Over his last few films, Guillermo del Toro has moved away from overt horror or science fiction, and has focused instead on a more canivalesque style – a process that will presumably peak in Pinocchio, his next feature. Nightmare Alley is a key step in that journey, since it opens in a fairground, and evinces a love for the mechanics of carnival spectacle. In fact, it’s more interested in the mechanics of spectacle than in spectacle itself, obsessed with everything that happens below and behind the stage. Since carnivals are pretty dated by 2021, Nightmare Alley also forms part of Del Toro’s movement towards a more diffuse historical style – films that don’t quite unfold in the past or the present, but in a murky in-between space, composed largely of the haunted pastiche you often find in steampunk video games.

Nightmare Alley is also, more specifically, an adaptation of the 1946 novel by William Lindsay Gresham, which was previously adapted in 1947, by screenwriter Jules Furthman and director Edmund Goulding, with Tyrone Powers and Joan Blondell in the lead roles. While Del Toro’s film isn’t a direct adaptation of Goulding’s film, it follows many of the same beats, and involves the same basic story. In the first act, we follow Stan Carlisle, a hypnotist, as he develops his craft in a Midwestern circus, with the help of his fellow carnies, played by Toni Collette, Willem Dafoe, David Straithairn and Rooney Mara. In the second act, Stan moves to New York, along with Molly Cahill (Mara) his lover and plies his hypnotist skills to an urban intelligentsia. Finally, in the third act, Stan pairs with Lilith Ritter, a psychotherapist played by Cate Blanchett, to trick Clem Hoately, a wealthy industrialist played by Richard Jenkins, out of his money. Not surprisingly, it all backfires, and Stan is finally relegated back to the fairground.

In its original mid-1940s incarnation, it’s not hard to see Gresham’s novel, and Goulding’s adaptation, as an allegory of the emergence of cinema from fairground entertainment. Amongst the carnies, there is a clear generational gap between the older people, who rely on traditional forms of entertainment, and the younger people, who instead turn to forms of spectacle that are proto-cinematic. Most of these later forms of entertainment involve creating a heightened metaphysics of presence that exceed typical fairground spectacle – especially enjoining audience members to use their powers of observation in visceral and volatile ways. Stan’s gift lies in convincing the audience he can see something they don’t, and encouraging them to follow his preternatural powers of sight, until they experience a total bodily convulsion. We see, here, one of the key attributes of early modern cinema – intensifying visual experience until it has a ripple effect across the entire bodily sensorium.

Del Toro, like Gresham, pointedly differentiates this proto-cinematic experience from the more concrete spectacles provided by the older generation of carnival folk. Time and again, they encourage their audiences to look at a grotesque or supernatural object, such as the “geek” who seems to be the main calling card for the carnival as a whole. By contrast, Stan presents his audiences with spectacles that they can’t quite see, evoking a new visual regime that’s just around the corner, and turning the act of looking into an attraction in and of itself. That’s not to say, however, that Stan doesn’t take anything away from his forebears. He listens carefully when they talk about the narratives and tropes that work best on crowds, and injects them into his own hypnotic spectacles: “there’s always a father.” He also borrows from, and remediates, their technology. While many of the older showfolk use electricity, Stan has a keener sense of how it can be used to generate spectacle. In a critical scene, he suggests that Molly, who can withstand electrocution, constructs an electric chair, and an accompanying mise-en-scene, to make it more meaningful when the shocks cross her body.

In other words, Stan takes the narrative building-blocks of fairground attraction – narrative, mise-en-scene, electricity – and channels them through a more cinematic sense of spectacle. The final ingredient in this process occurs when he moves to New York, and starts to broker Lilith’s knowledge of Clem, her wealthy industrialist patient. Consulting Lilith’s therapy logs allows Stan to build a richer sense of narrative for the mise-en-scene that he eventually constructs for Clem. This involves Clem’s long-dead wife, played by Molly, emerging from a hypnotic tableau of Stan’s creation. However, Lilith’s therapy logs also provide Stan with a psychoanalytic sense of depth and motivation. Classical cinema, in the film’s formulation, didn’t come of age until psychoanalysis had been internalised by the Hollywood machine. This, then, is the film’s formula of cinema: take fairground narrative and mise-en-scene, electrify it, deepen the characters, and inject a good dose of psychoanalysis to enrich it all.

Yet this is resolutely a formula for classical cinema – cinema as it stood in the mid-40s, when Gresham’s novel and Goulding’s film were released. By 2022, cinema has long left this studio formula behind, meaning that Del Toro’s film drifts at an eerie remove from the media narrative at its core. We see this in the strange affective flatness of the first act, which takes place against amorphous and abstract fragments of the fairground. Much of this act has the same hyperreal quality of a video game, especially a game where we’re dropped into a world that has been depopulated by a catastrophic event. Everything unfolds with the foggy logic of a dream, scored to distant distorted jazz riffs, which makes it hard to differentiate between characters, or to discern motivation in a regular way. Part of the pleasure of psychoanalysis, for classical Hollywood, lay in its idea of the unconscious, along with the way in which this suggested lavish tableaux of surface and depth. By contrast, the first act of Del Toro’s film diffuses any clear boundaries between conscious and unconscious life, as dreams, reflections and reveries rise to the surface, but without any sense of revelation, let alone transgression.

