Written by Matt Barone (@MBarone)

In late 2002, aspiring screenwriter C. Robert Cargill did what millions of other scary movie fans did around that time: He ventured to the nearest multiplex to catch a screening of The Ring, director Gore Verbinski's excellent, influential remake of Hideo Nakata's 1998 Japanese cult favorite Ringu. It wasn't an atypical way to spend an evening for someone who'd go on to spend the better part of his professional career writing film reviews for the popular blog Ain't It Cool News, under the moniker of "Massawyrm."

To say that The Ring left its mark would be a profound understatement. Once he got back home that night, Cargill decided to take a nap, and it was in that brief period of slumber that he experienced a real whopper of nightmare. In the terrifying dream, Cargill walks up into the attic of his home and sees a strange box filled with Super-8 film reels; loading up the projector that also happens to be in the attic, he sits and watches in horror as the reel shows the image of an entire family being hung from a tree, all at the same time.

Even long after he woke up, Cargill couldn't shake the vivid image of the multiple homicide. "That stuck with me," he says. "That haunted me for awhile, and I figured, there's a story there. I thought, If I find the right story, that could be a pretty cool movie. And I think we may have made one."

Yet another understatement. Opening in theaters nationwide tomorrow, Sinister, the byproduct of Cargill's now-10-year-old nightmare, is one of the most impressive mainstream genre flicks to come around in years. Pitch black in tone, it's that rare American-made horror picture that sticks to its uncompromisingly bleak premise despite the fact that there's an A-list movie star—in this case, Ethan Hawke—at its center.

A surface-level comparison could be made to last year's breakout hit Insidious, from its ominous one-word title to the presence of producer Jason Blum, who's gone from backing the original Paranormal Activity to amassing a genre movie empire that also includes next week's sequel Paranormal Activity 4. But here's the thing about those Sinister/Insidious parallels: Believe it or not, the former is much more disturbing, a claim that should no doubt intrigue those who've lost sleep over director James Wan's 2011 trip into "The Further."

In Sinister, which adheres closely to writer Cargill's initial vision, Hawke plays Ellison Oswalt, a famous true crime writer who's been riding high off the success of his debut book, Kentucky Blood, in which his reporting exposed cracks in the police department's murder investigation; as a result, cops the world over don't like him very much.

Nor does Ellison love himself a great deal, having been unable to repeat Kentucky Blood's impact with any subsequent work of non-fiction. Hoping to find that next great real-life tragedy to investigate (and exploit?), Ellison moves his family—wife Tracy (Juliet Rylance), 12-year-old son Trevor (Michael Hall D'Addario), and even younger daughter Ashley (Clare Foley)—to a quaint suburban home in Long Island without revealing to his wife that a family of four was simultaneously hung from a tree in the backyard and the youngest daughter went missing. Once the Oswalts are settled into their new digs, Ellison takes a look in the attic, where he finds, that's right, a box of Super-8 reels, labeled with such pleasant titles as "BBQ, '79," "Pool Party, '86" and "Sleepy Time, '98."

Well, pleasant until he actually watches them.

From White Russians to an Oscar Nominee: How Sinister Came to Fruition

Just how deeply did the nightmare of a family being hung from a large tree affect Cargill? Dedicating himself to sharing the horrific sight with moviegoers worldwide, he kept it alive in his thoughts for nine long, mentally strenuous years. "It took me a long time to find the right story," he says. "It was something I played around with every so often when I'd be at work and had nothing to do. I would start running through all the permutations of how the story's been told before, where it can go wrong, and it took me all of those years of it being this hobby of putting it together before it became what you see on screen."

In January 2011, a casual meeting amidst slot machines, gambling tables, and complimentary drinks gave the idea its real creative juice. Through his exploits as a movie critic, Cargill's Twitter feed is full of filmmakers who've either enjoyed or detested his critiques of their movies. One director with whom Cargill maintained a friendly Twitter discourse was Scott Derrickson, who started his career off with the well-reviewed, genuinely underrated 2005 film The Exorcism of Emily Rose and followed that up with, by most accounts, a sophomore disappointment in The Day the Earth Stood Still, the 2008 sci-fi remake starring Keanu Reeves.

