Cleopatra is a 1963 American epic historical drama film chronicling the struggles of Cleopatra VII, the young Queen of Egypt, to resist the imperial ambitions of Rome. It was directed by Joseph L. Mankiewicz and shot in the 70 mm Todd-AO format, with a screenplay adapted by Mankiewicz, Ranald MacDougall and Sidney Buchman from a book by Carlo Maria Franzero. The film stars Elizabeth Taylor, Richard Burton, Rex Harrison, Roddy McDowall, and Martin Landau.

Cleopatra achieved notoriety during its production for its massive cost overruns and production troubles, which included changes in director and cast, a change of filming locale, sets that had to be constructed twice, lack of a firm shooting script, and personal scandal around co-stars Taylor and Burton. It was the most expensive film ever made up to that point and almost bankrupted 20th Century-Fox.

It was the highest-grossing film of 1963, earning box-office of $57.7 million in the United States (equivalent to $451 million in 2016), yet made a loss due to its production and marketing costs of $44 million (equivalent to $344 million in 2016), making it the only film ever to be the highest-grossing film of the year yet to run at a loss.[5] Cleopatra later won four Academy Awards, and was nominated for five more, including Best Picture (which it lost to Tom Jones).