EXCLUSIVE: It has been nearly two full years since Guillermo del Toro started shooting Nightmare Alley. But now, finally, four years to the day since The Shape of Water’s US release, the cast and crew are preparing to gather in New York City for the movie’s global premiere at Alice Tully Hall Wednesday night. A simultaneous premiere will happen in Los Angeles and in other cities, and the events are taking place in association with Film at Lincoln Center, TIFF and the Telluride Film Festival, a nod to the disruption that meant Nightmare would not be able to complete the same festival circuit that had started Shape on its journey to becoming a four-time Oscar winner.
That disruption, of course, was a global pandemic that shut down production in March 2020. While Nightmare Alley became the first major Canadian production to return, it would take six months to do so. It was a disruption, del Toro, producer J. Miles Dale, and star and producer Bradley Cooper tell Deadline, that ultimately allowed them to deepen their understanding of the picture they were making and return with fresh ideas. Cooper lost weight to play a scrawnier version of his character in the first half of the movie (they’d started by filming the second half) and del Toro refined the edit to clarify exactly what he would need when production resumed.
Nightmare Alley, adapted by del Toro and Kim Morgan from the noir novel by William Lindsay Gresham, tells the story of Stanton Carlisle (Cooper), an ambitious carny who discovers a talent for showmanship and sleight of hand, and who heads to the big city in search of ever-deeper pockets to empty. As Stan begins to exploit the pain and grief of his well-heeled clients, his attempts to escape his own dark destiny become ever more desperate. With an all-star cast that includes Rooney Mara, Cate Blanchett, Toni Collette, Willem Dafoe, Richard Jenkins, Ron Perlman, and many more, Nightmare Alley releases in the US on December 17.
The book had previously been adapted in 1947, shortly after its publication, as a passion project for 20th Century Fox star Tyrone Power. It was Perlman, del Toro’s long-time collaborator, who first mooted the notion of remaking the movie when they met on the set of del Toro’s debut, Cronos, in 1992. But with the rights tied up at Fox, the young del Toro’s desire to return to the source novel for a new adaptation faltered before it ever took flight. Nearly 30 years later, it was Kim Morgan who brought the project back up, suggesting now might be the time to take another stab, particularly in the aftermath of del Toro’s success with former Fox division Searchlight Pictures on The Shape of Water.
In their first in-depth interview on Nightmare Alley, del Toro, Cooper and Dale detail exclusively to Deadline the intense collaboration that brought the movie to the screen and the effect the Covid lockdown had on the movie’s production.
Cate Blanchett (Lilith) and Bradley Cooper (Stan)
Kerry Hayes/20th Century Studios
Willem Dafoe (Clem) and Bradley Cooper (Stan)
Kerry Hayes/20th Century Studios
Bradley Cooper (Stan)
Kerry Hayes/20th Century Studios
Rooney Mara (Molly) and Bradley Cooper (Stan)
Kerry Hayes/20th Century Studios
Mark Povinelli (The Major) and Ron Perlman (Bruno)
Kerry Hayes/20th Century Studios
Rooney Mara (Molly) and Bradley Cooper (Stan)
Kerry Hayes/20th Century Studios
DEADLINE: Guillermo, Ron Perlman first brought Nightmare Alley to your attention in 1992. And then it was Kim Morgan who renewed your interest in adapting it. Give us a sense of that history.
GUILLERMO DEL TORO: Ron originally wanted to play Stanton Carlisle when he was 30-something, which is 30 years ago now. And he was thinking about a real carnival-looking guy; he was thinking of Elmer Gantry, he was thinking of revival tents. I watched the movie. I was 29 and what I saw was the exoticism of the atmosphere. The screams, the carnival, the Tod Browning of it all. Which would have been, in my opinion, frankly the wrong way to go in every possibility. So, life denied it to us. Fox said, “It’s a library title, we’re not giving it away. We won’t give it away.”
And then, in my 50s, when Kim brought it back up, I thought, Well, let’s approach it. How could we do that? We thought to approach it not as the downfall of a character, but the revelation of a character. The reveal of a man; how the most sacred moment you have in your life is the moment you face yourself. Whether it happens at the end of your life or in the middle of the road, this is the most sacred moment for any human being, when you go, “Oh. This is who I am.” So, we thought, let’s head towards that.
