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Henry II
Eleonor of Aquitaine
Princess Alais
Prince Geoffrey
King Philip
Prince Edward,
the Lion-Hearted
William Marshal
Prince John


Executive Producer
Associate Producer
Screenplay by
Based on the play by
Director of Photography
Art Direction by
Set Decorator
Associate Set Decorator
Film Editing by
Sound Recordist
Musical Score
Costume Design by
Production Supervisor
Production Manager
Hair Stylist
Makeup Artist
Assistant Director

Peter O'Toole
Katharine Hepburn
Jane Merrow
John Castle
Timothy Dalton

Anthony Hopkins
Nigel Stock
Nigel Terry,
Kenneth Griffith,
O.Z. Whitehead


Anthony Harvey
Martin Pool
Joseph E. Levine
Jane C. Nusbaum
James Goldman
James Goldman
Douglas Slocombe
Peter Murton
Peter James
Ted Clements
John Bloom
Simon Kaye
John Barry
Margaret Furse
John Quested
Basil Appleby
A.G. Scott
William Lodge
Kip Gowans


Film data

A Martin Poll Production
An Avo Embassy Film
129 minutes on DVD and original release 134 minutes
Produced: October 1967-March 1968
Starting with 2 weeks rehearsals at Haymarket Theatre in London -
end of November 1967 to Admore Studios in Ireland for 8 weeks
before going to France at Montmajour and Tarascon for the final scenes.
Filmed in Abbaye de Montmajour - Arles - Bouches-du-Rhone - France (the castle)
Pembroke Castle - Pembrokeshire - Dyfed - Wales - UK
Rhone River - Bouches-Du-Rhone - France (Eleanor's arriving)
Chateau de Tarascon - Tarascon - Bouches-du-Rhone - France (closing scenes)
Marloes Sands - Pembrokeshire - Dyfed - Wales - UK (beach scene)
Milford Haven - Pembrokeshire - Dyfed - Wales - UK
Other exterior scenes in France, Wales and Ireland
Ardmore Studios - Bray - Country Wicklow - Ireland

Premiere: October 30, 1968


In 1183, the middle-aged Henry II summons his imprisoned wife, Eleanor of Aquitaine, and sons Richard, Geoffrey, and John to make his selection of his successor. They spend the Christmas holidays squabbling and plotting in an attempt to settle the thorny question of the succession to the throne on Henry's death, a succession which affects the fate of both England and France. Young Philip Capet, King of France, and his sister Alais, mistress to Henry and promised bride to Henry's successor, join the regal goings-on with the twelfth century royal family. Eleanor and Henry are torn apart by fierce political ambitions, yet are joined by deep respect and affection. This family reunion is roaring, rambunctious, and revealing.


Critics' reviews

"Miss Hepburn's performance is amazing. Whether coldly scheming source political coup, sincerely or insincerely remorseful over a failed marriage, or - at one dramatic highlight - crying out that people, not abstract causes and material things, are the breeders of war and tumult, she is terrific. Her lightning-bolts flashes of irony show the queen as a woman totally aware."

Thomas Brenman - The Village - 1956
"Miss Hepburn's Eleanor is virtually faultless, with an irrepressible elegance and charm making her thoroughly believable both as a queen and a woman. Here, Miss Hepburn has an advantage in that the part calls for an older woman. At the time of the play, Henry was 50 and Eleanor was 13 years younger. This age difference is important to the play, and in Miss Hepburn's capable hands, it brings a poignancy to the story which was not there on the stage."

John Russell Taylor - The Times - London - 1968
"Arguably, indeed, the performance of her (Hepburn's) career. Playing the relentlessly intelligent, ambitious, cunning, devious, and yet after all, when one least expects it, human and vulnerable Eleanor of Aquitaine she finds possibilities, both in herself and in the text which we would hardly have guessed at. Mr. O'Toole is here transformed: aged to 50, disguised behind a beard, and given an antagonist to his own measure he comes over remarkably well as Henry. The rest of the cast provide, what is required, excellent support. For when we come down to it this film is most importantly a great duet, superbly rendered. Above all, it is Katharine Hepburn's film, and a monument to Katharine Hepburn as a growing, developing, still surprising actress, not merely a monument to a monument."

