Inland Empire (film)

Inland Empire
Company type	Film
Industry	Motion pictures
Founded	2006
Founder	David Lynch
Headquarters	Los Angeles, Łódź, United States, Poland
Area served	International (United States, France, Poland)
Key people	David Lynch (writer, director, producer, cinematographer, editor, composer, sound designer), Laura Dern (lead actress)
Products	Inland Empire (film)

Inland Empire is a 2006 surrealist experimental psychological thriller crafted by David Lynch, who wrote, directed, and produced the movie as his last feature before his passing in 2025. Released under the tagline "A Woman in Trouble," the narrative centers on a Hollywood actress (Laura Dern) who gradually adopts the identity of a character from a cursed film project. Filming spanned three years, primarily taking place in Los Angeles and Poland. Uniquely, Lynch shot the film without a completed script, improvising scenes during production, and opted for low-resolution digital video captured with a handheld Sony camcorder instead of conventional film stock.

This project was an international collaboration involving the United States, France, and Poland. The ensemble cast features regular Lynch collaborators such as Laura Dern, Justin Theroux, Harry Dean Stanton, and Grace Zabriskie, alongside performers including Jeremy Irons, Karolina Gruszka, Peter J. Lucas, Krzysztof Majchrzak, and Julia Ormond. Additional roles are filled by actors like Nastassja Kinski, Laura Harring, Terry Crews, Mary Steenburgen, Diane Ladd, and William H. Macy. Voices from Lynch’s 2002 Rabbits project also appear. Lynch took on multiple roles beyond directing, including cinematography, editing, composing the score, and sound design, with musical contributions from artists such as Beck, Nina Simone, Kroke, Dave Brubeck, and Krzysztof Penderecki. The title refers to the metropolitan region of Southern California.

Inland Empire had its debut at the 63rd Venice International Film Festival, where Lynch was honored with the Golden Lion for Lifetime Achievement. It was recognized as the second-best film of 2007 by Cahiers du cinéma and featured in Sight & Sound’s selection of notable films from the decade. Additionally, it was named among The Guardian’s "10 most underrated movies of the decade."

In 2022, Lynch collaborated with Janus Films to remaster the movie.

Prologue

A vinyl record crackles as an announcement introduces "Axxon N., the longest-running radio play in history," transitioning to a scene described as "a gray winter day in an old hotel." Inside a hotel room, a young Polish prostitute known as the Lost Girl experiences a disturbing interaction with a client. Initially, her face is obscured but gradually becomes clear. She then switches on the television, flipping through channels that show an elderly Eastern European woman approaching a mansion and a program featuring anthropomorphic rabbits before she breaks down in tears.

Narrative

In Los Angeles, actress Nikki Grace anxiously awaits the outcome of her audition for the lead role in On High in Blue Tomorrows, a romantic drama centered on an illicit affair. An elderly woman, known from television, visits Nikki’s estate and shares an ancient story about a boy venturing into a realm that gave rise to evil, and a girl who was lost "as if half-born" near a palace. She assures Nikki that she will land the part and hints that the storyline includes a murder.

Nikki wins the role and celebrates with friends, while her Polish husband Piotrek watches from a distance. Devon, cast as the male protagonist, receives warnings against engaging in romances on set; Piotrek cautions him about "dark consequences."

During rehearsal, an unsettling incident disrupts the production. The director explains they are remaking 47, an unfinished German film inspired by a cursed Polish folktale, which was abandoned after both lead actors were murdered during filming.

As Nikki and Devon rehearse intimate scenes, she finds it difficult to distinguish between fiction and reality, eventually beginning an affair that mirrors their characters' relationship. Nikki discovers an alley labeled "Axxon N." that leads both to the film set and back in time. She realizes she caused the earlier disturbance that Devon investigated. Fleeing into a prop that transforms into a real house, she sees her husband preparing for bed and hides in a closet that transports her to a living room filled with prostitutes.

