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Believe it or not, the sideshow is the least compelling part of Guillermo del Toro’s Nightmare Alley

Bradley Cooper, Cate Blanchett, and Rooney Mara star in this stylish but uneven carnival noir

Film Reviews Nightmare Alley
Believe it or not, the sideshow is the least compelling part of Guillermo del Toro’s Nightmare Alley
Bradley Cooper in Nightmare Alley Photo: Searchlight Pictures

Guillermo del Toro was born to make a carnival movie. The Oscar-winning writer-director has spent his career conjuring sympathetic monsters and romantic freaks. (He also modeled his home after a European cabinet of curiosities, a more sophisticated continental cousin to the American sideshow.) So when del Toro announced that he would be tackling William Lindsay Gresham’s 1946 novel Nightmare Alley—previously adapted into a 1947 film with Tyrone Power and Joan Blondell, but we’ll get to that in a minute—it seemed like a perfect fit. So how is an extended opening sequence set at a dusty Midwestern carnival the least compelling segment of the movie?

Because, alas, production design isn’t everything, though in a del Toro film, the textures and colors are enough to carry a viewer most of the way. When mysterious loner Stanton Carlisle (Bradley Cooper) wanders into a geek show run by the gregarious Clem Hoately (Willem Dafoe), he enters a beautifully rendered alternate universe dominated by shades of red and yellow—the colors of a traditional sideshow banner. The attractions have an intriguingly moralistic bent: There’s an astonishingly designed haunted house, for example, with a seven deadly sins theme. The geek himself, a desperate alcoholic who bites the heads off of chickens in exchange for booze, is portrayed here as a skittering creature reminiscent of Lord Of The Rings’ Gollum. This being a del Toro picture, we of course pity him.

The rest of the sideshow’s denizens are less memorable. Casting Toni Collette as Zeena, the kindly psychic who teaches Stanton the mediumship racket, would seem to be a slam dunk, as would securing Ron Perlman and David Strathairn as fellow carnies. But almost all of the impressive cast—which also includes Rooney Mara, Richard Jenkins, Holt McCallany, and Mary Steenburgen in key roles of varying sizes—seems tied down by the odd, muted tone. The only one who slips into the noir idiom like a pair of silk stockings is Cate Blanchett, perfectly cast as conniving, seductive psychiatrist Lilith Ritter. The film doesn’t really get going until Blanchett slinks in midway through, challenging Stanton’s supposed ability to read minds after he and “Electro-Girl” Molly (Mara) level up from traveling circuses to swanky nightclubs.

Blanchett’s presence also seems to awaken something in Cooper, who up to this point has conveyed little of the inner torment and grasping ambition that supposedly drive his character. It may be unfair to compare this Nightmare Alley to the ’47 version, given that del Toro has said he and co-writer Kim Morgan based their adaptation on the novel, not that movie. But the films have very similar plots, and examining two actors playing the same character is fair game. In this area, it’s a win for the earlier adaptation: Power conveys the sense that Stanton is being eaten from the inside long before he succumbs to the bottle; Cooper saves his angst and pathos for the very end of the film.

A satisfying middle section delves into the machinations of Stanton’s latest and most ambitious grift, one of those “spook shows” Zeena warned him about. (It’s too risky to claim to communicate with the dead; it inevitably gets messy.) Here, the aesthetics shift into sweeping Art Deco arches and expensive polished wood; Jenkins’ character, a sinister business tycoon of untold wealth, lives in a mansion that looks like a Depression-era post office. Del Toro performs some especially sumptuous tricks with smoke and lighting in these later, more conventionally noir-ish scenes, illuminating Blanchett and Cooper’s faces with the warm orange glow of a cigarette lighter as they trade barbs.

The heat between the two is palpable, but the larger symbolism of this cat-and-mouse game between a psychic and a psychiatrist gets lost amidst the luxurious settings and sexual tension. At the time when Gresham’s novel was first published, going to therapy was an activity that was still viewed with a sideways eye by most everyday Americans. And there’s a rich thematic thread of the similarities between religion, psychiatry, and carnival hustles that runs through the ’47 version of Nightmare Alley. Without the implication that Lilith and Stanton are essentially on the same hustle, certain plot developments later in this film no longer make much sense.

That’s typical of the movie as a whole. Nightmare Alley over-explains some of its sleight-of-hand tricks, and loses track of others over the course of its unhurried 150 minutes. Film noir is a cynical genre, and the script makes gestures toward establishing that these characters live in a cold world where nothing matters but the almighty dollar. But del Toro is a romantic at heart, and can’t help swooning where the subtext wants to spit. His sensibility isn’t a bad thing. It just works better when the monsters aren’t human.

