The Set-Up was the last film Wise made for RKO, and he named it his favorite of the pictures he directed for the studio, as well as one of his top ten of his career.

The Set-Up

Theatrical release poster

Bill “Stoker” Thompson (Robert Ryan), a has-been boxer of age 35, is about to take on an opponent at the Paradise City Arena.

His wife Julie (Audrey Totter) fears that this fight may be his last and wants him to forfeit the match. Tiny, Stoker’s manager, is sure he will continue to lose fights, so he takes money for a “dive” from a mobster. He is so certain of Stoker’s failure that he does not inform the boxer of the set-up.

Stoker and Julie passionately debate whether he should participate in the fight. Julie tells him that she has a headache and won’t attend. Stoker says the $500 prize could allow them to buy a cigar stand or invest in another boxer, Tony Martinez, and start a new life. Julie says she cares more about his well-being than money, but Stoker responds: “If you’re a fighter, you gotta fight.”

After Stoker departs for the arena, Julie continues to struggle with her fear and desire to support him. Ultimately she doesn’t use her ticket to the event, and instead roams the streets surrounding the arena.

At the beginning of the fourth round of what is a vicious match with the much younger and heavily favored Tiger Nelson, Stoker learns about the fix. Even though he is told that Little Boy, a feared gangster, is behind the set-up, he refuses to give up the fight.

Spoiler Alert: Movie Ending

Stoker wins the vocal support of blood-thirsty fans who had at first rooted against him. He eventually defeats Nelson. Stoker pays for his decision with a beating in an alley outside the arena. The group irreparably damages Stoker’s hand by smashing it with a brick.

Stoker staggers out of the alley and collapses into Julie’s arms. “I won tonight,” he tells her. “Yes,” she answers. “You won tonight. We both won tonight.”


Robert Ryan as Bill “Stoker” Thompson
Audrey Totter as Julie Thompson
George Tobias as Tiny
Alan Baxter as Little Boy
Wallace Ford as Gus
Percy Helton as Red
Hal Fieberling as “Tiger” Nelson
Darryl Hickman as Shanley
Kenny O’Morrison as Moore
James Edwards as Luther Hawkins
David Clarke as “Gunboat” Johnson
Phillip Pine as Tony Souza
Arthur ‘Weegee’ Fellig (NY photographer) has cameo as the timekeeper

Literary Source

The screen adaptation included a number of alterations to the original text. The protagonist’s name was changed from Pansy Jones to Stoker Thompson, his race was changed from black to white, he went from being a bigamist to being devotedly married, and his beating and subsequent death on a subway track was turned into an alley assault and a shattered hand. The opponent’s name was changed from Sailor Gray to Tiger Nelson.

Robert Wise attributes the change in the protagonist’s race to the fact that RKO had no African-American star actors under contract.

Although the film had an African American actor (James Edwards) in a minor role as another boxer, Edwards was not a “star.”

March later commented in Ebony interview, saying: “Not only did they throw away the mainspring of the story, they evaded the whole basic issue of discrimination against the Negro…. Hollywood’s attitude to the Negro in films has been dictated all too often by box-office considerations: they are afraid of losing money in the Jim Crow South.”

Robert Ryan had boxing experience from his days at Dartmouth College, where he was heavyweight champion for four years in a row.

Wise and Sid Rogell had first thought of Joan Blondell to play Julie, based on her performance as Zeena Krumbein in Nightmare Alley, but RKO owner Howard Hughes refused, saying “Blondell looks like she was shot out of the wrong end of a cannon now.”

Dore Schary, the uncredited exec producer who got the project going at RKO before his 1948 move to MGM, is credited with giving the film real time narrative structure, 3 years before the device was used in High Noon.

Before The Set-Up, Richard Goldstone’s production credits had been limited to a half-dozen “Our Comedy” comedy shorts.

The fight scene, which features exchange of blows between Stoker and his opponent, which is very close to the poem, was choreographed by former professional boxer Johnny Indrisano.

Wise used three cameras to capture the action: one focused on the ring in its entirety; one on the fighters; and a third, hand-held device for details such as a glove connecting with a body.

Critics singled out the vivid imagery of the fickle crowd’s blood lust, and the boxers’ awareness of what’s coming to them in the end.

Critical Status: Awards

Cannes Film Fest 1949: Best Cinematography, Milton R. Krasner;

FIPRESCI Prize, Robert Wise; 1949.


British Academy of Film and Television Arts: BAFTA Film Award, Best Film from any Source, US; 1950.