Noises Off is a 1992 American comedy film directed by Peter Bogdanovich. The screenplay by Marty Kaplan is based on the 1982 play of the same name by Michael Frayn. The film features the final performance of Denholm Elliott, who died of AIDS that same year. The film follows the concept of a play within a play, in this case a dreadful farce Nothing On — the type of production in which many doors continually open and shut. The setting has been transplanted from the backcountry of Great Britain to Des Moines, Iowa, where a second-rate theatrical troupe is preparing to perform the Broadway-bound play under the direction of Lloyd Fellowes. Among the cast members are fading star Dotty Otley, scatter-brained actor Garry Lejuene, insecure matinee hearthrob Frederick Dallas, myopic leading lady Brooke Ashton, second female lead Belinda Blair, and alcoholic character actor Selsdon Mawbray. Frantically working behind the scenes are Tim Allgood and Poppy Taylor. The film opens with the final...