In pictures: On the set of British noir The Third Man, 70 years ago

As The Third Man returns to cinemas for its 70th anniversary, we publish rare behind-the-scenes photos, while veteran script supervisor Angela Allen shares her memories of that special shoot in Vienna.

Samuel Wigley
Updated:

Shrouded in shadow, Orson Welles (playing racketeer Harry Lime) speaks with director Carol Reed during filming of the classic British thriller The Third Man (1949)

Shrouded in shadow, Orson Welles (playing racketeer Harry Lime) speaks with director Carol Reed during filming of the classic British thriller The Third Man (1949)
Credit: BFI National Archive

Joseph Cotten (playing pulp author Holly Martins) lights a cigarette for Alida Valli (playing Lime’s girlfriend Anna Schmidt) between takes

Joseph Cotten (playing pulp author Holly Martins) lights a cigarette for Alida Valli (playing Lime’s girlfriend Anna Schmidt) between takes
Credit: BFI National Archive

Carol Reed studying script pages with Joseph Cotten between scenes

Carol Reed studying script pages with Joseph Cotten between scenes
Credit: BFI National Archive

Valli on location in postwar Vienna

Valli on location in postwar Vienna
Credit: BFI National Archive

The Third Man (1949): Alida Valli behind the scenes

Credit: BFI National Archive

Alida Valli with camera behind the scenes of The Third Man (1949)

Credit: BFI National Archive

The cat who gives away Lime while he’s hiding in the doorway

The cat who gives away Lime while he’s hiding in the doorway
Credit: BFI National Archive

Reed and Welles on location

Reed and Welles on location
Credit: BFI National Archive

Valli, who later worked with Luchino Visconti and Michelangelo Antonioni, among the studio lights

Valli, who later worked with Luchino Visconti and Michelangelo Antonioni, among the studio lights
Credit: BFI National Archive

Regal treatment for The Third Man’s canine actors

Regal treatment for The Third Man’s canine actors
Credit: BFI National Archive

Reed and Cotten with Welles

Reed and Cotten with Welles
Credit: BFI National Archive

Cinema hoardings during The Third Man’s first run, summer 1949

Cinema hoardings during The Third Man’s first run, summer 1949
Credit: BFI National Archive

The Third Man (1949) premier

Credit: BFI National Archive

Memories from the set from script supervisor Angela Allen

What was your role on The Third Man?

I was the second unit continuity girl. Today the title continuity has become script supervisor. We did some day shots and then we were the sewer unit shooting plates down there. And if an actor was involved, Carol Reed always came over to direct it. Whether he’d been on night work or day work, he was 24 hours a day on it.

You’re watching all the details, and if the actor doesn’t do the same thing in the close-up as he did on the long shot, you have to tell the director. That is the job of the script girl, or boy, as it is now. You have to be very observant.

And you were just starting out in your career at the time? How old would you have been?

Nineteen, I think I was. I’d done three films at the Korda Studios, and I had done one and been asked back to be on the second unit. And as Carol Reed was a known director, it was quite a thrill for me to be offered that.

Did you sense that it was a special film in any way? Or was it just another project?

Nobody ever knows on any film that you work on that it’s going to be special and going to last. You always hope that it’s going to be a good film, or an enjoyable film for the audience, but you never know, including the director. I think that pertains to today. Nobody knows when they make a film how it’s going to be received.

You’ve worked with several other great directors, including John Huston and Sidney Lumet. Was there anything distinct that you recall about Carol Reed’s way of working?

Carol Reed was an incredibly hard worker. He knew exactly what he wanted. He would choose every setup and rehearse it, and his shots could be shorter than, say, John Huston’s style, which was rather different, involving long takes etc.

Were you there when Orson Welles famously improvised his cuckoo clock speech on the set?

The Third Man (1949)

The Third Man (1949)

He didn’t improvise the whole speech. He came out with the line [about the] “cuckoo clock”. But nobody knew what was going to come out of his mouth. That was done by the first unit on the set. And he was trying to rewrite that bit, or mess about with it, and that came out in the end. But he certainly did not write the script in any way. It was Graham Greene’s script, and he only has that one big scene in the film where he talks on the wheel. The cuckoo clock line, he can have that one. But most of the scene was Graham Greene’s.

[Assistant director] Guy Hamilton told me that [Welles] did go around, especially in America, saying he’d half directed the film, which couldn’t be further from the truth. And if you see the film, he was only there for a very short period. The next day he disappeared again and off to another country. People used to chase him around Europe to get him back.

He went down the sewers once, and then because he saw the English boys, the actors, eating bacon sandwiches, he sort of went hysterical and thought it was disgusting. The sewers didn’t smell, and they weren’t dirty. But he did one close-up and that was it, he wouldn’t go down again. So an awful lot of the stuff in the sewers is done with a unit. We had to reproduce and rebuild the sewer in London, and also a lot of [Welles’s] work was done by the double.

He was not the easiest of customers for Carol or anybody on the production. At that time he was always looking for money for his own projects, so he used to disappear. They needed him in Vienna to choose his clothes, and he just wouldn’t appear. And they sent people to find him. They’d go to Paris, he’d fly to Rome. They’d go to Rome, and he’d fly somewhere else again.

What are your memories of Vienna at that time?

Well, Vienna was a destroyed city, and it was pretty soon after the war. It was a city divided into four units by the four powers, the French, the English, the Americans and the Russians. You couldn’t go into the Russian zone, and the main shopping street was literally full of rubble. We all lived, including the actors and Carol Reed, in the one hotel you could stay in, which was called The Astoria. All the other hotels were occupied by the military. It was a city full of black markets, and not exactly a city full of fun, because it was so soon after the war and they were struggling.

Were you on location for that classic final shot with Alida Valli walking past Joseph Cotten towards the camera?

Yes, my unit were on that one. Everybody was trying to say, “Oh, you’ve got to cover it with shots.” And Carol said he wouldn’t, and he kept on putting her further and further back to walk. There was another take of it with a slightly shorter walk, but he made that decision and then he wouldn’t cover it with close-ups or any other angles. He knew what he wanted. He took a gamble on that.

How long did you end up working on the film?

It must have been about three months by the time we came back. In those days most schedules were 12 weeks, could’ve been more. And then I stayed on afterwards, which was wonderful for me, taking notes in the cutting room with Carol Reed. And so I was seeing the film changing daily. That’s not normal for the script girl, but in this case they kept me on. It taught me a tremendous amount. 

Read the original script pages for the classic ferris wheel scene – without the ‘cuckoo clock’ improvisation

The Third Man (1949) script page

Credit: BFI National Archive

The Third Man (1949) script page

Credit: BFI National Archive

The Third Man (1949) script page

Credit: BFI National Archive

The Third Man (1949) script page

Credit: BFI National Archive

The Third Man screens at BFI Southbank until 26 September. Find tickets

On 29 September, it returns for a UK-wide one-day release featuring a filmed Q&A with Angela Allen and Hossein Amini, hosted by Matthew Sweet, and a performance by Viennese zither player Cornelia Mayer.

Watch the new trailer for The Third Man

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