Shadows and Fog (1991)

Film Overview

In a nameless European city swallowed by darkness and fog, a timid clerk is dragged from his bed and ordered to join a vigilante hunt for a serial killer stalking the streets.

Woody Allen plays Max Kleinman, a nervous office worker summoned in the middle of the night by a group of men who insist he has an important role in their plan to catch a strangler. The problem is that nobody tells Kleinman what the plan actually is.

Elsewhere, sword swallower Irmy leaves the travelling circus after discovering her boyfriend Paul, a clown, with another performer. Her journey into the city brings her into contact with prostitutes, wealthy students, police officers and eventually Kleinman himself.

The two wander through a city in which almost everyone seems to have a theory about evil, morality, love or the killer. Donald Pleasence plays a doctor searching for a scientific explanation for murder, while Kenneth Mars appears as magician Armstead, whose belief in illusion eventually provides the film with its most hopeful idea.

Carlo Di Palma photographs the film in expressionistic black and white, drawing openly on the visual language of German cinema. Fog, narrow streets, exaggerated shadows, bridges, circuses and sinister interiors create a city that feels more imagined than geographically real.

The screenplay developed from Allen’s one-act play Death, published in Without Feathers. The enormous city set was constructed at Kaufman Astoria Studios in Queens, where the entire production was filmed.

Trailer

Watch Shadows and Fog

My Review

Searching for certainty in the fog

Shadows and Fog is one of the strangest entries in Woody Allen’s filmography, a comedy that seems to have wandered into a German Expressionist nightmare and decided it might as well stay for the night.

Max Kleinman is the perfect person to drop into this world because he is frightened before anything has actually happened. He wants his ordinary job, his hoped-for promotion and the security of knowing what people expect from him. Instead he is dragged into the street by vigilantes who insist that he has an essential part in a plan nobody bothers to explain.

That is the central joke of the film. Everybody seems certain that there is a system except Kleinman, who keeps discovering that each new authority has a different idea of what the system actually is. The vigilantes have a plan, the police have suspects, the doctor has theories and the clairvoyant claims he can sense the killer. None of them appears significantly closer to understanding what is happening.

The fog therefore becomes more than atmosphere. It is the physical condition of the whole story. Kleinman cannot see very far ahead, and neither can anybody else, however confidently they pretend otherwise.

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Everyone in the city claims to have a plan. Kleinman may be the only person honest enough to admit he has no idea what is happening.

Allen’s performance is deliberately familiar: Kleinman is anxious, apologetic, professionally insecure and permanently convinced that somebody more powerful is about to become annoyed with him. Yet the setting makes those familiar qualities feel different. The nervous New Yorker has been transported into a world of cobbled streets, murder, political mobs and shadows that seem capable of swallowing people.

His encounters with authority are especially funny because Kleinman instinctively behaves as though obedience will save him. He flatters his employer, apologises to vigilantes and tries to explain himself to policemen. Every attempt to appear harmless somehow makes him look more suspicious.

The sequence in which evidence begins pointing towards Kleinman is a perfect example. He has already behaved guiltily despite being innocent, because fear makes innocence look extraordinarily unconvincing. Allen repeatedly returns to the idea that somebody who expects to be accused will eventually begin acting exactly like a guilty man.

There is something Kafkaesque about the whole mechanism. Kleinman is caught inside systems whose rules he cannot understand, and every attempt to locate the person in charge simply reveals another layer of confusion.

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Kleinman’s great disadvantage is that he still believes somewhere in the city there must be an adult who knows what the rules are.

Mia Farrow’s Irmy gives the film another centre entirely. She begins the night with a much more recognisable problem: the man she loves has betrayed her. Paul wants to think of himself as an artist too free for conventional domestic life, while Irmy wants children and some sense that their relationship is moving towards something permanent.

John Malkovich plays Paul with the right mixture of self-importance and genuine feeling. He talks about artistic freedom as though settling down would destroy his talent, but the moment Irmy actually leaves him he discovers that freedom is less attractive than it sounded in theory.

Irmy’s accidental night in the brothel is one of the film’s most surprising sections. Allen lets the prostitutes discuss love, work and sexuality with a directness very different from Kleinman’s frightened philosophical conversations elsewhere. When a wealthy student offers Irmy an enormous amount of money to sleep with him, her moral certainty proves more flexible than she expected.

The episode is broad comedy, but it also fits the film’s larger interest in the gap between principles and circumstances. People often know exactly what they believe until reality produces a sufficiently complicated example.