We crafted the screenplay, and from the beginning, on the last page, it was indicated what the last shot of the movie would be. Without giving it away, I think what we established in that shot, and what we realized, was that this was going to basically be a portrait of one character through the light of others. That seemed like a good way to go, but it also revealed itself to be so as we shot and as we edited.
This is a case of a movie that spoke very loudly to all of us, and we said, “It’s through Stan that we get to know the world.” I said, “We shouldn’t cut away from that.” Although… I was very tempted by the one-eyed fetus in the jar on that set as I was shooting the movie [laughs]. Bradley kept looking at the fetus and saying, “How come his face is lit?”
DEADLINE: Bradley, aside from having to compete for screen time with the one-eyed fetus, what compelled you to take on this role?
BRADLEY COOPER: Originally for me, it was truly about the people I was getting to work with, which was Guillermo and Miles, and then the cast, which had basically already been assembled before I joined. I mean, that’s just a dream for an actor.
The role terrified me, for many reasons. But as we started to delve into it—and we had the real benefit of time and prep to work on this—the idea of inhabiting somebody who doesn’t know who they are, and who’s in search of who they are through the whole film, right up until the last scene. I thought, Maybe that’s where I am in my life as an actor and a human being. I remember Clint Eastwood in A Perfect World saying, “I don’t know nothing. Not one damn thing.” As you get older, the more questions one has, not the more answers. And I think I was in a perfect place in my life, at 46, to engage in exploration with Guillermo and Miles and everybody in this story. What is that? What don’t we know about each other? How lost are we?
It was important to go there, unflinchingly and boldly, which I was able to do with Guillermo hand-in-hand. It cost something for us emotionally, making this movie. It was very risky to go to these places of, “Are we this person? Is this a side of ourselves? Is this who we really are?” I found that to be quite vulnerable as an actor. All my characters tend to linger, but this one, I have to say, was an especially hard one.
DEL TORO: When we met, the only information I had was the movies he had done. But one of the things that gave me great hope and gave us kinship was that he had played Joseph Merrick in The Elephant Man. This sounds strange because The Elephant Man is almost on the opposite side, but there’s something where you understand the otherness with compassion. I think we come to Stan judging him, we’ll never understand him. We’re done. The guy is surrounded by freaky things, but the freakiest thing about Stan is on the inside. The most terrified and lonely character in the whole movie is him. And this is where we start latching onto common ground, to understand this guy.
DEADLINE: It’s interesting you mention The Elephant Man. Bradley, you played that role on stage in the West End and on Broadway, and you were Tony-nominated. I had wondered coming into this conversation if you saw a point of comparison there.
COOPER: I would say they’re opposites. I think Joseph was blessed with all the tragedy that occurred to him, and the love of his mother, that he knew clearly who he was. It was his knowledge of who he was that allowed him to be such a survivor throughout his life. That’s my feeling, and I say that having not known him. But Stan is quite the opposite. He was so traumatized by whatever he went through that there just is no North Pole.
But, I will say this: having done 365 or 370 performances of The Elephant Man—which was the reason I wanted to be an actor and even my thesis in grad school—being with Guillermo when we walked for the first time through the carnival set, I just couldn’t believe that the manifestation of the imaginary circumstances that I’ve been playing in my head since I was 11 is now a full Guillermo del Toro vision, and able to be inhabited. That was incredible. And because of that, I did feel very comfortable.
DEL TORO: The beauty of it is that they are the yin and yang of human nature. Anyone that understands, quote-unquote, ‘otherness’ on the outside, also understands otherness on the inside. The compassion that allows you to understand one character allows you to understand the opposite, which is beautiful.
But yeah, I remember us both walking through that set…
COOPER: I think I must have taken 100 photographs. I just kept sending them to people, even though I wasn’t allowed to.
DEL TORO: Well, now we know where they came from [laughs].
DEADLINE: Miles, you’d already gone on this crazy adventure with Guillermo and with The Shape of Water, and of course your collaboration stretches further than that. What did you make of this project when Guillermo brought it to you?
