Romeo and Juliet were upstairs asleep in the castle, and Franco Zeffirelli kept the night watch alone. He sat cross-legged on the old stone wall of the Palazzo Borghese and sipped brandy from a paper cup. Behind him, the wall fell 100 feet into the valley. Above him, the little town clung to the hillside, each house stacked above the last. And on the other side of the castle wall was the secret garden where the families of the Borghese had doubtless spent their afternoons 400 years ago.

"I looked for a long time before I found this place," Zeffirelli said. "We didn't want studio sets for the balcony scene. It had to be someplace real. I probably climbed through a dozen castles over a period of three months. Then one afternoon a friend who was born in Artena drove me out here to look at the Palazzo and he was right. This was the place. We hardly had to change a thing. There was already a hidden garden where Romeo could wait, and it was overlooked by a balcony where Juliet could stand. Perfect. And the moon even rises at the right place in the sky."

The castle is literally carved into the hillside, 20 miles from Rome along the road to Naples. It was built in the 16th Century by Cardinal Scipione Borghese, and is still in the family; the current owner, who restored it after Allied shellings during World War II, is Prince Valerio Borghese.

"If the castle were to disappear," Zeffirelli said, "I wonder how long the town would remain. Mostly tourists come here now. At one time, the Borghese controlled all the land they could see."

But you can see none of it now, because it is two in the morning and the valley is covered with darkness. All you can do is sit on the wall and look up at the town, with a light bulb suspended above every street corner. If the castle were to disappear, Artena would slide down into the valley and you would read about it in the newspaper. That is the sort of thing you think about at 2 a.m., while you are sipping brandy and sitting on the castle wall, waiting for the moon to come up and illuminate the balcony scene. At this point, the wall forms one side of the Town Square. Directly in front of you there is a weather-beaten war monument. The names from World War II can still be read, but the names from the first war have largely been worn away.

Beyond the war monument there is the cafe, open all night this week because Signor Zeffirelli has brought his film crew out from Rome. In front of the cafe, members of the company play cards and drink wine with men of Artena. Their voices come across the square in disconnected pieces, a word at a time, all in Italian. You can imagine how it would happen if the castle disappeared. First the wall you are sitting on would slide down into the valley, then the town square, the war monument, the cafe, the card players, and then the houses higher up on the hillside, one after another...

A script girl came wandering around the comer of the castle, waved to the men playing cards, and shouted to Zeffirelli: "Almost ready to go."

"Right," said Zeffirelli, hoisting himself to his feet and dropping to the pavement. This was the last night of shooting for the "Romeo and Juliet" balcony scene, and then Zeffirelli would pack up and return to Cinecitta in Rome to supervise the editing of his second film. His first was "The Taming of the Shrew," which Richard Burton and Elizabeth Taylor persuaded him to direct because of his successful stage productions of Shakespeare in Italy, England and New York. But the Burtons usually have their own ideas about the way to play a scene. This time Zeffirelli was using unknown young actors, and all the ideas were his own.

To get from the town square to the hidden garden, you have to walk through several rooms of the castle, down a long flight of stairs and through a passageway. Zeffirelli led the way, following the electrical cables that ran from portable generators to the lights and camera equipment in the garden. Most of the rooms were dark and empty. But one had been converted into a command post occupied by Anthony Havelock-Allen, the producer. He was sitting at a long table, drinking Vat 69 and trying to figure out a match game. In the corner, a secretary was typing final script changes. Half a dozen of Zeffirelli's assistants were strewn around the room, half asleep.

Zeffirelli sat in a chair across the table from Havelock-Allen, and told the script girl to wake up Leonard Whiting. "Let Olivia sleep for another hour," he said. He yawned. "I can stay up all night and wreck my health and it doesn't matter," he said. "But the kids have to look fresh even at three in the morning. So we make them sleep right up until we're ready to start shooting."

