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| Elizabeth Taylor | ... | Cleopatra | |
| Richard Burton | ... | Antony | |
| Rex Harrison | ... | Caesar | |
| Pamela Brown | ... | High Priestess | |
| George Cole | ... | Flavius | |
| Hume Cronyn | ... | Sosigenes | |
| Cesare Danova | ... | Apollodorus | |
| Kenneth Haigh | ... | Brutus | |
| Andrew Keir | ... | Agrippa | |
| Martin Landau | ... | Rufio | |
| Roddy McDowall | ... | Octavian - Caesar Augustus | |
| Robert Stephens | ... | Germanicus | |
| Francesca Annis | ... | Eiras, Cleopatra's handmaiden | |
| Grégoire Aslan | ... | Pothinus (as Gregoire Aslan) | |
| Martin Benson | ... | Ramos | |
| Herbert Berghof | ... | Theodotos | |
| John Cairney | ... | Phoebus | |
| Jacqui Chan | ... | Lotos, royal taster | |
| Isabel Cooley | ... | Charmian (as Isabelle Cooley) | |
| John Doucette | ... | Achillas | |
| Andrew Faulds | ... | Canidius | |
| Michael Gwynn | ... | Cimber | |
| Michael Hordern | ... | Cicero | |
| John Hoyt | ... | Cassius | |
| Marne Maitland | ... | Euphranor | |
| Carroll O'Connor | ... | Casca | |
| Richard O'Sullivan | ... | Pharaoh Ptolemy XIII | |
| Gwen Watford | ... | Calpurnia | |
| Douglas Wilmer | ... | Decimus | |
| rest of cast listed alphabetically: | |||
| Elisabeth Welch | ... | Children's nurse (scenes deleted) | |
| John Alderton | ... | 1st Officer (uncredited) | |
| Ronald Allen | ... | (uncredited) | |
| John Alvar | ... | Valvus (uncredited) | |
| Audrey Anderson | ... | (uncredited) | |
| María Badmajew | ... | (uncredited) | |
| Michèle Bailly | ... | (uncredited) | |
| Marina Berti | ... | Queen at Tarsus (uncredited) | |
| Salvatore Billa | ... | Egyptian Slave / Centurion (uncredited) | |
| Bruna Caruso | ... | (uncredited) | |
| Finlay Currie | ... | Titus (uncredited) | |
| Rod Dana | ... | One of Caesar's entourage (uncredited) | |
| Marie Devereux | ... | Bacchanal reveler (uncredited) | |
| Peter Forster | ... | 2nd Officer (uncredited) | |
| John Frederick | ... | Captain Palace Guard (uncredited) | |
| María Luz Galicia | ... | (uncredited) | |
| John Gayford | ... | Guard (uncredited) | |
| Peter Grant | ... | Palace guard (uncredited) | |
| Rosalba Grottesi | ... | Cleopatra's servant (uncredited) | |
| Rupert John | ... | Bit Part (uncredited) | |
| John Karlsen | ... | High Priest (uncredited) | |
| Jeremy Kemp | ... | Agitator (uncredited) | |
| Maureen Lane | ... | (uncredited) | |
| Margaret Lee | ... | (uncredited) | |
| Desmond Llewelyn | ... | Senator (uncredited) | |
| Calvin Lockhart | ... | Bit Role (uncredited) | |
| Loris Loddi | ... | Caesarion at Age 4 (uncredited) | |
| Jean Marsh | ... | Octavia (uncredited) | |
| Kathy Martin | ... | (uncredited) | |
| Luigi Martocci | ... | Marcellus (uncredited) | |
| Gesa Meiken | ... | (uncredited) | |
| Furio Meniconi | ... | Mithridates (uncredited) | |
| Simon Mizrahi | ... | (uncredited) | |
| Violeta Montenegro | ... | Dancer (uncredited) | |
| Boris Nacinovic | ... | Gladiator (uncredited) | |
| Laurence Naismith | ... | Arachesilaus (uncredited) | |
| Kenneth Nash | ... | Caesarion at Age 12 (uncredited) | |
| John Pepper | ... | Caesarion (uncredited) | |
| Paola Pitagora | ... | Cleopatra's servant (uncredited) | |
| Michela Roc | ... | Cleopatra's servant (uncredited) | |
| Del Russel | ... | Caesarion at Age 7 (uncredited) | |
| Sandra Scarnati | ... | Cleopatra's servant (uncredited) | |
| Mike Steen | ... | Undetermined Role (uncredited) | |
| Jack Taylor | ... | Bit Part (uncredited) | |
| Meri Welles | ... | Cleopatra's Handmaiden (uncredited) | |
| Ben Wright | ... | Narrator (voice) (uncredited) | |
Directed by | |||
| Joseph L. Mankiewicz | |||
| Rouben Mamoulian | (uncredited; fired, replaced by Joseph L. Mankiewicz) | ||
| Darryl F. Zanuck | (uncredited) | ||
Writing credits | ||
| Joseph L. Mankiewicz | (screenplay) and | |
| Ranald MacDougall | (screenplay) and | |
| Sidney Buchman | (screenplay) | |
| Plutarch | (histories) and | |
| Suetonius | (histories) and | |
| Appian | (histories) | |
| Carlo Mario Franzero | (book "The Life and Times of Cleopatra") (as C.M. Franzero) | |
| Ben Hecht | uncredited | |
Produced by | |||
