‘Nightmare Alley’ Director Guillermo del Toro on Overcoming Obstacles to Make His Darkest Film Yet

The Oscar-winning filmmaker tells TheWrap how his latest film survived a COVID shutdown and a studio change

"Nightmare Alley" / Searchlight Pictures

The road to “Nightmare Alley,” Guillermo del Toro’s new adaptation of William Lindsay Gresham’s 1946 novel of the same name (made once before in 1947 by British filmmaker Edmund Goulding) wasn’t exactly the smoothest.

But the carnival noir, anchored by stylized performances from Bradley Cooper, Rooney Mara, Kate Winslet, Toni Collette, Willem Dafoe, and Richard Jenkins (among others), is one of del Toro’s bleakest and most defiant works to date.

TheWrap spoke with del Toro about what it took to bring “Nightmare Alley” to the screen, including overcoming a mid-production shutdown, a change in corporate leadership, writing the script, and navigating a tone so singular he had to direct the film himself. Read our full conversation below.

TheWrap: After “The Shape of Water,” you could have done anything, right?

Del Toro: Well, that comes with a big caveat within a certain budget and within a certain cast, that’s the real answer. If I came in and said, “I want to do ‘At the Mountains of Madness,’” no, that wouldn’t have happened. But I think if you cast a movie and the budget is enough to make it what you want, that’s the door you go through. And I think I felt very clearly, almost like a compulsion of needing to do a movie that was not fueled by any whimsical images, that did not deal with that sort of sweetness. I felt the necessity to film a gut punch.

Why was that? “The Shape of Water” is maybe your sweetest movie and this is arguably your bleakest.

In a way, I think that I feel that we are not addressing the fact that if you look around you, in populous discourse in politics or the spiritual capacity to destroy each other, there’s so many things that are right now free-floating anxiety. The incapacity we have to see each other, all these things made me want to tell a story of this character that you can sometimes see in your workspace, or in the news. This Stanton Carlisle is a fascinating, tragic, horrible, understandably human person that I was interested in.

Well, you were initially only going to write and produce it, right? At what point did you say, “This is going to be my next project”?

Kim Morgan and I wrote it almost like an exercise because we knew one of the things we were going to have to preserve exactly as we wrote it was the ending. And we knew the ending would make it difficult to both finance and cast. You needed to find an actor that was willing to make that ending the “north star,” so to speak. And, then head for that. And it’s an incredibly difficult part in, A) that it’s not flattering, so to speak; B) that is for the first half, he doesn’t talk much. He just watches and collects. And C) he doesn’t really change. He just gets a little worse every time you could say until the end. You have to land that ending in absolute truth. If you land that ending and anybody is pretending – the camera, the lighting, him, it doesn’t land. And it was a very difficult proposition.

It must have been hard to assemble this cast one time, but it must have been even harder to assemble them for the continued shooting during COVID.

Bradley Cooper Cate Blanchett Nightmare Alley Guillermo del Toro
Bradley Cooper and Cate Blanchett in “Nightmare Alley” / Searchlight Pictures

Yeah. Well, to give you an example, we stopped shooting in the middle of the lie detector scene. And for six months we had to go through the realization that this was not something that was going to be in and out, that it was a reality that was going to stay with us, and that we needed to create a protocol that was almost like a surgical theater in which we could shoot. And we had unfortunately shot all the small scenes and we were pending the hundreds of extra scenes. We created an incredibly complicated protocol, and then came the scheduling. Because you name it, they had other commitments, Rooney Mara was pregnant, then gave birth to a child, and in fact there is that scene in the middle of the movie where Stanton is chasing her through the bus terminal. And the moment she goes into the bathroom, she doesn’t have a baby. She closes the door, she has the baby.

Everybody went home, right?

Everybody except me, I stayed. I said to my partner Miles [Dale] and to Bradley [Cooper] because the three of us took the decision of pulling the plug together… “Let’s call the studio and pull the plug.” This is before everybody else started doing it. We thought this is the perfect timing to prevent having somebody get really sick or get his family or her family sick. And I stayed and I said to Miles, “I’m going to stay because if we have to restart in 10 weeks, I want to be here.” Because the borders were closing, and I said, “I’m going to stay. Not without my movie.” And I stayed most of the pandemic in Toronto planning these things.

The other thing that happened during production was that Fox, including Fox Searchlight, was purchased by Disney. Did that change anything?

Well, I think the fact that they were absorbed, one of the first things we had to do was submit the screenplay to Disney. And both the Alans – Alan Horn and Alan Bergman, they both loved the script.

They both went like, “Wow, this is the type of drama that used to be produced in the 1940s but no one produces it now. And we like it.” And they saw the landscape. Visually, we had conceptualized the whole movie obviously, and they saw the hour of footage, which was really, really compelling. It was all the stuff in the city with Lilith and this and that.

They understood that, to give you an example, the elegance of the movie and the brutality of the movie were going to go hand in hand. And they saw Cate Blanchett play a character that I think she was born to play. I think she was destined to play Lilith Ritter.

Can you talk about your relationship with Netflix?

Well, yeah. They are doing “Pinocchio” with me, and I’m doing “Cabinet of Curiosities” with them, which is a series where I produce other directors into creating eight short movies, sort of episodic. I introduce the episodes. I’ve got to lose some weight to get into a suit. But no, the main gamble, the main act of faith was “Pinocchio” because I’ve been carrying it like a wandering madman for so long. And I thought it would never get made. And of course, we’re making it for the last couple of years, we’re shooting for the last couple of years and we are over 50% now, 60% complete.

You have famously carried a lot of these projects around with you for a long time. Are there still some that you want to purge?

Yeah. Well, look. I showed them a bunch. I did come in with a sampler, I was like a vacuum cleaner salesman. I showed them “Monte Cristo,” “At the Mountains of Madness.” I talked about getting the rights to other books and the one we are doing now is “Pinocchio,” and hopefully more in the future.

Last time I talked to your cinematographer Dan Laustsen, he told me how close you were on “Fantastic Voyage.”

Very close, very close. Look, I spoke with Jim Cameron about it and I said, “Please, please save this one for me. I really want it.” Jim basically said, “Look, no one has been able to crack the screenplay in 12 years, alright?” And I went home and I called him the next morning I said, “I think I cracked it.” And I came to his house. I drove over the mountain, over the canyon, and I said, “This is how we do it. Bam.” And he went, “That’s it. Let’s do it.” And we were very close. We were in pre-production. We were designing it. It looked really, really good. And I hope to do it.

“Nightmare Alley” is now playing in theaters.