E. ELIAS MERHIGE'S Shadow of the Vampire revisits the set of film director F. W. Murnau's 1922 horror classic Nosferatu to tell an imagined story of Murnau (John Malkovich) and his obscure star Max Schreck (played brilliantly by Willem Dafoe). Murnau, in order to maximize the film's realism, casts an actual vampire, offering--in exchange for Schreck's willingness to "play himself"--to sacrifice his unsuspecting leading lady in the final scene of the film. Unfortunately, Schreck has a difficult time with the concept of delayed gratification, and he almost immediately begins indulging his blood lust on hapless crew members. The central conflict of the film thus revolves around Murnau's increasingly desperate attempts to get his refractory vampire to behave so that he can get his film finished before everyone in the cast and crew is dead. The result of this clever narrative conceit is a film that walks a subtle tightrope between creepiness and hilarity.

I first met Merhige about seven years ago, at a screening of his 1991 film Begotten. It was one of the greatest cinematic experiences of my life, and I completely agree with Susan Sontag, who called it "one of [the] 10 most important films of modern times." Four years in the making, Begotten is an almost impossible film to describe to someone who has never seen it. An utterly original work, it nevertheless bears comparison both to Eraserhead and the brilliantly surrealist films of Canadian filmmaker Guy Madden.

Applying many of the principles of Butoh, the primal Japanese dance movement perhaps best known in the West through the groundbreaking work of the Japanese dance troupe Sankai Juku, Begotten tells the story both of cosmic creation (brought about by God's masturbating) and of human birth (most of the film is taken up with the extremely tortuous process of exiting the womb). The film uses no dialogue whatsoever, and while some people might find it weird or baffling, it captures a depth of human experience that is all too rare in American cinema.

After making Begotten, Merhige spent much of the '90s trying to parlay that $33,000 film into a Hollywood directing deal. He spent years just trying to get the film seen, and after a few showings at festivals and museums, it was finally released on video in 1996. Rock star Marilyn Manson, attracted by the video cover, rented the film one night and was blown away by what he saw. He tracked Merhige down and asked him to direct his next music video. Merhige readily agreed, and his music video for Manson's "Anti-Christ Superstar" was the only film the director managed to make in the 10 years after Begotten.

A year later, a friend of Nicolas Cage saw Begotten and showed it to the actor. Cage fell in love with the film, and, like Manson before him, tracked Merhige down. As Merhige puts it, "We got together and had a wonderful meeting and talked about everything from Leonardo Da Vinci to Nikola Tesla." Three days later, Cage sent Merhige the script for Shadow of the Vampire and offered to act as executive producer on the film. Merhige "fell in love with it," and Cage proceeded to contact Malkovich and Dafoe, Merhige's top choices to play the leads. After meeting with Merhige, both actors agreed to do the film. The financing came from pre-sales based on the attached actors, and the film was picked up for distribution even before Merhige had finished cutting it. The film was subsequently invited to Cannes, where it garnered almost universal accolades.

The story of the making of Shadow of the Vampire is one of those indie-filmmaker Cinderella stories, with Merhige as the dustbin waif struggling in obscurity for a decade before being plucked out of said obscurity by Nicolas Cage's Prince. It is the American Indie dream, and few struggling filmmakers are immune to its allure. But like the Faustian bargain in the film itself between Murnau and his star, there is a price to pay. And that price is an inevitable concession to the demands of the marketplace. For while Shadow of the Vampire is a wholly entertaining and engaging film, full of charm and whimsy, it ultimately pales in comparison to Begotten, a bona fide masterpiece despite its relative obscurity. The unavoidable need to please the producers and to recoup the film's investment has created a work that must of necessity clothe its more radical ideas in the less threatening guise of allegory rather than embodying them directly. And the allegory of the vampire's ultimate unwillingness to honor the terms of his bargain with Murnau can be seen as a deeply melancholy critique of the always inevitable erosion of art by the forces of the marketplace.