J. MILES DALE: What was most interesting for me was that Guillermo’s films typically have some sort of supernatural element to them, and this is all naturalism. I mean, not everybody knows that he’s a student of noir. He could do two hours on any Hitchcock movie, including the ones you’ve never heard of, and so much more. So, it had always been in his thinking to do something like this eventually. And then, of course, the reality is that, like many of his other films, the carnival ‘freaks’, the ‘monsters’, are really the most normal people—they’re the family—and the industrialists and the city-folk are the real monsters. That kind of parable held true.
So, I could see it pretty clearly when he told me about it, and when I read the book and watched the 1947 movie, and certainly when I heard the Ron story of 30 years ago: the thwarted what-if of it all. And then, as usual, we just start. But it was interesting because, I mean, this is like an all-time cast. The kind you dream about. And they were all incredible. It’s hard to say they made each other better because they’re always so good, but it was such a dream to watch this group work together.
What was interesting was that we shot the second half of the movie before the first half. With the odyssey of what happened next [with the pandemic], we planned to build the carnival while we were shooting the rest of the movie and then go to that set. We had the carnival built in the Spring, and then of course it sat there, aging in the rain and the wind all summer, and so by the time we got there in the fall, it had been authentically beaten up in a lovely way.
It took a long time in prep, a long time to shoot, and a long time to post. But we figured stuff out in all of those stages. I don’t think the movie would have been what it was now, if not for those stages.
DEL TORO: What was funny, Joe, is every week, Bradley and I would have a coffee or a dinner or a breakfast. We would say, “This week is with Willem Dafoe,” or, “This week is with Rooney Mara,” and every week it would be, “What treats are we going to have this week?”
Curiously enough, it has no supernatural element, but it is the ultimate movie about the question I’ve asked in all my movies, which is what makes a person monstrous and what makes a person human? Ultimately, it’s not purpose and it’s not outside appearance. I think, without revealing the ending, every time I watch it, I feel a complete kinship with Stan. I weep, I feel it, and I understand him and what he is. The monstrosity of his actions is only monstrous when there is awareness and yet you still do them. He gains that awareness toward the end of the movie, and that makes a journey that is, for me, incredibly moving.
DEADLINE: The supernatural is your safe space. But Stan uses people’s belief in the supernatural almost like a weapon, as a way of exploiting them, of trapping them into their fears. The movie is very clear that Stan is a conman, not a literal medium. Did you feel a certain sense of self-examination of your own dalliances with the supernatural over the years?
DEL TORO: Well, to me, the danger of what happens with the discourse in the movie is sort of populist emotionality. Whether it is spiritual or religious, or whatever type it is, when this type of charismatic figure emerges who can talk to people that are hungry for belief, that’s a really interesting thing to examine. I always say, “The most monstrous creatures in my movies are the humans.” Well, OK, make a movie about one of them where you know that [laughs]. That was the challenge that was interesting for me.
COOPER: It’s funny, I never thought of it until just now, with the way you framed the question, but it’s almost like… I remember watching Unforgiven for the first time. Clint is taking all the things from the Westerns he’s been a part of and sort of unveiling the myth and going in for a deeper examination. It’s almost what you, Guillermo, have done here with the supernatural.
DEL TORO: Yeah, it is true.
COOPER: Morgan Freeman talks about the myth to Clint’s character, Bill Munny, so it’s like, OK, let’s get rid of that—what the other movies have done—now, how much deeper can we go?
DEL TORO: Yeah, when he says, “At the end of the day, there are no heroes. There is no violence. It’s just killing.” That was the thing. I feel that all the characters in the movies I make are ultimately, most of the time, alone. It’s about coming together, or not, and where they go from there.
I’ll tell you, the partnership we had all the way from the beginning right through to the end is letting Stan tell us, and letting the movie tell us. It wasn’t a matter of decision-making; the material spoke to us. I know it sounds like a cliché now in a pamphlet about moviemaking, but this movie spoke loud and clear. There were times we’d set up some gorgeous crane shot and high-five each other about it, and then guess what? The crane shot gets cut.
