Last Words of the Emperor Marcus Aurelius. Eugène Delacroix, 1844. Musée des Beaux-Arts, Lyon. Public Domain. {{PD-1996}}

Hollywood and History: The Fall of the Roman Empire

by Jonathan Northridge


The 1964 epic film, The Fall of the Roman Empire (directed by Anthony Mann) presents the era of Commodus’ rule as the origin point for the collapse of the once-great empire. This paper will strive to provide a thorough understanding of the film through an analysis of a few of the ancient sources on which it is based, as well as interpretation the film itself and the context in which it was released. Please note that the version of the film discussed here is the original 1964 theatrical version, and please refer to the “Works Cited” at the end of this paper to see which translations of the ancient sources were used in this analysis.

Plot Outline

The film begins with an even-tempered Marcus Aurelius (Alec Guiness) positioned on the Northern frontier of his empire in a Roman fort in 180 A.D. Despite the hostilities between the barbarians to the North, Marcus Aurelius insists that their leader Ballomar (John Ireland) be brought to him alive so that they can arrange a peace treaty and welcome the barbarians into the empire instead of continuing bloodshed.

Unfortunately, Marcus Aurelius has fallen ill, which he openly acknowledges to his servant and loyal friend Timonides (James Mason), and to the romantic leads in the film—his beautiful and strong daughter Lucilla (Sophia Loren) and the protagonist of the film, his friend Gaius Livius (Stephen Boyd), a high-ranking commander of the northern army. Marcus Aurelius’s illness forces him to ponder what will happen to the empire after he passes away; Livius embodies the same thoughtful and stoic nature of Marcus Aurelius, while his own son Commodus (Christopher Plummer) is, in Marcus’ words, “only interested in games and gladiators.” Because of this, he secretly names Livius to be his heir in order to prevent Rome’s collapse.

After a few weeks at camp, Commodus, the Emperor’s son and current heir (Marcus has not publicly announced his decision yet), arrives with an entire contingent of gladiators, including his advisor, Verulus (Anthony Quaylye). Commodus constantly criticizes the stoic nature of his father, and is dismayed when he learns that he is not going to be the next Caesar. He tries to prove himself in battle, but his gladiator army lets him down. Unfortunately, sympathizers of Commodus learn that Livius is to be the next Caesar, and they poison Marcus before he makes the public announcement naming Livius the next Caesar. Knowing that it is futile to pursue the throne without evidence of Marcus’ backing, Livius proclaims Commodus to be the new Emperor of Rome, and Commodus declares Livius second only to himself.

The second act of the film begins with Commodus’ procession into Rome as Caesar. The crowd adores him. He announces that games will be held to make Rome great again, and they will be paid for by increasing taxes on the eastern provinces of the empire. Commodus is warned by one of his advisors that the eastern provinces are in a famine, and responds by threatening war unless the taxes are paid. Lucilla recognizes that her brother is unfit to rule, and delivers her father’s Meditations to the Senate in an effort to preserve Rome’s integrity.

Meanwhile, Livius is once again on the Northern border of the empire, desperately trying to end the conflict with the German tribes. As the army marches through the forest they come across human sacrifices, which a soldier comments is “barbaric.” Suddenly, the Germans reveal themselves and a battle ensues. Livius tries to tell the Germans that they will not live as slaves under Roman rule (to the objection of a few of his soldiers), and the Romans eventually surround the Germans, who are hiding in a cave with the captured Timonides. Timonides is able to sway the barbarians to join the Romans by showing strength and restraint while they torture him.

Livius and Timonides return to Rome with the Germans to seek citizenship for them. Commodus tries to get Livius to back down by promising to give Lucilla back to Livius. However, Livius and Timonides appeal to the Senate anyway. The Senate initially refuses their desires on the grounds that they are preserving the integrity of Roman citizenship, however, once an old Senator illustrates that by refusing citizenship to the Germans they are stymying their own growth, the Senate sides with Livius. This infuriates Commodus, who strips Livius of his rank and banishes him to the northern army forever, and marrying Lucilla off to the king of Armenia.