Judith Crist - New York - 1968
"Miss Hepburn certainly crowns her career as Eleanor, triumphant in her creation of a complete and womanly queen, a vulture mother who sees her sons too clearly, an aging beauty who can look her image in the eye, a sophisticate whose shrewdness is matched only by her humor. A pity it is that Miss Hepburn won an Oscar for sentimental reasons for last year's Guess Who's Coming to Dinner, when this year it would be hers by right of performance!"

Roger Eberet - Chicago Sun-Times - 1968
"One of the joys which movies provide too rarely is the opportunity to see a literate script handled intelligently. The Lion in Winter triumphs at that difficult task; not since A Man for All Seasons have we had such capable handling of a story about ideas. But The Lion in Winter also functions at an emotional level, and is the better film, I think.
One of the flaws of A Man for All Seasonswas that it was so graceful and bloodless. The characters were scrubbed; the sets were ornate; the dialog was delivered as a sort of free verse, especially when Paul Scofield got rolling. In the last analysis, the film provided a civilized version of a story that you sensed was not nearly so civilized at the time.
That's not the case with The Lion in Winter. Henry II rules a world in which kings still kicked aside chickens on their way through the courtyard, and he wears a costume that looks designed to be put on in November and shed layer by layer during April. In this England, 250 years earlier than the time of Thomas More, there are dogs and dirt floors, rough furskins and pots of stew, pigs, mud, dungeons-and human beings. We believe in the complicated intrigue these people get themselves into because we believe in them. They look real, and inhabit a world that looks lived in. The action is mostly contained within one day, a Christmas Eve. Henry II (Peter O'Toole) is 50 years old and wants to choose his heir before he dies. He has three sons: John, his favorite, a sniveling slack-jaw; Richard, the soldier genius; and Geoffrey, reserved and quiet. Henry calls a Christmas court, letting his wife, Eleanor of Aquitaine (Katharine Hepburn) out of prison for the occasion. King Philip of France is also a visitor. He wants to know when his sister will be married to the heir to the throne. But, Henry has not been able to appoint an heir yet, and what's more, the girl's become his mistress.
James Goldman's fine script handles this situation in a series of meetings between the principals. He is as good as Shaw in getting people on and off stage; at one point, he has three people hidden behind tapestries when Henry visits Philip's room, and he gets them all out without faltering in his command of the scene. He gives his characters a most effective language; it seems direct, and yet it has a gracefulness and wit.
I imagine The Lion in Winter will be a leading contender for this year's Academy Award. I'm not convinced it's the best picture of the year, but I think Peter O'Toole's performance is of Oscar quality, and Anthony Hopkins and Timothy Dalton deserve nominations for their supporting roles as Richard and Philip. As for Katharine Hepburn, she is magnificent; what other actress could have played this role? Anthony Harvey, an experienced editor, has performed as a virtuoso in his second film as a director (after Dutchman)."

Geoff Andrew - Time Out
"Domestic squabbles concerning the succession at the court of Henry II in 1183. O'Toole's Henry is a grizzled, decaying old man, a continuation of the same part in Becket. Hepburn won her third Oscar for her role as his wife, Eleanor of Aquitaine. Harvey's direction is intelligent enough, though the reduction of power struggles to fits of personal pique - where the fate of nations hangs in the balance - becomes a little irritating. Enjoyable for its two lead performances, however."

