Inland Empire is a 2006 psychological thriller film with elements of horror written and directed by David Lynch. It was his first feature-length film since 2001's Mulholland Drive, and shares many similarities with that film. It premiered in Italy at the Venice Film Festival on September 6, 2006. The feature took two and a half years to complete, and was Lynch's first film to have been shot entirely in standard definition digital video.

The cast includes such Lynch regulars as Laura Dern, Justin Theroux, Harry Dean Stanton, and Grace Zabriskie, as well as Jeremy Irons and Diane Ladd. There are also very brief appearances by Nastassja Kinski, William H. Macy, Laura Harring, Terry Crews, Mary Steenburgen, and Ben Harper. The voices of Harring, Naomi Watts, and Scott Coffey are included in excerpts from Lynch's Rabbits website project.

It was named the second-best film of 2007 (tied with two others) by Cahiers du cinéma, and listed among Sight & Sound's "thirty best films of the 2000s", as well as The Guardian's "ten most underrated films of the 2000s".


The film begins in darkness until a film projector's beam reveals the film's title. Then we fade to an image of an old gramophone playing the voice of a man announcing, "AXXON N the longest-running radio play in history." After a series of ambiguous images, the scene fades to a dimly lit hotel hallway, where a man and a woman, both of whose faces are blurred beyond any recognition, enter the hotel room. They are speaking Polish. The man asks the woman to undress, which she does reluctantly. As she does this, the man asks her if she knows "what whores do", to which she replies, "they fuck." The film cuts to another hotel room, where a dark-haired woman sits crying while watching a television. On the television plays a clip from Lynch's short film Rabbits, featuring a family of rabbit-people in a small living room who speak in terse non-sequiturs, occasionally followed by a laugh track. The female rabbit mentions a "secret" that apparently the male rabbit knows about. When footsteps are heard by the door, all three rabbits are captivated by it, and the male rabbit goes to investigate, but the source of the footsteps is not revealed. He walks out through the door and it closes behind him.

The male rabbit enters a dimly lit room, which then fades into a lavish golden foyer where a bald man sits on a couch. A bearded man stands talking to him. The seated man asks the other if he is "seeking an opening", and the standing man answers affirmatively, repeating variations of the phrase, "Do you understand that I seek an opening?" This conversation is also in Polish. The male rabbit then walks back to the door, as if to leave, and the lights fade out.

The film then cuts to an older woman (Grace Zabriskie) walking through a sun-drenched affluent estate. She steps onto the porch of a turn-of-the century mansion and a butler answers. The mansion belongs to Nikki Grace (Laura Dern), a well-known actress, who walks into the foyer behind her butler to see who is at the door. The old woman is granted permission to enter, claiming she is a new neighbour and wishes to introduce herself to Nikki. She is greeted and the two women sit down on a nearby couch, being served coffee by Henry, the butler. The older woman says that she had heard Nikki got a part for an upcoming film for which she applied, called On High in Blue Tomorrows (though the film's title is not yet mentioned). Nikki tells her it isn't for certain since her audition was very recent, but the woman insists she has got the part. The visiting woman then talks about a boy who opened a door and saw the end of the world, thus causing evil to be born. She then goes on to talk about a girl who got lost in an alley behind a marketplace, and then remembered something. Nikki is unsure what the woman is talking about and asks her to clarify. The old woman disregards Nikki's inquiry, then asks if there is a murder featured in the movie for which Nikki auditioned. Nikki says there isn't, but the woman insists there is "brutal fucking murder" in the film. At this point, Nikki feels disturbed and asks the woman to leave. Disregarding Nikki once more, the old woman continues by talking about the mixing up of time, yesterdays, todays, and tomorrows. She remarks that it may be 9:45 when it is in fact after midnight. She then points to a second couch adjacent from them and says that, if it were tomorrow, Nikki would be over there. The film then pans to where the woman is pointing, and we see Nikki and several friends sitting on the couch. Her butler walks into the sitting room (where the old woman no longer reclines) and informs her of a telephone call. Nikki answers the telephone and realizes that it is her agent. According to the agent she has just received the part she auditioned for in On High in Blue Tomorrows. Ecstatic, Nikki hangs up the phone and celebrates joyously with her two female friends while her husband, Piotrek, ominously surveys their ectastic behaviour from the top of a nearby stairwell.