He found his Romeo and Juliet after holding 350 auditions in London, and claims they are the first persons of the correct age to play the roles professionally. Leonard Whiting, 17, was the Artful Dodger in the London musical "Oliver!" and then became the youngest member of England's National Theater before Zeffirelli chose him as Romeo. Olivia Hussey, 15, was in "The Prime of Miss Jean Brodie" with Vanessa Redgrave when she auditioned for Juliet.

"Always before," he said, "directors have been stuck with Romeos and Juliets who are 10 or 15 years older than Shakespeare intended them. To compensate for that, most productions make all the other characters older, too. Lady Capulet, for example, is almost always shown as an old lady. Ridiculous. According to the play, Juliet is 15, and was born when Lady Capulet was 13 or 14. So Juliet's mother is a young woman in her late 20s. And Friar Lawrence, who advises the children, is a robust man of about 40, not a bearded ancient. I cast Milo O'Shea as Friar Lawrence after seeing him in 'Ulysses.' He looks as if he understands young love. That's what the role needs."

"Young love," said Havelock-Allen, a large Englishman with a double-breasted tweed jacket and a luxuriant mustache. "Ah, sweet mystery...Did you see the London papers?"

"No, why?" asked Zeffirelli.

Miss Mayfair made page 1."

"Poor Miss Mayfair," Zeffirelli said. "We brought her out from London to be Olivia's chaperone, but she wore out after three months."

"And fled back to England," Havelock-Allen said. "She was 75 years old, and had some very stiff ideas about proper conduct. Olivia had to be in bed by 10:30 every night, you see; even Saturday night. That didn't go over very well. We've got a younger chaperone now, who claims she has the stamina to keep up with Olivia." Leonard Whiting materialized from the shadows, dressed in his Romeo costume and yawning.

"We'll rehearse you creeping along the path," Zeffirelli said. "We can start anytime."

"All right," Leonard said. He picked up the newspaper and read the headline aloud: 'Miss Mayfair Surrenders, Hints Romeo Woos Juliet Offscreen.'

"What a pile of rubbish," he said.

"Soft!" said Havelock-Allen. "What light through yonder window breaks?" He was looking at the doorway. Olivia Hussey, a remarkably beautiful young girl, appeared.

"I couldn't sleep," she said. "What's happening?"

"It is the east," said Leonard, "and Juliet is the sun. Arise, fair sun, and kill the envious moon." He handed her the newspaper reporting their alleged romance.

"What's this?" Olivia said.

"It is my lady," Leonard said. "Oh, it is my love! Oh, that she knew she were!"

Olivia threw the newspaper back onto the table and poured herself a glass of mineral water.

"She speaks," said Havelock-Allen, "yet she says nothing. What of that? Her eye discourses..."

"Let's get to work," Zeffirelli said. He got up and led the way down the stairway, through the passage and into the garden. Carpenters were hammering on concealed steps designed to help Romeo climb the tree to Juliet's balcony.

A small, bald man came threading through the trees. It was Nino Rota, composer of the music for both of Zeffirelli's films. "I thought I'd find you here," he said. "I want you to listen to this." He began humming a tune, and Zeffirelli nodded his head in time. Behind them, prop men scurried up and down Romeo's path, planting strategic flowers and installing picturesque trees.

Leonard and Olivia sat down on an ancient stone bench and leafed through their scripts. "The trouble with Shakespeare," Leonard said, "is that some of the lines are so famous the audience can spot them coming five minutes ahead. So when you get to them, you have to tread carefully. Like when I say, 'Soft! What light through yonder window breaks?' If you don't get that right, you lose the effect."

"I have the trickiest line in the play," Olivia said.

"Romeo, Romeo, wherefore art thou, Romeo?" She wrinkled her nose. I've got to say that without making it sound corny."

Leonard was helpful: "Wherefore, wherefore, oh Romeo art thou, wherefore?"