Martie Zad - Washington Post - 1994
"One of the most revered films of all time, The Lion in Winter, re-appears on home video this week in a special 25th anniversary edition. This reissue rekindles memories of what a classic this movie really was, with hallmark performances from Peter O'Toole and Katharine Hepburn and the film debuts of Anthony Hopkins, Timothy Dalton, Nigel Terry and John Castle.
The role of Eleanor of Aquitaine brought Hepburn her third of four Oscars.
The film earned two other Academy Awards, for James Goldman for best screenplay and John Barry for best score for a nonmusical. There were four additional Oscar nominations, for best film, best actor (O'Toole), best director (Anthony Harvey) and best costume design (Margaret Furse).
Rather than selecting well-known actors for supporting roles, Harvey opted for theater actors -- thus Hopkins, Dalton, Terry and Castle. Hopkins was appearing at London's National Theatre and needed the permission of Sir Lawrence Olivier to leave and appear in the film. Olivier was reluctant, but finally agreed that Hopkins could make the film during the day if he flew back from Ireland, Wales and France for his evening stage performances in As You Like It and Much Ado About Nothing.
Hepburn was immediately attracted to her character, admiring her spirit. 'I think she had something I've always held up as important: love of life but without sentimentality. She was something I've always tried to be -- completely authentic. She went after power and got it; she was intelligent but more importantly, she was physically strong. How else could she live to such a great age?'
Production on the film was packed into a 12-week schedule. Reportedly, O'Toole and Hepburn went out of their way to create a happy-family air on the set. [Webmaster's note: This is so not true - they became fast friends]
On the first day, Harvey found a calming note that Hepburn had slipped under his door. It read: 'I hope the stars, the moon and the sun are with you. I trust you completely.'" [see Anthony Harvey below]

Kieth Dudhnath - Eye for Film
"It's Christmas in the court of King Henry II (Peter O'Toole). The King of France (Timothy Dalton) is visiting and wants his sister, Henry's mistress, to marry one of Henry's sons.
The three sons, Richard (Anthony Hopkins), Geoffrey (John Castle) and John (Nigel Terry) come to see who will be the king's heir and who will marry Alais (Jane Merrow). For the sake of appearances, Henry releases his wife (Katharine Hepburn), whom he has kept imprisoned for 10 years - and you thought soap operas were convoluted!
The Lion In Winter is a film made stunning by the performances of Hepburn and O'Toole. They both thrive on James Goldman's tight script. Hepburn deservedly won her third Oscar for her portrayal of Eleanor of Aquitaine. She conveys superbly the strength and vulnerability that made this woman such an inspiring historical figure.
O'Toole gives the performance of his career - yes, even better than Lawrence of Arabia. His Henry II is an immense character, whose scheming intelligence is forever burning behind his eyes. Pure brilliance.
On occasions, the supporting cast err less toward the grandiose than the hammy. More often than not this is rescued by a deft line, or an inspired delivery by another actor. These inconsistencies in performance don't spoil the film, but they do prevent it from achieving perfection.
Anthony Harvey's direction allows the emphasis to fall upon the performances, the sets, the script, without feeling the need to stamp his mark across the production. He has a tendency to overuse the zoom, but other than that, there's nothing he could have done better.
A wonderful film that you simply must see."

What Kate had to say

Katharine Hepburn
In treatment

What fellow actors, the director and friends had to say

Timothy Dalton
"My first shooting in the movie was virtually my first scene, in which I'm introduced to the entire family. The camera was pointing towards them over my shoulder. I was standing off-camera playing the scene for them. That took most of the day. We never got to me; they said they would do that tomorrow morning. They dismissed Katharine and said she didn't need to come in. And she said, 'But you're turning around on Timothy. I'm coming in.' So she came in to give one line off-camera."

Timothy Dalton
"Katharine was unbelievably professional. She was always on time. In fact she was always early. And I asked her about this, and she said, 'I hate to be kept waiting myself and I don't see why I should impose that on anybody else.'"

Anthony Harvey
"I took her a bunch of roses, which she immediately threw on the floor and said they were terrible. 'They’ve got wires in them.' I thought, This is very difficult."

