21 Things We Learned from Martin Scorsese's 'The Set-Up' Commentary

"He did edit Citizen Kane... top that."

Commentary The Setup

1949’s The Set-Up is a lean, hard-hitting tale of a boxer past his prime, but while that concise premise feels familiar the film takes an interesting and ultimately more powerful direction by the time the end credits roll. It found limited success upon release, but filmmakers like Martin Scorsese and Billy Wilder have championed it over the years.

Director Robert Wise‘s filmography reads like a series of cinema’s greatest and most well-known hits with titles like The Day the Earth Stood Still (1951), West Side Story (1961), The Haunting (1963), The Sound of Music (1965), The Sand Pebbles (1966), and Star Trek: The Motion Picture (1979) standing out from a highly respectable bunch.

Warner Archive has released the film to Blu-ray with a commentary track featuring both Wise and Scorsese, so keep reading to see what I heard on the commentary for…

Red Dots

The Set-Up (1949)

Commentators: Robert Wise (director), Martin Scorsese (fan)

1. The film is based on a poem by Joseph Moncure March who wrote a second long-form narrative poem in the 20s called “The Wild Party” about a week-long celebration during Prohibition.

2. The film opens with a clock face showing 9:05 and Wise closes the film with the same clock roughly the length of the film later.

3. Scorsese first watched this film on 16mm during a college film course. It was his first exposure to the boxing drama because “for some reason I had missed it in my movie-going when I was 7 or 8 years old in 1949.”

4. He showed this film on 35mm to the cast and crew of The Aviator (2004) during production.

5. Scorsese sees the entire film as an allegory for the chaos of life populated by characters who aren’t just down on their luck but are flat-out of luck.

6. The only cast member locked in when Wise was signed on to the project was Robert Ryan as he was under contract with RKO and had been a successful boxer in college.

7. The lead character of Stoker (Ryan) is a black man in the poem, “but we didn’t have any African American actor/stars at that time.”

Commentary The Setup

8. Wise loves what well-shot black & white photography can do for a film including the atmosphere it brings, “but the young people now, they don’t understand it, they don’t even know about black & white films.”

9. The blind man enjoying the fight while his companion tells him what’s happening is based on a real person writer Art Cohn used to see attend fights in San Francisco.

10. Wise hung out in the dressing rooms to watch and listen to the fighters both before and after their fights. He believes research is incredibly important to understanding your characters and mentions that for his film I Want to Live! (1958) he attended a real execution at San Quentin.

11. Scorsese loves how the film feels like “an artistic rendering of what I knew to be real” in its Edward Hopper-esque view of New York City’s Skid Row and the Bowery where he grew up.

12. He credits German Expressionism for giving American films a jolt after World War II, and in particular he points out that RKO’s dark and brooding movies only appeared after the arrival of German refugees. Even filmmakers in the US simply reading the daily paper during WWII couldn’t help but be affected and informed by the darkness.

13. Scorsese acknowledges working with production designer Boris Leven on his own films (The Color of Money, 1986; The King of Comedy, 1982) and hoping that some of the man’s experience with Wise (The Andromeda Strain, 1971; West Side Story, 1961) would rub off on him regarding “how to respect the image, how to respect the wide shot, to understand what not to cut.”

14. He recalls eating lunch in his trailer one day during production on one of his films and turning on TCM to find they were airing The Set-Up. He watched and once again marveled at Wise’s editing choices, particularly during the scene of Julie (Audrey Totter) standing atop the highway bridge, ticket in hand, contemplating the fight and her love for Stoker. “I always found that sequence to be a really great example of the power of Robert Wise’s editing. The inter-cutting of that rhythm, the movement of the trolleys and buses, is very effective and quite beautiful.”

15. One of the elements that appealed to Wise with the story is that the fight at the heart of the film isn’t some championship bout… it’s just a regional, late on the card fight.

16. Howard Hughes bought RKO Studios in 1948 and shut all of the productions down, and it put a halt on this film which was approaching its start date. “All I wanted to do was get that picture made and then get out of RKO,” recalls Wise. “I got the chance to make the picture, they didn’t pick up my option, and then I escaped.”

17. Wise used three cameras to capture the boxing scenes — one capable of seeing the entire ring, one focused on the fighters, and a handheld for quick shots and close-ups.

Commentary The Setup

18. Scorsese finds the central match here to be among “the most visceral fight scene[s]” in cinema history. “You really feel the physicality of it. You feel the struggle, you feel the effort, and you feel what’s at stake for these characters.” Much of the fight is shot from outside of the ropes, and he recalls thinking about that when approaching Raging Bull (1980) — and then doing the opposite. He found that more “subjective” which is what he was after.

19. He was never a boxing fan despite his father heading out every Friday night to enjoy the sport. Later he came to appreciate boxing and the ring for representing “the theater of life.”

20. He says traditionally this kind of film sees the protagonist not surrender, they get their self-respect, and morally everyone feels uplifted, but it happens here in a different way. The ending in the alley sees his true redemption as he pays the price but is now allowed out of the hellscape his life had become. “It’s really a happy ending,” says Scorsese about Stoker having his hand crushed with a brick by crooks holding him incorrectly accountable “in a truthful way. And maybe there’s a hope to that, a hope for the weaker ones in the world.”

21. Scorsese has immense admiration for Wise’s ability to shift between genres with ease and no dip in talent.

Best in Context-Free Commentary

“You don’t want to make the audience conscious of the camera.”

“I’ve done forty films, and this is one of my favorites.”

“It’s not realistic, it’s more naturalistic.”

“Whether you know it or not, you’re absorbing from cinema around the world, from books that you read, and how you view life.”

“The whole picture is compact and tough and lean like a fighter.”

“He did edit Citizen Kane… top that.”

“35mm has an elegance to it.”

“If you don’t like horror films, that means you don’t like cinema.”

Buy The Set-Up on Blu-ray from Amazon.

Final Thoughts

The two tracks are recorded separately and mixed over the film, but even with two speakers there are still long gaps in the commentary. It’s unfortunate as both Wise and Scorsese are legends capable of more than enough chatter to fill 72 minutes each, but it is what it is. The movie is still worthy of a pick up all on its own, but you’ll still want to give it a listen for the times this powerhouse duo actually comes alive.

Read more Commentary Commentary from the archives.

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