Screenshot of Commodus attending the senate.
Commodus attends the senate.

The third act opens with the Germans enjoying Roman citizenship, and Livius being summoned back to Rome by Commodus. In Rome, pestilence and famine have plagued the city, and the eastern provinces (along with the eastern army) have begun a rebellion against the empire. Commodus asks Livius to lead the Northern army against the rebels, to which Livius grudgingly agrees.

In the East, Livius enters a parley with the provincial leaders, and is met by the now rebellious Lucilla. A battle breaks out; Livius wins, but he decides to join Lucilla in her new political alignment. He plans to march on Rome and stop Commodus from ruining the empire. When Commodus hears of this, he destroys the German camp (along with Timonides) to goad Livius into challenging him.

Livius returns to Rome alone (with Lucilla and the army stationed outside), and finds an alarmingly deranged Commodus, who feels invulnerable and has begun comparing himself to the gods. At the Senate assembly, Livius tries to get the Senate to overthrow Commodus, but they ultimately refuse due to political corruption. Commodus orders a pyre to be built for a human sacrifice (of Livius and his sympathizers). Commodus also buys the loyalty of Livius’ army as well, further illustrating the corruption that is rampant in Rome at this point.

Lucilla enters Rome, and learns that Verulus is Commodus’ real father, not Marcus (thus making Commodus an illegitimate emperor). Commodus overhears this and kills Verulus so the secret will not get out. Lucilla joins Livius on the pyre, but Commodus challenges Livius to a gladiatorial fight to the death to cement his position as an invulnerable god. Livius kills Commodus, and escapes with Lucilla while the pyre burns. The Senators compete to buy the captain of the guard’s endorsement as the next Caesar, and the film ends with the narrator claiming, “This was the beginning of the fall of the Roman Empire. A great civilization is not conquered from without until it has destroyed itself from within.”

Ancient Background

The film drew from many historical documents and references to shape its own narrative and present a compelling story. By outlining a few of the primary texts that the creators utilized, one can gain a better understanding not only of the story that the filmmakers wanted to illustrate, but also the firsthand perspectives of those involved.

Marcus Aurelius’s Meditations

In the Meditations, Marcus Aurelius reveals the stoic philosophy that guided him throughout his life. He abstracts the concept of perception by illustrating an objective point of view; how different incenses on an altar can fall before another one does, but it should not make any difference to the observer (M. Aurelius 4.15). The goals of Roman Stoicism were to attain tranquility, fearlessness, and freedom through proper perception (observation with reason over emotion), action (living in accordance with Nature, working for a collective good), and will (determining what is in our control and the extent that it affects us).

In the Meditations, he presents summaries and examples for each of these paths to the ultimate goal. He outlines very clearly the idea of action in Roman Stoicism, “Because most of what we say and do is not essential. If you can eliminate it, you’ll have more time, and more tranquility.” (ibid. 4.24). As for will, he challenges himself by asking if outside influences, or things not under his control, have a negative effect on his character, one of the few things he does control  (4.49a).

The film incorporates Marcus’ devotion to this philosophy (and the principles of it) beautifully. The best example is when Marcus is contemplating his mortality before he is poisoned (~57 minutes). Instead of just showing Marcus as being a devout follower of this philosophy, it shows his struggle to follow it, which is a more dramatic and interesting event to observe. His resolution to meet death graciously cements the ideas outlined in his Meditations, and prepares the viewer to witness the reversal of Marcus’ ideals.

It is also important to note that in the film, Lucilla takes the physical Meditations to her friends for safekeeping after Commodus is declared Caesar (~83 minutes). She delivers them while saying to her friends in the Senate, “Let these not be destroyed, for this is Rome.” She anticipates that Commodus is unfit to rule, and wants to preserve the thoughts of her father in an effort to hold onto the good that he had done. While a touching moment for the character, it also provides the viewer with what the filmmakers determined to be the antithesis to the fall of the empire (embodied by Commodus).