78 Comments

  • jonesj5-av says:

    Still gonna see it.

    • bagman818-av says:

      Same. A “not perfect” del Toro film is far better than most of the dreck out there. Shame they released it the same weekend as Spider-Man; that’s not going to help its box office.

      • jonesj5-av says:

        I have no problem with Marvel, and I’ve always had a soft spot for Spiderman (like, for the past 50 years I have been into Spiderman), but there is only so much of either I need in my life. I’ve reached my limit.

    • bcfred2-av says:

      Review reads higher than the grade.  I’m all over this.

    • robert-moses-supposes-erroneously-av says:

      For sure – I’m sold on the cast alone. I mean, Rooney Mara is a Sam-Worthington-sized charisma void….but Cate and Toni in the SAME cast? Count me in.

  • kinjacaffeinespider-av says:

    Looks like Indiana Jones fell on hard times.

  • hasselt-av says:

    “Depression-era post office” is not a description I could have possibly visualized, so thanks for the link.

    • miiier-av says:

      Post office murals rule and are yet another casualty of the criminal oversight of USPS, as office are closed these can be lost if people aren’t careful.

  • dremiliolizardo-av says:

    At the time when Gresham’s novel was first published, going to therapy was an activity that was still viewed with a sideways eye by most everyday Americans.So…you mean like, 2019?https://www.forbes.com/sites/bryanrobinson/2021/02/04/47-of-americans-believe-seeking-therapy-is-a-sign-of-weakness/

  • rachelmontalvo-av says:

    It’ll be interesting. The original was wildly cynical, especially about psychiatry.

    • canasta59-av says:

      One of those blazing yet barely known masterpieces. Also a massive box office flop. Fox’s Zanuck made it to appease Power, recently returned from war and in no mood to slip back into romantic comedies and swashbucklers after what he’d experienced. Alley and The Razor’s Edge were essentially trade offs for Captain from Castile and the goddamn awful Luck of the Irish. Zanuck, who knew a great movie when he saw it, ended up loving Nightmare Alley and played fair – the studio rolled it out with a big budget promotional campaign – but predicted from the first rushes that its cold, hard bleakness would kill it on opening day. It did, despite reviews your doting mother could have written and Power giving not just the performance of his career but the performance of his life. My soft spot for the film is in part because last year I recommended it to a noir fiend friend with terminal cancer not long before he passed and made a dying man unexpectedly and extraordinarily happy.

  • noisetanknick-av says:

    Clem Hoately (Willem Dafoe)

    Say no more, this actor/character name combination is more than enough.

  • baronvb-av says:

    For me, Del Toro has been pure aesthetics and bland scripts for several years, the initial hype leaves a bitter taste after watching.

    • mifrochi-av says:

      I re-watched Crimson Peak a few week ago, and the gulf between that movie’s visual design and narrative is even more dramatic than I remembered. Visually it’s a great mashup of a giallo and a fairy-tale, but the villains’ motives and modus operandi are basically self-evident, and the story wraps up with a very long chase scene that still manages to be sentimental. Still, the production design and that cast can salvage a lot. 

      • ericmontreal22-av says:

        Funny, I just did the same a few days ago. I liked it in the theatre but honestly remembered barely anything about the plot. And now I remember why. I’m a massive fan of gothic romances, 1860s sensation serials, all that, which this takes from throughout (the ghosts aspect really doesn’t feel necessary—and I *do* remember how at the time so many people felt cheated by the advertisements which promised a full out ghost story, not a Gothic romance). But he and his co-screenwriter (Matthew Robbins!) take all these Gothic elements from works like The Woman in White, and honestly in the first act set up really solid building blocks, and then just squander it all.  Even things like the incest revelation feel underheated.  Because of the cast and the style it’s not a bad watch by any means, but I went back and looked at the reviews and was surprised at how (mostly) very positive they were.

        • mifrochi-av says:

          The opening scene is very effective, but they never find a way to restore any narrative tension. Like, we know the main character can see ghosts, and we know Crimson Peak is a bad place. Once she arrives there, the production design just reinforces what we’ve already been told, and it’s very obvious why the house is crawling with ghost women. Then you’re kind of waiting for the big twist to arrive and… it doesn’t. Everyone’s exactly what they appear to be, and the whole thing wraps up with a shovel to the head. 

          • ericmontreal22-av says:

            Perfectly put.  The script was developed off and on over some time–and I find it hard to believe they didn’t realize in that time just how empty the second half is.  Even the melodramatic twists like Charlie Hunnam’s character arc, could work if they were just played either a little bit more over the top, or *something*.

