Notes on a Chameleon


Just finished is the “Alec Guinness 100” retrospective at NYC’s Film Forum, a screening of 25 of the great actor’s films. I managed to see most of them—mainly skipping the big, late epics, as those tend to sell out (on such occasions, all I can ever manage is a seat behind a very tall person, and viewing becomes an exercise in see-sawing frustration).  Guinness has always been one of my favorite actors, ever since a childhood TV viewing of The Bridge On The River Kwai (a film that, sadly, after re-seeing it during this series, I confess has gone down in my estimate; more on that later). Just about all the movies I viewed I had already seen (mainly through decades-past TV showings), but it’s always wonderful to see them on a big screen, in company with a big audience (or even a small one). Seeing the familiar ones is like becoming reacquainted with an old friend; and seeing others for the first time is like discovering this friend anew.

The opinion I’ve encountered most about Guinness as an actor is that he was a “chameleon”—one who disappeared into his roles, obliterating his self in the process (the title of one obituary referred to the actor’s “chameleon powers”). I think such an observation arose largely from the film Kind Hearts and Coronets, the movie that put Guinness on the international map. It’s an actor’s showcase, a chance to display, as the eight members of the D’Ascoyne family, not only his range and versatility, but his wit and style (each D’Ascoyne we see is not merely a portrait of the character, but a Guinnessean comment on that uniquely odd creature.) The chameleon label implies that Guinness, by such versatility and range, hid himself in his acting—that he immersed himself so much in a role that we sense only the actor and not the man.

Scene from film, "Bridge On The River Kwai"   (1957) Starring Alec Guinness.

I don’t think that’s quite necessarily true. (As an observation, “chameleon” can be applied to other versatile actors, Charles Laughton to begin with.) To say an actor “disappears” in a part seems based on a notion that acting is a matter of externals: of funny voices, wigs, make-up, and walks; that acting is a “turn.” Some actors like Lon Chaney, Sr. did emphasize the make-up and disguises, but I don’t think, in watching him, that you feel Chaney is somehow “hidden.” It’s more in the sense that you know him more—-because you see what he’s doing with himself to create his characters. An actor’s instrument, like a dancer’s, is only himself; and something of himself, if he’s an artist, is bound to come through. In using himself an actor makes choices—how he interprets his character, what he chooses for us to see in order to know that character. And those choices go back to the original person making them. If the greatest artists always seem different in what they create, that’s a testament to their selves—that they are not limited in who they are, but are somehow larger, more protean, have a wider palette to work with. If I feel that I don’t “know” an actor like Guinness when watching him, in all his variety, or that he submerges his self in what he’s doing, it may only be in the sense that he’s so vast a self to know. I’m humbled in such a presence. If I call him a chameleon, it would only be to acknowledge my own inadequate self-ness in comprehending all that I see.

So watching Alec Guinness in the Film Forum retrospective was a chance to see many sides of a vast self. Experiencing him in such a concentrated dose allows you to discern links between performances: the dry, fussy gestures of the little bank clerk in The Lavender Hill Mob echo and expand, in large vibrations, in the rigid precision of Kwai‘s Colonel Nicholson. And there’s the range: the blind innocence of The Man in the White Suit versus the craftiness and cruelty of the Scottish major in Tunes of Glory. Most of the series’s films were from the 1950s, which seems to have been Guinness’s best period, showcasing minor oddities like A Run for Your Money, in which he had only a supporting part as a harried reporter, but which he played delightfully (and where he may have looked most like his real-life self), to full-out star turns such as his rapscallion artist in The Horse’s Mouth. But there always seemed a recognizable Guinness, a core, to his performances. I sensed a wry, pawky wit, yet a seriousness in his approach—he dove deeply into his roles and ruthlessly pared away anything not in service of the character. It’s humility on the actor’s part: he recognizes his talent, but he knows it’s for a higher calling. There’s no grandstanding in a Guinness performance. He keeps it deep and grounded, rooted to a vision of a quirkily individual human being. It’s that particular person who always matters.