Having been off a film set for three years, Derrickson was looking for another passion project similar to The Exorcism of Emily Rose. Taking a professional break to meet up with his brother in Las Vegas for some poker-playing, Derrickson saw on Twitter that Cargill was also spending time in Sin City, so he reached out to set up some time for the two of them to chop it up inside the Mandalay Bay casino. There, over a series of stiff White Russians, Cargill pitched a movie called Found Footage, an early incarnation of what would become Sinister. Derrickson was immediately excited. "The movie that you see was that pitch," says the director. "The element of Ellison being a true crime writer was there, some of the Super-8 films were in that pitch. It was amazing how much of a story it already was."

It wasn't long before Cargill and Derrickson were sending emails back-and-forth, talking on the phone for hours at a time, and linking up in person to knock out the complete Found Footage script together. For Cargill, working with Derrickson opened up his original concept to stronger moments of shock and fright. "What I had was a movie in that I could pitch it to you and you could kind of see it in your head, but it didn't have structure to it yet," says Cargill. "At the same time, he has these amazing ideas for scares and for ramping up tension; he knows exactly how to make something really scary and prolong that over a period of time. There are a lot of great scares in the movie that came directly out of his brain."

It's about this guy who puts his ambition in front of everything else in his life and that's the thing that lets the demon loose. I love that metaphor; it's as ancient as Macbeth. - Ethan Hawke

Still, as the collaborators realized, if a horror movie only has jolting scares but not emotional substance, the viewer's experience will ultimately be hollow. Thus, Cargill and Derrickson pulled from their own personal experiences with family and artistic pursuits to flesh out the character of Ellison's domestic dynamic and conflicted, often unlikable, but always human demeanor. "I remember a lot of conversations about Ellison and Tracy and the kids, and how to lay out a family story and relationships within that," says Derrickson. "To get those to feel real and compelling and not slow the movie down is very difficult. You have to be efficient, not waste time, but you also can't miss any of the critical beats or else the audience won't care about the characters."

Once their script was finished, the hopeful storytellers arranged a meeting with Blum, who was jazzed to work with Derrickson due to his strong appreciation for The Exorcism of Emily Rose and the desire to see a talented director rediscover his creative juices in the wake of a letdown (The Day the Earth Stood Still). Blum quickly agreed to work with them, except he needed to make one major change: The working title of Found Footage, which aptly describes Ellison's uncovering of the Super-8 reels but not the actual movie's aesthetic presentation, had to go. "I thought it might be confusing to people, who would then think it is a found-footage movie," says Blum. "Scott came up with the title Sinister, and when I first heard it, I loved the way it sounds. I like the nod to Insidious, too—I thought that was kind of fun."

With all their chips in place, the Sinister team had one major problem to solve, right away: They needed an actor strong enough to handle a role as challenging and multifaceted as Ellison. For all intents and purposes, Sinister is Ellison's movie; the only times he's not on screen are whenever he's watching the five unnerving Super-8 films he found in the attic. Fortunately for Cargill and Derrickson, Blum's best friend just so happens to be Ethan Hawke, the prolific and respected star of such acclaimed pics as Training Day and Before Sunrise. Twenty years ago, Hawke and Blum started a theater company together, and throughout the subsequent two decades they've remained close pals.

There was a catch, though, when it came to horror projects. "Since Paranormal, I've been saying to [Ethan], 'They're so fun—you have to try one,'" says Blum. "I offered him several movies before he said 'yes' to this, and I kept pushing and pushing. The thing was, he really thought that making a horror movie would be a traumatic experience. As in, he'd be too scared."

