Film noir is usually associated with urban settings, with cities like San Francisco and New York often serving as the backdrop to a film’s cynical characters. But much of Nightmare Alley takes place in the rural area surrounding a seedy traveling carnival, showing that even characters away from the bright lights of the city can be equally sinister.

Stanton “Stan” Carlisle (Tyrone Power) is an ambitious man who works as an assistant in the mind-reading sideshow act of Mademoiselle Zeena (Joan Blondell) and her alcoholic husband Pete (Ian Keith). Pete’s alcoholism proves to be deadly, and Zeena is then forced to make Stan her partner, teaching him tricks that will make the audience believe he really is a mentalist. Seeing how he can easily con people with his mind-reading act, he sets his sights on Chicago and reinvents himself as “The Great Stanton”, hoping this will be his ticket out of the circus life.

The producers of Nightmare Alley wanted to make the film appear as believable as possible. So a full working carnival was built during the film’s production, covering ten acres of the 20th Century Fox backlot. In addition to a wholly authentic set, the producers also hired over 100 sideshow attractions and carnival people to add to the film’s overall ambiance.

Aside from this film noir’s atypical circus setting, Nightmare Alley was a somewhat unusual entry in the genre at the time. For one thing, the film featured top stars in Tyrone Power and Joan Blondell and had a relatively large budget. Though there are a number of noir films that were made at the A-movie level, many of the best movies of the genre worked on a B movie scale with lesser-known actors. But despite the star power behind the movie, Nightmare Alley wasn’t a financial success upon its original release.

Much of the movie’s financial failure likely stemmed from the audience’s inability to accept Tyrone Power as such an unsavory character. Power’s claim to fame came from his romantic, swashbuckler roles, so his portrayal of the scheming Stan was quite a send-off from what fans were used to. But it was Power who helped bring Nightmare Alley to the screen, as he was the one who bought the rights to the novel upon which the film is based, wanting to expand his horizons as an actor.

Tyrone Power made Nightmare Alley shortly after a great dramatic turn in The Razor’s Edge the year before, and he reunited with that film’s director, Edmund Goulding, to make this dark, carnival-set picture. As Stan Carlisle, Power gives perhaps the best performance of his career, using his charming screen demeanor and turning it on its head to create a truly cunning character. Despite being a box office flop, Nightmare Alley was Power’s favorite film out of all the ones he made, and he deservedly received some of the best reviews of his career for his work in it.

Like many of the greatest movies in the film noir genre, and unlike other movies with a circus setting, Nightmare Alley is a dark, bleak picture, featuring a chilling portrait of human weakness. If the film were its own circus act, it’d be one that the audience would likely look at with horror, but can’t take their eyes off of… and it’d be the one act that would still be talked about long after the carnival has moved on to the next town.

I wrote this entry as a part of the At the Circus Blogathon, where bloggers are writing about movies that take place around the big top. Click the banner below to read more great posts!