Alec Guinness in Alexander Mackendrick’s THE LADYKILLERS (1955

The lack of grandstanding is obvious in a film where grandstanding might be excused, in his multiple D’Ascoynes in Kind Hearts. The film is seminal in Guinness’s career, though on repeated viewings I’ve come to appreciate Dennis Price’s wittily ruthless Louis Mazzini, who’s really the movie’s linchpin, as well as Joan Greenwood’s feline perfection as Sibella. Most of Guinness’s D’Ascoynes are not full-out characters; they’re more like impressions, sketched quickly and lightly for the few minutes most of them appear on screen (one, Lady Agatha, doesn’t even have dialogue). It’s to Guinness’s credit that he makes them so vivid. It’s also to his credit that he brings out a particular family connection. There’s something basically the same about all these aristos: they don’t realize what useless historical relics they all are. One more or one fewer won’t make a difference. That’s Mazzini’s great insight, and why you root for him in what is, at heart, a serial murder campaign. Price’s Mazzini is ambitious and cruel, yet he’s a natural aristocratic, and his energy and enterprise fit in with the arriving 20th century. But Guinness’s D’Ascoynes are stodgy fossils meant for a museum. Guinness even brings a touch of Madame Tussaud’s to them; his D’Ascoynes tend to move stiffly, or with puppet-like jerks, so unlike Price’s sly, serpentine grace.

That brings up something I think is unappreciated in Guinness: how well he moves. You wouldn’t expect it to look at him. He’s not beautifully built, like Olivier or Scofield. He’s of medium height and tends to a slight plumpness. But, like Laughton, he has a surprising physical agility. And he always tunes it to his characters. When he makes his first entrance as Herbert Pocket in Great Expectations, he bounces up the stairs like an excited boy; you feel your spirits rise as you watch. No wonder Pip responds so warmly to him. Guinness’s movements for a character are inflected by his sense of that character’s purpose, of the why of that person. As the unnamed Cardinal in The Prisoner presiding over a Catholic mass, he moves arms and hands with a weighted, sculptural grace, cupping his hands in prayer is if shaping them round a heavy ball. His priest is not performing a dessicated ritual; for him, this is the body and blood of Christ. Then look at Guinness’s reprobate Gully Jimson in The Horse’s Mouth, scuttling along the ground like a cockroach avoiding a descending foot, instinctively knowing the world is against him. Gully’s motions are crabbed and tight (such as when he sneakily snaffles an expensive statue from a benefactor’s house), unless he’s painting—then Guinness focuses, brings length, breadth, and weight to his movements: Gully draws a line on a wall as if to wound it; or he measures the side of a ship (he sees it as a potential canvas) with a defiant, space-cleaving thumb. You leave this movie unconsciously imitating that thumb—so much has Guinness’s being impressed your own.


Another thing I discovered about Guinness during the series was how sensual an actor he is. There’s the surprise, and the pleasure, of seeing him dance, and quite nicely, too, in The Captain’s Paradise, in an energetic tango with Yvonne deCarlo. The movie, which I hadn’t seen before, is a jaunty little comedy on how Captain Guinness arranges his life perfectly between two wives: fun and games in one port with amorous deCarlo, and comfortable home and hearth in another with sedate Celia Johnson. (His situation inevitably brings to mind Price’s ditty from Kind Hearts: “How happy could I be with either/Were t’other dear charmer away!”) To his dismay, his wives gradually reverse: deCarlo wants to stay home and cook dinner, and Johnson yearns for excitement and parties (if you like the sight of Guinness tangoing, wait till you see Johnson jitterbugging). Throughout, Guinness enjoys the physical pleasures of his double life, whether stroking a soft neck or downing a hot milk before bed. Maybe this is what people mean by Guinness’s chameleon quality—how, for instance, his sensuality, appearing from such an unexpected quarter, makes you feel you haven’t really seen him before. It pops out in small, delightful ways, such as his fondling the hand of a gorgeous pre-stardom Audrey Hepburn in The Lavender Hill Mob, or when Nicole Maurey in The Scapegoat places a piece of fruit in her mouth and Guinness leans over and deftly removes it with his own. That’s one of the most erotic bits of actorly business I’ve seen, and all the more charming because it’s so quick and sudden.


The Scapegoat (also first seen by me) highlighted another Guinness feature that figures in his chameleon image: his modesty. He doesn’t draw attention to himself as a Self. That’s quite unlike co-star Bette Davis. Playing the imperious, drug-addicted Countess, Bette does enough grandstanding to last well beyond next Christmas (it’s like a dry run for Baby Jane). She grabs the screen between her teeth and won’t let it go; Godzilla would have looked small-scale next to her. I admit, I enjoyed every minute she was on. I didn’t feel the same about William Holden in Kwai. It wasn’t that Holden was bad, only that he seemed to be in a different picture. Guinness played his proper, Geneva-Convention-consulting Colonel with sharply considered details that arise naturally from his character, like breathing. You notice the difference he brings to his walk when, finally removed from the “oven” in which he’s been imprisoned to face the Japanese commandant, how he gradually straightens his body, how his hands automatically seek the top button of his uniform to fasten it—how he knows he’s won his psychological battle with Saito, but the military discipline still holds. Holden, on the other hand, is pure American Movie Star. He seems more aware of his pecs than of his character. That was his job, of course; he was the box office guarantee. But I found his presence jarring, too light and flippant, like a fan dancer in the midst of Martha Graham. Especially next to Guinness, who’s as solid as the Great Pyramid.