COOPER: It’s true: the movie challenged us to reconcile with what it really takes to investigate and explore this theme, and are you willing to risk it all in the exploration? Are you willing to be vulnerable as storytellers, as actors, and do it? That’s why I think we’ll be friends for the rest of our lives, and why it was so rewarding. It really did challenge me in a way I know I’ve never been challenged. The willingness to risk doing things we could have avoided doing and still scored… It was like, “No, you’re going to have to take another path to tell this story, and it’s going to be riskier in terms of gratification, potentially, but it’s the truest way to do it.”
DEL TORO: There was a strange test that revealed itself as the material advanced, which is Stan was cinema, in an odd way. The moments he didn’t speak, the camera followed. But when they were talking, the camera went quiet, which is also quite a challenge. The distinction from a directorial and editorial standpoint is you could choose to show off brutally, or you could choose the simplicity and the power of being truthful and listening; being there. There’s a resistance to that from a director that loves those sweeping moments [laughs]. I had to restrain. And for an actor given a monologue, he can deliver them one way or just save the words and save the moment. We were grappling with ourselves, I believe—certainly on my part, in a way I never had to do on any other movie, because there, the fantasy allowed for being fancier, and for taking other flights.
DEADLINE: I came to visit you all on set in mid-February of 2020. At that point, the pandemic wasn’t yet a pandemic. And yet, one month later, production was abruptly halted, and you wouldn’t resume for six months. What do you remember of the lead-up to that?
DALE: It snuck up on us. We started to hear about Covid being a potential disruption when we were in Buffalo on location. We went to Buffalo, had a week off, and then we had another week on set before we stopped. I remember clearly standing in the lobby of Buffalo City Hall in between shots, talking with Rooney. She was like, “What do you think about this Covid thing?” And wanting to be the positive producer, I said, “I don’t know, we’re keeping an eye on it.”
When we got back to Toronto, people were starting to get really nervous about it. We did a night shoot, and that was the night the NBA shut down, and the NHL shut down. The next day we were in the studio, and everyone was just way too nervous.
We finished at midnight of March 12, and we had shot the master for the lie detector scene but not the close-ups.
DEL TORO: I remember the moment that Bradley and I were talking about the shot we had just finished, which was the lie detector test. We were excited shooting it; it’s a very nice shot that sweeps from one character to the next. We were saying, “Oh, this is so much fun.”
And then, three hours later—because all day the news had kept coming about the pandemic escalating—we were in a completely different mood. We had a meeting over lunch, and we said, “Let’s leave it there.”
DALE: We called the studio and we said, “Guys, you know what? We got to shut down. We cannot in good conscience keep going.” I spoke to the crew; told them I didn’t know how long it would be but that all we know is we want everyone to be safe and we’ll keep paying you for as long as we can. And then we went off. We thought it could have been for a week, maybe two weeks, maybe a month. In the end, it was six months to the day. We stopped in mid-March, and we started again in mid-September.
I remember when we came back, I said to Guillermo, “Should we start again at the top of the scene, just for the actors to get rolling into it again?” He’s like, “Nope, let’s get right into it.” It was an amazing vote of confidence to the examination that the material had taken, and about the path going forward.
And then there’s the scene at the bus station, where Stan goes to get Molly. He grabs her and goes through the door into the bathroom. We shot each side of that door in two different countries, nearly a year apart. There were a few remarkable things like that, but I don’t think we reshot anything.
COOPER: Yeah, none of that was reshot, it was all two different parts of the scene.
DEADLINE: What did that break do to each of you, psychologically?
COOPER: If anything is halted, you have to hope that fire inside of you—the creative fire to invest the time in the work—is burning bright. If you’re not careful it can go out. Luckily for all of us, that fire came back even brighter during the hiatus, because of everything we went through in order to make this movie.
I also think that restriction is a friend to creativity, and time is also your friend when you take a moment to look at and work on and continue to mold. I think we were able to take a look at what we had done. It informed, as it always does, and the more you explore and learn about what the story is, it keeps telling you things. We learned so much leading up to March 12, 2020, and that allowed an incredible opportunity to look at what the carnival could be, and what avenues we’d want to explore with these characters when we returned. That was invaluable.
From an aesthetic and storytelling point of view, for Stan, we loved the idea that when we meet him at the start of the movie, he isn’t eating well. So, I was able to lose weight. The difference between what he looks like in Buffalo [in the second half of the movie] is about 15 pounds. In that perspective, we were lucky because we were able to change the aesthetic of Stan in ways an audience might not even notice, but they will feel when they meet him again in the city.
