Now Alex Proyas (director of The Crow) has committed the "secret city" dream to film in Dark City, which he cowrote and directed. In a mysterious nocturnal metropolis, the populace collapses into sleep each night at the stroke of midnight. When they awake, their city has been rebuilt and rearranged, and their own lives and memories have been shuffled. Yesterday's milkman is today's cabdriver, and if he can't quite remember the way to the airport, that's because the streets have been changed and there was never an airport to begin with.

The rationale behind this perpetually bizarre turn of events remains a mystery until about an hour into Proyas' film, and far be it from me to tip it here. Suffice to say that it involves a race of pale, bald telekinetics called "The Strangers," a double-dealing psychiatrist (played by a mouth-breathing, stammering Kiefer Sutherland), and an amalgam of about a dozen Twilight Zone episodes. Caught up in The Strangers' nefarious scheme are an amnesiac (Rufus Sewell) implicated in a string of prostitute murders; a nightclub singer (Jennifer Connelly) who may be his wife; and a police detective (William Hurt) who is trying simultaneously to track down the serial killer and to put together the pieces of everyone's puzzling existence.

Dark City is a visual marvel, with design elements drawn from '30s futurism and '40s film noir. Proyas has obviously studied Blade Runner and Brazil, both for their art direction and their stylish fatalism. In fact, one of Dark City's greatest weaknesses (as with The Crow) is the way Proyas indulges a mopey teenager's flair for despair. He fails to understand how a somnambulant city could be appealing to some; the film needs a little of Ben Katchor's Julius Knipl-style nostalgia, wherein our collective memory of the past is both spooky and warm.

The film's other great weakness is an ending that fails to live up to the fantastic premise. It would be impossible, really, to close this book satisfyingly, but for a story so centered on the human mind to feature a climax right out of a Hanna-Barbera adventure cartoon-heroes and villains essentially blasting each other with "energy rays"-is, well, a cop-out.