Four-time Oscar nominee Willem Dafoe believes his childhood memories of carnivals and sideshows helped him immediately understand the world of Guillermo del Toro’s Nightmare Alley. Dafoe stars as carnival barker Clem Hoatley in del Toro’s adaptation of William Lindsay Gresham’s novel, a character who doesn’t fit snugly as either hero or villain but instead dwells in the grey area in between. He cares for his employees but at the same time he’s capable of treating them as less than human if doing so brings in paying customers.

During a special Zoom press conference for Critics Choice Association members, Willem Dafoe provided insight into how he approached playing Clem, working with Guillermo del Toro, and stepping onto the set of Nightmare Alley.

How did Guillermo del Toro introduce Clem to you?

Willem Dafoe: “I have very strong memories as a child going to sideshows. They still were around when I was a kid. And those carnival people, particularly the people at the sideshows, were kind of darkly romantic figures. They were a little scary, but they were also sort of charming. They seemed, at least to me as a young kid growing up in Wisconsin, they seemed worldly because they were travelers and they could spin a story. So I have a pretty strong imagination from that experience of what it would be like to be a carnival barker. And then you arrive and you start to accumulate details and exterior things that get you even more deeply into the character, and then you apply yourself to the scenes.

I think what was really principal was my memories from when I was a kid. I had a very formed idea of carnivals. And then the reality that was created by the production design beautifully of this very complete, almost truly functional midway with essentially everything working…it was a beautiful world to enter, even though it’s a little dark.”

How do you think he reconciles his brutality and his humanity, and how did that inform your performance?

Willem Dafoe: “You know, you can’t judge the character; you can just give him opportunities. He’s pragmatic and you appreciate that he does take care of his own. But he’s also probably a guy that grew up, came of age during the Depression. He’s probably maybe even been in prison. He’s a guy that pragmatically sees the world as winners and losers, prey and predators. He’s got this kind of dark, fatalistic view of the world but at the same time, he cares about the people around him. He tries to sort of circle up the wagons.

And the way also that he expresses how to turn a man into a geek which is sort of a cruel story, you also have the sense that he doesn’t enjoy this – he’s just getting on. That doesn’t justify it but to his mind, the onus is on the nature of the people and human nature and the nature of desire and the nature of addiction and the nature of fate. That’s all sort of in the mix.

So, he is a dark character but he’s not out to destroy people and he’s not unthinking. He’s compassionate toward certain people. He’s human, but he’s a very flawed character if you judge him morally. But, of course, that’s not my job as an actor. My job as an actor is to try to imagine him as a full person capable of many contradictory behaviors.”

What was it like stepping onto the set? Did you make up little stories about each of the items in the jars in the tent to help you build the character?

Willem Dafoe: “Well, the production design was beautiful because of the detail. You’d drive to the set and it was built out in the country. It was built in an area where they had lots of land to build this carnival. You’d approach it – particularly at night – and you’d see the lights coming on. And you’d enter this world and it was like it was waking up as you entered it. People would start to move and the organization of the production itself kind of becomes the organization of the carnival. And then you see people you know, the characters you know, and there are all of these mirrorings of functions and worlds. But, it feels actual.

You start your day and the life of the movie is paralleled by the life of the carnival, so it’s a world that’s easy to enter. You have your job and always you have your function, so that’s a wonderful position to start in. And you have relationships to other people’s functions because your thing is not only to make the scene but also to make the carnival work. The production design was very important.

As far as the so-called ‘pickled punks,’ that is so ingrained in my brain because I was so traumatized by seeing those kinds of sideshows when I was a kid. No, I didn’t make stories for all of them but I made stories for a few.”

Do you think Nightmare Alley has something to say about what’s going on today?

Willem Dafoe: “Of course. I mean if it’s a human story – and I think it is – yeah. You can look at it lots of ways. It’s also an indictment a little bit of a certain kind of ambition, or a certain kind of capitalism, or a certain kind of exploitation of other people for your happiness. That’s always something we’ve got to talk about.”

How was the character of Clem unlike any other character you’ve played in the past?

Willem Dafoe: “That’s a good question – I’m not sure I have a good answer. The characters are all linked by the fact that they’re me but they’re also not me. Because who I am is conditioned by many things, and when I willfully choose to do something else, one character has nothing to do with another one.

Clem…I don’t know. I’ve got this thing…selective amnesia, let’s call it…every time I do a character I try to forget about any other character I’ve done. So, it’s a very difficult question. The truth is someone outside of me could probably answer the question better than I could because through the years I’ve developed a mechanism to make me believe that each time I’m doing something, it’s the first time I’m doing it. It’s the nature of pretending, you know? And then once you’ve done a character, you tend to move on. That’s not to disrespect what you’ve done…but it’s done and there’s no way to linger on it.

Some people ask, ‘Do you look at your old performances?’ And I never do because that was then, this is now.”

Do you prefer playing characters with a bit of a villainous side versus morally good ones?

Willem Dafoe: “Morally good ones can be a real pain in the ass, let’s face it. Villains at least have some sort of delicious taboo. We’re trained all through life not to be a bad person. Well, sometimes we’re trained so much to not be a bad person that you end up being a bad person. So in imagining if you can play a villain, it addresses you to a different kind of orientation that can free you from certain kinds of fears.

I think to play villainous characters ironically turns you into an angel. (Laughing) I’m sorry, but I’ve got to make a joke about it. But really I don’t want to say flat-out villains are more fun because you’re talking about function in the story, and sometimes villains can be flat and they can be a device. That’s not what you want. You want to play human beings; you want to play something with contradiction, with dimension. Whether it’s good or bad, that’s really so subjective. That’s kind of just, in a broad way, those labels help us to tell stories.

For example, people sometimes say, ‘Oh, you play so many villains.’ If I went through my filmography, I bet you – I would fight you to say I played many more moral, good people than villains. It’s just how you label things and how you identify certain characters.”

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Searchlight Pictures’ Nightmare Alley opens in theaters on December 17, 2021.

Two-time Oscar winner Guillermo del Toro (The Shape of Water) directed and co-wrote the screenplay with Kim Morgan. In addition to Willem Dafoe, the Nightmare Alley cast includes Bradley Cooper, Cate Blanchett, Rooney Mara, Toni Collette, Ron Perlman, Richard Jenkins, and David Strathairn.

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