Study Guide

Twelfth Night, or What You Will Introduction

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Twelfth Night, or What You Will Introduction

William Shakespeare's Twelfth Night, or What You Will is a comedy about a cross-dressing, ship-wreck surviving, poetry-loving girl who finds herself at the center of a not-so-average love triangle.

Written between 1601 and 1602 (right around the same time Shakespeare wrote Hamlet and Troilus and Cressida), the play is most famous today for being a so-called "Transvestite Comedy" (which just means it's a comedy with one or more cross-dressing characters). In Elizabethan London, all stage plays were performed by male actors who cross-dressed in order to play the parts of women. Twelfth Night is particularly provocative and interesting, since the role of its heroine, Viola, would have been played by a boy actor, who was cross-dressed as a female character, who cross-dresses as a boy. The story line has inspired plenty of remakes and adaptations, including the popular teen flick She's the Man, starring Amanda Bynes.

Viola's cross-dressing may be no big moral whoop for audiences today, but, for 16th century Puritans, it was a big no-no. Theater critics argued that cross-dressing was sinful, "wicked," and "monstrous." They argued that it promoted sexual "deviance" and turned women into hermaphrodites. Today, however, Twelfth Night is one of the most popular and beloved of Shakespeare comedies perhaps because of its rebellious portrayal of gender ambiguity.

It was popular back in Shakespeare's day, too, but perhaps for different reasons. We know from 17th-century law student John Manningham's diary that Twelfth Night was performed at the Middle Temple (a London law school) on February 2, 1602. Check out what he had to say:

At our feast we had a play called "Twelfth Night, or What You Will," much like "The Comedy of Errors" […] A good practice in it to make a Steward believe his Lady Widow was in love with him, by counterfeiting a letter […]

It's interesting that Manningham's diary entry focuses on the Malvolio sub-plot, which isn't necessarily what contemporary readers think of when they reflect on the play. Manningham's entry suggests that, at least for him, the play's ridicule of the social-climbing Puritan figure, Malvolio, was the most interesting and entertaining part of the performance. Several decades later, King Charles I (b. 1600-1649) may have thought the same thing. In his copy of Shakespeare's works, he crossed out the title Twelfth Night and wrote in Malvolio! as a replacement. Guess old Charlie didn't like social climbers and Puritans either.

Of course, Queen Elizabeth I sat on the throne when Twelfth Night was penned. We wonder what she thought of the play. If she ever saw it, that is. Critics aren't sure. Check out "What's Up with the Title?" for more on the debate.

What is Twelfth Night, or What You Will About and Why Should I Care?

OK, most of us have no idea what it would be like to lose a twin sibling in a ship-wreck before cross-dressing as a singing eunuch, only to discover that we are in love with a man, who is in love with a woman, who is in love with our disguise.

But, anyone who has ever been a teenager (yep, that's everybody over the age of twelve) knows a little something about being in love. We're betting you know exactly what it's like to try to keep that love a secret, too.

If you think about it, this is what Viola in Twelfth Night deals with. Check out how she describes her secret crush to the guy of her dreams without revealing to him that he's the object of her affection:

She never told her love,
But let concealment, like a worm i' th' bud,
Feed on her damask cheek. She pined in thought,
And with a green and yellow melancholy
She sat like patience on a monument,
Smiling at grief. Was not this love indeed?

We don't run around talking like this in our day-to-day lives (it might be fun, though), but Viola's speech captures perfectly that gut-wrenching, sickly "yellow and green" feeling that makes your cheeks flush red ("damask") and literally seems to eat away at your insides ("like a worm in the bud") when you're too afraid to do anything about it and you don't want anyone to know your secret, because you're afraid they won't love you back if they know who you really are.

Yep. That's it exactly. Secret crushes are brutal, especially when you're trying to figure out who you are and you're afraid that what people see on the outside doesn't match what you feel like on the inside. So, the next time you think nobody could possibly have a clue about what you're going through, crack open your copy of Twelfth Night and tell it to Uncle Shakespeare. He totally gets you.

Twelfth Night, or What You Will Resources


MIT's "The Complete Works of William Shakespeare"
Read Twelfth Night online.

Elizabethan History
Great website for historical background. Includes a nifty "Elizabethan dictionary."

Shakespeare Concordance
Awesome tool for all students to look up words in any of Shakespeare's plays and sonnets.