The Academy Award nominee's hesitance was, in his mind, a bit more complicated. "Sometimes, horror movies can be made, be very successful, and have really bad acting in them," says Hawke. "I didn't want to be in one of those. And, yes, there was also a part of me that thought these kinds of movies would be terrifying to make, like I would actually have to act with the beast. There's a part of you that, whenever you watch these movies, you think that everybody must be terrified out of their minds, but I realized that making a horror movie is a lot like making a romance: Just because the guy and the girl are acting like they love each other, it doesn't mean that they really fell in love. And just because somebody's being eaten by a demon doesn't mean that you actually have to get eaten by a demon."

It also didn't hurt that Hawke, like Blum, is a big fan of Derrickson's first genre effort. "I know enough to know that you need a great filmmaker to make a great horror movie, and I feel that The Exorcism of Emily Rose is a really well-made film," says Sinister's star. "When I met Scott, it seemed clear to me that he knew what he was doing."

In addition to a gifted filmmaker, of course, you also need a screenplay that's both intelligent and creepy as all hell. Adds Hawke, "The script, to my mind, does what a genre movie is supposed to do, which is, A, be terrifying, and then, B, have a secret message. It has a little secret work that's going on, which is that it's about this guy who puts his ambition in front of everything else in his life and that's the thing that lets the demon loose. I love that metaphor; it's as ancient as Macbeth."

Hawke was also smart enough to realize that Ellison is the kind of character actors dream of playing; inherently a good guy, he's so blinded by the selfish, superficial desire to rekindle his long-dormant fame that, as a result, he makes a string of poor decisions that endanger his family. The fear of never repeating a past triumph was something to which all three of Sinister's primary anchors could relate.

"For me, having made The Day the Earth Stood Still and not having made a film for two years after that, I was experiencing a lot of the fears that Ellison has," says Derrickson. "So the storytelling, for me, became a really therapeutic way to purge the kind of feelings that I didn't want to have. I was very aware of how much, as a writer or a novelist or a filmmaker, whatever it is that you do, if you do it creatively, you get very afraid that you're not going to be able to keep doing it. You get very afraid that people aren't going to like what you're doing. So, it was a great way to kind of rebel against that and create a character who was, in my imagination, the worst version of myself."

For Cargill, a first-time screenwriter who doesn't have the same kind of personal baggage, Ellison's dangerous, one-track-minded drive served as a warning, not therapy. "Ellison is a lot like several of the writers that I've met over the course of the last decade, which are guys who have been so praised because they were in the right place at the right time, or they had some of the right breaks," he says. "As a result, they think that they are better than they really are, and they go forward and they're surrounded by really talented people that they just shit on or ignore and have no idea that those people are actually lapping them in talent. That's very much Ellison in the film."

The correlation to real-life experiences was particularly resonant for Hawke. "What actor doesn't feel like, Oh, if I could only have one more chance, one more hour in the spotlight," he says. "Ambition gets the better of most people, and I definitely can relate to that. That's one of the things I really liked about the character, getting to use that part of myself that longs for youth and longs for the superficial accoutrements of youth."

The actor's 27-year stretch in Hollywood has brought with it several Ellison-like moments. "I know a lot more about this kind of feeling than Scott and Cargill do, honestly," continues Hawke. "I've lived through so many ups and downs in my career. Fame is a funny god to chase. It's a fickle monster, so I related to that part of the story; it was really fun to me. It's a really interesting scene to have tucked away in a horror movie, the image of this guy watching old video tapes of him being interviewed during the finest hours of his youth. There's something so sad about that."

It's All About the Scares: The Unique Ways in Which Sinister Endlessly Disturbs

If there's one facet of Sinister that should lend the film an inarguable degree of genre credibility, it's the presence of Hawke, an actor who's earned the right to be picky when it comes to roles. And who, he admits, isn't the biggest horror movie buff.

"I just tend to go to the best ones, because I'm not a true aficionado where I like all the different versions," says Hawke. "I like them whenever the acting is good in them. For example, if you really just study the acting in Alien, the acting is amazing in that movie. Or Jaws or Rosemary's Baby, or Sissy Spacek in Carrie and even Jennifer Carpenter in Scott's movie [The Exorcism of Emily Rose]. I watch movies with such an eye for performance that I don't have the pleasure to simply enjoy movies like Halloween or Friday the 13th—they're not as fun for me because I'm such a student of acting. I get less impressed by movies like those."

