Help! (1965) is a musical comedy directed by Richard Lester and produced by Walter Shenson. The screenplay is by Marc Behm and Charles Wood, based on a story by Behm.

John, Paul, George and Ringo are joined by popular British character actor Leo McKern as High Preist Clang, Eleanor Bron as Priestess Ahem, and Victor Spinetti, retained from A Hard Day's Night. Other supporting actors include Roy Kinnear, Warren Mitchell, Peter Copley, and Dandy Nichols. Distributed by United Articts. 90 minutes.

This second Beatle feature takes the zaniness of the first to cartoonish extremes. Off-the-wall fantasy replaces the documentary of A Hard Day's Night in this story of religion cult's efforts to recover a sacred ring that has become attached to Ringo's finger. The deadpan drummer suffers numerous indignities, including attemted amputation of the hand and sacrifice to the goddess Kaili, before the affair is over.

Although the Fab's charm is often buried beneath a labyrinthine plot and heavy-handed production, the music is a bouyant, tuneful, and expressive as ever. Seven new songs were composed for the film: John's title song, "Another Girl," "Ticket to Ride," "The Night Before," "You've Got to Hide Your Love Away," "I Need You," and "You're Gonna Lose That Girl."

The film went through a numer of working titles before Lester settled on the title of one of John's new songs. Ringo's suggestion, Eight Arms To Hold You, actually appeared on the label of the first batch of Help! singles. The critics were less enthralled with Help! than they had been with A Hard Day's Night. Nonetheless, Help! won first prize at the 1965 International Film Festival in Rio de Janerio. The Beatles themselves were less satisfied, particularly John, who dismissed the film as "crap." Their lack of enthusiasm may explain the difficulty faced by the group in selecting a scprit for their next feature.