DALE: We were able to say, “OK, what do we have with the footage we’ve shot? What are we going to do to make the movie better? What could happen in the script?” For me, more than anything, it was just knowing what we had done in that first block, and this fear of losing something so amazing that was within your grasp. So, you have to stop, but you also have to do everything possible to keep it going. For everybody, that was a real mission.
Bradley, you talk about those creative fires. Mine was a fire of a different kind because there was no way we could let this thing not continue, once you figure out how to do it safely without getting in the way of public health.
COOPER: The one thing Guillermo won’t say is: we’re all here for him. That’s the reason why everybody showed up, and everybody did it for the love of the game. I was constantly blown away by how many hours in the wet and cold actors would wait just for the thing, with no complaining. And not just actors, the whole crew. We were there because we believed in his vision, we wanted to be a part of his storytelling. Everybody stayed true to it [during the break] and came back and worked their tails off to the end.
So, it was a wonderful feeling, to be at that carnival knowing we’d all assembled again. It was the most inspiring thing. And it’s what I love so much about this profession, is the collective, the group effort, the collaboration. I really felt it on this one.
DEL TORO: The three of us collectively decided when to stop. We said, “This is the time,” before anyone came in with even the slightest doubt about whether we’d be able to carry on shooting.
The material then lived with us for those months, which clarified a lot of things. And by the way, we originally were going to do it the other way round. We wanted to start with the carnival and shoot in sequence, and it was so much better to have shot Stan in the city first and then to go to the carnival for a more youthful Stan, a more wide-eyed version.
COOPER: It’s crazy, Guillermo, when you think about it, because I remember that we pushed the movie because of my schedule here in New York and my family. The movie would have been finished before the pandemic.
DEL TORO: It would have been finished. And look, the partnership between a director and actor when you’re working with a character like Stan is that you’re living and breathing the same air for 99.9% of the day. And when you’re not, you’re having a meeting about it. It’s a three-legged race. That’s what it is. For six months, we introspected that character. We’re looking at him on the screen, refining, recutting. You have time to change your choices in the editorial room. And then you come back with a different understanding.
This pandemic was a moment of great, great tragedy for millions of people. We have to be responsible. We realize it is a blessing to come back and restore the business on which hundreds of families depend, but also, we have to do it responsibly and not get carried away. To count our blessings. The blessings it brought were very much creative.
DEADLINE: What do you think the movie would have been without that disruption?
DEL TORO: Well, I’ll be disarmingly sincere about it: the fact was that the movie was throwing itself at me in the first part of the shoot at 100MPH every goddamn day. We were trying to find that truth and reality in cinema without being artificial. I wanted a certain simplicity. And to be honest, when we were prepping, I thought, I’m going to shoot this movie easy. It won’t be complicated like Pacific Rim. There’s no make-up, no visual effects, no creatures at the center of it. I imagined relaxed dinners every night, the whole nine yards.
In the end, there was not a moment where I didn’t even dream about the movie. That six-month stop, as a human being and as a director, allowed me to readjust a bunch of things. And then I approached the material differently. I was able to find the two parts of the movie stylistically slightly differently, I was physically seeking something different. I don’t know what the movie would have been otherwise. But I think the movie is better for everything that happened.
DEADLINE: You have partnered with fall festivals for the premiere, which will happen in New York at Alice Tully Hall. Would you have liked to do the festival circuit in an ideal world, just as you’d done with Shape?
DEL TORO: Yes and no. This same group, the three of us, and the studio, we made a clear decision: let’s land this movie in the way it needs to be landed, let’s have it take the time it needs.
And we’re not being casual. 10 days ago, I was still doing the final color. We wouldn’t have made it to the festivals. We wouldn’t have made it to service the movie that is there now. And that’s the only movie I understand that needed to be made; the one we’ve ended up with.
DEADLINE: Even on set, you were editing the movie. You were able to show complete scenes, some that you’d shot just the day before.