Cassius Dio’s Roman History – Epitome of Book LXXIII

Cassius Dio’s biting commentary on the reign of Commodus provides us with a personal account from a witness of the emperor’s antics. Dio is almost relentless in his criticisms of the son of Marcus Aurelius; after Commodus became emperor, Dio claims that his political enemies were put to death (Dio 4.1). Dio also takes care to emphasize the gladiatorial interests of Commodus. He mentions how Commodus loved the spectacle, but did not follow the rules of the sport; he would slaughter animals without putting himself in harm’s way (ibid. 18.1), and demand an exuberant sum of money in comparison to the other fighters (ibid. 19.3). His absurd actions in the gladiator ring resulted in his ostracism due to fear and humiliation from both the common people and from his political contemporaries (ibid. 20.1-2, 21.1-2). To stop the rampant depravity and corruption in Rome and throughout the empire, Commodus was eventually assassinated by Narcissus in the bath after several other failed attempts by his political contemporaries (22.3-6).

In the film, Commodus is presented a little tamer than in Dio’s account. His affinity for the gladiators is explicitly stated by his father (~26 minutes) when he first arrives at the northern frontier (with a gladiator army in tow). We also see him training with gladiators in Rome after he becomes emperor (~95 minutes); however, the film lacks  any indications that he acted out during these games. Commodus also exhibited a few measures of self-indulgence and depravity in the film, such as forcing the starving eastern provinces to provide grain for games in his honor. He only turns murderous toward the end of the movie (Verulus at ~153 minutes, human sacrifice at ~149 minutes) after he has been driven completely over the edge. In the film, Commodus is ultimately killed by Livius in a respectful one-on-one gladiatoral fight (~163 minutes).

The reason for this treatment can be found in both the context that the film was released, and in the reconstruction of the narrative by the filmmakers to fit the action/adventure genre and their personal statements. Firstly, the heinous acts outlined by Dio could not have been depicted in a major Hollywood film in 1964 due to what was acceptable to portray in a film at the time. However, by having Commodus initially represented as misguided, the character development (or perhaps more appropriately, deterioration) provides the audience with a benchmark to observe Rome’s descent into depravity. When he announces that he is a god and demands human sacrifice towards the end of the film (~149 minutes), the viewer realizes how far he (and the Roman Empire) has fallen. And in making his death a result of the one-on-one fight against the honorable protagonist, Livius, the audience is presented with the classic hero-definitively-triumphing-over-evil trope that is the standard in the action/adventure and sword-and-sandal genres. The filmmakers decision to portray Commodus as the illegitimate son of Verulus instead of Marucs Aurelius, also underscores for the audience that Livius is in the right, and the true representative of Rome (a common action/adventure convention.)

Historia Augusta – Life of Commodus

The Historia Augusta “Life of Commodus” explicitly describes the Emperor as being deranged and murderous (H.A. 5.4-6). After becoming emperor, he abandoned his father’s war on the northern frontier and relented to the barbarians’ demands in order to go back and have fun in Rome as Caesar (ibid. 3.5-6). It provides a list of murders and depraved acts that Commodus supposedly carried out. He is said to have murdered at least 20 of his friends while trying to replace his former co-commander (Cleander) and intended to kill 14 more (ibid. 7.4-8). The Historia Augusta also describes his affinity for gladiator combat, “He regularly took part in the spectacles, and as often as he did so, ordered the fact to be inscribed in the public records. It is said that he engaged in gladiator bouts 735 times.” (ibid. 11.11-12).

Besides the character description of Commodus, “The Life of Commodus” also sheds light on some of the material that the filmmakers most likely took into consideration for The Fall of the Roman Empire. He exiled (and later killed) his sister Lucilla, after she tried to lead a rebellion against him (ibid. 5.7). He demanded sacrifices as a god, albeit not human sacrifices (9.2). There is even a mention of the corruption in the state as well; at one point the Senate agrees to rename Rome after Commodus (Commodiana) and begins calling him a god (ibid. 8.9, 9.2).

The biography also includes a speech, in chapter 19, made by Marius Maximus in the Senate after Commodus’ death. In it he condemns and denounces the mad emperor’s entire rule, while ordering that “memory of the murderer and gladiator be utterly wiped away.” (19.1).

