Can You Read My Mind? — Nightmare Alley

William J Hammon
6 min readDec 27, 2021


One of my favorite films of all time is the 1932 pre-Code horror film, Freaks. Like many of the great “monster” movies of the age, the film succeeds because of its very sympathetic treatment of the carnival workers that make up the bulk of its cast, asking the crucial, “Who is the real monster?” question of its so-called “normal” characters. It also contains two of the creepiest sequences ever put to celluloid, with the “One of us!” scene and the climactic chase in the rain searing themselves into the memory of every viewer for all time.

But more than anything else, this film has a special place in my heart because it can never be remade. Yes, there was a different film made in 2018 with the same title, but that is the only similarity between the two. In our more evolved society — with all the requisite politically-correct overcompensation that accompanies it — it would be impossible to remake this movie from a casting standpoint alone. The original used real circus performers with disabilities and deformities, which creates a catch-22 for anyone considering a new version. You either use genuine performers and get “cancelled” for perceived exploitation, or you use a combination of able-bodied actors and/or CGI and wind up “cancelled” for cultural appropriation. It’s one of the few areas where PC overcorrection results in a greater good, leaving this classic as a time capsule of cinema history, untouched forever (even though Tod Browning’s original 90-minute cut of the film is lost).

Still, studios and filmmakers are not to be altogether deterred, and so we now have the next closest thing to a remake of Freaks in the new remake of 1947’s Nightmare Alley, courtesy of visionary director Guillermo del Toro. Like the original and its spiritual predecessor, a significant portion of the film’s action takes place at a carnival, and the underlying romance is largely a device for the main character’s personal avarice.

Even if you haven’t seen the original version of this film, the plot is very predictable and linear. Pretty much every turn in the story is telegraphed, and the characters act completely in line with their archetypes. As such, the success of this film is wholly reliant on its presentation. Thankfully, you’ve got Guillermo del Toro here, so even if a movie has absolutely no substance, he’ll make sure it has style. And although it is a remake, there is still a fair amount of substance thanks to the quality performances.

For those that don’t know the story, it centers on Stanton Carlisle (Bradley Cooper), who falls in with a traveling carnival after escaping what appears to be an opening scene murder. After proving himself useful, he begins working as a barker, becoming close to the core performers, including ringleader Clem (Willem Dafoe, again chewing scenery like he’s at a buffet), strongman Bruno (Ron Perlman), sweet little person Major (Mark Povinelli, who I mistook for Warwick Davis based on his voice), electric show actress Molly (Rooney Mara), fortune teller Zeena (Toni Collette), and her mentalist husband Pete (David Strathairn). Fascinated by Zeena and Pete’s skill, he spends much of his time with them, learning their craft. He’s also enamored with Molly, wooing her and eventually taking her with him to set out on his own.

Two years later, the pair have a successful mentalism act in a big city, doing two shows a night and living in a fancy hotel. However, Carlisle is challenged at a performance by a skeptic, a psychiatrist named Lilith Ritter, played by Cate Blanchett. Once he’s able to beat her test, Carlisle decides to do private shows for higher profits, first professing to be a medium for dead relatives to a powerful judge (Peter MacNeill) and his wife (Mary Steenburgen), then claiming to be in contact with a girl who died in childbirth, abandoned by her wealthy lover (Richard Jenkins). He’s able to do this through an alliance with Dr. Ritter, where she gives him inside information on her patients for his act in exchange for him volunteering for psychoanalysis sessions with her.

Anyone with a basic understanding of story structure knows how this turns out. Aside from the allegory about alcoholism that pervades the entire movie, every twist is laid out in very obvious fashion. Clem points out two crates of bottles, one containing sweet liquor and the other containing poisonous wood liquor to foreshadow a future death. Carlisle is constantly warned against doing “spook shows,” mentalist tricks that purport to be able to contact the dead, so you know exactly how he’ll get his comeuppance. Dr. Ritter shows him the system she uses to record all of her sessions, which is how she can give him information, but of course it also provides the exact means by which Carlisle seals his fate. There are literally no surprises in this story.

That said, there’s still a good deal to recommend here from the other elements. In one of the more awesome decisions, the film opens with 12 solid minutes of action happening around Carlisle, with him centered in almost every frame, yet Cooper doesn’t say a word. Everyone else talks to him and about him, and he just follows along, drifting literally and figuratively through the film’s establishment. This brilliant bit of quasi-silent exposition, combined with the fun background wipe of Carlisle’s opening scene escape and bus ride to the carnival gives the whole affair a dreamlike atmosphere that made me hope that the whole story would be treated like a surreal form of simulacrum. Sadly, there was no trick to it, just some fun visuals leading into the entry-level story.

The performances are also quite strong, particularly from Cooper, Collette, and Blanchett. The film is presented in the classic noir style, and they lean into it with aplomb. There’s even a bit of fun with dialects and accents, all part of the long con at play. Rooney Mara makes an excellent heroine, with a good degree of agency, and seeing her reunite with Blanchett for a couple of scenes is a nice meta reference to Carol, though of course, points must be docked for the distinct lack of fish fucking. Come on, this is Guillermo del Toro. There are rules!

On the whole, the movie is entertaining, and it certainly falls within the exceptions of my personal remake policy. If you’re going to do a movie over again, a creative visionary like del Toro is the right type of person to at least give the work a new feel, even if it’s hitting the exact same beats. And if nothing else, I do love how easily and clearly he explains the “cold reading” mentalist tricks that the likes of John Edward have used to dupe people for decades. Few people other than Guillermo del Toro can use the tools of movie magic to give lie to the bullshit of those who claim to do actual magic. The story is simple and lame, but it still looks good, sounds good, and is very well-acted. So while the film is far from essential, it is at least enjoyable.

Grade: B

Join the conversation in the comments below! What film should I review next? How do you feel about movie remakes? Is there a movie you love because it can’t be remade? Let me know!

Originally published at on December 27, 2021.



William J Hammon

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