DEL TORO: That [approach] started when I was getting fired on Mimic. 1997, 1996. I was with Miramax and I knew we were at odds. And in my stupid, innocent thinking—my naivety—I thought I would edit the movie every day so that if they tried to fire me, I could show people 40 or 60 minutes of the movie.
It came in handy because I did get fired on a Friday and Mira Sorvino saved me. Bob Weinstein said, “OK, come and see me and my brother Harvey on Monday, and you have the weekend to edit the movie.” That was Friday night, but then Saturday at 7 a.m. I get a phone call, “You’re going to be on a plane to New York right now.” They were trying to trick me into not having the movie in any shape. But I was already cut. I was completely cut. I came to New York and had the meeting, and then on Monday I was back directing.
That has stayed with me to this day, and on any movie I shoot, I edit it the same day. It’s not a security blanket anymore, it’s just the way I shoot. I like to show it to the actors and it’s helpful for me in tracking them.
DEADLINE: How much of a resource was that for you, Bradley, as you tried to find Stan? Especially given what you were able to review again after the break.
COOPER: It was all invaluable for us to take what we had done, put it together, analyze it, take it apart. It informed all that we hadn’t yet shot.
And I think the time we had was valuable more than anything in that we were able to be even bolder in our choices when we returned and to risk more in the exploration of this theme of Stan as a man who wanted to have some kind of meaning; wanted desperately to know who he is. What he says to Lilith (Cate Blanchett) is, “What do I want? To be found out just like everybody else.” What does that mean, cinematically? What does that mean story-wise? How can we best pursue that? So, that time and that footage allowed us to home it and be more vigilant about how we would pursue that.
DEL TORO: Every day on set I show a little bit from the scenes we shot the day before, for anybody who wants to come to the monitor. But, when we finished the first half, we had access to more than 90 minutes of edited footage. And some key choices came from that: shooting Stan from behind, shooting him from the shadows, hiding his face when he’s talking. These are choices that came from what we discovered in the first half, and they were bold choices.
I mean, the first time Stan talks in the movie is in the darkness. We don’t see his face as he’s talking to the geek. Those are choices we knew early on. The goalposts kept changing as we edited, but we knew, Jesus, it’s going to be so important when he first says those words. And what are they going to be?
COOPER: What I’ll say as the grateful actor in this triumvirate is that it never felt like we left the field without trying everything, from the very beginning. Guillermo and I didn’t know each other before this movie. We had met twice: once heading to Comic-Con, and the other time on the pier in Venice [laughs]. But very early on I found a partner. There were no re-shoots on this movie, but no stone was left unturned. We would talk late at night, and in the morning before going to set. If we needed to explore something, we did it.
And I think part of why I’m so proud of this film is that I can absolutely say that the very best we could do is what you see. We tried it all. It’s a wonderful feeling that one doesn’t always get to have on a movie.
DEADLINE: Guillermo, tell me about that partnership from your perspective. In Bradley, you’re not just getting a seasoned actor and a producing partner. He’s also a seasoned director. Does that make a difference to the collaboration?
DEL TORO: For me, the partnership is always with filmmakers, period. Whatever the description is on the call sheet is immaterial. When you’re lucky enough to have somebody in front of the camera that knows exactly where the lens begins and ends and knows whether the camera is coming to him or whether he’s going to the camera, these are all blessings.
But it’s beyond the moment. It’s about having somebody who can keep all the cards in the Rolodex spinning at the same time. So, you’re not making a decision about a shot. You’re making a decision about that character in that moment, in the entire flow of the movie. I kept telling Bradley, “If it escapes my right eye and it escapes my left eye, then we have your left eye and your right eye.” There are four eyes on it at all times, you know?
I think that’s a privilege and a dynamic that I’ve never had before, and that I enjoy. It’s really never talking about the shot, never talking about how great this push-in is going to be, or how great that line will be to read. A director keeps all the Rolodex cards spinning, and it can go really fast. Somebody says, “What if I do this?” And you flip through the cards and pull a yes or no. Having someone that can do the same is the deepest partnership you can have.
For me, the difference between him being a director that acts or an actor that directs is immaterial. It is the person, the artist as a complete entity. That’s what’s fantastic to have on this journey. I don’t imagine this working any other way, because Stanton is on screen for 99.9% of the movie.