The master showman Cecil B. DeMille's Cleopatra (1934) is a modernistic 1930s costume spectacle that reshapes the Cleopatra story - the kind of film for which DeMille was best known. Unarguably, the Paramount Studios film is campy, grandiose and unreal and ludicrous historically - filled with DeMille's usual mixture of sin and sex. Sexually-suggestive costumes adorn most of the female characters.

The film's screenplay by Waldemar Young and Vincent Lawrence was based on an adaptation of historical material by Barlett Cormack. The 20th Century Fox extravagant, four-hour version of the same film, Cleopatra (1963) starring Elizabeth Taylor and Richard Burton, nearly bankrupted the studio.

Claudette Colbert had previously starred in DeMille's historical epic The Sign of the Cross (1932) as the depraved emperor Nero's lascivious, vixenish wife Poppaea. It was unusual that in the same year that Colbert starred as the legendary Egyptian love goddess, she also starred as the female lead in Frank Capra's romantic comedy It Happened One Night (1934) and in John Stahl's soapy drama Imitation of Life (1934).

DeMille's film was nominated for five Academy Awards, including Best Picture, Best Sound Recording, Best Assistant Director, and Best Film Editing (a new category) - it won a single Oscar for Best Cinematography (Victor Milner).

The legendary Egyptian Queen of the Nile princess/seductress, Cleopatra (Claudette Colbert) becomes the Queen and ruler of Egypt by her manipulative, wily, and seductive ways with the Roman men in her life:

• Julius Caesar (Warren William) (who is assassinated)
• Marc Antony (Henry Wilcoxon)

This kitsch film is well-known for three scenes:

In its infamous barge scene on a set with silky draperies, falling rose petals, and dancing girls, Cleopatra is reclining on a massive dias aboard her mammoth floating bordello on the sea. After Julius Caesar's death, vengeance-seeking Marc Antony confronts the temptress queen to meet him in the public square - she defuses the situation by admitting that she had hoped to seduce him with an exotic display of decadence by her handmaidens aboard her imperial barge:

Cleopatra: Well, I guess I must confess everything. I must tell you why I wanted to meet you here instead of the square...Do you see the way I'm dressed?
Antony: What about it?
Cleopatra: I'm dressed to lure you, Antony...You see all this? It was all a plan - and you know why? Because it was my only chance. Don't you think I know you're my enemy - you and your hungry Rome? But I suppose it was the most stupid thing I could have done. What do you know - I had show after show with which to dazzle you. But Antony is not a man to be dazzled if he doesn't please, no. What do you care for this, for instance? Watch! (She claps and a gong sounds)

Near-naked dancing-girls lead a procession that brings a garlanded ox into view. Alcohol is offered to the host. The dancer who rides the ox strokes its sides. The scene cuts repeatedly to the visage of Antony as his entranced face softens. The girls writhe and spin during the display:

Cleopatra: I wish you could see your face. I'd have more chance with a stone wall. Will you forgive me for being such a fool? I should have known that Antony is not Antony for nothing.
Antony: Well, uh, shall we go now?
Cleopatra: (submissively) Yes, we'll go. My wits have failed and I'm in your hands. But what could I do? Now, what would you have done? Pretend you're me and I'm you.

She humors him enough so that he laughs at her foolishness, as she admits her intentions to get him drunk:

Cleopatra: That was part of the plan, too. I was going to get you so - irresponsible.
Antony: You didn't think one goblet would do it, did you?
Cleopatra: Yes, wouldn't it?
Antony: (He bursts out laughing) Well, that does amuse me! (He drinks from the goblet)
Cleopatra: But it's such a large goblet.
Antony: Yes, isn't it. (He finishes the entire goblet's contents and pours a second one)

A large tray of exotic foods is laid before them for dinner, with skewered reed birds from the Nile, roasted chickens and freshly-caught clams from the sea. The 'clams' that are hauled up in a net are revealed to be more dancing-girls wrapped in seaweed - they sprawl prostrate on the barge's deck, crawl to Antony's feet and offer him jewel-filled seashells:

Antony: Jewels! You are a good fisherman.
Cleopatra: The golden streams of Egypt never run dry. (She tosses the jewels to her subjects) (To Antony) Throw them!

