Hadows and Fog isn't Woody Allen's most celebrated work, in fact it barely gets a mention but I liked the film. Its setting is a circus in some town in Eastern Europe and the film is brimming with marquee names like John Malkovich, John Cusack and Jodie Foster to even Madonna. The jokes and gags are funny though not in a direct way and there is a bare plot so to speak. The decision to shoot in black and white is sound as the cinematography is a highlight even detractors of this film speak well of.

Over his career, Woody Allen has been hit or miss with the artistic expression that starts off on the page with the benefit of the doubt that he'll come up with something fantastic. Often, his films are unique in style, but empty in substance. "Shadows and Fog" is a mediocre mixture of Allen's best and worst comedies, sometimes stopping dead in its tracks, yet never completely falling into the muck its characters must in this really foggy film.It appears that there is a serial killer about, and Woody, a nebbish paranoiac, mixes up with carnival sword swallower Mia Farrow who discovers her partner boyfriend cheating on her with gypsy fortune teller Madonna. She ends up in Kathy Bates' brothel, eventually meeting up with Woody who ends up being a suspect for being the killer.A film should be more than just art for art's sake, and the way this flows ends up being massively mixed up. There are far too many characters, stunt casted with Allen regulars and one time featured stars, such as Lily Tomlin and Jodie Foster as hookers. You spend more time identifying what celebrity has just popped up and how they fit in. I enjoy the shadowy and foggy photography, as well as the bouncy carousel music. Allen provides just too much of everything, and it ends up just being a messed up piece of art where canvas seems to be holding too much. the

Bookkeeper Kleinman (Woody Allen) is awakened by a vigilante mob with a plan to catch a serial strangler who always strikes during foggy nights. He goes to the morgue to ask the doctor (Donald Pleasence) about the plan. After he leaves, the doctor is killed by the strangler and he fears a glass will point to him.In a traveling circus, sword swallower Irmy (Mia Farrow) discusses leaving with her clown boyfriend Paul (John Malkovich). She catches him cheating on her with tightrope artist Marie (Madonna). Irmy runs away and is taken in by prostitutes (Lily Tomlin, Jodie Foster, Kathy Bates). Jack (John Cusack) pay her $700, an outrageous sum, to sleep with her. The police raids the whorehouse and they are brought to the station where Kleinman steals the glass.This is a meandering tale. Its black-and-white style points to the old German silent movies. It's stock full of big actors in small roles. It has bits of funny moments, mostly Woody with Mia. Woody is playing around with the style. There is no murder mystery since the killer's face is shown. It doesn't make for a compelling story but it's an interesting exercise nevertheless.

On first viewing I wasn't crazy about Shadows and Fog, while the film looked fantastic and was well-directed the characters left me cold, the film didn't seem to know what tone it wanted and the story seemed meandering and dull. On re-watch however Shadows and Fog fared much better(as was with almost all the Allen films that didn't impress at first apart from Anything Else), it is nowhere near among Woody Allen's best and is around the lower middle of his filmography but I found it a good film and not among Allen's worst that it's often said to be. Visually, Shadows and Fog looks fantastic with brilliant black and white cinematography and Expressionistic images that are as striking as they are haunting. Allen's films are always well-made, but Shadows and Fog visually like Zelig is quite unique from a visual standpoint. The music is very eerie and fits the atmosphere perfectly, in fact if anything it adds to it. While it was confusing of what tone the film was trying to go with on first viewing, on re-watch it was much clearer and that criticism seems unfair now. The dialogue is both subtle and hilarious(love the brothel scenes) with sharp homages and insight in characteristic Woody Allen vein, but even more impressive was the murder-mystery element while a really chilling atmosphere is created, helped by the visuals and music. Allen's directing is as always adept and his performance, the most memorable, is a lot of fun. John Cusack does nervous and angsty very nicely and Jodie Foster and Kathy Bates are remarkably good in against-type roles. Shadows and Fog has imperfections, Mia Farrow for me overdoes it and comes across as shrill, John Malkovich deserved much more to do and is a little wasted and Madonna is rather out of place. The story does have its drawn out and aimless patches with an ending that felt convoluted and hurried, and the characters are not very interesting, a lot of them barely in the film. To conclude however, a good film but considering how well the best assets come off it could have been more than good. 7/10 Bethany Cox