Anthony Harvey - Interviewed by Gary Carey
"A passion for life, that is the thing about Katharine Hepburn. She adores every moment. She is always amazed."

Anthony Harvey
"In the mirror scene in The Lion in Winter I thought that it was quite important for her to be enormously vulnerable. She wanted to play it very strong. I stuck to my guns and some days passed and we shot other scenes. Finally Kate said, 'I'll compromise,' and I said, 'I don't think that will work either.' Four more days passed, and she finally said, 'All right. We'll try it.' She was of course quite ravishing, and that night she put a piece of Kleenex under my hotel door that said, 'I hope the sun and the moon and the stars are with you forever. I trust you. Kate.'"

Anthony Harvey
"Kate called O'Toole 'Pig,' and O'Toole called Kate 'Nags.' Whenever there was some disagreement she would say, 'Oh, listen to Tony and shut up.' It was a great love-hate relationship. One day, O'Toole went off to makeup to play some blackjack, and Kate said, 'Where in the hell is he?' She searched all of the set, found him in a trailer. She had a bag over her shoulder and gave him an enormous whack. Some hours later, O'Toole arrived, covered in bandages. Overplayed it. Of course, everybody laughed."

Anthony Harvey
"I called Kate in New York about four in the morning, because I thought she'd be thrilled to know that she had won [the Oscar for The Lion in Winter]. 'What time is it? Oh, for God's sake, I am asleep. Just put it in a bag or something,' she said. I put it in a brown paper bag and ten years later, we were sitting around one evening, and she was looking for some chocolates, and there was this bag, with the Academy Award still there."

Anthony Harvey
"Working with her [Hepburn] - is like going to Paris at the age of seventeen and finding everything is the way you thought it would be."

Anthony Hopkins - Interviewed by Ruben V. Nepales (Inquirer) - 2007
Is it true that your characterization of Hannibal Lecter in The Silence of the Lambs was inspired by Katharine Hepburn and Truman Capote? No, neither (laughter). The press got it wrong. When I was reading the script, I sensed that Lecter was a machine, almost like a killing machine, very brilliant. So I based his voice on computer voices in 2001, that disembodied, dehumanized man.
Speaking of Hepburn, you worked with her as a young actor. What was your impression of her?
Spencer Tracy had just died so she was feeling a lot of grief. But it was a thrill to work with her because she was this big, legendary star. I was 28. I played the son. When I had to have lunch with her, I was scared as hell. I expected her to turn up in black dresses but she was dressed like a jungle soldier, like a mercenary.
She had this cap on which belonged to (Humphrey) Bogart in The African Queen. She had a shirt from Spencer Tracy. Her look was a mess but she was a great eccentric, a strong woman who stood up for her principles back in the big Communist witch hunt days. She was pretty tough, really terrific. She was like Bogart and Bette Davis, all those powerful stars. They don't make them like that anymore."

Peter O'Toole
"Working opposite her was extraordinary. With her you have to be one hundred per cent or forget it. She's like a bloody poultice: she pulls a performance out of you."

Peter O'Toole
"Marvellous Kate. She's perfect. Incapable of being disloyal or telling a lie. I love her. A few years ago, Spencer Tracy wouldn't have stood a chance. I would have chopped his head off. Or broken his fingers. All of them, one at a time." [Webmasters note: Peter O'Toole would later name his daughter after Kate.]

Peter O'Toole - A conversation with Actor Peter O’Toole at Charlie Rose - December 19, 2000

TAPE is shown from The Lion in Winter.
    Eleanor: My Richard is the next king, not your John. I know you, Henry. I know every twist and bend you've got, and I'll be waiting
                 round each corner for you.
    Henry:    Do you truly care who's king?
    Eleanor: I care because you care so much.
    Henry:    Don't fight me, Eleanor.
    Eleanor: What would you have me do... give out, give up, give in?
    Henry:    Give me a little peace.
    Eleanor: A little? Why so modest? How about eternal peace? Now, there's a thought.
    Henry:    If you oppose me, I'll strike you any way I can.
    Eleanor: Henry?
    Henry:    Madam?
    Eleanor: Did you ever love me?
    Henry:    No.
    Eleanor: Good. That will make this pleasanter.

