plenitude of signification: “It is at the level of the third meaning, and at that level alone, that the ‘filmic’ finally emerges. The filmic is that in the film which cannot be described, the representation which cannot be represented” (64). The ending of Loncraine’s film seems to me to go beyond its “realist” mode into this realm of layered and elusive meanings. It is readable both in terms of the surface narrative of a Shakespearean dictator’s rise and fall, and in terms of the signifying network of cinematic codes and conventions to which the film repeatedly alludes. Yet the image of McKellen’s laughing face receding into the flames has a disturbing comic strangeness that can’t be fully accounted for at either level; he seems to be mockingly aware of meanings just beyond the viewer’s grasp, just over the shoulder of the obvious meaning, in Barthes’s phrase. The multivalent power of signification evident in such moments gives film its potential as a medium for myriad-minded Shakespeare, a potential that Loncraine’s Richard III effectively realizes.