Stream of consciousness

The storyline fragments into intersecting narratives with ambiguous timelines:

Nikki joins prostitutes soliciting on Hollywood Boulevard, proclaiming, "I'm a whore";
A woman confesses to a policeman that she was hypnotized to kill and reveals a screwdriver wound;
In 1930s Łódź, Poland, prostitutes interact with their pimps;
Nikki suffers an abusive marriage to "Smithy" (portrayed by Piotrek’s actor), residing in working-class Southern California frequented by Polish men;
On screen, Sue confronts Billy in front of his family; Doris (the actress playing the screwdriver-wounded woman) repeatedly slaps her;
Nikki/Sue admits to a policeman above a nightclub that she was sexually abused as a child and describes her husband’s background in the circus; she mentions a Phantom hypnotist who disappeared;
The screwdriver-wounded woman recalls being hypnotized by the Phantom to kill Sue.

Feeling hunted by the Phantom, Nikki/Sue arms herself with a screwdriver. She encounters her double and Doris on Hollywood Boulevard and meets the policeman once more. Doris stabs Nikki/Sue with her own screwdriver. Collapsing at a bus stop near homeless individuals, Nikki hears strange tales before dying under the flame of a lighter. A crane shot reveals Nikki filming her final scene.

Climax

Disoriented, Nikki wanders into a cinema screening On High in Blue Tomorrows alongside real-time events. She follows a man to an apartment marked "Axxon N," confronts the Phantom, and shoots him. The Phantom grotesquely transforms with Nikki's face before dying. Nikki escapes to Room 47, inhabited by invisible television rabbits, then meets the Lost Girl. They embrace as Nikki fades away. The Lost Girl flees to Smithy's house and reunites with her family. Nikki returns to her mansion.

The film ends with a celebration featuring prostitutes, a one-legged woman, Niko and her pet monkey dancing to Nina Simone's "Sinnerman" while a lumberjack saws through a log.

Themes and analysis

David Lynch summarized Inland Empire succinctly as "a story about a woman facing difficulties, wrapped in mystery." When presenting the film, he often pairs it with a translated passage from the Mundaka Upanishad, underscoring motifs of life intricately interlaced like a spider’s web.

Kristina Šekrst points to Lynch's earlier short film Darkened Room as a forerunner, sharing thematic elements such as the Lost Girl archetype and symbolic visuals. Richard Peña, programmer for the New York Film Festival, described the movie as "a non-linear compilation of fragments" that delve into recurrent Lynch themes: Hollywood’s shadowy underbelly, human trafficking in Eastern Europe, and surreal representations of family dynamics.

Reviewers frequently highlight the film’s exploration of Hollywood’s peculiarities, merging mythology, cinema, and reality. Mark Fisher characterized it as "a sequence of dreamlike episodes" mirroring Hollywood itself engaged in dreaming. He also emphasized how digital video technology enhances the portrayal of this subconscious stream.

Dennis Lim from Slate labeled the film "a prolonged waking nightmare," portraying an actress’s disturbed mental state through digital video—a format often linked with personal or private viewing—to craft a narrative that functions like interconnected hyperlinks. Scholar Anne Jerslev likens the film’s fragmented viewpoint to the structure of hyperlinked websites, while Steven Shaviro observes that it simultaneously constructs and dismantles traditional cinematic language.

David Sweeney interprets the work through the lens of reincarnation, associating it with Lynch’s fascination with Theosophy and drawing parallels to literary and television works such as James Joyce’s Ulysses and Netflix’s The OA.

Marc Savlov of the Austin Chronicle described its atmosphere as evocative of post-9/11 dissociative states and ongoing anxiety attacks. Lynch himself has spoken about experiencing dissociation, remarking on the presence of "many characters inside of us," a concept that informs his films’ complex character identities.