That solid quality, I think, is Guinness’s onscreen “meaning.” He brings weight to everything he does. Even his not-handsome features will hold your attention; they compel. He could use his eyes superbly, squinching them into small, mean slits of paranoia as Fagin (a monumentally great performance) or, as in that tracking close-up in Great Expectations when he meets Magwitch, suddenly widening them into circles of panic. Guinness could take small moments like that and make them big. He does one bit in Oliver Twist that, every time I watch, sticks with me. When the Artful Dodger, forced by Fagin to tell Bill Sykes about Nancy, protests he’s already spilled the details, Fagin answers, “A-gaine, tell it a-gaine”; and Guinness packs those six brief syllables with everything at stake for his character. You hear his weary patience, his wheedling the Dodger to talk, just one more time, please, and, behind it all, a suppressed, terrified rage—Fagin knows he’s facing the noose, and his life depends on how he can coax this tired child to goad Sykes. Those four words might seem a throwaway line, but Guinness works them like a major speech, he lets nothing get away. In such moments you know you’re watching a Master.

And then, what Guinness could do with a speech! As Disraeli in The Mudlark, his address to Parliament (using the case of the title character to persuade both that body to pass a poor law and Queen Victoria to appear once again in public), Guinness holds the screen in a six-minute take, and he’s magnificent. He uses his voice like music, raising and lowering it in varied rhythm, clipping, lengthening, or pausing his words as though they were musical notes. And he uses his body, torso, shoulders, arms, even eyes for emphasis (one gesture caught me, how he brings his hand to scratch his head as he speaks; was this based on an actual Disraeli trait?). I don’t know of another actor who could use the pause so well. In The Prisoner, the Cardinal, arrested by a totalitarian regime, warns his colleagues that anything he confesses “will be a lie, or the result of human weakness.” Guinness lowers his voice on “lie,” then he pauses, significantly, before continuing with a vocal rise. The pause is telling, richly ambiguous; the Cardinal hints at his own human weakness, though how much of it, even he is unaware. At the climactic trial, when the psychologically broken man confesses to trumped-up charges, Guinness collapses in a falling arc, his body sinking to the floor as if unwound from a spool.


I’ll note some other series’s impressions. Damn the Defiant! is an entertaining sea tale, a junior Mutiny on the Bounty. If you like naval battles and ocean insurrections, watch for it. Guinness plays a decent, kind commander facing down sadistic First Mate Dirk Bogarde, who has a penchant for harassing adolescent midshipmen (the mind-bogglingly beautiful Bogarde brings a nice kinky twist to an average adventure tale). I loved Guinness’s creepy teeth and hair in The Ladykillers; he’s made up like Chaney and plays it like Karloff in a good mood (supposedly he based his comically cadaverous gang leader on the critic Kenneth Tynan; an example of actor’s revenge?). The film is crammed with great character actors—Peter Sellers, Herbert Lom, Cecil Parker—but is stolen by adorable Katie Johnson, whose Jane Austen gentility masks an Eris-like propensity for chaos and disorder that always leaves me in awe. Father Brown was a bit disappointing. Guinness is himself just a little too consciously adorable, using a voice that sounds like a second cousin to Elmer Fudd. Did I mention Guinness’s vocal variety, by the way? He could sing like a cello, as with his Disraeli, or growl like a rusty buzzsaw, as with Gully Jimson (there’s a cheerfully dirty-old-man quality in that voice, as if, behind whatever subject matter he’s talking about, Gully’s always thinking of a smutty joke).

Our Man in Havana was very funny, an understated takeoff on British Cold-War stiff-upper-lipness, and Guinness is quietly hilarious. He builds his performance with small, concentrated glances and quirky half-smiles, to let you know what he thinks of the spy game (he thinks it’s pretty silly, and you tend to agree). I loved the checkers match with Ernie Kovacs, played with small bottles of whiskey as markers; the players had to drink each one they captured (has any reader ever tried this at home?). However, I thought Guinness looked uncomfortable in The Swan, which got bogged down in the second half with all the characters trying to explain the plot. His crown prince is not a likable fellow, and he never seemed quite in the same room with anyone else. Though I’m not sure I blame him. Grace Kelly and Louis Jourdan are simply the two most ravishingly gorgeous people in all creation, and you watch them in a bit of a daze. Golden-age Hollywood really was a dream factory. Maybe Guinness felt a bit out of place. He’s not conventional leading-man material, but I did believe in him as a romantic suitor in The Card and The Man in the White Suit. I’ve always liked Guinness’s face. With its strong nose and jaw and its span of forehead, it’s forceful but amiable, pleasant to look at, and the eyes grab you; they’re intelligent and alive, filled with thoughts. He appeals to my cinematic fantasies in a way that extraordinarily beautiful male stars don’t. Cary Grant may be as lovely as the dawn, but I can’t picture a conversation with him in my living room.