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Shadows and Fog keeps putting principles into situations where they become much harder to maintain than they sounded in conversation.

The doctor played by Donald Pleasence provides the film’s most explicit attempt to understand evil. He studies the bodies of the killer’s victims looking for some physical explanation of why one human being becomes murderous while another does not. Kleinman timidly wonders whether the answer might be something less tangible.

The scene is funny partly because Kleinman is appalled by the corpse while the doctor treats it like an intellectual puzzle. Yet the question underneath it is serious. Is evil something that can be explained scientifically, psychologically or socially, or is there a point where explanation simply stops?

The doctor’s confidence does not protect him. His theory of fear becomes rather less impressive when the killer actually appears. Allen repeatedly punctures intellectual certainty by forcing it to confront physical danger.

That gives the film an unusual relationship with philosophy. Almost everybody has ideas. What nobody has is control.

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The city is full of explanations for evil. The killer continues walking through them.

Visually, the film is extraordinary. Carlo Di Palma and Santo Loquasto create a city that belongs to no precise country or decade, even though the costumes and architecture suggest the Europe of the early twentieth century. Streets bend into fog, shadows stretch across walls and characters emerge from darkness as though they have stepped out of another film.

The German Expressionist influence is obvious, particularly the worlds associated with filmmakers such as Fritz Lang and F. W. Murnau. Allen does not merely parody the look. He commits to it, which allows the comedy to exist inside genuinely beautiful and sometimes threatening images.

What is even more impressive is that the city does not exist. The production built approximately 26,000 square feet of streets, interiors, circus spaces and bridges inside Kaufman Astoria Studios. Fog and darkness allow Loquasto to suggest a much larger place beyond whatever the camera happens to show.

I like the artificiality because it suits the film perfectly. This is not supposed to feel like a real European city. It is a city assembled from cinema, memory, theatre and nightmare.

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The city feels enormous precisely because the fog refuses to tell us where the set ends.

Kurt Weill is the natural musical companion to this world. Music from The Threepenny Opera, The Seven Deadly Sins and Little Threepenny Music gives the film a theatrical, European identity that sits perfectly beside Loquasto’s constructed streets.

The use of The Cannon Song is especially effective because Weill’s music already carries irony, menace and theatricality. It does not simply create period atmosphere; it reinforces the sense that the entire city might be a stage on which people are performing roles they barely understand.

Recordings by the Jack Hylton Orchestra bring another musical texture, including When Day Is Done and When the White Lilacs Bloom Again. These softer popular recordings briefly suggest a world outside the murder hunt, where ordinary people still dance, fall in love and imagine tomorrow will be less strange.

The contrast helps. If every musical cue were sinister, the film would become oppressive. Weill and the period songs allow comedy and danger to coexist.

The final circus sequence is where the film’s ideas come together. Kleinman, who has spent the entire night depending on other people’s systems, finally leads the killer towards Armstead the magician. Suddenly illusion proves more effective than science, policing, vigilantism or clairvoyance.

Kenneth Mars gives Armstead a wonderful authority because he does not apologise for believing in magic. He understands perfectly well that illusion is artificial. That is what makes his philosophy different from everybody else’s certainty.

When the killer disappears, the practical mystery remains unresolved, but Kleinman has discovered something he actually wants. Having lost his job, he accepts Armstead’s invitation to become his assistant. After a night spent trying to understand reality, he chooses illusion.

I think that ending is more optimistic than it initially appears. Allen is not suggesting that illusion makes evil disappear forever. He is suggesting that art, performance and imagination may be among the few ways people can live with a world they cannot completely explain.

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Kleinman spends the night looking for truth and ends by choosing magic. For once, the illusion is the most honest thing anyone offers him.

Shadows and Fog is undeniably an odd film. The cast is enormous, major actors appear for only a few minutes and the tone moves between murder mystery, philosophical comedy, circus fantasy and expressionist nightmare. That unevenness is part of its character.

I do not think it is among Allen’s most emotionally powerful films, but I find it increasingly fascinating as an experiment. Very few directors would build an entire imaginary city to tell a story about a frightened clerk who spends most of the night trying to discover what everybody expects him to do.

The film also marks the end of an era. It was Allen’s final picture released through Orion after a long relationship that had included many of the major films of the previous decade.

Appropriately, the final Orion film disappears into fog, shadows and a magician’s promise that people need illusions almost as much as they need air.

Cast and Characters

Max Kleinman

Woody Allen

A timid clerk reluctantly pulled into a vigilante hunt for a serial killer despite having no idea what his part in the plan is supposed to be.

