Shane Carruth blew your mind with Primer. And now he aims to do the same to your subconscious, with the dreamlike Upstream Color, which opens Friday in New York. We were lucky enough to speak to him on the phone about the themes and ideas behind his intense, challenging film, and here's what he told us. Spoilers ahead...

It's hard to sum up Upstream Color, but in a nutshell it's the story of Kris (Amy Seimetz), who has a terrible encounter with a man known only as the Thief, who implants her with worms that seem to have some kind of mental control. Kris winds up having a mysterious, intense psychic connection with a pig living on a farm, which she doesn't understand, and she gets into a very dysfunctional relationship with Jeff (played by Carruth himself) who also seems to have a weird connection to the pig farm. I think that's all you need to know to understand this interview. The film is conveyed as much by strange imagery and haunting transitions as by words or explanations, and yet it's surprisingly clear by the end.


The book Walden by Henry Thoreau plays a huge role in this film. Why Walden?

How far back should I go? ... This story started in one place, that had nothing to do with the otherworldly, weird aspects of the film. [Upstream Color] started in a place where I had to find a way to strip some characters of their personal narrative, and the way they view themselves... And what I knew was that I was going to have characters that are going to have a redefined narrative, based on information around them, and then they're also to be going to be affected at a distance by things they can’t necessarily speak to. They're going to be pushed around, in a way that they can’t know about. And there is meant to be attraction and repulsion that's happening with Kris and Jeff. [Their attraction is] dependent on what’s going on in the pig corral, and there being some confusion about what’s leading what there.


Anyways, that was what needed to be solved, and I needed a way to do that. And there's lots of ways to do that, I think. You know, another story might say, "Oh, there's a pharmaceutical drug on the market, that's wiping people’s memories," or maybe its religious, and there are angels screwing with people, or whatever else. What I needed was something that felt like it met a certain criteria in my head, and what that meant to me was, I wanted it embedded in nature. I want it to feel like it's permanent, and that it's been here as long as we have, and that it is just outside our normal experience, but nothing strange or alien, as far as an alien presence or whatever. It [also] needed to be cyclical, and it needed to continue on its own volition — nothing conspiratorial, not somebody managing the process, but something that would just keep going.

There are like these three points on the triangle: There is the worm-pig-orchid life cycle, and each of these have characters that are continuing to perform these little tricks in nature that keep the cycle going, but none of them know that the next one in the line exists. So that, to me, satisfied what I needed, [in order] to have my central characters to be messed with at a distance. So, knowing that we're in the natural world, knowing that I need also a book that I’m going to have Kris write and rewrite over and over and over again, as she's destroying her own narrative, I needed a work of fiction. And so, Walden seemed appropriate, and it fit everything I needed it to be, and it's full of this wonderful language that can be referenced in both imagery and chronically.

So you considered making this not a science fiction film, and making it just about people who are coming apart for other reasons. Like, psychological or social reasons?


Yeah, It's meant to be universally about all of these things that are not able to be spoken about clearly that we suspect are affecting us — whether that’s people's religious beliefs or cosmic beliefs or even hidden biological processes. Just all of the things that make you suspect the reasoning for, “Why did I do that?" Or, "Why am I doing this tomorrow?" "Why does someone else think this way?” It’s all of that.

One thing that I was reminded of was toxoplasmosis. That parasite in cats that makes humans acts irrationally. Was that something you thought about at all while working on this?

No, absolutely. I want to be clear that in talking about it, I’m not suggesting that what's happening in the film, or suggesting that I have a comment on that, but it’s definitely one of the things that … in coming up with the mechanics of the plot, it gave me the freedom to say, "Look there are already weird, weird things happening, that we would not, up until today, have been even be able to talk about or explain."


So if I create an analog of a process, and I say that transference of some kind is taking place, let's just leave it at that. Let’s not get into like the mechanics, or let's not talk about mechanics of it. We already know that weird things happen. So let’s just watch something happen, and let that be it. If a worm goes into Kris and then leaves her and then goes into a pig, and we see that there's a connection and I execute it with music and cinematography and Amy’s performance, in such a way that conveys that transference of some deeply felt kind is taking place, that’s it. We don’t have a scientist come in to to explain what was being transferred, or a priest to come into explain it. It’s simply is that. Because that’s the exploration. It's, what is that connection?

A lot of this movie feels like it is using this weird premise to look at the mechanics of a dysfunctional relationship. The relationship between Kris and Jeff feels familiar to anybody that has had a horrible codependent relationship. Was that something you were trying to explore, or just something that just came out of the premise?

No, definitely I'm actually proud of that — not that I was smart enough to know it from the first step, but definitely it became clear that: "Okay, look, I’ve got these two characters, they are being attracted and repulsed, based on things that are happening with the creatures that they're connected to, out there in the pig trough."


So they meet on the train. There is an attraction, but it’s also not really going that well, because maybe that attraction isn't earned, maybe it’s not actively taking place in the space between them. It’s in some other non-spoken, communal place. And so you’ve got this constant agitation. And I thought, that’s so interesting to me. Because I believe, or my hope in the execution, is that those themes work in both a physical and metaphysical way.