| Walter Wanger | .... | producer | |
| Peter Levathes | .... | executive producer (uncredited) | |
Original Music by | |||
| Alex North | |||
Cinematography by | |||
| Leon Shamroy | (director of photography) | ||
| Jack Hildyard | (uncredited) | ||
Film Editing by | |||
| Dorothy Spencer | |||
| Elmo Williams | (uncredited) | ||
Production Design by | |||
| John DeCuir | (as John De Cuir) | ||
Art Direction by | |||
| Herman A. Blumenthal | (as Herman Blumenthal) | ||
| Hilyard M. Brown | (as Hilyard Brown) | ||
| Boris Juraga | |||
| Maurice Pelling | |||
| Jack Martin Smith | |||
| Elven Webb | |||
Set Decoration by | |||
| Paul S. Fox | |||
| Ray Moyer | |||
| Walter M. Scott | |||
Costume Design by | |||
| Vittorio Nino Novarese | (costumes: men) | ||
| Renié | (costumes: women) (as Renie) | ||
Makeup Department | |||
| Alberto De Rossi | .... | makeup artist (as Alberto de Rossi) | |
| Vivienne Walker | .... | hair stylist: Miss Taylor (as Vivienne Zavitz) | |
| Robert J. Schiffer | .... | makeup artist (uncredited) | |
Production Management | |||
| C.O. Erickson | .... | production manager | |
| Forrest E. Johnston | .... | production manager | |
| Saul Wurtzel | .... | production manager: second unit | |
| Francisco Ariza | .... | production manager (uncredited) | |
| Edward Joseph | .... | production manager (uncredited) | |
Second Unit Director or Assistant Director | |||
| Ray Kellogg | .... | second unit director | |
| Andrew Marton | .... | second unit director | |
| Fred R. Simpson | .... | assistant director | |
Art Department | |||
| José Algueró | .... | assistant set decorator: Spain (uncredited) | |
| Ferdinand Bellan | .... | scenic artist (uncredited) | |
| Bill Dennison | .... | chief draughtsman: exteriors (uncredited) | |
| Harold Michelson | .... | storyboard artist (uncredited) | |
| Giovanni Natalucci | .... | set designer (uncredited) | |
| Don Picton | .... | assistant art director (uncredited) | |
| Italo Tomassi | .... | scene painter (uncredited) | |
Sound Department | |||
| James Corcoran | .... | sound recording supervisor | |
| Bernard Freericks | .... | sound recordist | |
| Fred Hynes | .... | sound recording supervisor | |
| Murray Spivack | .... | sound recordist | |
Special Effects by | |||
| L.B. Abbott | .... | special photographic effects | |
| Emil Kosa Jr. | .... | special photographic effects | |
| Herbert Cheek | .... | miniatures supervisor (uncredited) | |
| William F. Mittlestedt | .... | mechanical effects (uncredited) | |
Stunts | |||
| Ken Buckle | .... | stunts (uncredited) | |
| Jack Cooper | .... | stunts (uncredited) | |
| Alberto Dell'Acqua | .... | stunts (uncredited) | |
| Joe Powell | .... | stunts (uncredited) | |
| Nosher Powell | .... | stunts (uncredited) | |
| John Sullivan | .... | stunt double: Richard Burton (uncredited) | |
Camera and Electrical Department | |||
| Piero Portalupi | .... | photographer: second unit (as Pietro Portalupi) | |
| Claude Renoir | .... | photographer: second unit | |
| Bernie Abramson | .... | publicity photographer (uncredited) | |
| Sherman Kunkel | .... | assistant camera (uncredited) | |
| Bob Penn | .... | still photographer (uncredited) | |
Casting Department | |||
| Stuart Lyons | .... | casting consultant | |
Costume and Wardrobe Department | |||
| Irene Sharaff | .... | costumes: Elizabeth Taylor | |
Editorial Department | |||
| Leonard Doss | .... | color consultant | |
Music Department | |||
| Lionel Newman | .... | associate conductor | |
| Alex North | .... | conductor | |
| Henry Brant | .... | orchestrator (uncredited) | |
| Herbert W. Spencer | .... | orchestrator (uncredited) | |
| David Tamkin | .... | orchestrator (uncredited) | |
Other crew | |||
| Hermes Pan | .... | choreographer | |
| Bill Batchelor | .... | publicist (uncredited) | |
| Marie Devereux | .... | stand-in: Elizabeth Taylor (uncredited) | |
| Geoff Freeman | .... | unit publicist (uncredited) | |
| Ralph M. Leo | .... | production accountant (uncredited) | |
| Lucie Lichtig | .... | continuity (uncredited) | |
| Elaine Schreyeck | .... | script supervisor (uncredited) | |
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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.