        • tmw22-av says:

          I didn’t see Crimson Peak until last year, so (post-reviews) I went in expecting a Gothic Romance with an unsurprising plot – and I loved it. With those altered expectations, it ended up being a movie about inevitability rather than revelations. The tension and drama came from watching the characters start to realize what I already knew, that everything was going to fall apart. If the quality of the movie turns on mood/emotion rather than plot, then the acting and directing more than carries it.

      • mosquitocontrol-av says:

        Yup. Crimson Peak is stunningly beautiful, but void of anything interesting or unique to say, and is very predictable.I felt the same way here. Dull but pretty, with no purpose and an ending you saw coming 20 minutes in. It was a 2.5 hour Takes From the Crypt, and a lesser one.

    • breadnmaters-av says:

      A sad waste of great talent.

    • miiier-av says:

      This line from the review — “This being a del Toro picture, we of course pity him” — is a huge red flag. Pity sucks! It’s a mealy-mouthed, self-congratulatory feeling and it stank up Shape of Water. I know del Toro loves his monsters and feeling sad about their rejection but he’s been mistaking flat storytelling and bland uplift for openheartedness for a while now.

  • drkschtz-av says:

    I thought that was Harrison Ford for a second. Bradley Cooper is getting old.

  • cosmiagramma-av says:

    It’ll still be worth seeing, but I can’t help but wonder if this is one of the less well-realized visions of Del Toro’s.

    • crankymessiah-av says:

      It’s based on a novel and preceded by another film version. If it somehow isnt well realized, that would be quite alarming. It has already been realized for him, multiple times.

  • notoriousblackout-av says:

    del Toro is either hit or miss horribly with me.  For every Pan’s Labyrinth, there’s a Crimson Peak.  And The Shape of Water is one of the dumbest, most overrated movies of the past decade.  I’ll see this, but I’m not expecting anything great.

  • tmontgomery-av says:

    I just saw the original last month and was floored – especially by Tyrone Power. He was the main reason it took me so long to finally watch, and I felt a fool afterward. His Stan Carlisle was superbly realized. I don’t know if Bradley Cooper can match that blend of savvy, ambition and self-loathing. Here’s hoping. I also hope del Toro hasn’t overcompensated for the offstage “geek” activity in the original.

    • crankymessiah-av says:

      The original is fantastic. Im actually kind of bummed that it was remade.

    • teageegeepea-av says:

      I also watched the original last month:https://thepopculturists.blogspot.com/2021/11/this-weekend-in-pop-culture-november-19.html#comment-5616276455
      I now don’t feel any need to see del Toro’s version. His best movies (in my opinion) have been in Spanish anyway.

      • tmontgomery-av says:

        Thanks for this, especially the link to the thread. I think some who used to regularly comment on the AV Club pop-culture-weekend threads of old contribute, yes? The pre-Kinja discussions were very entertaining. 

        • teageegeepea-av says:

          Yes, when Disqus ended here at AVC many of us migrated to a Disqus channel dedicated to pop culture. But then Disqus got rid of channels, so the people behind that started The Popculturists so we could have the same Disqus threads. Apparently there’s a rival AVC diaspora site which tries to continue other regular features, but I’m just into the pop culture weekend threads (and the Sunday What’s On Tonight threads that go up on Saturday night as well).

      • breadnmaters-av says:

        Hollywood ruined him (and he probably knew it would). The Carnival is probably ‘Hollywood’ here.

      • rogue-like-av says:

        Thanks for that link. There is definitely an air of the AVC commentariat of old there, as well as writers. The “Community” notification is of course the dead giveaway. I’ll be lurking…

    • imodok-av says:

      Tyrone Power gets underestimated imo because of matinee idol good looks, but he’s great at playing sociopathic types in this movie and films like Johnny Apollo and Witness for the Prosecution. He was also great in swashbucklers like Black Swan and The Mark of Zorro. 

    • kevinsnewusername-av says:

      I also saw the original recently. I was impressed enough to seek out the book and it’s a doozy. The ending of the book is much more intense and as soon as you read it you realize what a clumsy tacked-on ending the original film had to deal with. You also realize that Del Toro is going to fix that.

    • gk2829-av says:

      The book (Nightmare Alley) is good too.

  • crankymessiah-av says:

    The original film is amazing, one of my favorite film noirs. This looks….not as good. And im usually a del Toro fan.

  • arriffic-av says:

    Pretty excited to see this so I can complain about how the book is better (I have not read the book; it’s on my shelf)

    • starrydawn-av says:

      Jumping in here to recommend the audiobook, if you’re into that medium. The narrator is terrific.