A week or two after she hears that she has got the part for the film, Nikki is interviewed with her costar Devon Berk (Justin Theroux) on a celebrity talk show called The Marilyn Levens Show. The host Marilyn (Diane Ladd) asks both actors whether or not they will have an on-set affair, to which both Nikki and Devon respond negatively. Afterwards, Devon is told by his entourage that Nikki is "hands-off", since Nikki's husband is an extremely influential and powerful figure. Later, on the set being constructed for the film, Nikki and Devon rehearse a scene with the director, Kingsley (Jeremy Irons). There is a disturbance somewhere on the set. Devon goes to investigate the noise, but finds nothing. Shaken by the disturbance, Kingsley confides with them that the film they are making is in fact a remake of an older unfinished German film entitled 4, 7 ("Vier, Sieben") that was based on a Polish "gypsy folk tale". It was abandoned because the two leads were murdered and the film was rumored to be cursed. Kingsley assures them both that nothing will come of it.

At this point, the film takes a drastic stylistic turn. Nikki's world begins to blend with that of the film they are making, putting into question whether or not the alleged "curse" is in fact real. There are multiple subplots which arise throughout the film that appear to have nothing to do with Nikki's story: Polish prostitutes confront various pimps while murder permeates their Polish city. A woman, Doris Side, is seen with severe stomach wounds (who also plays the wife of Billy Side, a character in Nikki's film) and tells a police detective she is going to kill someone with a screwdriver. A mafia-like organization discusses one of their captives, remarking that the man claimed he was from "Inland Empire". When we return to Nikki, she is shopping for groceries when she sees a door labeled "Axxon N.", with an arrow pointing to a door. She passes through the door and enters a movie studio. She hears voices and begins running. She looks back, and sees herself seated with Kingsley, watching Devon chase her. She then realizes that SHE was in fact the intruder in the earlier scene and that she had watched herself sneak into the studio. Nikki evades exposure by hiding in a house found on the set, where she stays for most of the movie. When she enters the set house, it miraculously metamorphoses into an actual house somewhere in the suburbs. Nikki sees it is filled with prostitutes who are having a surreal party, exposing themselves to each other and dancing to 1960s music. She listens to their stories, smoking and donning their suggestive garb, eventually becoming one herself.

Much of the movie contains similar, seemingly arbitrary, storylines: Nikki is at a backyard party with her husband where she asks friends to "look at me, and tell me if you've known me before". Nikki wanders into a neighbouring yard dressed in a business suit when a man with a red lightbulb in his mouth emerges from behind a tree and slowly approaches her. Frightened, she picks up a screwdriver and brandishes it at him, before running away. At one point, Nikki climbs the staircase of a nightclub, and enters a room where a portly man with glasses sits behind a table (he is known as Mr. K). She sits across from him and begins a foul-mouthed monologue in which she unloads all her childhood scars, including being molested as a girl, where she gouged out the eye of her rapist. Snippets of this interview reoccur through the remainder of the film. Later, Nikki runs down Hollywood Boulevard, attempting to flee from a woman with a screwdriver (the same woman who had earlier confessed to the detective). Nikki is ultimately stabbed in the stomach by the woman, and she staggers down the street, eventually reaching the corner of Hollywood and Vine where she collapses near a building, next to a few homeless people. One of them remarks that Nikki is dying, then begins debating another about the route of a certain train. The younger one starts talking about her friend, Niko, who has a beautiful blond wig which makes her look like a movie star. She reveals that Niko is a prostitute, and has a hole in her vaginal wall. Soon, the other homeless woman notices Nikki is very near death. She holds a lit lighter in front of Nikki's face, who appears transfixed by it, until she finally dies. Off-camera, Kingsley is heard yelling "cut" and the camera pans back to show this had merely been a film scene. As the actors and film crew wrap for the next scene, Nikki slowly stands, and Kingsley announces her scenes for the film are complete. In a daze, Nikki wanders off the set and out of the sound stage.

Eventually, Nikki confronts the standing man from earlier in the film, now known as "The Phantom". She shoots him, which causes his face to become hideously disfigured, at first becoming a disturbing copy of Nikki's own face, but eventually morphing into something closely resembling a fetus. We next see the rabbits again, who are once more faced with the opened door. Nikki enters the room where the dark-haired woman was watching the television, and the two women kiss. Nikki fades away and the dark-haired woman runs out of the hotel room and happily embraces a man and child. Nikki is then seen back at her house, sitting and triumphantly smiling at the old woman from the beginning of the film.

The film ends with what appears to be a party of some sort taking place at Nikki's mansion, as the group of prostitutes dance and sing to Nina Simone's "Sinnerman" over the end credits.

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