The film’s portrayal of Commodus’ life is once again slightly different than the one provided by this ancient source. While still recognizing his gladiatoral lifestyle (and the humiliation it sometimes brought him), Commodus did not abandon the frontier and submit to the Germans in the film after becoming Caesar. In order to make him appear more villainous, he is instead shown going against his father’s wishes for peace and ultimately destroying the peaceably integrated barbarians at the end of the film (~138 minutes). He did banish Lucilla after Livius stood against him in the Senate, but he did not put her to death (thus allowing the romance angle of the film to be played out, in typical action-adventure genre style.)

Again, he only began murdering people towards the end of the film. After the senate proclaimed him a god and renamed Rome after him (~145 minutes), he almost immediately demanded human sacrifices (~149 minutes), which outlined Rome’s descent into barbarism quite nicely (this discussion will reappear in “Themes and Interpretations”). The senate is presented as usually enabling Commodus in the film, and then vying for the throne after Commodus is killed to illustrate the corruption of power in an advanced civilization. The ancient source mentions a little of the same enabling for Commodus (the film drew directly from chapter 8 of the Historia Augusta for the scene in which the senators named him a god) but their attitude towards Commodus’ rule is usually critical instead of sympathetic.

Making the Movie

Producer Samuel Bronston and director Anthony Mann were the main creative forces behind the making of The Fall of the Roman Empire. Samuel Bronston planned to make three multi-million dollar movies in Spain (the other two being El Cid and King of Kings) to capitalize on the recent success of the big-budget adventure genre. In keeping with the style of big-budget productions, Bronston and Mann also resolved to pursue big-budget names for their cast (Weiler). Charlton Heston previously worked with Mann and Bronston on El Cid, and they wished for him to join the cast again with Sophia Loren. Heston ultimately refused the role, though (allegedly due to an extreme dislike of Ms. Loren), and after Kirk Douglas (of Spartacus fame) turned it down too, it went to Stephen Boyd (IMDb).

Unfortunately, the lofty ambitions set by the filmmakers became their own undoing at the time of release. The market was oversaturated with big-budget, sword-and-sandal movies by this point in Hollywood history. In a review for the New York Times, Bosley Crowther loathed its larger-than-life characters, and described one chariot scene as a lackluster imitation of Ben-Hur. With successful movies such as Spartacus and El Cid immediately preceding it, audiences and critics seemed not to care much for the genre anymore (for the conventions that Crowther criticizes are actually executed quite well, with some exceptions.)

Screenshot of Livius and Lucilla.
Livius and Lucilla have a chilly romance.

The film also has a few shortcomings, especially in comparison to its contemporaries. The romance between Livius and Lucilla falls flat in most of their scenes; not much would have changed if it were cut from the film. The pacing seems absurd too; in one scene, Livius has been banished by Commodus to the northern frontier forever (~115 minutes), and then in the next scene (with no indication to how much time has passed), Livius is called back by Commodus to reconcile (~120 minutes). Battle scenes also were not as emotional or well-executed as in its contemporaries (see Spartacus). If it had come out ten years earlier or later, perhaps audiences and critics would feel the same as modern critics feel about the film today; it currently has a rare 100% rating on the film critique website, Rotten

Themes and Interpretations

Despite its ancient setting, in The Fall of the Roman Empire the filmmakers produced a commentary on the political environment of the U.S. at the time of its release in the 1960’s. Its discussion of civilization versus barbarism, as well as a sub-theme concerning slavery in the empire, gives the movie cultural relevance centuries after the events depicted took place. The film could be construed as a warning to America to resist corruption and elitist attitudes in light of the tumultuous political climate of the mid-20th century, or it too could fall.

