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If your taste runs to happy endings and beautiful people than stay away from The Set-Up. But if gritty and realistic drama is your taste you can't do better than this noir classic about the world of boxing. The Set-Up anticipated Rod Serling's Requiem For a Heavyweight by a decade as it deals with the same issues about a boxer at the end of his career.

Anthony Quinn might very well have seen Robert Ryan in The Set-Up when he played Mountain Rivera in Requiem For A Heavyweight. Rod Serling must have seen it as well. Both films deal with a boxer at the end of his career, but who has a lot of pride. Manager George Tobias and trainer Percy Helton get an offer from gambler Alan Baxter who is backing an up and coming heavyweight contender Hal Baylor. Ryan is just another step up the ladder, a ladder when Ryan was younger he was climbing. Tobias and Helton agree to take a dive, but no one can broach the subject to Ryan.

Which sets it all up for the final match and the aftermath where Ryan betrayed by all hangs in on nerve and pride alone. What happens afterward is for you to view, but don't expect the same kind of resolution that Requiem For A Heavyweight gave.

A really big surprise here are George Tobias and Percy Helton who normally play comic parts are quite serious here as a pair of fight game characters. The performances are so atypical of the work you've come to expect from both.

Ryan's amateur boxing career no doubt stood him in good stead for this role. He makes a rugged looking boxer who's been through the ring wars over and over again. That helps him in this latest encounter.

The sets are gritty and realistic, in fact I've never seen an urban area done so well until Otto Preminger's The Man With The Golden Arm debuted six years later. Preminger also might have been influenced by The Set-Up when he made his classic.

Although unnoticed at first, The Set-Up has slowly built a reputation as one of the great noir films out of RKO and one of the best boxing films ever made. For myself it certainly influenced a lot of people.

Robert Ryan is a victim of "The Set-Up" in this 1949 film also starring Audrey Totter, George Tobias and Percy Helton. Ryan plays Stoker Thompson, a 35-year-old prize fighter who is still trying to make it. Totter is his wife, who wants him to quit before he's crippled and/or brain-damaged. In fact, she's not even sure she can watch him fight anymore, though he begs her to come to the arena. What he doesn't know is that his handlers have accepted money for him to take a fall. They don't bother telling him because they believe he's going to lose anyway.

Hollywood has long had a love affair with the fight business. It's easy to see why - it's a visual sport and one-on-one, and there's always a story to tell, either about a loser or an egomaniacal winner. "The Set-Up" is a fascinating film brilliantly directed by Robert Wise, with the boxing match done in real time. The action switches back and forth from the arena to Stoker's wife walking through the dark city trying to sort out her feelings and ultimately ripping up her ticket to the match. Meanwhile, Stoker keeps looking out the window at his apartment window - when he sees that the lights are off, he believes she's coming to the fight.

The fight itself is incredibly realistic and brutal, and the focus is on what can only be described as sadists sitting around the ring yelling, truly man at his most barbaric in Wise's approach. The entire experience - the fight and the audience reactions - is very uncomfortable. The match is difficult enough to watch, but the aftermath is worse for the tension factor alone. Interestingly, Wise lets us see the violence in the ring and let's us imagine some of the violence outside of it later.

For a time in his career, Robert Ryan had kind of a gentle giant thing going occasionally. A very prolific actor, he could be pathetic, as he is here, or take on a character with mental or emotional problems with ease. As his career continued, he played increasingly more angry and violent men. Toward the end of his career, however, he portrayed John the Baptist and Nolan in "The Man Without a Country." He's terrific here as a sad, desperate man going for the glory when he's just about washed up; he is in a business with no humanity, yet he sticks out because he is kind and reeks of goodness. Audrey Totter is very good as his wife, who loves him and wants more for him than being beaten up. Tobias and Helton give great performances as men whose souls left them a long time ago. The rest of the cast is equally good.

This film makes a profound impression on the viewer, and if you're not interested in fighting, you definitely won't be after this film. If you're a fan of the sport, you'll perhaps ask yourself why. No matter what, you won't be unaffected.