What does impress Hawke, though, is a scary story that really goes for it. "Sinister is about how watching the horror movies is what possesses you," he adds, "and that's a really subversive, fucked-up idea. I love it."

Sinister's truly messed-up yet morbidly wonderful shocks come in the forms of the Super-8 movies that Ellison watches in wide-eyed, can't-look-away awe. Essentially mini snuff films, the five home movies make up the black, beating heart of Derrickson's picture. Fully aware of their importance, the director took an unconventional route in shooting them: He tasked cinematographer Chris Norr with filming the clips before Sinister's Long Island production began. Tucked away in California's San Fernando Valley, Norr, Derrickson, and the rest of their crew staged some of the most inventive and cruelest cinematic murders to come around in quite a long time.

To accentuate the Super-8 films' creepiness, Derrickson made another nontraditional move. Before Norr and company even loaded up their cameras, Derrickson spent weeks scouring the Internet to find the most obscure and most unsettling music available, which he'd then use to score the Super-8 sequences and add extra layers of uncomfortable ambiance.

"I felt that the Super 8 films in particular, but also specific sections of the movie, like the whole last 15 minutes, needed to have pre-recorded music," says Derrickson. "I wanted to have a real sense of how that sound and music was going to work before I started shooting, so I spent a good couple of weeks scouring the Internet and looking for really original, really horrifying music that had a certain beauty to it but was still bone-chilling. The pieces that I had found were unconnected, mostly European, and some of them were tracks by bands or artists that don't do things that are particularly scary but happened to do this one track that was really frightening."

With Blum's help, Derrickson bought the rights to the nine songs heard in Sinister. Cleverly, he made sure that the music was heard by all involved while filming the movie as well. For the actual Super-8 shoots, Derrickson set up a massive speaker system that allowed Norr to hear the songs as he moved the camera; and for the scenes in which Ellison views the films, Hawke was able to both hear the music and actually watch the footage, which brought a sharp authenticity to the actor's performance. "That was great for me," says Hawke. "I just love the way they photographed those. There's something so spooky and, at the same time, almost beautiful about them."

Derrickson's online researching didn't stop with Sinister's music. Without giving too much away, the film's primary antagonist is an ancient deity, imagined by Cargill via endless books about the occult, known as Bughuul, or "Mr. Boogie," as he's affectionately referred to throughout Sinister. Derrickson knew that Mr. Boogie, who was a part of Cargill's initial Mandalay Bay pitch, needed an iconic, undeniably scary look. Returning to his trusty computer, the director logged onto Flickr and went to work looking at photos.

"I had no idea what I was going to make Bughuul look like," says Derrickson. "I clicked through tens of thousands of images on Flickr and created a folder full of scary pictures and then edited that down to about 15 really great scary images. I sent the folder to Cargill and said, 'I'm looking for a jumping-off point for Bughuul; tell me which of these images you think are the scariest.' And he identified this one specific image as being scarier than the rest. It was a picture called 'Natalie,' and I still have no idea why. When I got that email back from him, I took a look at that picture and it was in that moment that it occurred to me, 'Wait, what if it was just this?'"

Between the music and Mr. Boogie's physical makeup, the World Wide Web played a huge part in making Sinister as frightening as it is. "The Internet is an amazing resource for creating material if people take the time to dig into it when they're making movies," says Derrickson. "There's some amazing stuff out there."

As Hawke sees it, Derrickson's resourcefulness was the byproduct of necessity, but nevertheless impressive. "There's a great advantage whenever you don't have that much money: You have to have ideas," he says. "What Scott did with this movie is the same principle that was at work with Richard Linklater in Before Sunrise and Before Sunset, and that's absolute, utter simplicity. When you can work with really clean lines, you can make a really good film, and Scott had a really clear vision of what this movie would sound like and what the mood was. That's how you make a really good movie."