TAPE ends

Charlie Rose:   "She wanted you?"
Peter O'Toole: "No it was the other way around."
Charlie Rose:   "You wanted her."
Peter O'Toole: "Happily - Yeah. It was a play that I had read and it’s called A Day In The Life of Henry the II and I thought - well this is a
                         film. This is a film - but what it needs is someone to play Eleanor. You can’t … yes it was gone be Vivien Leigh or it had
                         to be one of the great - real great beauties. Women..... The hole film revolves around Eleanor the queen - and at the
                         center a wonderful eccentric attractive woman.
Charlie Rose:   "It sounds like Kate Hepburn to me."
Peter O'Toole: "Jesus what a girl! What a girl. And Spencer died. I remember once - few years - quite a few years before - seeing a car
                         parked on Hampstead Heath and inquisitive wondering, who is in that parked car.
                         And it was Spencer Tracy and Kate Hepburn. They weren’t driving - just sitting looking at the sunset. And I felt intrusive
                         - which I was. So I wandered away. But I could see this extraordinary affection between them and calm. Well after
                         Spencer’s death, I got to know Kate quite well. Kate was in Martha’s Vineyard. The widow who couldn’t mourn."
Charlie Rose:   "Because the wife mourned."
Peter O'Toole: "Right. And I had just read this - so I thought just - well Kate. I just sent it to her. Stop moping and read this or words
                         with that effect. We could speak on those terms to each other. The phone rang maybe teen days - two weeks later
                         "Hello Pig, do it before I die.""

TAPE is shown from The Lion in Winter.
    Eleanor: You still care what I do.
    Henry:    I want the Aquitaine for John! I want it, and I'll have it.
    Eleanor: Is that menace you're conveying? Is it to be torture?
    Eleanor: Will you boil me or stretch me... which? Or am I to be perforated?
    Henry:    I have the documents, and you will sign.
    Eleanor: How will you force me to... threats? "Sign or I refuse to feed you. "
                 Tears? "Oh, sign before my heart goes crack. "
                 I'm like the earth, old man...there isn't any way around me.
    Henry:    I adore you.
    Eleanor: Save your aching arches. That road's closed.
    Henry:    I have an offer for you, my dear.
    Eleanor: A deal? A deal?
    Eleanor: I give the richest province on the continent to John for what?
    Eleanor: You tell me, mastermind, for what.
    Henry:    Your freedom.
    Eleanor: Oh…………

TAPE ends

Peter O'Toole: "Yes - The glorious Kate - she is one of the great jewel’s of the United States. When your country - which is a young
                         country can’t define it selves - and it will in time - you will honor people like Kate. That’s the American spirit."

