Carry On Cleo

Carry On Cleo

Original UK quad poster
Directed by Gerald Thomas
Produced by Peter Rogers
Written by Talbot Rothwell
Starring Sid James
Kenneth Williams
Kenneth Connor
Charles Hawtrey
Jim Dale
Joan Sims
Amanda Barrie
Sheila Hancock
Julie Stevens
Narrated by E. V. H. Emmett
Music by Eric Rogers
Cinematography Alan Hume
Edited by Archie Ludski
Distributed by Anglo-Amalgamated
Release dates
  • November 1964 (1964-11)
Running time
92 minutes
Country United Kingdom
Language English
Budget £165,802[1]

Carry On Cleo is a British film comedy which was released in 1964.[2] It is the tenth in the series of Carry On films to be made, and the website ICONS.a portrait of England describes Carry On Cleo as "perhaps the best" of the series.[3] Regulars Sid James, Kenneth Williams, Kenneth Connor, Charles Hawtrey and Jim Dale are present and Connor made his last appearance until his return in Carry On Up the Jungle six years later. Joan Sims returned to the series for the first time since Carry On Regardless three years earlier. Sims would now appear in every Carry On up to Carry On Emmannuelle in 1978, making her the most prolific actress in the series. The title role is played by Amanda Barrie in her second and last Carry On. Along with Carry On Sergeant and Carry On Screaming!, its original posters were reproduced by the Royal Mail on stamps to celebrate the 50th anniversary of the Carry on series in June 2008.


The film opens during Caesar's invasions of Britain, with Mark Antony (Sid James) struggling to lead his armies through miserable weather. At a nearby village, cavemen Horsa (Jim Dale) and Hengist Pod (Kenneth Connor) attempt to alert Boudica of the invasion, but are captured by the Romans.

Once in Rome, Horsa is sold by the slave-trading firm Marcus et Spencius, and Hengist is destined to be thrown to the lions when none agree to buy him. Horsa and Hengist escape and take refuge in the Temple of Vesta. Whilst hiding there, Julius Caesar (Kenneth Williams) arrives to consult the Vestal Virgins, but an attempt is made on his life by his bodyguard, Bilius (David Davenport). In the melee, Horsa kills Bilius and escapes, leaving Hengist to take the credit for saving Caesar's life and to be made Caesar's new bodyguard.

When a power struggle emerges in Egypt, Mark Antony is sent to force Cleopatra (Amanda Barrie) to abdicate in favour of Ptolemy. However, Mark Antony becomes besotted with her, and instead kills Ptolemy off-screen to win her favour. Cleopatra convinces Mark Antony to kill Caesar and become ruler of Rome himself so that they may rule a powerful Roman-Egyptian alliance together. After seducing one another, Mark Antony agrees, and plots to kill Caesar.

Caesar and Hengist travel to Egypt on a galley, along with Agrippa (Francis de Wolff), whom Mark Antony has convinced to kill Caesar. However, Horsa has been re-captured and is now a slave on Caesar's galley. After killing the galley-master (Peter Gilmore), Horsa and the galley slaves kill Agrippa and his fellow assassins and swim to Egypt. Hengist, who had been sent out to fight Agrippa and was unaware of Horsa's presence on board, again takes the credit.

Once at Cleopatra's palace, an Egyptian soothsayer (Jon Pertwee) warns Caesar of the plot to kill him, but Mark Anthony convinces Caesar from fleeing. Instead, Caesar convinces Hengist to change places with him, since Cleopatra and Caesar have never met. On meeting, Cleopatra lures Hengist, who accidentally exposes both Cleopatra and Mark Anthony as would-be assassins. He and Caesar then ally with Horsa, and after defeating Cleopatra's bodyguard Sosages (Tom Clegg) in combat, Hengist and the party flee Egypt. Caesar is returned to Rome, only to be assassinated on the Ides of March. Horsa and Hengist return to Britain, and Mark Antony is left in Egypt to live "one long Saturday night" with Cleopatra.

Background notes

The costumes and sets used in the film were originally intended for Cleopatra (1963) before that production moved to Rome and rebuilt new sets there.[4] Carry On Cleo was filmed between 13 July and 28 August 1964.

The original poster and publicity artwork by Tom Chantrell were withdrawn from circulation after Fox successfully brought a copyright infringement case against distributor Anglo Amalgamated, which found the design was based on a painting by Howard Terpning for which Fox owned the copyright and was used to promote the Cleopatra film.[5][6][7]


  • Brian Rawlinson as Hessian driver
  • Gertan Klauber as Marcus
  • Warren Mitchell as Spencius
  • Michael Nightingale as Caveman
  • Peter Jesson as Companion
  • E. V. H. Emmett as Narrator
  • Judi Johnson as Gloria's bridesmaid (uncredited)
  • Thelma Taylor as Seneca's servant (uncredited)
  • Sally Douglas as Antony's dusky maiden (uncredited)
  • Wanda Ventham as Pretty bidder (uncredited)
  • Peggy Ann Clifford as Willa Claudia (uncredited)
  • Mark Hardy as Guard at Caesar's palace (uncredited)
  • Christine Rodgers as Hand maiden (uncredited)
  • Gloria Best as Hand maiden (uncredited)
  • Virginia Tyler as Hand maiden (uncredited)
  • Gloria Johnson as Vestal Virgin (uncredited)
  • Joanna Ford as Vestal Virgin (uncredited)
  • Donna White as Vestal Virgin (uncredited)
  • Jane Lumb as Vestal Virgin (uncredited)
  • Vicki Smith as Vestal Virgin (uncredited)


Filming and locations



The film was one of the 12 most popular movies at the British box office in 1965.[8]

Colin McCabe, Professor of English at the University of Exeter, labelled this film (together with Carry On Up The Khyber) as one of the best films of all time.[9]

In 2007, the pun "Infamy, infamy, they've all got it in for me", spoken by Kenneth Williams, was voted the funniest one-line joke in film history.[10][11][12]


  1. Robert Ross, ITV-DVD Edition
  2. "Carry On Cleo". BFI.
  3. "Carry On Films". Icon Nominations. United Kingdom: ICONS Ltd. Retrieved 5 June 2009. the 30 Carry On films of producer Peter Rogers and director Gerald Thomas are among the most fondly remembered comedies in British cinema ... Perhaps the best was Carry On Cleo (1964)
  4. "BFI Screenonline: Carry On Cleo (1964)".
  5. Webber, Richard (2008). Fifty Years of Carry On.
  6. Cleopatra Scores Over Cleo in Court The Washington Post, Times Herald (1959-1973) [Washington, D.C] 22 Jan 1965: A16.
  7. Ban on posters for 'Cleopatra' satire The Guardian (1959-2003) [London (UK)] 22 Jan 1965: 5.
  8. "Most Popular Film Star", Times, London, England, 31 Dec 1965, page 13. The Times Digital Archive, retrieved 11 July 2012.
  9. McCabe, Colin (29 January 1999). "Why Carry On Cleo and Carry On Up the Khyber are two of the best films ever". The Guardian.


External links

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