It's also how you craft a film that's all but guaranteed to disturb even the most jaded of horror lovers. Credit such lasting effects on Sinister's unflinching bleakness; from its opening shot, Cargill's nightmare of the noosed-up family brought to cinematic life, through its brilliantly macabre, darkly hilarious, E.C. Comics-evoking final line of downbeat dialogue, Sinister rides the course of pure horror. "I've been a critic for 10 years, and I've seen my share of horror, I've seen your share of horror, and I've seen his share of horror," says Cargill. "I know that horror moves in waves. I remember one year at [the Austin, TX, annual genre movie festival] Fantastic Fest we played 'Bear Trap Bingo' because there were five horror movies playing at the festival that all had a bear trap kill. The idea for Sinister was to try to zig while everyone else zagged."

What makes a really good horror movie work most of the time is giving the audience something that lingers. Audiences aren't afraid of movies being dark or bleak if they're good. - Scott Derrickson

Derrickson, for his part, sees Sinister as a real against-the-grain response to the genre's current in vogue trend: found-footage. "I remember how amazing it was when U2's Achtung Baby came out in the heart of this bigger movement," he says. "There was this huge ocean of amazing music and here comes U2 making one of the best records of their career and going totally against the grain of what everybody else was doing. I loved that."

"For me, I really have appreciated what's been happening with found-footage movies, and I love Paranormal Activity," adds Derrickson. "That movie was perhaps the most afraid I've ever been in a theater watching a horror movie. But the thing I don't like about the found-footage genre is the loss of cinematic imagery. Yes, there's something dynamic and marvelous about capturing realism in a super-low-budget, super simple way that feels like home videos and web-cams, but I love film images, and I love pure cinema. So I think where I was coming from was wanting to make a serious, scary horror film that took images and sound design and taking them more seriously than horror directors tend to."

Most importantly, though, the filmmakers didn't want audience members exiting the theater on any kind of uplifting high. As previously mentioned, Sinister's conclusion is a real downer, which shouldn't be considered a spoiler—after all, it is a horror movie. "If the ending isn't to punish the audience but to naturally end the story, the audience will buy it," says Cargill. "What most people forget is that almost all of the greatest horror movies ever made, the ones that everybody thinks are the amazing horror movies, all end terribly. The Shining. The Omen…. They killed Gregory Peck at the end of The Omen! The priest dies at the end of The Exorcist. Rosemary [in Rosemary's Baby] has the baby and the baby is the Antichrist."

"There are so many great horror movies that don't end happily, or if anyone gets away they don't really get away," adds Cargill. "Like, in The Texas Chainsaw Massacre, the girl gets away but you know that girl is fucked up for life. Everybody forgets that those films are all classic films because they have the perfect tone and ending for the movie they made, and as long as a bleak ending is earned, it can make for a really great horror film. The ones that are bad with bleak endings are the ones that are like, 'Ha ha! This will fuck with the audience!' And you don't fuck with the audience."

It circles all the way back to the movie that inspired Cargill in the first place. "The ending to The Ring is incredibly dark," says Derrickson. "The ending to The Ring is this decision they make to release this horror onto the world for their own preservation. If a horror movie is really good and you give it the uptick ending and the protagonist wins and everything's fine, it loses its staying power. People don't end up thinking about it afterwards. What makes a really good horror movie work most of the time is giving the audience something that lingers. When we tested [Sinister], it tested higher than Paranormal Activity and Insidious and Emily Rose. That just proves that audiences aren't afraid of movies being dark or bleak if they're good."

When all's said and done, it just might be the film's final line of dialogue that seals the thumbs-up deal for audiences. That was certainly the case for Hawke. "The last line won me over, because I realized, OK, Scott knows the movie that he wants to make," he says. "It has so much wit, it's so mean, but it's also so funny, I think, and terrifying. I've always been more drawn to independent movies, and the thing that's special about Sinister is that, if you think about it, it's the kind of horror movie that a studio would never have made. What happens in this movie doesn't normally happen in a studio movie."

Concludes Hawke, "Once we did that opening image of the tree, from that moment on I knew that the movie was going to be good."

Written by Matt Barone (@MBarone)

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