Peter O'Toole - An hour with Actor Peter O’Toole at Charlie Rose - May 6, 2002

Charlie Rose:   "The Lion in Winter - let’s talk a little abort that. Where do you rank that movie?"
Peter O'Toole: "High."
Charlie Rose:   "High."
                        "Kate - You got Kate into it - or she got you into it?"
Peter O'Toole: "Kate had just lost Spencer and Kate and I had known each other since the 50s. Hmm she was very kind to me, when I
                         was a young actor. She would come and see performances on the stage. It was the first time that I meet her. Oh dear -
                         yes I will tell you, why not. Hmm - no I won’t ."
Charlie Rose:  "Oh come on. You can talk to me."
Peter O'Toole: "OK - it was after the show and there were no lavatories in the theater and I was peeing in the sink. And a voice said:
                         "Hello, my name is Kate Hepburn." Oh dear, and I had to withdraw and pretend I was washing my hands. So that was
                         my meeting with Kate. Hello how do you do!
                         Spencer was gone. This script came my way. Joe Levine produced it - it had been a play on Broadway. George Scott
                         had done it out of NY. It was then called A Day In The Life of Henry the II - which is really an accurate title. I thought
                         there was really only one person who could play Eleanor and that is Kate. Nobody else can - nobody else. Oh dear she
                         is in mourning - I knew that.
                         Incidently as you know - Kate is alive."
Charlie Rose:   "She lives in Connecticut most of the time?"
Peter O'Toole: "She does. She won’t mind me telling this. I thought oh yes - I will try and she was in Martha’s Vineyard. She was the
                         widow, who couldn’t mourn. With no real hope of her doing anything. About two weeks later the phone rang, "Hello Pig"
                         - she called me the pig - "Hello Pig, do it before I die." And that is how we started."
Charlie Rose:  "That’s right - and that is how you came to do the film?"
Peter O'Toole: "Oh yeah. Beautiful written - beautiful directed - an excellent acted. Just think of it - the cast, we had the future James
                         Bond, Timothy Dalton - we had the future real big actor Anthony Hopkins, playing our children."
Charlie Rose:   "Dalton and Hopkins playing the children - you and Kate."
Peter O'Toole: "And lovely actor Terry - another actor called John Castle - all of whom are doing …- they are not big stars but they are
                         doing very well and have distinguished careers."

TAPE is shown from The Lion in Winter.
    Eleanor: Your sons are part of you.
    Henry:    Like warts and goiters, and I'm having them removed.
    Eleanor: We've made them. They're our boys.
    Henry:    I know, and good God, look at them.
                 Geoffrey... there's a masterpiece. He isn't flesh, he's a device. He's wheels and gears.
                 And Johnny... was his latest treason your idea? I caught him lying, and I've said, "he's young." I found him cheating, and I've
                 said, "he's just a boy." I've watched him steal and whore and whip his servants, and he's not a child. He's the man we made
    Eleanor: Don't share John with me. He's your accomplishment.
    Henry:    And Richard's yours. How could you send him off to deal with Philip?
    Eleanor: I was tired. I was busy. They were friends.
    Henry:    Eleanor, he was the best. From the cradle on, you cradled him. I never had a chance.
    Eleanor: You never wanted one. How do you know? You took him.
    Henry:    Separation from your husband you could bear, but not your son.
    Eleanor: Whatever I have done, you made me do.
    Henry:    You threw me out of bed for Richard.
    Eleanor: Not until you threw me out for Rosamund.
    Henry:    It's not that simple. I won't have it to be that simple.
    Eleanor: I adored you.
    Henry:    Never.
    Eleanor: I still do.
    Henry:    Of all the lies, that one is the most terrible.
    Eleanor: I know. That's why I saved it up for now.

TAPE ends

The Script

I could take defeats like yours and laugh. I've done it.
If you're broken, it's because you're brittle.
I've lost.
You won.
And I can't ever have you back again.
You're all that I have ever loved.
Christ, you don't know what nothing is.
I want to die. No, you don't. I want to die. I'll hold you. Henry, I want to die. Eleanor. I want to die.
Let me hold you.
I want to die.
You will, you know, someday.
Just wait long enough, and it'll happen.

So it will.
We're in the cellar, you're going back to prison,
my life is wasted, we've lost each other, and you're smiling.

It's the way I register despair.
There's everything in life but hope.
We're both alive.
And for all I know, that's what hope is.
We're jungle creatures, Henry, and the dark is all around us.
See them....... in the corners?
You can see the eyes.
and they can see ours.
I'm a match for anything.
Aren't you?

I should have been a great fool... not to love you.
You'll let me out for easter?
Come the resurrection, you can strike me down again.
Perhaps next time I'll do it.
And perhaps you won't.
You know, I hope we never die!

So do I.
You think there's any chance of it?

The entire transcript can be read on Script-O-Rama's fantastic site.

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