Cartoon Shakespeare
Cartoon Shakespeare offers Twelfth Night the comic book by artist John Howard. Pretty cool.

Movie or TV Productions

Twelfth Night: Or, What You Will
Trevor Nunn's popular 1996 film stars Imogen Stubbs (Viola), Helena Bonham Carter (Olivia), and Ben Kingsley (Feste). Awesome cast and super accessible production.

Twelfth Night
Neil Armfield's 1987 production starring Gillian Jones (Viola), Kerry Walker (Feste), Geoffrey Rush (Sir Andrew Aguecheek). Totally awesome performance by actress Kerry Walker as "Feste," a role usually given to men.

Twelfth Night, or What You Will
2003 made for television movie directed by Tim Supple, starring Parminder Nagra as Viola. This great production is super modern with a bit of "Bollywood" flavor. It's also notable for the way it draws parallels between Viola's character and political asylum seekers.

21st Century Bard: The Making of Twelfth Night
Documentary television series (2003) following the made for television 2003 movie Twelfth Night, or What you Will (see above).

Twelfth Night, or What You Will
Staged at the Lincoln Center Theatre in New York and televised on PBS in 1998, starring Paul Rudd (Duke Orsino), Helen Hunt (Viola), and Kyra Sedgewick (Olivia).

Twelfth Night
Filmed for Thames Television in 1988, Kenneth Branagh's famous Renaissance Theater Companyproduction stars Frances Barber as Viola. High school and college instructors like to show this one in classes.

She's the Man
2006 flick starring Amanda Bynes as Viola, a teen who decides to cross-dress in order to join the boys' soccer team at her rival prep school, "Illyria." Similar to the way 10 Things I Hate About You adapts The Taming of the Shrew for teen audiences.

Lost and Delirious
A 2001 adaptation of Susan Swan's novel The Wives of Bath. In the film, Paulie's character borrows much from Twelfth Night's Viola as the film explores the relationship between two Canadian boarding school roommates struggling with issues of gender and sexual identity. Paulie's attempts to become more "masculine" to impress and attract her roommate echo the complexity of Viola's relationship with Olivia.

Shakespeare in Love
Written by the amazing Tom Stoppard and Marc Norman (1998), this is a must see for anyone, period.Gwyneth Paltrow's character, Viola, cross-dresses to become a stage actor in the play Romeo and Juliet and falls in love with Shakespeare (Joseph Fiennes) during rehearsal. In the movie, Paltrow's character inspires Shakespeare to write the play Twelfth Night.

Play On!
1997 musical set in the Harlem Renaissance and featuring the music of jazz great Duke Ellington. The musical loosely adapts Shakespeare's play. PBS aired a filmed version in 2000.


John Lithgow as Malvolio
Malvolio in yellow stockings with cross garters (Act 3, Scene 4), from The Royal Shakespeare Company.

Trevor Nunn's Twelfth Night
Olivia and Viola (as "Cesario") meet for the first time in this excerpt from Trevor Nunn's film production. This is where Olivia falls for Viola.

She's the Man
Excerpt from contemporary tween adaptation of Twelfth Night.


Twelfth Night from
Use Real Player to listen to a performance of the play while you read along.

Historical Documents

John Manningham's Diary
Excerpt from law student (John Manningham) about the performance of Twelfth Night at The Middle Temple. This diary entry is just one of the nifty ways historians are able to date the performance of the play and see what people thought of Twelfth Night. (Notice that Manningham compares the play to another Shakespeare play, The Comedy of Errors, and emphasizes the Malvolio plot over all else.)

Puritan Attack on the Theater
Excerpt from Philip Stubbes's book The Anatomie of Abuses (1583), where he criticizes play-going and the Elizabethan theater (and just about everything else under the sun). Informative and hilarious – read this if you're interested in learning more about why Shakespeare likes to make fun of Elizabethan Puritans and why Maria and Toby play their prank on Malvolio.


Lakeshore Player's Poster for Twelfth Night
Great poster with double-faced Viola/"Cesario"

First Folio image of Twelfth Night
Image posted on the Royal Shakespeare Company's website.

Feste and Olivia
Photo of Feste and Olivia from a college production of Twelfth Night

King Cake
Image of a "king cake" with a brief history, including traditional use in Twelfth Night celebrations.

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