A criticism of civil rights opponents can be found in the plight of the Germans. The film explicitly criticizes slavery and the treatment of those that were once perceived to be lesser than the Romans. When Livius surrounds the Germans in the second act (~89 minutes), they react violently to the thought of becoming slaves under the Romans and continue attacking until Timonides is able to befriend them by his endurance of the German ritual/torture (~90 minutes). After the Germans join Livius and his friends, Livius accompanies them back to Rome and tries to appeal to the ruling powers to allow the Germans into the Roman Empire as citizens (~105 minutes). However, he is met with arguments against his wishes that echo similar arguments found in the rejection of the civil rights movement in the mid-20th century, such as preserving the integrity of citizenship. The film then explicitly states (through the wise old senator) that by denying these people equal rights, it is not preserving the integrity of the empire, but setting it up for failure (~111 minutes).

The pitting of civilization against barbarism allows the filmmakers to illustrate how advanced civilizations can justify cruel actions (which may end up destroying a civilization like in the film.) Perhaps the most obvious example of this commentary is found in the presentation of human sacrifice in the film. When Livius is hunting the Germans in the second act (~87 minutes), one of his commanders realizes that they have stumbled upon the remains of human sacrifices, and draws the conclusions that the barbarians must be close (and indeed they were.) Later in the film, however, in the advanced civilization of Rome, Commodus demands a human sacrifice after he has convinced himself and the senate that he is a god (~149 minutes). Thus, the viewer sees a justification of barbaric activities through an advanced civilization. The filmmakers used this imagery to once again warn American audiences against corruption and becoming complacent in accepting uncivilized behavior as a part of their social-political system.

These arguments are executed quite well in the film, but unfortunately other aspects of the film detract from the strength of the political statement. Stephen Boyd delivers a rather unimpressive performance as Livius, which prevents the viewer from sympathizing with the character and his ideals. Also, the entire romance subplot barely serves any narrative purpose; the absence of any chemistry between Sophia Loren and Stephen Boyd provides no justification for this superfluous aspect of the film, and further takes away from the noble political statements that the filmmakers tried to make. Perhaps if another actor had portrayed Livius and the romance was either fleshed out or cut entirely, then the political statements would have had more clout and the 1964 reaction to the film could have been more positive.


The Fall of the Roman Empire utilizes ancient source material to present a snapshot from the past as a warning to current affairs. The filmmakers took a few liberties in regards to the depiction of the events and the characters to fit the context of the action-adventure genre and the time at which it appeared in theaters, however, it is ultimately a well-crafted film. If it had come out at a different time in cinematic history, it might have been considered much greater than it was perceived at the time of its release. Fortunately, viewers today recognize the beauty of the work, and this author believes that it should be considered a Hollywood classic and champion of the sword-and-sandal genre.


(Header Image: Last Words of the Emperor Marcus Aurelius. Eugène Delacroix, 1844. Musée des Beaux-Arts, Lyon. Public Domain. {{PD-1996}})

Works Cited

Crowther, Bosley. “Screen: Romans Versus Barbarians: Spectacles and Melees in ‘Fall of Empire'” New York Times 27 Mar. 1964: n. pag. New York Times. The New York Times Company. Web. 4 May 2016.

Dio, Cassius. “Epitome of Book LXXIII.” Roman History. Vol. 9. Cambridge: Harvard UP, 1927. N. pag. Roman History by Cassius Dio. University of Chicago. Web. 05 May 2016.

The Fall of the Roman Empire. Anthony Mann, director. Samuel Bronston, producer. Starring Stephen Boyd and Sophia Loren. Paramount Pictures, 1964. DVD.

“The Fall of the Roman Empire.” IMDb., n.d. Web. 04 May 2016.

“The Fall of the Roman Empire.” Rotten Tomatoes. Fandango and Flixster, n.d. Web. 04 May.

“Life of Commodus.” Historia Augusta. Trans. David Magie. Vol. 1. Cambridge: Loeb Classical Library, 2006. Print.

Spartacus. Dir. Stanley Kubrick. Perf. Kirk Douglas. Universal Pictures Co., 1960. DVD.

Weiler, A. H. “View from a Local Vantage Point.” New York Times 9 July 1961. Web. 3 May 2016.


Hollywood and History is an on-going series featuring the original work of students in the course Ancient Worlds on Film. Papers have been slightly edited for publication.

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