Shadows and Fog
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Shadows and Fog is a 1991 American black-and-white comedy film directed by Woody Allen and based on his one-act play Death (1975). It stars Allen, Mia Farrow, John Malkovich, Kathy Bates, David Ogden Stiers, Jodie Foster, Lily Tomlin, John Cusack, Madonna, and Kenneth Mars. It was filmed on a 26,000-square-foot (2,400 m2) set at Kaufman Astoria Studios, which was the biggest set ever built in New York. It was also Allen s last film for Orion Pictures.

Shadows and Fog is an homage to German Expressionist filmmakers Fritz Lang, G. W. Pabst and F. W. Murnau in its visual presentation, and to the writer Franz Kafka in theme. Critical reception of the work was lukewarm.


Kleinman is awakened from his sleep by a vigilante mob, which claims to be looking for a serial killer and therefore to be needing his help. Kleinman s landlady gives him a bag containing pepper. Irmy and her boyfriend Paul, a pair of circus performers, quarrel about getting married and having a baby. Paul leaves and goes to another tent where he has sex with Marie, another artist. Seeing this, Irmy runs to the city and enters a brothel. Irmy also ends up having sex with a student named Jack.

Kleinman visits a coroner s house and has a glass of sherry with him. But after he leaves, the coroner is murdered by the killer. Kleinman comes to the police station to protest a local family s eviction. There, the police talk about the coroner s murder, saying that they have a clue about the killer in the fingerprints on the sherry glass. A panicked Kleinman meets Irmy in the police station, who had been arrested at the brothel for prostitution. She protests against the police calling her whore,” and in the confusion Kleinman confiscates the evidence. Irmy is allowed to leave the police station after a $50 fine, and she meets Kleinman outside. Together they start exploring the city, seeing its different scenes — a man peeping into a woman s room, a starving mother and child, a church — and decide to go back.

Paul arrives in the city looking for Irmy. He goes into a bar where Jack is having a drink. The student reflects on the wonderful experience he had with a sword-swallower,” shocking Paul. Kleinman and Irmy return to his place to stay but are refused entry by his fiancée. They go to the pier but are ambushed by the vigilante mob who find the sherry glass in Kleinman s pocket. Thinking him to be the killer, they decide to lynch Irmy and Kleinman, but the latter uses the pepper spray and they escape.

Meanwhile, Irmy and Paul meet, and at first Paul is ready to kill Irmy for sleeping with another man. They break off their fight when they find the starving woman murdered, and the baby lying on the ground. They decide to keep the child and return to the circus. Kleinman comes to the brothel searching for Irmy but is unable to find her. From his rival at work, he learns about the circus leaving the town and decides to follow it. At the circus, Kleinman meets the magician Armstead, whom he greatly admires. The murderer arrives and tries to kill them but is thwarted by Armstead. Kleinman becomes Armstead s assistant on the circus and Irmy and Paul continue their careers as circus performers, while raising their newfound child.


  • Woody Allen – Kleinman
  • Victor Argo – Hacker s Vigilante #2
  • Kathy Bates – Prostitute
  • Philip Bosco – Mr. Paulsen
  • Charles Cragin – Spiro
  • John Cusack – Student Jack
  • Mia Farrow – Irmy
  • Jodie Foster – Dorrie
  • Fred Gwynne – Hacker s Follower
  • Robert Joy – Spiro s Follower
  • Julie Kavner – Alma
  • Steven Keats – Hacker s Vigilante #3 (uncredited)
  • Michael Kirby – Killer
  • William H. Macy – Cop with Spiro
  • Madonna – Marie
  • John Malkovich – Paul (The Clown)
  • Kenneth Mars – Magician
  • Kate Nelligan – Eve
  • Donald Pleasence – Doctor
  • James Rebhorn – Hacker s Vigilante #1
  • John C. Reilly – Cop at Police Station
  • Wallace Shawn – Simon Carr
  • Kurtwood Smith – Vogel s Follower
  • Josef Sommer – Priest
  • David Ogden Stiers – Hacker
  • Lily Tomlin – Jenny
  • Daniel von Bargen – Hacker s Vigilante #4


  • The Cannon Song from Little Threepenny Music (1928) – By Kurt Weill – Performed by Canadian Chamber Ensemble
  • The Cannon Song from Little Threepenny Music (1928) – By Kurt Weill – Performed by London Sinfonietta
  • When Day Is Done (1926) – Written by Robert Katscher & Buddy G. DeSylva – Performed by Jack Hylton and His Orchestra
  • Ja, Ja die Frau n sind meine schwache Seite – Written by Kurt Schwabach & Augustin Egen – Performed by Jack Hylton and His Orchestra
  • Prologue from the Seven Deadly Sins (1934) – Music by Kurt Weill – Text by Bertolt Brecht
  • Alabama Song(1930) – By Kurt Weill (1927) & Bertolt Brecht – Performed by Marek Weber
  • Moritat from the Three Penny Opera (1928) – By Kurt Weill and Bertolt Brecht – Performed by Berlin Staatsoper
  • When the White Lilacs Bloom Again (1928) – Music by Franz Doelle – Poem by Fritz Rotter – Performed by The Jack Hylton Orchestra


Box office

After its premiere in 1991, Shadows and Fog opened to wide release on March 20, 1992 in 288 North American cinemas. In its first three days, it grossed $1,111,314 ($3,858 per screen). It finished its run with $2,735,731.

