UPDATE (3/5/2014): Upstream Color has been officially inducted onto the List of the 366 Best Weird Movies ever made. Here is the Certified Weird entry.

DIRECTED BY: Shane Carruth

FEATURING: Amy Seimetz, Shane Carruth, Andrew Sensenig, Thiago Martins

PLOT: After a man known as the Thief drugs a young woman and steals most of her money, she loses her job and some of her memory, and needs to start an entirely new life; a year later she is romantically pursued by an incorrigible businessman, but their relationship is hindered by her traumatic experience and the enterprising man behind it.

WHY IT MIGHT MAKE THE LIST: Approaching the narrative in a dreamlike state, Upstream Color is a surreal and beautiful journey through lingering trauma, tinged with elements of science-fiction and romantic drama. Its convoluted, unstructured story is at first distancing, but the imaginative visuals, strong performances, and compelling use of sound make for a weird movie that’s also emotionally resonant.

COMMENTS: Opening with choppy shots of a mysterious drug operation involving white worms with unique mind-altering properties, Upstream Color devotes most of its first act to Kris (Amy Seimetz), a special effects coordinator who is knocked out, drugged up with a worm, and essentially taken hostage in her own home for a few days. The worm has a kind of brainwashing effect, allowing the Thief (Thiago Martins) to coerce Kris into signing away all that she owns. Left alone and discovering the living worm crawling around inside her skin, she is sonically drawn to a pig farm where the Sampler (Andrew Sensenig) cuts it out of her and harvests it for future use. She wakes up at home with no memory of the experience, and only an empty bank account and unemployment to look forward to. It is a deeply unsettling sequence, played out in short, calculated bursts that emphasize the strange and harrowing process of Kris’ mental infiltration. The Thief remains faceless and monotone while she unquestioningly follows his every command, which primarily involve making her repetitively perform mundane tasks as a means of keeping her weak and controlled.

Fast-forwarding: after things have settled down, Kris, with a new haircut and an unexciting job at a copy shop, is harsh and distrustful. Her first interactions with Jeff (Shane Carruth) are halting and unsure, choppy and without resolution, and as their relationship grows deeper their scenes together become repetitive and disjointed. Both seem to have confused memories. The soft-glow blur of their romance is cut through with an otherworldly hum that seems to take over Kris, and she and Jeff begin to realize there are greater forces at work here. Their unconscious repetitive actions echo each other, and they see connections in each other’s fragmented psyches. Through it all the Sampler watches them, maintaining the pig farm where he harvests the mind-altering worms, with each pig serving as some kind of psychic link to the humans he’s operated on. His stony, unreadable demeanor makes him an ominous figure, and his sound-gathering trips are fascinating while also somehow menacing.

Upstream Color is notable for its combination of different genre and story elements that are blended and transformed through Carruth’s innovative narrative and filmic techniques. Diffused light and extreme close-ups mix with quick-cut editing and microscopic natural wonders, along with some graphic medical procedures and animal abuse. The loving attention to sound—both effects and background score—is clear, effectively creating an at-times anxious and at-times comforting atmosphere. The film is composed of little details that may or may not be important, as the bigger picture gradually, partially reveals itself, so that every scene is equally gripping and enigmatic. While the story is often ambiguous, Carruth does not lose sight of his characters, and in fact the performance of Amy Seimetz as the central figure grounds much of the film. As a whole it is certainly obscure and utterly dreamlike, and most viewers will likely leave unsure of exactly what went on, but certain that whatever it was, it was beautiful.

WHAT THE CRITICS SAY:

 “To watch the haunting, disturbing ‘Upstream Color’ is to feel like you’re inside not one of your own dreams but someone else’s, a dream that’s both compelling and unnerving in ways you can’t put your finger on.” –Kenneth Turan, LA Times.