The Set-Up is a 1949 American film noir boxing drama directed by Robert Wise and starring Robert Ryan and Audrey Totter. The screenplay was adapted by Art Cohn from a 1928 narrative poem of the same name by Joseph Moncure March. 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. Plot Bill "Stoker" Thompson, a 35-year-old has-been boxer, is about to take on an opponent at the Paradise City Arena. His wife, Julie, 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. 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." Cast Robert Ryan as Bill "Stoker" Thompson Audrey Totter as Julie Thompson George Tobias as Tiny Alan Baxter as Little Boy Wallace Ford as