Starring Rufus Sewell, William Hurt, Kiefer Sutherland and Jennifer Connelly Directed by Alex Proyas Rated R with profanity, graphic violence, nudity Running time 90 minutes This film gets a rating of 7 out of 10

(Feb. 27, 1998) -- Dark City is fascinating, visionary filmmaking. With its amber-tinged palette and its distinctively dystopian view of life, it may be the most unique-looking film we've seen in ages.

If only there were more at stake here, to give the film the weight and substance it deserves. Director Alex Proyas and his co-writers, Lem Dobbs and David Goyer, have concocted a frightening dream -- but inevitably they feel the need to explain it, to somehow make it all add up. An unfortunate miscalculation.

Still, in Dark City they've concocted a film that, like David Lynch's unjustly overlooked Lost Highway, captures the sensation of dreaming and being unable to wake up. This film seems to unfold inside a nightmare, which, like all nightmares, defies logic and makes frightening and unexpected leaps.

The dreamer in this case is John Murdoch (Rufus Sewell), who wakes up in the bathtub of an underfurnished hotel room to discover that he may be a serial killer of prostitutes being hunted by the police. There's a dead hooker in the bedroom -- but Murdoch has no memory of killing her.

For that matter, he can't remember anything that happened before waking up in the tub. His memories have vanished; he can barely remember his own name and has no recall of the sultry wife (Jennifer Connelly) who cheated on him.

Even more frightening is the fact that teams of wraithlike men -- bald, pale, dressed in black frock coats and fedoras -- seem to be after him. So is a wormy doctor (Kiefer Sutherland), with one hooded eye and the vocal mannerisms of Peter Lorre.

The city itself never seems to experience daylight. Its buildings thrust into the sky, virtually absorbing light. The time is indistinct, some recent yet distant past. Though Murdoch has faint memory flashes of dreamy Shell Beach and his childhood, all his efforts to return to it seem doomed by the fact that no one knows how to get there.

Does it exist? Does any of it exist? Or as Murdoch begins to realize, is it all a construct implanted in his mind and the minds of everyone around him? Have all of their dreams and memories been manufactured by someone -- or something -- else?

Proyas and his collaborators cobble together little bits of a lot of other films and, certainly, their taste is exceptional: Jacob's Ladder, Altered States, Nosferatu, Hellraiser, Brazil, Scanners, 1984, Naked Lunch. These and many more films exert an influence on Dark City, either visually or thematically.

In the end, however, Proyas settles for making Dark City into an elaborate Twilight Zone episode. The explanation of what's been happening both to Murdoch and to the perpetually benighted city where he lives -- is like the solution of a bad Stephen King novel.

Sewell is an intriguing actor, with a sleepy right eye that makes the other one look that much wider and more horrified. Though he is meant only to react to the horrors around him, he brings a stronger presence and makes the role more active than reactive.

William Hurt, who earlier in his career might have been playing the Murdoch role, brings a solidity and seriousness to the character of the police detective tracking the hooker murders.

One keeps rooting for Dark City to take some truly fabulous twist, to be about something bigger, deeper -- something just plain mind-blowing, given the hallucinatory sang-froid Proyas and production designers George Liddle and Patrick Tatopolous possess.

It never does. But it's still a dizzying trip for much of the ride.