Overshadowed by the more heralded The Champion in 1949, I like this movie better. Maybe the grittiness of this one with its unrelentingly seedy environment and no obvious feel good outcome made it less popular at the time. After seeing it for years on cable, a most welcome sight on DVD. Certainly an Oscar caliber performance by Ryan. The direction and cinematograpy also Oscar worthy. The boxing match itself is a classic, convincingly choreographed. The whole cast down to the smallest part is uniformly fine, with many memorable faces. The sense of anxiety we feel for Stoker mixed with hope and fleeting elation makes quite a compelling story. The movie is 71 minutes and is in `real time` ****1/2 out of *****

Bill "Stoker" Thompson is 34, not old perhaps but in the world of boxing that makes him an old man. Despite the protestations of his wife Julie, Stoker still believes that one more punch, one more fight will see him making it into the marquee fights and the big time rather than being on the support bill. As he waits in the dressing room full of similar hopefuls (some his age and tired, others just starting and full of big dreams) his trainer is busy making the fix with the opposition – for Stoker to go down like a $10 ho and not last the distance. However, Stoker isn't told as his manager assumes that Stoker losing is a given and that the "fix" is unnecessary and easy money for them all; however with Stoker feeling this is "the one", it may not be that simple.

Although Rocky is the one that most people will throw at you when you ask them to name a great boxing movie, The Set-Up is much, much more interesting as its aspirations are empty, its sights never getting much beyond the gutter and the men merely small players in a game that never plans for them to win. The narrative is essentially about Stoker entering a fight not aware that he has already been bought to lose but the actual film is much better than this limited plot suggests. For much of the first third we are treated to an intimate look at the small time boxers – whether it be the punch-drunk old timers or the youngster who believe that they will only be doing this level for one or two fights before hitting it big. This is the reality – as much as we love to see the Rocky tale of the underdog getting his day in reality the underdogs of life generally remain just that – underdogs. In this section of the film this is very well painted and, although the characters are not deep enough to be people they are definitely well enough written to be interesting and engaging.

The other two thirds of the film are concerned with the fight and the aftermath, with the fight taking up the majority of the second half of the film. The fight is realistic and tense throughout, I was genuinely unsure how it would go. The aftermath is short and punchy (sorry!) and is effectively dark and gritty for it. The end result is a film that is dark, low key and gripping throughout; it exists in the gutter, in the small time where all our characters seem destined to remain regardless of heart or talent. The cast deliver well, particularly the lead role from former college boxer Ryan. He is really in touch with his character and delivers convincingly in his dialogue, his boxing and his mannerisms; while in the dressing room his facial responses to other boxers show thoughts within his head and conflicting emotions that his experience and age allow him. He is the dominant figure of the film and his is a great performance. Totter is a little less refined but her emotional delivery works well in both of her main scenes with Ryan – although her wandering the streets could perhaps have been trimmed a little bit. The support cast are less well written but do still play their parts well enough but it is Ryan's film and worth seeing for him alone.

Luckily he is not the only reason to see it as the film is engaging, well written, dark, gritty, tense and very enjoyable. The lower number of votes (and potentially therefore, younger viewers) is a tragic state of affairs considering the class on display in this short punchy product and I for one will be answering "The Set-Up" when asked to name a great boxing movie.

Fight scenes-wise, this was "Rocky" almost 30 years before there ever was a "Rocky." It was the same kind of unrelenting (and unrealistic in that no matter how bad the beating the good guy was getting, the good guy couldn't lose) boxing action that Sylvester Stallone likes so much.

But, don't get me wrong, I liked this film. It was good stuff. 'Rocky" was drama, romance while this was film-noir.....and solid film-noir, too.

Robert Ryan, playing a 35-year-old aging rank fighter, gives it his all against an up-and-coming kid, not knowing that he supposed to take a dive. He finally finds this out (his manager didn't tell him) and by then, he was not going give up trying against his opponent.

There are so many punches thrown in this four-round bout it will make your head swim. The best part of this film, to me, was the cinematography, which was outstanding. Kudos to director Robert Wise for the photography. There are a lot of nice facial closeups in here, all of which look sharp on the recent DVD transfer.

Humor is thrown into this film-noir as we see a variety of boxing fans, from the bloodthirsty woman to a fat man always eating to another guy acting out the action while in his ringside seat. They provide some much- needed respite from the grim story. Ryan, as he usually was, is interesting to watch. The ending of the film is a tough one and, I found tough to watch at times.

Note: the film was done in "real time" - a 72-minute period in the life of the boxer Ryan portrays.