Background

Inland Empire marked David Lynch’s initial feature-length project filmed entirely on digital video, utilizing a handheld Sony DSR-PD150 camera in standard definition. He publicly announced his decision to abandon traditional film in favor of digital technology due to its enhanced artistic freedom and post-production capabilities. A significant portion was shot in Łódź, Poland, featuring local talent such as Karolina Gruszka and Krzysztof Majchrzak, alongside performers from the Cyrk Zalewski circus. Additional scenes were filmed in Los Angeles. Lynch completed principal photography in 2006 and then spent six months editing at home using Final Cut Pro. Unlike previous projects, he did not work with his regular editor, Mary Sweeney, given the absence of a conventional script.

The filming process was unconventional: Lynch proceeded without a finalized screenplay, delivering new dialogue pages daily to actors. He described this method as risky yet cohesive, crafting each scene sequentially without knowing how they would ultimately fit together. At the Venice Film Festival, lead actress Laura Dern confessed she was unsure about both the storyline and her character’s role, hoping that the premiere would provide clarity. Similarly, Justin Theroux remarked on the film’s enigmatic nature, suggesting even Lynch might not fully understand it. In an NPR interview, Dern recalled producer Jeremy Alter questioning some of Lynch’s eccentric requests—such as casting a one-legged woman and including a monkey—illustrating the unpredictable environment surrounding this production.

Financing and distribution

David Lynch personally funded a significant portion of the film's production, with longtime collaborator and former spouse Mary Sweeney serving as producer. The French company StudioCanal, which had supported three of Lynch's earlier projects, also contributed partial financing. Although StudioCanal intended to submit the film to the 2006 Cannes Film Festival, its debut instead took place at Italy’s Venice Film Festival on 6 September 2006. At this event, Lynch was honored with the Golden Lion for Lifetime Achievement in recognition of his cinematic legacy. The U.S. premiere occurred shortly after, on 8 October 2006 at the New York Film Festival. The film received a limited theatrical release in the United States beginning 15 December 2006, distributed by niche company 518 Media.

Lynch chose an independent distribution strategy by securing DVD rights himself and collaborating with StudioCanal to manage self-distribution via both digital platforms and traditional outlets. This method reflected his desire to experiment with alternative distribution models during a time of industry transformation. The North American DVD release arrived on 14 August 2007, including a 75-minute bonus feature titled More Things That Happened, which offered additional storytelling elements. Fifteen years later, The Criterion Collection issued a two-disc Blu-ray version on 21 March 2023.

Soundtrack

Departing from his usual partnership with Angelo Badalamenti, Lynch composed several original pieces for the soundtrack himself. His contributions range from minimalist ambient soundscapes to more pop-inflected songs such as "Ghost of Love." Polish composer Marek Zebrowski also played a key role by composing music and acting as music consultant. The soundtrack includes:

David Lynch – "Ghost of Love" (5:30)
David Lynch – "Rabbits Theme" (0:59)
Mantovani – "Colors of My Life" (3:50)
David Lynch – "Woods Variation" (12:19)
Dave Brubeck – "Three to Get Ready" (5:22)
Boguslaw Schaeffer – "Klavier Konzert" (5:26)
Kroke – "The Secrets of the Life Tree" (3:27)
Little Eva – "The Locomotion" (2:24)
Etta James – "At Last" (3:00)
David Lynch – "Call from the Past" (2:58)
Krzysztof Penderecki – "Als Jakob erwachte" (7:27)
Witold Lutoslawski / Joey Altruda – "Novelette Conclusion"/"Lisa" (3:42)
Beck – "Black Tambourine" (film version) (2:47)
David Lynch – "Mansion Theme" (2:18)
David Lynch – "Walkin' on the Sky" (4:04)
David Lynch / Marek Zebrowski – "Polish Night Music No. 1" (4:18)
David Lynch / Chrysta Bell – "Polish Poem" (5:55)
Nina Simone – "Sinnerman" (edit) (6:40)

Distribution and box office

The film was featured at numerous prominent international festivals, including Venice, New York, Thessaloniki, Camerimage, Fajr, San Francisco IndieFest, Rotterdam, and Mexico City.

