruptcy notice in the New York Times on 6 August 1965, stated the cost of The Fall of the Roman Empire at $18,436,625. He announced his return with a planned epic about Isabella of Spain, but the film was never made.[10]

This was one of the few Ultra Panavision 70 films not exhibited in Cinerama. Correction: the film was shot in Technirama, a VistaVision-like process originated by the Technicolor Company in which the negative was shot through the camera horizontally, at an aspect ratio of 2.76:1 (identical with Ultra Panavision 70, but shot on more economical standard 35mm negative stock). Then, in post-production, each frame was optically rotated 90 degrees and given a slight anamorphic squeeze to fit on 70mm release stock. Single strip Cinerama was never an option for “El Cid,” as there was no participation in production with Cinerama, Inc. In fact, single-strip Cinerama exhibition (not a unique process like 3-strip Cinerama, but merely a marketing ploy for more economical 70mm exhibition of Cinerama-branded films) did not even exist at the time of El Cid’s release except in technically identical form, i.e. straight 70mm projection, marketed variously as Super Technirama 70 (as in the case of Spartacus, El Cid and King of Kings), MGM Camera 65 (a Panavision process used on “Raintree County” and “Ben-Hur,” and later used on “Mutiny on the Bounty,” and “The Fall of the Roman Empire,” under the revised name of Ultra Panavision 70), or Super Panavision 70 (“Lawrence of Arabia”). The only film shot in Technirama that was marketed as a Cinerama picture was 1964’s “Circus World.” The first film marketed as “Cinerama” but shot and released in Ultra Panavision 70 was 1963’s “It’s A Mad, Mad, Mad, Mad World,” followed by 1965’s “The Hallelujah Trail,” and 1966’s “Khartoum.”

In later years, Miramax Films would acquire the US distribution rights to the film. After the founders Bob and Harvey Weinstein split with Miramax parent Disney, they formed the Weinstein Company, who currently owns US distribution rights.

UK distribution rights would pass to PolyGram Filmed Entertainment and subsequently Universal Pictures.

Critical reception

Critical response has been positive decades after the film's initial release, and it is now considered a classic,[11] with many critics praising the film for its script, direction, and acting.

Mike Cummings from AllMovie gave the film a positive review, praising the film for its performances and musical score.[12] Leonard Maltin awarded the film 3 1/2 out of 4 stars, stating, "Intelligent scripting, good direction, and fine acting place this far above the usual empty-headed spectacle".[13] Bosley Crowther from The New York Times called the film an "above-average historical drama".[11] Steven H. Scheuer disliked the film at first and asked his Movies on TV readers to "excuse the divine Sophia Loren for looking so uncomfortable," but later reconsidered his opinion and rated it 3 out of 4 stars.[14]

It currently has a very positive rating of 100% "Fresh" on Rotten Tomatoes, though there are not enough reviews for a critical consensus.[2]


Home media

The first English-language DVD release was the basic theatrical release of the film, running for 2 hours 52 minutes, was first issued on DVD in 2004. A French DVD release, with sub-titles and/or French dubbing, and a full stereo soundtrack in both, had appeared in 2001. A deluxe edition containing two-disks and a limited collector's edition containing three disks were released on April 29, 2008, but they do not feature lost footage discovered too late to be included. This footage will be featured in an upcoming edition.[15] The most complete version of the film was released on Super 8mm in the early 1990s, extracted from a 16mm print.[16] The Blu-ray Disc was released in the United Kingdom on May 16, 2011.

See also


  1. "The Fall of the Roman Empire (1964)". The Numbers.
  2. "The Fall of the Roman Empire (1964) - Rotten Tomatoes". Rotten Retrieved July 20, 2015.
  7. Kirk Douglas: Hollywood's Moverick-Agent-Star Haber, Joyce. Los Angeles Times (1923-Current File); Los Angeles, Calif. [Los Angeles, Calif]14 Feb 1971: r11.
  8. "The Fall of the Roman Empire: Limited Edition". La-La Land Records. Archived from the original on October 12, 2012. Retrieved October 19, 2012.
  9. The Fall of the Roman Empire by Harry Whittingtonidem
  10. "'Isabella Of Spain' Samuel Bronston Productions".
  11. Crowther, Bosley. "The-Fall-of-the-Roman-Empire - Trailer - Cast - Showtimes -". New York Bosley Crowther. Retrieved July 20, 2015.
  12. "The Fall of the Roman Empire (1964) - Anthony Mann". Allmovie. Retrieved July 20, 2015.
  13. Leonard Maltin (September 3, 2013). Leonard Maltin's 2014 Movie Guide. Penguin Publishing Group. p. 441. ISBN 978-1-101-60955-2.
  14. Scheuer, Steven H. (September 10, 1989). Movies on TV and Video Cassette 1989-1990. Bantam Books. ISBN 9780553277074 via Google Books.
  15. " The Fall Of The Roman Empire (Two-Disc Deluxe Edition) (The Miriam Collection): Sophia Loren, Alec Guinness, Christopher Plummer, Stephen Boyd, James Mason: Movies & TV".
  16. Winkler, Martin M. (editor, 2009). The Fall of the Roman Empire: Film and History (p. XIII). West Sussex: John Wiley & Sons.
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