Ministry of Fear is a 1944 American spy thriller film noir directed by Fritz Lang, and starring Ray Milland and Marjorie Reynolds.

Based on the 1943 novel by Graham Greene, the film tells the story of a man just released from a mental asylum who finds himself caught up in an international spy ring and pursued by Nazi agents after inadvertently receiving something they want.

While waiting for a train to London, Neale visits a village fête hosted by the Mothers of Free Nations charity.

He is urged to go to the palm reader's tent to have his fortune told by Mrs. Bellane, an older woman.

She cryptically tells him to enter a contest and guess the weight of a cake as 4 pounds 15+1⁄2 ounces (2.25 kg).

Neale hires private detective George Rennit to help him investigate the Mothers of Free Nations.

Neale meets Willi Hilfe and his sister Carla, refugees from Austria who run the charity.

An air raid forces the two to shelter in an Underground station, where Neale reveals that he had planned to euthanize his terminally ill wife.

Neale finds a microfilm of military secrets inside a piece of cake in a bird's nest.

The film omits all of Rowe's incarceration in Dr Forester's private asylum with amnesia, after the bomb in the booby-trapped case of books explodes.

Her brother Willi Hilfe, armed with a gun with a single bullet, commits suicide, in a railway station lavatory, when he cannot escape.

They go on together, lovers, but hardly the happy and carefree couple portrayed in the film: "They had to tread carefully for a lifetime, never speak without thinking twice ...

In a review at the time of release, Bosley Crowther of The New York Times wrote positively of Ministry of Fear, stating: "Mr. Lang has given the picture something of the chilling quality of some of his early German shockers—a strangely arch and maniacal surge that comes through suggestive use of camera and morbid pace in more critical spots.

The clammy and numbing sensations of fear are thereby conveyed in a manner that is quite unusual for our generally overworked screen.

"[2] Dave Kehr of the Chicago Reader praised the film, writing: "This 1944 thriller represents an epochal meeting of two masters of Catholic guilt and paranoia, novelist Graham Greene and director Fritz Lang.

Ray Milland, just released from a sanitorium, finds the outside world more than a fit match for his delusions as he stumbles into an elaborate Nazi plot.

"[3] Judd Blaise, writing for Allmovie, states: "While it does not reach the same level of timeless classic as Carol Reed's adaptation of Greene's The Third Man four years later, Ministry of Fear stands as a well-made, thoroughly gripping and intelligent example of film noir.