Bronston had wanted to reunite his El Cid stars, Charlton Heston and Sophia Loren, for a follow-up epic, but the enmity between these two legends is something of a legend itself, and the deal with Heston never materialized for that and a number of other reasons (even though he had done 55 Days at Peking for Bronston). According to the commentary, Bronston next courted Kirk Douglas for the leading role but came up empty again. A lot of the fault that various naysayers have lain at Empire's feet over the years has been at the expense of third choice leading man Stephen Boyd, who, despite a career with sporadically impressive performances in some very big films, never rose to the epic proportions of Heston's film persona. There's no denying that Boyd is patently wooden at times, especially in his opening scenes, but one can also make the case that Loren is also not at her best in this film, with some truly strange line readings that I personally attribute to the freezing cold temperatures a lot of this section of the film was shot in. Even though Loren at least is wrapped in a luxurious fur coat, there's no mistaking the honest to goodness real life steam escaping from her mouth each time she speaks. So I at least am willing to cut the actors a little slack, at least in the snowy outdoor scenes that populate the film's first half.

Empire, like the film many claim is its remake, Gladiator, mixes real-life, if fictionalized, characters like Emperor Marcus Aurelius (Alec Guinness in a beautiful performance, weather be damned) with out and out fictional characters like Boyd's Livius, whom Aurelius, near death, wants to assume the reigns instead of his own son, Commodus (Christopher Plummer). Loren portrays Aurelius' daughter and Commodus' sister, Lucilla, who finds herself about to be given away in an arranged marriage to an Armenian prince (Omar Sharif), despite her love for Livius. When Aurelius dies as a result of a murder conspiracy without having publicly named Livius as his heir, Commodus, not exactly a model of Roman wisdom and largesse, assumes the throne and the battle is on. There are some shortcomings in the writing of all of these major characters, though Aurelius is the most fully developed, somewhat strange since he exits the movie fairly early on. Commodus' evil underpinnings are hinted at, if not very explicitly, before they erupt in the second half of the movie, but Livius' character is just plain bland--a generic, heroic leading man, not given much extra "oomph" by Boyd's stilted performance. Loren, once she gets inside where she's not freezing, does some very nice work, especially with Guinness after he gives her away to Sharif. Plummer does a neatly creepy job portraying the seedy underbelly of a character whose villiany is underwritten in the first half and then overwritten in the second. Guinness, though, is the heart and soul of the film, though his demise limits his performance to the early scenes. Sad-eyed yet resilient, his Aurelius stands in stark contrast to Richard Harris' in Gladiator (and in an interesting synchronicity, Harris was approached to play Commodus in this film). As is typical with these hugely budgeted and equally hugely cast features, the supporting players come and go with sometimes only a line or two to define their characters. That said, the supporting cast is full of superb character actors, including Mel Ferrer as a blind soothsayer (and murderer of Aurelius) and James Mason as a Greek slave and Aurelius' aide, as well as a nasty Anthony Quayle as Commodus' chief gladiator-warrior.

The film is notable in many respects, not the least of which is its gargantuan scale. Bronston spared no expense making this film (as I suppose is obvious from his impending bankruptcy), momentarily flush as he was from the recent success of El Cid, and the dollars and/or pesos show in every frame of The Fall of the Roman Empire. In fact the film still holds the record for the largest set ever built for a film, and the sweeping vistas of both the northern front battlements and the Roman Forum itself will take your breath away, especially when you remember there's not one pixel of CGI (or even traditional matte paintings) here. Add to that a literal cast of thousands, with some rousing battle scenes, a sort of perfunctory chariot race that Boyd doesn't outright lose this time (as he famously does in Ben Hur), and there is a pageant to keep any eye feasting from virtually the first frame to the last. Director Anthony Mann raises his El Cid bar a notch or two higher with some unbelievably huge crowd scenes (Bronston paid Spanish tourists to perform as extras, another brilliant marketing tool), and has a firm grasp on the action scenes, though the sudden zooms in the skirmish with the Barbarians look decidedly odd in the UltraPanavision aspect ratio.