Irmy

Mia Farrow

A circus sword swallower who walks into the city after discovering Paul with another performer and spends the night reconsidering love, morality and her future.

Paul

John Malkovich

Irmy’s clown boyfriend, torn between his idea of artistic freedom and the domestic life Irmy wants them to build.

Jack

John Cusack

A wealthy student whose encounter with Irmy provides one of the film’s strangest tests of the difference between principle and temptation.

The Doctor

Donald Pleasence

A physician studying the killer’s victims in the hope that the origins of evil can somehow be discovered through science.

Armstead

Kenneth Mars

The circus magician whose belief in the necessity of illusion offers Kleinman a surprisingly hopeful alternative to the night’s confusion.

Music and Soundtrack

Kurt Weill gives the fog its theatrical rhythm

Music from Kurt Weill and Bertolt Brecht is central to the film’s invented European world, joined by recordings from the Jack Hylton Orchestra and other period performers.

The Film’s Musical Signature Kurt Weill

The Cannon Song

Drawn from Weill’s Little Threepenny Music, the piece has exactly the mixture of menace, irony and theatricality that defines the city surrounding Kleinman. Two different performances are used in the film.

Composer Kurt Weill
Work Little Threepenny Music
Performers Canadian Chamber Ensemble / London Sinfonietta
Musical World Weimar Theatre
Weill, Brecht and the 1920s

Music that makes the city feel half theatre, half nightmare

The soundtrack includes music from The Seven Deadly Sins and The Threepenny Opera, strengthening the film’s connection to interwar European theatre.

The Jack Hylton Orchestra supplies contrasting period recordings, including When Day Is Done and When the White Lilacs Bloom Again.

Kurt Weill & Bertolt Brecht

Alabama Song

Performed by Marek Weber and His Orchestra, the familiar Weill-Brecht piece extends the film’s deliberately theatrical European atmosphere.

Kurt Weill & Bertolt Brecht

Moritat

The Threepenny Opera music is heard in a performance by the Berlin Staatsoper conducted by Otto Klemperer.

Robert Katscher & B. G. DeSylva

When Day Is Done

The Jack Hylton Orchestra brings a softer popular sound into a night otherwise dominated by murder, suspicion and fog.

Franz Doelle & Fritz Rotter

When the White Lilacs Bloom Again

Another Jack Hylton recording that helps anchor the film’s dreamlike city in the popular musical culture of the period.

Locations

The nameless city in Shadows and Fog was not found somewhere in Europe. It was built from the ground up inside Kaufman Astoria Studios in Queens.

Santo Loquasto’s approximately 26,000-square-foot production environment contained streets, interiors, a bridge and circus spaces, with fog and darkness allowing the same construction to suggest a much larger city.

Astoria, Queens

Kaufman Astoria Studios

The entire film was made inside the historic Queens studio rather than using European or New York street locations.

Production Design

The 26,000-Square-Foot City

At the time, Loquasto’s vast construction was reported to be the largest film set built in the New York area.

The City

Fog-Shrouded Streets

Narrow streets, alleys and squares could be redressed and obscured by fog to create a city that seemed to continue beyond the soundstage.

Circus World

The Big Top

Circus spaces were constructed as part of the same studio environment, allowing Irmy and Paul’s world to connect physically with Kleinman’s nighttime journey.

Interior Sets

Brothel, Homes & Doctor’s Rooms

A succession of interiors gave the city social variety without ever breaking the deliberately artificial visual world.

The Illusion

A City Made Entirely for the Film

The most appropriate fact about the location is that it is itself an illusion — a complete cinematic city created for a story that ends by defending the value of illusion.

Awards and Recognition

Berlin International Film Festival

Out of Competition

The film screened out of competition at the Berlin International Film Festival in February 1992.

Italian Film Journalists

Best Cinematography

Carlo Di Palma won the Silver Ribbon for Best Cinematography for the film’s distinctive visual design.

David di Donatello

Best Foreign Film Nomination

Woody Allen received a nomination in the Best Foreign Film category.

David di Donatello

Best Foreign Actor Nomination

Allen was also nominated for his performance as Max Kleinman.

Production Design

A Landmark New York Set

Santo Loquasto’s 26,000-square-foot city was one of the largest purpose-built film environments created in New York at the time.

Filmography

The End of the Orion Era

Shadows and Fog marked Allen’s final feature released through Orion Pictures after a relationship that had defined much of his filmmaking during the 1980s.

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Manhattan Murder Mystery (1993)

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Husbands and Wives (1992)