Leopard-skinned animals/girls in a circus-like show are subdued by a whip-wielding slave master. Music is played on lyres and harps. The cat-women leap through burning hoops of flames. Later on, under a moonlit night as they are serenaded, Cleopatra proposes a union of forces:

Cleopatra: The sound to the stars. They must think we're funny people, scheming to destroy each other as if we had forever to live. They must wonder - why don't Egypt and Rome meet in the public square to plan union instead of conquest? Yes, it's very funny.
Antony: I've said things to Caesar I wish I hadn't. There's beauty in the Egyptian Queen besides her face. Do you miss him?
Cleopatra: No, he didn't love me.
Antony: Is that really the reason?
Cleopatra: No, not really. I admire men who don't love women.
Antony: What do you mean by that?
Cleopatra: Oh, I don't know. Women should be but toys for the great. It becomes them both.
Antony: To you for that. (He toasts her)
Cleopatra: (reciprocating) And to you for that.

After more entertainment and drinks, Cleopatra develops the hiccups, which he eliminates by slapping her on the back. The scheming queen realizes she has him in her clutches and has saved her throne when he leans over her and confesses his affection:

Antony: You're charming.
Cleopatra: All right. I'm ready to go now.
Antony: Why? Oh, you don't find me charming.
Cleopatra: Yes, I do. I could fall in love with you, but I don't intend to. What for?
Antony: Do you mean that?
Cleopatra: There's no one like you. (They embrace and kiss, reclined on her dias)

She signals for her floating barge to move out to sea as she seduces him. Silk curtains are brought out by dancing-girls to cover their love-making. The camera tracks back, revealing dozens more dancing-girls, offering giant shells filled with burning incense. What orgasmic, carnal excess! Garlands are strung from above, as a writhing, slave girl dances in the center and rose petals fall from above. The enormous royal barge is being rowed by long ranks of enslaved oarsmen propelling the two lovers into the darkened sea (toward paradise?) to the suggestive, seductive, cadenced beat and rhythm of the drummer.

Cleopatra's love for Antony is re-kindled when he assembles the troops to do battle with Octavian, Caesar's nephew and heir. Cleopatra falls dramatically at Antony's feet to pledge herself to him, and he vows to fight with her, disavowing his allegiance to Rome:

Cleopatra: I've seen a god come to life. I'm no longer a queen. I'm a woman.
Antony: You choose me, Cleopatra, against the world.
Cleopatra: Against the world.
Antony: Then we'll meet it. We'll smash it to pieces, put it together again, and call it ours! War!...
Cleopatra: So Rome would forgive and take you back. And all they demand is for us to part. Why don't they ask the sun to fall right out of the sky?
Antony: Yes, we'll fight them. We'll fight them all, if we have to fight alone.

Stock footage from DeMille's own The Ten Commandments (1923) comprises some of the montage's action of attacking chariots, footsoldiers with shields and swords, flames catapulted from one ship to another, and exciting hand-to-hand combat. The elaborately-staged sea battle, especially the Battle of Actium, the greatest sea battle ever up to that time, is fought between Octavian's legions in Rome and Egypt.

Later, in the film's finale, after Cleopatra has unsuccessfully attempted to have Octavian spare Antony's life in exchange for Egypt's crown, she witnesses Antony's death (he has fallen on his own sword, believing that she has betrayed him): "I am dying Egypt, dying." Realizing that she will be quickly conquered, Cleopatra is attended to by her loyal handmaidens - she is dressed in black with a low-cut decolletage. She requests a basket to be extended to her on the throne: "It holds victory." She removes a real, one-foot long snake/asp and applies it to her breast in one of the most memorable suicidal death scenes in film history. She sits immobile and defeated on her throne as her kingdom is conquered.