If there’s one must-see Guinness performance, I’d pick his blustery Scottish major in Tunes of Glory. It’s the kind of huge acting that penetrates your brain and needs to be absorbed over time and from a distance; it stays with you. The story concerns the post-WW2 rivalry between two officers at a Scottish army barracks: John Mills’s newly appointed Colonel Barrow, an aristocrat from a military lineage stretching back to Waterloo, whose life dream has been to command the regiment headed by his father and grandfather; and Guinness’s Jock Sinclair, a lower-class, up-from-the-ranks careerist, red-haired and red-faced (was that skin coloring due to make-up or lighting? Or to Guinness’s force of will?), who’s been temporary commanding officer since taking over during a WW2 battle. Someone higher up thinks Barrow would be the better peacetime CO, but you wonder how well the Army knows its men. Barrow was tortured in a POW camp and his nerves have shredded like corroded wiring. He’s fine with regulations and paperwork, but lacks the gift to command men. Whereas the hard-drinking, undisciplined Jock can lash his soldiers’ loyalties to him like a mother’s love.  The men obey Barrow but they don’t like him, and Jock uses that knowledge to get Barrow (“barrow boy,” Jock contemptuously calls him) to let him off easy for the serious offense of striking a subordinate.

Legend has it that Mills and Guinness were originally supposed to play their opposing roles and then agreed to switch (in an interview in the obit linked above, Sir John confirms it). Perhaps the filmmakers had first thought that audiences might see Tunes as a rematch or continuation of the actors’ original pairing in Great Expectations, in which Mills was the rude country boy Pip and Guinness the elegant London-bred Pocket. Mills had also played forelock-tugging, thank-you-mum working-class characters in The Rocking Horse Winner and Hobson’s Choice, while Guinness was known as spit-and-polish Colonel Nicholson. Maybe it was a chance to play against expectations; maybe these two canny actors wanted to test themselves, and each other. As it is, Mills’s lovely, delicately precise performance as Barrow (for which he won a Best Actor award at Venice) is harrowing to watch. During a scene where he quietly recalls to his adjutant (the invaluable Gordon Jackson) what his life has been like since the war, his eyes darken and go dead and his face sags, as if his very memories are dragging him down.


Still, I don’t know if Mills could have been as daring as Guinness. Sinclair is in a line with his Fagin and Jimson: he’s a cunning egotist, a calculating vulgarian who uses his buffoonish behavior and grating Scots burr (his accent sounds pitch-perfect to my ears) to rasp further on Barrow’s fragile sanity. Yet he’s sensitive to his men, quick to understand their feelings. Speaking to the subaltern who’s discovered Barrow’s suicide, Sinclair gently advises the distressed youngster to look at the body, if only for a moment; it’s a soldier’s duty to know both life and death. Guinness plays his instrument here like a full orchestra. I was again impresssed by how he used his body. He doesn’t walk, he struts, with puffed-out chest, brutally occupying any space he enters, overwhelming the constrained Barrow (even his Highland dancing is aggressive). And also by his vocal agility: when upper-class army buddy Dennis Price addresses Sinclair as “old boy,” Guinness repeats the phrase several times, each repetition varying in pitch and emphasis, from mockery to affection. Whenever he’s on the screen, its flat dimensions seem to thicken and coalesce around his figure as in a mass; his realness strikes you like a fist. Few actors have that gift, and Guinness is one of the few.

I actually did once see Alec Guinness onstage, many (many) years ago in London, in a play that I’m afraid I can’t quite recall (it was about a defecting spy, almost the flip side of his iconic performance as spymaster George Smiley in Tinker, Tailor, Soldier, Spy). He was, I remember, quiet and concentrated, a low-key center of focus to which everything else was drawn. Even in an unshowy part, he was a solid point of gravity. I’m grateful I had that one chance to see Guinness live; but I’m also grateful that he made so many films in which, however removed from the flesh, I can experience his greatness repeatedly. Indeed, now that Film Forum’s retrospective is over, I only wish that I could watch it all over again.



