Shadows and Fog is a 1991 American black-and-white comedy thriller film directed by Woody Allen and based on his one-act play Death. It stars Allen, Mia Farrow, John Malkovich, John Cusack, Madonna, and Kenneth Mars. It was filmed on a 26,000-square-foot (2,400 m2) set at Kaufman Astoria Studios, which holds the distinction of being the biggest set ever built in New York. It was also his last film for Orion Pictures.