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By all accounts Carol Reed was a relatively slow director, completing only a few shots or set-ups per day. Time was all-important during the Vienna shooting of The Third Man (1949), however, because the location filming needed to be completed before the late winter snows set in. To accommodate this, three shooting units were set up: a day unit, a night unit, and a sewer unit. Each had a separate director of photography (Robert Krasker shot the night footage), and Reed directed all, aided by his assistant director Guy Hamilton and (by some accounts) Benzedrine.

Reed went to great lengths to capture the atmosphere of the beleaguered city on film, and he was helped along by city officials and ordinary inhabitants. On nights when rain was unavailable to give the cobblestone streets the appropriate glistening sheen, for example, the city would provide a fire brigade to wet things down. Reed also incorporated many local residents into the film as extras such as the often glimpsed balloon seller.

Orson Welles arrived in Vienna in mid-November. Expecting to shoot around him earlier in the filming, Reed had already enlisted Guy Hamilton to play Lime in shots involving disembodied shadows caught running on building sides. (In another famous shot, Reed himself stepped in for Welles - the fingers seen reaching through the street-level grate at the end of the film are those of the director himself). The first scenes to be shot upon Welles' arrival were to take place in the sewer. However, the actor quickly fled the location as soon as he saw (and smelled) the sewer. In spite of the fact that the crew and several actors had been shooting down there for weeks, Welles refused to participate. Most of his scenes would be shot back in London in a sewer set built at Shepperton Studios. According to Reed's own account of this (quoted in Dictionary of Film): "Orson suddenly turned up one morning, just as we had set up our cameras in the famous sewers. He told me that he felt very ill, had just got over a bout of influenza, and could not possibly play the role...I entreated him, in any case, just to stay and play the scene we had prepared, where he is chased along the sewers...Reluctantly he agreed. 'Those sewers will give me pneumonia!' he grumbled, as he descended the iron steps. We shot the scene again. Then Orson asked us to shoot it again, although I was satisfied with the first 'take.' He talked with the cameraman, made some suggestions, and did the chase again. Then again. The upshot was that Orson did that scene ten times, became enthusiastic about the story - and stayed in Vienna to finish the picture."

Many accounts of Welles' tenure on the film imply that he wrote all of his own dialogue and/or took over directing chores from Reed. In truth, Welles added only the famous "cuckoo clock" speech and a few odd lines concerning indigestion pills.

Wrapping the location shooting by the end of 1948, the production shot for three months at Shepperton Studios in early 1949, only a week of which involved Welles. It is a credit to Reed and to art director Vincent Korda that many viewers assume that all of the shooting was done in Vienna.

One of the key elements of the film's unique flavor is the zither-only score by Anton Karas. Reed heard the zither player at a reception held when the company arrived in Vienna. On off days during location work, Reed made demo recordings of Karas at his hotel, later matching up the demos to footage during rough editing. He later brought Karas to London for proper recording, still intending to employ a mixture of zither and conventional orchestral scoring. As Reed combined the zither playing to more of the final edited shots, he realized they were a perfect match and used the solo instrument exclusively. When the film opened to sensational notices, almost every review singled out the score for special praise.

by John M. Miller

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