BONUS CLIP: Alec Guinness as Disraeli in The Mudlark; his speech to Parliament:

Previous Post
Next Post
Leave a comment


  1. It was lovely getting to read, in-depth, about an actor whose performances I’ve seen I’m afraid I can count on one hand. When i was a kid, my sister made me stay up and watch “A Majority of One” with her (she was a big Roz Russell fan), that was my first Alec Guinness exposure. After that I didn’t see him in anything until “Murder by Death” (I loved him in that…so regal a butler) and “Star Wars.”
    The last thing I saw him in was a TCM screening of “Great Expectations” about two years ago. I so agree with your description of him in that, so much boyish charm, he actually upstaged John Mills for me in their scenes together. But that ends it. From your wonderful article I get the impression I’ve been missing out on a lot.
    This is a very persuasive post…II don’t know what movie it’ll be, but I’ll let you know if you’ve turned me into a Guinness fancier. Thank you!

    • Thank you SO much, Ken, for your lovely comment – it’s wonderful to know that something I’ve written might inspire a reader to explore a recommended film or actor further. I agree that Guinness upstages Mills in Great Expectations; you’re drawn to his character every time he appears onscreen. My own choices to start with on Guinness movies, along with Kind Hearts and Coronets (which, aside from Guinness’s famous tour de force as 8 characters, is an extremely funny film), would be Tunes of Glory and The Horse’s Mouth, both of which are on Criterion DVD. They show marvelous, expansive sides of his talent, and both are excellent films. I also like his performance in The Prisoner, which I think is a flawed film and veers between opaqueness and obviousness in its presentation of a political prisoner arrested by a totalitarian state; but there’s a concentrated purity to Guinness’s performance that I find compelling. And then there’s his Fagin in Oliver Twist, which is a controversial performance – audiences thought it anti-Semitic, though I think that’s not so; but his acting has such depth and variegated brilliance that I’m astonished every time I watch him. I envy you seeing these films for the first time – enjoy!

  2. This is a lovely and insightful tribute and a wonderful assessment of the work of Alec Guinness. I was especially interested in your reviews of the films shown at the Film Forum retrospective because a theater here will soon be presenting a similar though smaller program with many of the same films. I’m hoping “Tunes of Glory” is on the schedule because I haven’t seen it and now, with your observations in mind, know I must.

    “Our Man in Havana” was on TCM recently and I watched it again. Such a quirky, clever little film. Not long ago TCM also aired a Guinness film I saw for the first time within the last couple of years and fell in love with, “Last Holiday,” a jewel of a dark comedy. Have you seen it? It’s one of my favorites.

    • Thanks so much for stopping by and for your comment! I hope you get to see the films at the Guinness retrospective where you live – they’re so refreshing to watch in contrast to bloated Hollywood blockbusters (and Guinness actually disliked his performance in Star Wars). I remember Last Holiday as a bittersweet comedy, with Guinness quite sweet and touching (and with a wonderful, crotchety bit by Ernest Thesiger). I hope you can get to see Tunes of Glory at the retrospective; it’s a marvelous performance by Guinness, and quite a tense, dramatic story (it’s on a Criterion DVD also). I would also recommend The Horse’s Mouth if that’s shown. Guinness comes across as such a mild fellow when you view him, but he had real force and power as an actor onscreen – glad to know he’s being acknowledged in other festivals!

  3. Caren's Classic Cinema

     /  July 20, 2014

    I just finished reading your essay on the Alec Guinness retrospect. What an insightful and talentedly-written piece. I have seen about a dozen of his films over many years and have to agree with your title of Chameleon. Watching, more than listening the first time round, his speech you posted from THE MUDLARK, it is quite remarkable to me that a fine actor can do what he did in a single take. I really enjoy your commentaries.

    • Thanks so much for your lovely comment! Guinness’s speech from The Mudlark is so well done (and he speaks so beautifully, you can just close your eyes and listen to get the effect), it’s the highlight of this film. He did such a variety of roles in all his films, that you’re always surprised and delighted to see him in one you haven’t seen before, because he always different and new. Glad you liked the post!


Got a comment? Let us know!

Fill in your details below or click an icon to log in: Logo

You are commenting using your account. Log Out / Change )

Twitter picture

You are commenting using your Twitter account. Log Out / Change )

Facebook photo

You are commenting using your Facebook account. Log Out / Change )

Google+ photo

You are commenting using your Google+ account. Log Out / Change )

Connecting to %s

%d bloggers like this: