in a bomb out vienna just after wwii and novelist holly martins ( joseph cotten ) arrive from america to renew a friendship with his childhood buddy and harry lime ( orson welles ) . much to the dismay of holly and a freak auto accident have recently kill his friend and accord to those who know harry . but in search for detail of lime death and holly get contradictory story that do not add up . one of the person who know lime be an attractive woman name anna schmidt ( alida valli ) whose continued presence in the story invite suspicion . the film plot have holly search for the truth about his friend and while try to stave off a city detective and major calloway ( trevor howard ) who try to persuade holly to leave vienna . the film story be okay . but what make the third man really interesting be the b and w cinematography and by robert krasker . unlike most film and camera movement here be restrict and so a to draw attention to each frame geometry . typically in this film and a frame be tilt at an angle so that both vertical and horizontal point of reference be off kilter . frame image thus become a series of diagonal straight line and curve . further and very high contrast lighting and especially in outdoor scene at night and create a bizarre and almost nightmarish look and feel and and be suggestive of german expressionism . all of which result in a visual disorientation for viewer that parallel holly disorientation both in the street of vienna and in his understanding of the circumstance surround lime absence . in most outdoor scene there a conspicuous lack of crowd and a lack of hubbub one would expect in a bustling city . instead and only a few secondary character appear in night scene . this sparseness in character on the street convey the impression that hidden eye be watch holly and ready to pounce at any moment from out of dark shadow . everybody ought to ( be ) careful in a city like this and say one character to holly and a an implied threat . soon and a man who want to give holly some valuable information be murder . the script dialogue be quite impressive and with some interesting line and point of view . some of the dialogue be in german and which enhance authenticity . the film acting and edit be very and very good . add a slightly romantic and and at time melancholy and tone to this dark film be the music of the zither and an instrument similar to a guitar and but sound quite different . my one complaint about this film be that it hard to keep tab on some of the background character . try to connect name with face can be difficult and result in some confusion . the third man tell an interestingly bleak story and set in a bleak and desolate urban environment and render truly mesmerize by the creatively surreal b and w cinematography .