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Shooting in and around Toronto, del Toro creates a wonderfully vibrant world of shadows and secrets in Nightmare Alley.Kerry Hayes/20th Century Studios

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Nightmare Alley

Directed by Guillermo del Toro

Written by Guillermo del Toro and Kim Morgan, based on the novel by William Lindsay Gresham

Starring Bradley Cooper, Rooney Mara and Cate Blanchett

Classification R; 150 minutes

Opens in theatres Dec. 17

Critic’s Pick

The last time that Guillermo del Toro directed a film, he had audiences all over the world believing that a woman could fall in love with a fish-man. With Nightmare Alley, del Toro’s delightfully nasty follow-up to his Oscar-winning fantasia The Shape of Water, you will believe that a man could fall in love with the raw flesh of a chicken. But let’s back up a second.

Adapting William Lindsay Gresham’s 1946 novel of the same name, which was also made into a 1947 film starring Tyrone Power, del Toro has found the perfect vehicle to exorcize his many metaphorical demons. While Nightmare Alley lacks the monsters that have defined del Toro’s career – it is the first of his films without a true supernatural element – it does pivot on a theme embedded in everything from Cronos to Hellboy to Pan’s Labyrinth: man’s violent struggle against the beast within.

That may not be the most inspired subject on which to base an entire filmography, but when the man versus monster question is layered underneath a thick coating of highly stylized visuals, generous brushes of gore and fantastically wrought performances, it works wonders. We can forgive del Toro’s existential-lite inquiries because he asks them with the savvy and gusto of a true cinematic scholar, lover, obsessive.

How Guillermo del Toro turned Toronto into his very own Nightmare Alley

By that measure, Nightmare Alley might only truly, completely, deeply click for a moviegoer who is as studious and fanatical as del Toro. This is noir crossed with American realism that also paradoxically flirts with cosmic absurdity. If you had the time and desire to grind the film to its syllabus-level roots, you could catch yourself up to decent speed by taking in del Toro’s curated list of film noirs now playing at the TIFF Lightbox. But fortunately, much of Nightmare Alley works for anyone who has never even heard of Gresham.

The film opens in 1939, and we’re introduced to Stan (Bradley Cooper) as he’s burying a body. After a hasty and fiery disposal, Stan hops on a bus to nowhere, its final destination stopping right in front of a travelling carnival, which seems to have materialized out of thin air (or rather thick fog). Quickly, Stan is enlisted by the troupe’s devilish boss Clem (Willem Dafoe, using his Cheshire grin to tremendous effect) to help out.

Nightmare Alley might only truly, completely, deeply click for a moviegoer who is as studious and fanatical as del Toro.Kerry Hayes/20th Century Studios

Soon, Stan is everyone’s favourite carny: Friend of the alcoholic mentalist Peter (David Strathairn), sometimes lover of the tarot card reader Zeena (Toni Collette) and would-be paramour to Molly (Rooney Mara), the girl who can “electrocute” herself. Stan also proves himself adept at controlling the troupe’s resident freak-show “geek” – a feral husk of a man who thrills and terrifies paying audiences with his hunger for live chickens.

There are other carnies milling about – too many, hinting at a longer, more elaborate cut of the film where actors like Clifton Collins Jr. and Ron Perlman get to say more than a handful of lines – but the carnival setting is here only for two purposes: To highlight Stan’s quick skill at putting on a good act, and to set up the stakes of the story’s second, more immaculate half.

Flash-forwarding two years, del Toro now follows Stan and Molly in the thick of art-deco downtown Buffalo. Stan has refashioned himself as a slick mentalist, eager to dazzle the rich and powerful with his parlour tricks. But just when Stan seems on top of the world, an icy mystery woman named Dr. Lilith Ritter (Cate Blanchett) enters the picture, and the script flips.

It is in this second half where Nightmare Alley finds its true tension, which del Toro and co-writer (and wife) Kim Morgan tease wonderfully before unleashing all kind of man-made horrors. The carnival’s creeping sense of the unreal is replaced by an all-too-true kind of terror, and the fact that Stan, our magnificent mentalist, never sees it coming is one of Gresham’s, and del Toro’s, sickest jokes.

Shooting in and around Toronto, del Toro creates a wonderfully vibrant world of shadows and secrets, with the city’s east-end R.C. Harris Water Treatment Plant a character unto itself. His cast is with him every step of the way, too, with Cooper turning in his second-best performance of the year (after his unhinged cameo in Licorice Pizza), and Blanchett rewriting the definition of femme fatale. Only Rooney, Blanchett’s old Carol co-star, seems unsure of her place in del Toro’s genre-mashed world.

Then there’s the ending, which lasts half a second too long, but is otherwise a thing of immensely dark beauty. Some moviegoers will be repelled – there was only a smattering of light applause during the film’s Toronto premiere, which was filled with audiences who likely leapt to their feet at the end of The Shape of Water – but it is as effective a nightmare as Del Toro has ever conjured.

In the interest of consistency across all critics’ reviews, The Globe has eliminated its star-rating system in film and theatre to align with coverage of music, books, visual arts and dance. Instead, works of excellence will be noted with a Critic’s Pick designation across all coverage.