Playing role of Feste in William Shakespeare’s Twelfth Night presents a complex challenge to the actor. Feste is at once a character in the world of the play and a clown figure with specific dramatic functions having roots in the Lord of Misrule of the English holiday and the Vice of the morality play. How can the actor playing Feste create a believable psychological portrayal that is aligned with the functions Shakespeare assigns the role? And be entertaining as well? I suggest that actor will benefit greatly from an exploration the traditional function of the clown its development in society and literature before Shakespeare, and how Shakespeare’s use of the clown developed, culminating in the writing of Twelfth Night. The actor will thereby have a better understanding of what Shakespeare might by trying to achieve with Feste,, and he (or she) may better find the motivations for Feste’s sometimes-enigmatic words and actions, which will, in turn, give shape and purpose to the clowning. I put this thesis to the test in preparing for and playing the role of Feste in Theater Ten Ten’s production of Twelfth Night in the spring of 2010 in New York City. My research and preparation will include: a substantial immersion in much of Shakespeare’s cannon, and viewing of performances of it (mainly on video); research on the role of the clown, how it developed through history until Shakespeare’s time, and how Shakespeare appropriated and developed that tradition, culminating in Feste; a performance history of the role; a structural analysis of Feste’s role in Twelfth Night; a character study of Feste; a rehearsal and performance journal documenting my ongoing iv exploration, challenges and choices. The main challenge, as I foresee it, is to arrive at my own unique performance of Feste while fulfilling both my director’s vision and Shakespeare’s intention.