I hope that they do feel familiar, because I know I've had relationships or even friendships or whatever, that start off like that — where it's like, "Everything on paper says that you and I should be getting along fantastic, and for some reason there is some weird agitation going on that we can’t quite get to." And so, to have there be a plot in the film that’s explaining that to us while at the same time the end results is commonplace. That’s, completely in my mind, cementing the idea that it's about all the universal ways that you cannot understand why things are going, or not going, the way they are meant to.


Because people are not rational and they are driven as much as by biology as they are by intellect?

Sure, or who knows what else? Who knows if we'll find — not that this is what’s on the film’s mind necessarily — but who knows if we’ll find in 50 years that most of our genome is made up of parasites that globbed on along the way, and bits of information that we get from weird processes that we never thought of. I mean honestly, who knows what's coming, and who knows what we'll find, or what exists in just other areas entirely, that I couldn’t even speak to right now?

In the film, your character Jeff is more pissed off, and Kris is more of a basket case. It seems kind of gendered. These are gender roles that you fall into. Was that intentional, or was that the way the characters took shape in your mind?


I'm aware of it, and it's intentional, and I can speak to why. I mean, the bottom line is [that] Kris is on a path to basically get to a psychic break, because she is dealing with the mania and hysteria of having her children be taken from her, without her ever being able to consciously know that she even has children. So she is experiencing a level of, in my mind maybe the greatest, the most powerful emotion you might be able to feel… is what I might imagine it might feel, for a mother to lose her children. She is experiencing that, without anything to point out to explain why. That was always going to lead to this break that she has, where she winds up almost in a fugue state, swimming at the pool reciting lines from Walden. So that’s roughly why she’s on the trajectory that she’s on.

Jeff, I always thought, is actually a lot more screwed up than Kris — because Kris, at least, seems to be aware that something’s off, and seems to be curious about investigating it. Whereas Jeff is … he’s found to have stolen money, and decides to adopt that personality. "Yep, I’m that guy." In an almost macho way. Yeah, he’s the guy that took money, and he sort of owns up to it. So yeah, that does definitely come off as gendered, but I guess in my hopefully modern way of thinking , I think because it's gendered, its almost not sexist. It’s almost the opposite. It's like, "Here is this idiot guy embracing his narrative, like a moron."

You mentioned on email that you've never read Octavia Butler, even though this movie reminds us of her work a lot. What are some science fiction authors you’ve been influenced by?


I don't know if I think any of it's relevant to this film, or I would definitely own up to it. To be honest, I haven't read any science fiction in a very long time. I remember being very affected by Eon by Greg Bear, a long time ago, and really sort of taken by that. I guess maybe, the one that stands out to me the most, my favorite, is Childhood's End. Again, I don't know what influence that has actually had on me, although I do really enjoy the fact that it really doesn't follow any kind of traditional narrative structure. It's very haunting to me. I’ve always liked that story. It’s like, even the victims don’t know that they’re victims. It’s a closed loop of a story, to have a race show up and provide everything, and that's the way that they conquer, in a way that nobody would ever recognize or resist. They simply get lulled into [it]. We don't typically get that in film. Something has to blow up. Somebody’s got to shoot somebody. And just to have something show up and be a Chinese finger trap [for] the end of existence, is really sort of haunting.

In this film, a lot of stuff is non-verbal and is conveyed by the vivid sequences of images. Is it hard to edit something where losing an image can change the meaning? Was it harder than most films to edit, do you think?

I don't know. Yeah, maybe... That's the thing... it has a different ambition on its mind. It’s like, everything does have to be rethought about over and over and over again, but... I guess I don't know... Yeah sure, it definitely it requires more attention and in the end, I hope that it works. I'm relatively convinced that it does — I think at this point, enough people have seen it and come to a conclusion that's really close to my intent. So, I think that it’s working.


You were involved with Rian Johnson's Looper. Did that movie, and your conversations with Johnson, leave you thinking you might like to make a movie that is more of a conventional narrative?

I love everything that Rian does, and I'm his number one audience, but for where I am now, I don't know. I am only seeing the thing that's in front of me. I know that I tripped into the way that Upstream works, and really ... I am really consumed with wanting to push that even further — I guess, if it's conventional versus nonconventional, right now I’m really interested with how far we can go with this nonconventional storytelling. Because I think there is a lot more that can be done. I don’t know.

A Topiary was a project that I was trying to get made — it would have been more straightforward, I guess, than Upstream, but it would have been a nice middle step between Primer and Upstream. I don’t know, it’s strange. The next thing is going to have — there's nothing otherworldly in it. It takes place in the real world, with shipping routes and privateers and pirates, so most of it is going to be relatively straightforward. But the way the chronology works, and the way the emotional language works, it’s going to be a more exaggerated version of Upstream. I don't know what people are necessarily going to think of it. I don't know how to answer that. I can only just try to make what I think it needs to be.


Upstream Color opens April 5 in New York, and expands to other cities in the following weeks.