      • arriffic-av says:

        I normally stick to non-fiction for audiobooks, but I *am* running out of time on this one, so audiobook may be the way to go since I can do that and the dishes at the same time.

        • starrydawn-av says:

          That’s precisely why I started using audiobooks, and now it’s gotten to the point where I go hunting for chores so I can get some more listening in, because doing just one thing at a time (like sitting in one place and reading) feels like a waste.

      • ahavatamid-av says:

        There seems to be two versions. Which reader do you prefer: Adam Sims (Naxos 2011) or Peter Berkrot (Tantor 2021)?

        • starrydawn-av says:

          I’m currently about 60% into the Adam Sims version, and really enjoying his performance. Haven’t heard the other narrator! 

  • zaxby1979-av says:

    My neighbor worked on this production, as it was filmed throughout the Greater Toronto region.Lets just say, there was some interesting stories to be told about a one Bradley Cooper, especially when shooting during COVID restrictions last year.

  • bupropionxl-av says:

    You know, I had something somewhat pertinent to say, but considering I’m apparently doomed to languish in the greys…screw it. You’d think this site would be a little more inclusive. 

  • tropeofmonkeys-av says:

    I know it’s no longer politically correct, but I would love to go to one of these sorts of shows, watch two caged nerds battle at 3 dimensional chess and admire the fabulously bearded cosplayers. I guess comic cons will do but they lack that old timey geek show charm.

  • breadnmaters-av says:

    “And there’s a rich thematic thread of the similarities between religion, psychiatry, and carnival hustles that runs through the ’47 version of Nightmare Alley.”This is appropriate, as psychiatry is the biggest scam of the 20th-21st centuries: also the new religion, and its practitioners are our new ‘priests’. Yes, they are judging you.

  • mwfuller-av says:

    This movie is totally going to rule.  Tally ho!  Off to the theatre!  Come on, cue up lads!

  • kinggmobb-av says:

    This all just reminds me that I wish HBO had finished Carnivale.

  • mattthewsedlar-av says:

    “Stylish but uneven” sadly should be Guillermo del Toro’s middle name.

  • ruefulcountenance-av says:

    But almost all of the impressive cast—which also includes Rooney MaraGosh, the threshold for impressive ain’t what it used to be. 

  • ribbit12-av says:

    I think it’s nice that a boy from Guadalajara grew up to become his generation’s Tim Burton, specializing in that tricky combination of arresting visuals and weak-ass storytelling.Too bad, because I just finished the book (OH WHAT A BIG MAN YOU ARE) and it’s amazing, with some pretty mind-blowing parallels to Trump and his more zealous followers. One of the book’s many, many strengths was its heavy trafficking in Depression-era carny slang; I hope some of that was brought to this movie.I heard that Leonardo DiCaprio was initially slotted to play the Bradley Cooper role, which I think would have been a better fit, not that Bradley Cooper isn’t a perfectly cromulent actor. But the book presents Stanton Carlisle as blonde and fresh-faced, though of course [SPOILER ALERT] he’s brought to total ruination by the end. I imagine the DiCaprio of “Catch Me If You Can” transforming into the DiCaprio of “The Revenant” and it feels like a missed opportunity, for both director and actor.

  • erikveland-av says:

    Going to be seeing this solely to patch the gaping hole that not finishing Carnivale left on my soul.

  • made-of-wince223-av says:

    Aaaaand now I remember why I haven’t read a review here in years, they’re too dry when they (grudgingly) praise, and they’re too snooty when they condemn. Sure enough a “Nightmare Alley”—quality film is treated with perfunctory joylessnes.

  • mathyou718cough-av says:

    I thought it was pretty great

  • godot18-av says:

    After watching this (which I enjoyed more than you did, Katie, all things considered) I have come back to the same conundrum I face every time I see a Bradley Cooper movie. Mainly, I wonder what is wrong with me that I simply cannot find anything compelling or charismatic about him when everyone else insists he’s compelling and charismatic. I genuinely have only found him interesting at all in voiceover and I don’t know why he just does nothing for me. But my own biases aside, it is fundamentally weird that he is referred to as a “boy’s throughout the entire film. He is a decently put together 46-year-old but even in the harder, less sunscreened and moisturized 40s, no one would ever call him a “boy” at this point in his life.

  • vascopereira-av says:

    This movie frustrated me. I was really enjoying it but I really disliked the ending. So far all of De Toro’s films that I have seen I thought them OK but wasn’t really blow over by them, there has always been something lacking behind the lush visuals. I was practically loving his film, but the last two minutes kind of spoilt it for me. I was guessing at some point how it was going to end and I was really hoping that it wouldn’t end that way. It did.David Straithairn was the MVP for me. He was awesome as usual.

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