Its production budget has been estimated at $14 million.

Critical response

Shadows and Fog received a mixed response from critics and holds a 52% positive Rotten rating on the review aggregator Rotten Tomatoes from 27 reviews. The critical consensus reads: Shadows and Fog recreates the chiaroscuro aesthetic of German Expressionism, but Woody Allen s rambling screenplay retreads the director s neurotic obsessions with derivative results.

Vincent Canby of The New York Times gave the film modest praise, writing, Like Zelig, Shadows and Fog is a pastiche of references to the works of others, but it s a brazen, irrepressible original in the way it uses those references. He added, A note of caution: Shadows and Fog operates on its own wavelength. It is different. It should not be anticipated in the manner of other Allen films. It s unpredictable, with its own tone and rhythm, even though, like all of the director s work, it s a mixture of the sincere, the sardonic and the classically sappy. Variety similarly wrote, Exquisitely shot in black & white, Woody Allen s Shadows and Fog is a sweet homage to German expressionist filmmaking and a nod to the content of socially responsible tales since narrative film began. Allen s fans will regard this as a nice try that falls short.

Desson Thomson of The Washington Post wrote:

There s nothing particularly objectionable about Woody Allen s Shadows and Fog. That s part of the problem. This black-and-white seriocomedy, set in the 1920s, is an amiable ramble through some of Allen s favorite themes and European film movements. It has a small army of guest stars and a fair offering of Allen jokes. But it s also flat and peakless. It doesn t conclude so much as stop. There s nothing to take home but your feet.

In 2016 film critics Robbie Collin and Tim Robey ranked Shadows and Fog as one of the worst movies by Woody Allen.

Recalling the film’s critical and commercial failure in his 2020 memoir, Apropos of Nothing, Allen joked that “the filming of Shadows and Fog went off without a hitch except for the movie.” Allen also states in his memoir that he knew the film was destined for commercial doom, but made the movie regardless, disdaining artistic fear he says would yield safe middle-of-the-road projects, and, summarizing the finished product, added: It’s not a bad idea but you have to be in the mood for it, and marketing tests showed it did not appeal to homo sapiens.

Year 1991
ReleaseDate 1992-03-20
RuntimeMins 85
RuntimeStr 1h 25min
Plot With a serial strangler on the loose, a bookkeeper wanders around town searching for the vigilante group intent on catching the killer.
Awards Awards, 1 win & 2 nominations
Directors Woody Allen
Writers Woody Allen
Stars Woody Allen, Mia Farrow, Michael Kirby
Produced by Robert Greenhut,Joseph Hartwick,Charles H. Joffe,Thomas A. Reilly,Helen Robin,Jack Rollins
Cinematography by Carlo Di Palma
Film Editing by Susan E. Morse
Casting By Juliet Taylor
Production Design by Santo Loquasto
Art Direction by Speed Hopkins
Set Decoration by George DeTitta Jr.,Amy Marshall
Costume Design by Jeffrey Kurland
Makeup Department Romaine Greene,Bernadette Mazur
Production Management Joseph Hartwick
Second Unit Director or Assistant Director Richard Patrick,Thomas A. Reilly,Jennifer Wilkinson
Art Department Joseph Alfieri,Peter Eastman,W. Steven Graham,Vincent Guarriello,Glenn Lloyd,James Mazzola,Richard Michael Miller,Robert Perdziola,Ron Petagna,Cosmo Sorice,James Sorice,Tom Warren,Dave Weinman,Elise Bennett,Ziska Childs,Frank Didio,Lauren Doner,Brick Mason,Vinny Mazzarella,Louis J. Porzio,Michael Scarola
Sound Department Yasmine Amitai,Elisha Birnbaum,Lee Dichter,Frank Graziadei,Robert Hein,Harry Higgins,Kerry Kelley,Lori Kornspun,Stuart Levy,James Sabat,Louis Sabat,Dan Sable,Brian Vancho
Visual Effects by Randall Balsmeyer,Andy Hudson
Camera and Electrical Department Stuart Allen,David E. Baron,Ronald Burke,Michael Caracciolo,Michael Green,Brian Hamill,Jim Manzione,Dick Mingalone,Ray Quinlan,Robert Ward,Craig DiBona,Chris Hammond,Tom Volpe
Casting Department Judie Fixler,Laura Rosenthal
Costume and Wardrobe Department Bill Christians,Patricia Eiben,Lauren Gibson,Donna Zakowska
Editorial Department William Kruzykowski,Mark Livolsi
Location Management James A. Davis,Megan Monaghan
Script and Continuity Department Kay Chapin
Transportation Department Harold Whitey McEvoy,Peter Tavis,Patrick Hogan
Additional Crew Robert C. Albertell,Tom Amos,Michael Jackman,Ernie Karpeles,Leslie Loftis,Peter Lombardi,Brian Mannain,Justin Moritt,Stacy Patrick,Ilyse Reutlinger,Danielle Rigby,Helen Robin,Julie Sriro,Carl Turnquest Jr.,Gilbert S. Williams,Sam Hutchins,Aaron Sadovsky,Scott Schaffer,Nicholas Wolfert
Thanks Jack Piccuro
Genres Comedy
Companies Jack Rollins & Charles H. Joffe Productions, Orion Pictures
Countries USA
Languages English
ContentRating PG-13
ImDbRating 6.7
ImDbRatingVotes 17291
Keywords serial killer,directed by star,circus,lynch mob,shadow on wall