In October 2006, Lynch secured U.S. distribution rights from StudioCanal while maintaining ownership for future negotiations. He chose to distribute independently through his own company Absurda alongside 518 Media to retain greater control over the release process. In January 2007, Lynch embarked on a promotional tour across ten cities that included an unusual element—a cow—highlighting his distinctive marketing style. Home video distribution was handled by Rhino Entertainment in partnership with Ryko, with a release date of 14 August 2007.

Inland Empire opened in two American theaters on 6 December 2006 and generated $27,508 during its initial weekend. It later expanded to fifteen theaters across the country, accumulating $861,355 domestically. International box office receipts amounted to $3,176,222, bringing the global total to $4,037,577. The film’s UK release occurred on 20 August 2007 through Optimum Releasing; it premiered in Benelux on 4 October 2007 via A-Film; and reached Australian audiences on 6 August 2008 through Madman Entertainment.

Critical reception

On the review aggregator Rotten Tomatoes, 72% of 117 critics offered favorable evaluations of the film, resulting in an average score of 7.2 out of 10. The website's summary remarks, "A quintessential David Lynch experience: admirers will find Inland Empire captivating and profound; others might regard its surreal elements as inaccessible." Meanwhile, on Metacritic, the film holds a rating of 73 out of 100, signifying "generally favorable" critiques.

Following its presentation at the New York Film Festival, Manohla Dargis from The New York Times described the film as "intermittently brilliant." Peter Travers of Rolling Stone encouraged viewers to "hold on tight" amid its hallucinatory splendor. Although it received widespread acclaim, The New Yorker commented that the film "soon lapses into self-parody." The BBC's Jonathan Ross hailed it as "a masterpiece." Damon Wise of Empire awarded it five stars, labeling it "a stunning and uniquely original enigma," while Jim Emerson from RogerEbert.com gave a perfect 4-star rating, emphasizing its thematic ties to works by Kubrick, Godard, Buñuel, Dalí, and Maya Deren.

On the other hand, Carina Chocano from the Los Angeles Times criticized the film for "venturing down so many convoluted paths that it ultimately vanishes entirely."

In 2025, Inland Empire achieved the rank of number 164 in the "Readers' Choice" edition of The New York Times compilation titled "The 100 Best Movies of the 21st Century."

Restoration by Janus Films

In 2022, Janus Films undertook a restoration and remastering of Inland Empire, with public screenings commencing on April 8. Directed by David Lynch himself, this process involved reducing the originally upscaled HD footage back to standard definition to eliminate "artificial details," followed by a re-upscaling to 4K resolution through advanced AI techniques. This restored edition was subsequently issued on Blu-Ray by The Criterion Collection.

Accolades

David Lynch employed unconventional strategies to promote Laura Dern's candidacy for the 2007 Academy Award for Best Actress, although she did not receive a nomination.

Victories
Award event	Category	Recipient(s)
National Society of Film Critics Awards	Best Experimental Film	Inland Empire
Venice Film Festival	Future Film Festival Digital Award	David Lynch
Nominations
Award event	Category	Nominee(s)
Chlotrudis Awards	Best Movie	Inland Empire
	Best Director	David Lynch
	Best Actress	Laura Dern
	Best Supporting Actress	Grace Zabriskie
	Best Visual Design	Inland Empire
National Society of Film Critics Awards	Best Actress	Laura Dern
New York Film Critics Online Awards	Best Picture	Inland Empire
Russian National Movie Awards	Best Independent Movie
2006 Stinkers Bad Movie Awards	Most Overrated Film
	Worst Sense of Direction	David Lynch
	Most Annoying Fake Accent: Female	Grace Zabriskie
Toronto Film Critics Association Awards	Best Actress	Laura Dern

External links