JOHN WATERS WEARS his dapper suits, his trademark pencil-thin moustache, and his ingratiating smile all with the practiced efficiency of a lifelong outsider who's learned from experience how easy it is to be taken to the mainstream's bosom--and how much it's a sham. Not that his manner is ever less than open or engaging; it had required a bit of a jog to arrive on time, and when I apologized for having to wipe sweat from my face, he smiled even wider in a "don't be silly" sort of way and mentioned how prodigiously Divine used to sweat. You can see immediately how he could persuade you to do anything--eat dog shit, set your hair on fire--before the camera; there's a chatty inclusiveness to the way he leans forward to speak to you, as if you were taking part in a conversation among equals. But when I played back the tape of the interview, I realized for the first time how each and every one of my questions (which were admittedly clumsy and awkwardly presented--below you'll find them all rewritten to reflect more favorably on my interviewing chops) was deftly sidestepped and "answered" with well-thought-out monologues on subjects of Waters' choosing. This is not a criticism; like all great directors, he uses conversation--steers it, controls it, seduces you with it--as well as he does anything else.

After Pecker (about a guileless outsider artist embraced by New York intelligentsia for all the wrong reasons) and now Cecil B. Demented (focusing on a group of underground film misfits working on opuses similar to such early Waters films as Mondo Trasho and Multiple Maniacs), are your films getting more consciously autobiographical?

None of them were.... Pecker and Cecil B. Demented couldn't be more different from one another in their personalities. And they're both a little me, and they aren't me. Divine was a little me, Serial Mom was a little me, Ricki Lake's a little me. I mean, they're all a little me, but I didn't make my life's story. Then I would have cast Steve Buscemi, not Stephen Dorff. My parents love me; [Cecil's] parents didn't. I have a sense of humor, I hope; I wasn't that much of a megalomaniac. He's cuter, he's straight, I took drugs, and he didn't. There's a lot of difference.... Cecil B. Demented to me is a fantasy figure that I could dream up and that I would root for, the same way in the '60s when people had signs that said "Angela Davis Welcome Here" when she would be underground. I would have Cecil B. Demented signs. I would have hidden him.

Did you ever worry that some of the jokes in Cecil B. Demented would be too insider--all the gags about distribution and the MPAA and whatnot?

No, I don't ever think to dumb it up. I try to do the opposite of dumb it up--you know, smart it up. Throw in a couple of jokes just for the highbrow critics; they'll get it okay.... So, give me an example of a joke you think somebody won't get in this. "Call Jack Valenti?" [Which starlet Melanie Griffith shrieks out when she's kidnapped by Cecil's crew.] But you know, all critics get that joke. And all movie buffs get that joke. And I don't know that everyone else has to get that joke; she's still getting kidnapped and everyone... it's an action scene. If you don't know that joke, it doesn't ruin the action. She's thrown into the car and he says, "Power to the people" and "Punish bad cinema." That's all right. Everybody knows what that is.

Well, the tattoos for instance; they aren't made any further fun of, just name-checked.

The reason is that I had always thought, well, I'd like to have Patch Adams [as a tattoo]. Because it would be so appalling if you were with someone and they took off their clothes and they had Patch Adams; you'd think, "How kinky." People would run for the door. It would really be frightening. So I was trying to think, what if everyone had tattoos that were all movie-based, since all kids have tattoos now. Then branding. And you know my favorite thing is the punk manicure somebody just told me about, where you take a hammer and hit every nail? And then it turns all different colors and it falls off, so it's a week and a half of hideous nails. I think it's a great idea. It's something I learned just a few weeks ago. Beauty in reverse.

One of the most common, and ridiculous, criticisms you've faced recently is that you've now become too good a director to keep making these movies; that they were easier to enjoy when they were amateurish 16mm efforts.

I've said that my biggest competition is me. My past. I'm proud that everybody remembers my past, but every review of this movie in the first paragraph, I guarantee you, will somewhere mention my older work. There's nothing I can do about that, and I'm glad they're remembered.... But I think these are better movies. I have to keep up with the times. I have to adapt to the business world of making movies, which means to reinvent what a John Waters movie can continue to be. Keep up with the times. I have to. And it has to play international--this was paid all with French money, so I finally made a foreign movie, I made a French film.

I would have thought German.