A script girl fetched Leonard to begin rehearsing his scene. It was a relatively easy one; he would creep through the moonlit garden and look up at Juliet's balcony. But it had to be mapped out carefully, because Zeffirelli wanted to shoot it with a moving camera behind the foliage, ending with Romeo framed by trees and vines as he looked up.

Olivia, left alone on the bench, said, "Well, he is a wonderful person. But all that business about us being in love is pure imagination. It's more affection, I'd say. After I auditioned the first time, Franco brought me back to play a scene with Leonard, and then he asked me if I liked Leonard. I said oh, yes, very much. I suppose that's what he wanted; two people who felt easy together. If Romeo and Juliet can't stand each other offscreen, it's going to show, you know."

But if she wasn't secretly in love with Leonard, what was Miss Mayfair complaining about?

"Miss Mayfair simply blew her cool," Olivia said. "On Saturday nights, for example, I'd ask to stay out until midnight and she'd roll her eyes and gasp in horror. Now she's inventing stories and selling them to the papers. It really worries me. What will people think about me by the time Miss Mayfair is talked out?"

She was called to begin blocking out her movements on the balcony, and Zeffirelli reappeared. "This will all be faithful to Shakespeare," he said. "We have handled his lines with great reverence. Of course, we've developed certain elements of the story. For example, after we decided to make Juliet's mother a young woman, we had to ask some questions. Lord Capulet is an old man, right? And nothing much is heard from Lady Capulet until Tybalt dies. Hmmm.

"Then she gets very uptight about her daughter. She claims, of course, it's all due to the fact that the families are feuding. But Lady Capulet, as we know from her famous speech about lust, is a sensual woman. I've always rather thought she opposes the marriage because she's jealous of her daughter's youth and the purity of her love for Romeo. So we've brought that out in the plot..."

An assistant director announced that it was time to go over the beginning of the balcony scene, and Zeffirelli crept along the same path Romeo had taken, arriving beneath the balcony. Up above, Olivia was clad in a nightgown now, and a wardrobe mistress was combing out her long, black hair. Leonard was perched in his tree, halfway between the ground and the balcony. "I've been climbing up and down this bloody tree all week," he said. "I finally got them to put in steps."

"But Romeo," said Olivia, "if you really cared..."

Leonard smiled wickedly. "Young men's love lies, not in their hearts, but in their eyes."

"All right, all right," Zeffirelli said tolerantly. "Save it. Come down, Leonard."

Leonard braced himself in the tree, looked up at Olivia and down at Zeffirelli, and announced: "A plague on both your houses." Then he came down. Zeffirelli disappeared through a doorway and reappeared a moment later on the balcony with Olivia. She had pulled a Carnaby Street army jacket over her nightgown, and Zeffirelli put his arm around her shoulder and walked down to the end of the balcony with her.

"What I have in mind is something like this," he said. "You appear on the balcony, quiet and withdrawn. You are thinking to yourself. You don't understand why Romeo cannot marry you, simply because he belongs to a family with the wrong name. You talk quietly, as if to your doll, perhaps: 'What's in a name? A rose by any other name would smell as sweet.' You are completely wrapped up in yourself, and then suddenly you hear a voice from below. At first you don't recognize it, but it's Romeo..."

Olivia nodded, pulling her jacket closer around her shoulders. The cameramen were in position now, and at a signal from Zeffirelli the lights, filtered to produce a moon-like effect, were turned on. Zeffirelli swung over the edge of the balcony and climbed down the tree into the garden. Olivia took off her jacket, and the wardrobe mistress made a final pass through her hair.

"All right, then," Zeffirelli said. "Camera. Action."

The curtains in the doorway blew out in the breeze, and Olivia came through them onto the balcony. Her hair floated like silk down her shoulders. Leonard's expression changed slowly from dejection to wonder.

"But, soft!" he said. "What light through yonder window breaks..."

Roger Ebert

Roger Ebert was the film critic of the Chicago Sun-Times from 1967 until his death in 2013. In 1975, he won the Pulitzer Prize for distinguished criticism.

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