Notes on Nightmare Alley (1947)

Even by cult film standards, the 1947 film Nightmare Alley has an odd history. Released in 1947 to disappointing reviews and meagre earnings, it disappeared almost completely until 20th Century Fox released it on DVD in 2005. Kim Morgan, who co-wrote the 2021 remake directed by Guillermo del Toro, has noted that a lawsuit had to be resolved before the movie could be made available to home viewers. However, she points out that given the material, the movie “seemed destined to become a cult oddity.”

Based on a 1946 novel by William Lindsay Gresham (first husband of Joy Davidman), Nightmare Alley follows its source pretty closely. Set sometime in the 1940s, it follows Stan Carlisle, a carnival employee who dreams of making it to the top. The story opens with Stan observing the carnival’s “geek show,” where an allegedly feral man eats a live chicken. He’s fascinated by this image, but doesn’t see the geek as anything but a poor sap. With help from his paramour Madam Zeena, Stan learns a mentalist act that he takes out of the carnival, making a killing in the big cities. Soon, playing crowded nightclubs isn’t enough for Stan and he starts giving wealthy clients “a look into the beyond.” When he plots the ultimate con job, his wife Molly worries that they have gone past the point where they can safely escape.

Made on a large budget by 20th-Century Fox, Nightmare Alley stars Tyrone Power as Stan and was directed by Edmund Goulding (best known for melodramas like The Grand Hotel and adventure films like The Dawn Patrol). Power had become a star playing swashbuckling heros, and fought hard to get the film made so that he could expand his range. In hindsight, Power’s good guy image is probably key to why it flopped, and highlights what it makes it an unusual film.

Paul Schrader argued in “Notes on Film Noir” that there were three broad periods to this film movement:

  • Film noirs made during World War II (1941-1946) were talky stories, usually made on studio sets with well-known directors.
  • Post-WWII film noirs (1945-1949) were more realistic, more about street corruption than detectives, and featured less romantic characters.
  • The final period (1949-1953) got as far away from romanticism as possible, put despair and disintegration front and center.

Nightmare Alley, released in 1947, came at the end of the first phase, and sums up its defining traits and setbacks. Film noirs were always dark, cynical stories, and it’s not easy to do dark and cynical on a large budget with well-liked famous actors. The Lady from Shanghai (released the same year as Nightmare Alley) subverted audience expectations in a similar way, casting Rita Hayworth as a bleached blonde femme fatale in a story where no one come out intact. Like Nightmare Alley, it failed commercially, only to be re-appraised decades later.

Working under strict censorship and these other considerations, many early film noirs had to find ways to rub away the rough edges. In The Big Sleep (1946), plot points involving pornography and nymphomania are downplayed, or alluded to with actors giving knowing glances and saying nothing. The original ending (the private eye rejecting romance, solving the case and walking off into the night) is discarded for something more palatable. It works primarily because the leads (Lauren Bacall and Humphrey Bogart) are convincing as cynics meeting their match, and crackling dialogue lets them play up the innuendo.

Nightmare Alley takes a similar approach. Sexual attraction is mostly communicated in little glances and touches, scenes fading as couples kiss. Stan communicates many of his feelings – how being a performer makes him feel superior, his tendency to put himself first – in mini-monologues, generally to Zeena or Molly. When Stan pulls a mind-reading trick on a sheriff, the scene plays out like a monologue in a Tennessee Williams play. Religious undertones (isn’t it blasphemy to pretend to have supernatural powers?) implied in the novel take center stage when Molly argues with Stan about whether God will punish him for pretending he has powers.

These scenes work, but may be the movie’s weakness: it’s a very talky movie. The Big Sleep overcame this problem by adding juicy undertones to the dialogue. The Lady from Shanghai had plenty of dialogue, but the editing moves everything at a frenetic pace so that you don’t notice how much talking is going on. Nightmare Alley is more measured, compelling yet a bit stiff.

Perhaps the best movie to compare Nightmare Alley to is Double Indemnity (1944). Schrader argued that this film – well-known leads playing against type, in a story so controversial for the time that it wasn’t clear the movie could be released – shifted film noir into its second phase. Like Tyrone Power, Fred MacMurray was best-known for playing heroic characters, and took a big chance by playing something darker. Double Indemnity finds its own ways to blunt the edges: it’s the story of an adulterous couple planning to kill the husband, but the passion is mostly communicated through dialogue and subtle looks. The entire story is narrated by MacMurray’s character Walter Neff confessing his crimes into a dictaphone, which makes it clear that he survives until the end. Despite these limits, Double Indemnity makes the darkness palpable and is always engaging.

Both Double Indemnity and Nightmare Alley are stories about likeable men descending into hells of their own making. The primary difference is pacing: Double Indemnity makes it clear from the first shot that its nice man has done something wrong, and moves quickly from its setup to the moment that he decides to cross that line. Nightmare Alley takes its nice man into darkness by degrees, never hitting rock bottom until the end. In that respect, it’s a clever show of how to tell a noir story subtly, drawing the audience into the hero’s desperation.


“I am reminded of an interview I once did with a man who ran a carnival sideshow. His star was a geek, who bit off the heads of live chickens and drank their blood. “He’s the best geek in the business,” this man assured me.

“What is the difference between a good geek and a bad geek?” I asked.

“You wanna examine the chickens?”

(Roger Ebert, an anecdote in his book I Hated, Hated, Hated This Movie)

One thought on “Notes on Nightmare Alley (1947)

  1. Pingback: What Makes a Noir Novel? Considering Nightmare Alley – G. Connor Salter

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