It was German film in the '70s. When Fassbinder died, he took German film with him. It seemed like he grabbed every other [director]--the entire national film community--and took them to the grave with him. Do you ever hear anything more about German film? Not much. I mean, Herzog still makes movies, and he's great. Did you see his last one, about Klaus Kinski? It was just great.... If Cecil ever got a new member, that would have been the next tattoo. We had Fassbinder but we didn't have Herzog; I thought if I picked two Germans they'd say I'm a Nazi. Gotta be careful. Cinematically correct.

The success story of the last few years has been gross-out comedies. Are you conscious and proud of your influence on these films?

No, I make art films. I'm happy at their success. I might have liked it better if someone really shot a load in Cameron Diaz's hair, or if there was a real dick coming through somebody's ear. I did glory holes--I did female glory holes! I was glad to see a glory hole in somebody else's movie. I liked Scary Movie. And I haven't seen Me, Myself & Irene yet but I like Jim Carrey; I think he's the sexiest man. I think he should play [Manson family member] Tex Watson. He looks exactly like him. He should play a killer or, like, a psycho or something. I think he's very attractive and a good actor, but I just think he looks like Tex Watson. Every time I see him that's all I think of. That famous picture of Tex Watson where they just caught him and he's all on drugs? He looks just like that. So I like those movies a lot. I'm just trying to make people laugh. If there is a war to see who can do the grossest, I have long been retired from that. I won. Mine was real. And mine wasn't gross, it was magic.

In your photography book (Director's Cut), I loved the series of directors' credits--Bergman, Fellini--culminating in....

Randal Kleiser. [Director of The Blue Lagoon, Grease, and similar masterworks.] He bought it, which I thought was hilarious. No, you see why it's there is I do like Randal Kleiser, but it's about your reputation--it depends on who you're sitting with [to determine] how good you are. I love Randal Kleiser, but if you're sitting with Bergman.... It's called "reputation" and it's about really who you're sitting with. What company you're in is how good you are. And as much as I love Randal Kleiser--I love Summer Lovers, I like some of the movies he's made, maybe for the wrong reasons, but I like them equally--when you put some of the people you like all together, it's very interesting to see who comes in first and who comes in second.

Were you sitting in good company when you started?

When I came up I was an outsider. When I first started making them, underground movies were completely New York-centered. And they were chauvinist. No one would even look at them if you didn't come from New York. All my films caught on in San Francisco way before New York. Nothing played in New York until after Pink Flamingos was a success.... At the time--what was the name of that theater chain? Sheer Picks was the distributor. They had porno movies during the week, but on Saturday nights they had a great series all the cool kids went to.... And it played on that circuit; it still never played in New York. No one said they were good--I got no good reviews, and so it was almost outsider art. That's how people acted at first, that it was real, that we lived in this trailer and we were these shit-eating lunatic killers. Which was good. But I had to sell them myself, and I went around distributing them myself in the very beginning, and created this kind of image that we had to use to sell the movies. Because we didn't have any stars, I had to make my friends my stars, which was fun. And I had Divine and Mink and some of the people who really could do it.

So that's how I started doing it. Did I feel part of a group? I didn't feel part of a group of anything when I was starting, because I wasn't in a group of anything.... It's very, very different now from when I started. You could only like politically correct movies--you know, real art films. You couldn't like exploitation movies; you couldn't like nudist-camp movies. But then when underground film came along, it did change that. Because of Warhol and Kenneth Anger and a lot of people who put in nude sex and stuff that you couldn't have. It was always about breaking the next taboo, up until Deep Throat. And then hardcore pornography was legal, and that's when I made Pink Flamingos.... Now it's come full circle--Hollywood almost makes underground movies sometimes. They distribute them.... American Beauty won the Oscar; Boys Don't Cry, a tiny little independent movie with a drag king, won the Oscar. So there are no rules anymore. It's a good time. A lot better than it was when I started. Things like Around the World in 80 Days won. These terrible, terrible, mind-numbing, tyranny-of-good-taste, expensive, family hell movies.... I hated it as a child. It scarred me like parental abuse. I had to go to psychologists and talk about my parents taking me to this. "What's my problem? My parents forced me to watch Around the World in 80 Days."

If there really is no way to shock anymore, do you think you might go the David Lynch route with a full-on G-rated film?

I like David Lynch, but my favorite David Lynch movie is Fire Walk with Me. I accidentally made a family film already--Hairspray--so, no, I don't think so.