This produces a provisional space outside the fairground, and even between different parts of the fairground – the same eerie sense of space that gradually percolates through WandaVision before imploding its world from within. At times, it feels as if the fairground is a comforting illusion that has been erected against the amorphous world that we sense just beyond its boundaries. The last threshold to this world are the neon signs that dot the fairground, or even their individual bulbs, which Del Toro relishes and fetishizes even as he sets them against flickering sheets of lightning on the distant horizon. Between the carefully curated electricity of the carnival, and the free-wheeling bursts of electricity in the night sky, the carnival comes to encapsulate the central paradox of the film: namely, that the cinematic propulsion of the original narrative is now a relic of the distant past. Before Stan can even discover cinema, it has already ended. Before he even starts out on his journey to the city, the possibilities of that journey have been totally foreclosed by our post-cinematic present.

Perhaps that’s why it takes so long for Stan to get going, and why the film lingers so long on this opening act, which is the main reason it stretches to over two hours. To arrive in the city, Del Toro seems to sense, is to enter the realm of total historical pastiche, since the narrative of cinematic evolution that ensues there is so clearly enshrined in a totally different era. As a result, Del Toro dwells for an inordinate amount of time on the thresholds of the fairground, as well as the thresholds within the fairground – interstitial spaces between the fairground and the outside world, or spaces where the outside world momentarily invades the fairground. Stan uses these strange distended spaces to perfect his clairvoyancy routine, building a metaphysics of presence from a looming silence that already seems to have swallowed him up by the time he finally leaves. When he does depart, it takes place primarily as a dissonance between the mid-40s world that the film is depicting, and the early-20s world that it is addressing, rather than as a traditional spatial shift, or a realistic journey to the city.

This shift is the crisis of the film, and almost feels like the climax of the film, so long does this opening act last. Del Toro finally enacts it with two specific motifs of dissonance that dislocate rather than relocate us from the fairground to an urban world. In the first, he pulls back from all the electrical motifs to present us with the first vista that is utterly devoid of electric light (or even direct light) as Stan and Molly make their way to the city, too late for the fairground signs to be still on, but too early for the sun to rise. Yet this departure from electrical motifs is also dissonant with their entire trajectory within the city, which depends upon the progressive electrocution of their act. In a second and more emphatic dissonance, Del Toro condenses this “journey” to two images – a roaring fire, which takes place in flashback, and the whirl of snow outside the window of the place where Stan ends up working as a hypnotist.

“Progressing” from the fairground to the city, and from proto-cinematic to cinematic spectacle, is thus too dissonant for Del Toro to represent in conventional time and space, since he’s imagining it all from a post-cinematic perspective that seems to foreclose even the most lavish elements of Stan’s vision. That vision peaks at the very start of the second act, just after that shot of the snow, when Stan performs his hypnotic act to a more urbane crowd. Once again, electric light is the overwhelming feature, but it’s now condensed into a pair of projection lamps, rather than discrete bulbs. Stan also draws more overtly on the iconography of seeing, donning a blindfold, with a picture of a single supernatural eye on the front, to emphasise his access to a new visual regime. He first meets Lilith Ritter as an embodiment of this space and project – she first appears in one of these projecting beams of light, challenges his use of “visual signals,” and prompts his most daring interpretation of visual cues in turn.

This all paves the way for a second and third act in which Del Toro replays the key events of the novel but in an inverted and muted way. The further that Stan moves towards cinema, the more that Del Toro turns the foreclosure of cinema into the driving spectacle of the film. While that undoubtedly blunts the narrative, which arrives stillborn, it’s remarkably resonant as atmosphere, building a distended doom as we rotate from one art deco void to the next. By the time the plan fails, and Stan returns to the circus, he feels far closer to his fairground forebears than the post-cinematic present, so it makes sense that he’s finally relegated to the role of the geek, a part he admits he was born to play. In the end, then, Nightmare Alley goes nowhere, taking us towards a cinematic future that is already the remote past by the time we arrive at it. But it goes nowhere evocatively, folding the trajectory of Del Toro’s own career into its collapse of future and past, until Del Toro’s career feels like the central subject here.

One film before Nightmare Alley, Del Toro won the Academy Award for The Shape of Water. One film after Nightmare Alley, he’s shifted to Netflix, where he’s remaking Pinocchio, the first animated film to win an Academy Award, in the same decade that the original Nightmare Alleys (both book and film) were conceived. Del Toro’s Nightmare Alley thus feels like a transitory object above all else – a shift in the balance of his filmography, which always embroidered classical cinematic style with the language of comic books, video games and post-cinematic media. In Nightmare Alley, the post-cinematic embroidery has taken over, relegating its classical cinematic base to a retrofuturist pastiche that is both too close and too remote to properly elegise, leaving Del Toro’s style unmoored, jettisoned, haunted by itself.