Empire is also rightly famous for its absolutely Brucknerian score by Hollywood legend Dimitri Tiomkin. Now I am a huge fan of Tiomkin's music generally and even specifically in this film, and I may raise some hackles of fans here, but I'm going to state what may be a sacrilege. Tiomkin's score, no doubt brilliant and bombastic with its massed horns and thundering organ, while one of his best, is also jarringly anachronistic at times, much like I often find Maurice Jarre's scores for David Lean's epics. Though Tiomkin crafts a lovely and haunting love theme (heard over the main credits and again throughout the film), the bulk of the score is comprised of short motivic statements that while compositionally sound may leave some listeners craving the romantic overkill of a good Rozsa melody. There are also some patently peculiar orchestration choices, like hammered dulcimers, that seem strangely out of place for a Roman epic. All of this said, this is the pinnacle of Tiomkin's composing career, at least on a canvas of this epic scale. Pay attention during the credits and notice that the music editing was done by one George Korngold--yes, that is indeed Erich's son, who also produced the soundtrack recording that received a brief LP release in its day and is virtually impossible to find on CD now. There actually was so much music composed for this film that a whole second CD was released many years ago to give the obsessive audiophiles out there as much of an Empire fix as possible.

The Fall of the Roman Empire is probably the prime example of that oft-quoted rubric, "the kind they don't make anymore." Managing to tell an at least fitfully interesting personal story woven into a gigantic tapestry of world-shaking events, the film is notable for its left-leaning, One World ethos, courtesy of blacklisted screenwriter Ben Barzman with an assist from Philip Yordan. Historian Will Durant also lent his expertise to the film (though he was evidently less than pleased with the liberties taken with the historical record), so there is no dearth of a sense of time and place throughout the film. Though it was released probably a year or two too late to capture an audience that had moved on to other genres, Empire is a colossal entertainment of the grand scale that, well, they don't make anymore.

The DVD

Video:
There's good news and bad news with Empire's transfer. The good news is that we finally get a chance to see Mann's epic canvas in its original 2.35:1 ratio. The bad news is the color is not all it could be, with a tendency toward browns, and there are some occasional contrast problems in some outdoor scenes (notice especially the massed warriors during the Barbarian skirmish--the trees in the background virtually fade into the sky). There is also some occasional aliasing (notice the vertical lines on the northern front fortress). On balance, the positives outweigh the negatives and this is certainly the best this film has looked on home video.

Sound:
The remastered 5.1 soundtrack is incredibly robust, with fantastic separation and fidelity. Listen in the battle scenes for the sounds of the marauders moving between channels, or in the chariot race, the great snap of the whips. Then there's Tiomkin's music, which is quite simply overwhelming at times. The Intermission music seems to be strangely damaged, with some aural wobble producing some awfully strange tonalities at times. There are English and Spanish subtitles.

Extras:
Miriam/Genius really went all out on the extras on the 3 disc set, upping the ante from their equally excellent El Cid release of a few months ago. Disc One and Two feature an excellent and informative commentary by Bronston's son, Bill, and Bronston biographer Mel Martin. Disc One also has a nice promo piece released at the time of the film's production. For accurate flesh tones, watch this short and then go back to the main feature to see why the color on the main feature leaves something to be desired. Disc Two has four excellent featurettes, one a making-of documentary, one looking at the "facts and just the facts" of the actual decline of the Roman Empire, one illuminating how Hollywood changes those facts to suit its dramatic whims, and my personal favorite (akin to the Rozsa documentary on El Cid), a loving tribute to the great and underappreciated genius Dimitri Tiomkin. The bonus Disc Three contained in the Limited Collector's Edition has three sort of funny documentaries filmed on the set by Encyclopedia Brittanica that will take those of us of a certain age right back to our school days in the blink of an eye. While "Life in Ancient Rome," "Julius Caesar" and "Claudius" may be curiosities to some, they're fun, if dated, and provide some passingly interesting information. The boxed set also includes six postcards and a cool little reproduction of the original souvenir book which was sold during the original roadshow presentation.

Final Thoughts:
Most Bronston fans probably rate El Cid as his greatest achievement, but The Fall of the Roman Empire has always held a special place in my heart, if only for its mind-boggling scale, visuals and that overpowering Tiomkin score. Any fan of the megahit Gladiator should see this film for another take on basically the same history, but really any fan of historical epics will find enough to gawk at and listen to in this film that any qualms about its shortcomings will probably fade into the background. Highly recommended.

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"G-d made stars galore" & "Hey, what kind of a crappy fortune is this?" ZMK, modern prophet