Cleopatra is a 1963 American epic historical drama film directed by Joseph L. Mankiewicz, with a screenplay adapted by Mankiewicz, Ranald MacDougall and Sidney Buchman from the 1957 book The Life and Times of Cleopatra by Carlo Maria Franzero, and from histories by Plutarch, Suetonius, and Appian. The film stars Elizabeth Taylor in the eponymous role. Richard Burton, Rex Harrison, Roddy McDowall, and Martin Landau also appear in major roles. It chronicles the struggles of Cleopatra, the young queen of Egypt, to resist the imperial ambitions of Rome.

Walter Wanger had long contemplated producing a biographical film about Cleopatra. In 1958, his production company partnered with Twentieth Century Fox to produce the film. Following an extensive casting search, Elizabeth Taylor signed on to portray the title role for a record-setting salary of $1 million. Rouben Mamoulian was hired as director, and the script underwent numerous revisions from Nigel Balchin, Dale Wasserman, Lawrence Durrell, and Nunnally Johnson. Principal photography began at Pinewood Studios on September 28, 1960, but Taylor's health problems delayed further filming. Production was suspended in November after it had gone overbudget with only ten minutes of usable footage.

Mamoulian resigned as director and was replaced by Mankiewicz, who had directed Taylor in Suddenly, Last Summer (1959). Production was re-located to Cinecittà, where filming resumed on September 25, 1961, without a finished shooting script. During filming, a personal scandal made worldwide headlines when it was reported that co-stars Taylor and Richard Burton had an adulterous affair. Filming wrapped on July 28, 1962, and further reshoots were made from February to March 1963.

With the estimated production costs totaling $31 million (not counting the $5 million spent on the aborted British shoot), the film became the most expensive film ever made up to that point and nearly bankrupted the studio. The cost of distribution, print and advertising expenses added a further $13 million to Fox's costs.

Cleopatra premiered at the Rivoli Theatre in New York City on June 12, 1963. It received a generally favorable response from film critics, and became the highest-grossing film of 1963, earning box-office receipts of $57.7 million in the United States and Canada, and one of the highest-grossing films of the decade at a worldwide level. However, the film initially lost money because of its exorbitant production and marketing costs totaling $44 million ($421 million in 2022).

It received nine nominations at the 36th Academy Awards, including for Best Picture, and won four: Best Art Direction (Color), Best Cinematography (Color), Best Visual Effects and Best Costume Design (Color).