(This movie is 2:30 hours long. Sore Ass meter: – 3 out of 5. See Below)

Nightmare Alley is a gorgeous movie, rich in feeling, color, and message. It is too long (two hours, 30 minutes) by about 40 minutes.

I loved a lot of it, but too much of it ran off the rails. I recommend seeing it. It is beautiful, creepy, mystical, and wrenching. And tragic.

Nightmare Alley is a remake of a popular 1947 film of the same name starring Tyrone Power. The source material for both films is a 1946 novel by William Lindsay Gresham of the same name.

I loved the film throughout the first hour, it moved quickly despite its length and was gripping and simply beautiful throughout. In keeping with del Toro’s style, it was also disturbing.

It’s odd, but I left the theater thinking the film was almost too beautiful.

The intense decorations and atmospheric evocations of that mythic American gypsy and grifter business called the Carney seemed to overwhelm the movie at times.

The Carney is now the object of considerable reverence and nostalgia.

A string of writers and directors have taken a crack at it.

Del Toro wastes no time grabbing the audience by the throat; the film opens with bedraggled grifter Bradley Cooper (Stanton Carlisle) wandering into a fabled tent show carnival (del Toro had one built for the movie, it was a beautiful recreation) and agrees to dirty and heavy labor in exchange for a place to sleep and a hot breakfast.

The first thing he sees is the carney geek (before the Internet, the term geek was most often used in America to describe the people in the carneys who shocked audiences by biting the heads of off live chickens to show how beastly they were.

It was a common freak act in the smaller carnivals that toured the country, mostly in rural areas).

The squeamish should not expect mercy from del Toro. We were spared nothing in that scene. It definitely got my full attention.

Stanton becomes a factotum to the carnival.

From the first, the hustles and cons seem to grip him and light him up, and off we went on the fateful journey that was to obsess and consume him and soak tragedy for others.

He is clearly more ambitious than most of his fellow workers, and twice as ruthless.

Stanton is particularly interested in a phony mentalist act featuring Zeena (Toni Collette), who fed clues to Pete, a gifted artist, and alcoholic. He fed the answers back to her through a hole in the show floor.

Pete can’t handle the show anymore.

Stan, sensing the opportunity he is seeking to break into the con game big time, arranges for Pete to drink himself to death so he can steal his book of secrets and then runs away with the act and a younger performer named Molly (Rooney Mara) who becomes his wife and assistant.

Molly is much more ethical than Stan, and she never embraces the sting and con as fully as she does.

Nightmare Alley is a decorative show, but it also moves quickly towards being a morality play. Stan, who grew up poor and with an abusive father, becomes obsessed with being super-rich.

We know this can’t lead to anything good.

There is absolutely no doubt from the get-go that this is going to consume Stanton, and possibly Molly as well.

Most of the carney scams were small-time, they never really cleaned their victims out, they just picked people’s pockets and lied to them a bit. They were often chased out of town by local sheriffs but rarely pursued.

It was hardly ever worth it.

Stan decides there just isn’t enough big money in the carney, he heads out for the big time – an unnamed American city crawling with rich people.

In a way, and not a good way, Nightmare Alley is two movies, not one. Halfway through, the movie shifts.

We find Stanton two years later living in a big city with Molly and raking in a ton of money using Pete’s secrets to trick the wealthy into believing he knows what they are feeling and can talk to their beloved dead.

A lot of money is no longer enough for him, and the small lies become bigger and bigger. He and Molly find themselves in grave danger.

She wants out, but can’t bring herself to leave him.

Enter Cate Blanchett as an evil and ruthless  – and very rich – psychiatrist who takes it upon herself to show Pete that she is much more powerful than he is.

del Toro wants us to know that both characters are con artists in different ways, claiming to know what people think and using that knowledge to manipulate them and take their money.

Blanchett is a wonderful actress, but here she is Anna Freud’s worst nightmare. She has the most beautiful office in the history of psychoanalysis. It is del Toro’s eye candy, but the story gets fuzzy.

Here, del Toro reveals the big message of the movie – the rich and educated – even a brilliant analyst – can be just as greedy and false as any carney grifter.

The film is about how money corrupts everyone, rich and poor, carney or Freudian couch. Hmm, I thought. Didn’t I know that?

Didn’t F. Scott Fitzgerald tell it better?

And here’s the problem. The rich are just not nearly as interesting as the dragon lady on the runway and the world’s strongest man.

The movie offers a timely message in this country, a Corporate Nation ravaged by illness, fear, anger, and division., and which substitutes money for morals.

Nobody seems to trust anybody in this film  – sound familiar? – except the loyal Carneys, who watch out for Molly and each other.

There are a few good people in this movie. They were all left behind in the carney.

Despite Stanton’s success and growing wealth, one women victim becomes obsessed with honor and the other with dishonor; this puts Stanton’s grand schemes at risk.

Blanchett is wonderfully chilling as the very evil Dr. Lilith Ritter; her office is so beautiful and overpowering it almost runs away with the movie.

I found the two-movie thing confusing and a strain. I started to tire.

I loved the first hour; the carney part of the movie was unique, beautiful, evocative, gritty and mysterious. I was on the edge of my seat every second.

I missed the Carney when we left it, and didn’t return until the very end.

It is always a joy to see a master like Guillermo del Toro make a movie (The Shape of Water, The Devil’s Backbone, Pen’s Labyrinth.)

And the cast is gifted and all-star: Cooper, Blanchett, Toni Collette, William Dafoe, Richard Jenkins, Rooney Mara, Ron Perlman, Mary Steenburgen).

The second half of the movie seemed a little schizophrenic to me; the beautiful sets almost left the plot and the characters behind.

I recommend it (not for children below the age of adolescence). Once del Toro left the Carney behind and entered the world of the super-rich – the contrast was heavy-handed to me, there was very little humanity to hang onto – I got squirmy.

Despite the gorgeous settings (that alone is worth seeing the movie), this second movie just went on for too long. The super-rich is not nearly as interesting or fun as the carnival workers.

Del Toro is a genius at capturing the grotesque.

In Nightmare Alley, he decided to go beyond capturing the reality and physicality of the tent-show carnivals – a big part of American cultural history – and overwhelming us instead with bursts of garish and inhuman grandiosity.

The carney said a lot about America,  so, I guess, do the super-rich.

del Toro seemed to be showing off his penchant for exaggeration and spectacle more than telling a compelling story.

The story begins with decor and never really leaves it.

The old roving carnivals have always captured the imagination of people, the Carney as a hard-luck place full of people who find a way to take care of one another.

del Toro took a different tack, but it was beautifully cold more than moving and new. I guess that’s the danger of remaking a movie everybody loved the first time.

Still, I should be clear.

I thought much of this film was just great,  Maria and I talked about it all the way home (she loved it) and for all its extended length, it most quickly and kept me on edge, at least for most of the time.

I imagine del Toro deliberately made such glaring contrast to make a point. This is a message movie, a comment on the times, and our nation’s rapidly declining moral values.

But since I know rich people and poor people care too much about money in America and will do anything to get a lot of it,  I’m not sure what it was, or why he made it the point of the movie.

The carney people were so much more interesting.

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(Since American movies are so expensive to make, directors are making them longer and longer. I don’t know about you, but most of the time when I go to the theater to see a movie, I leave with a sore ass. So I started my Sore Ass Meter, one being the least sore ass, five being the most. This movie is rated 3 out of 5.)