A Short Riff on Shane Carruth’s Film Upstream Color


1. I managed to avoid reading anything about Shane Carruth’s new film Upstream Color before I saw it.

I just knew that this was the guy who did Primer, this was his new film, and I wanted to see it because Primer was so strange and engaging.

2. Two immediate responses after viewing Upstream Color:

i). The desire to see Upstream Color again and

ii). The desire to read what other people thought about Upstream Color.

3. (My wife and I, reading the credits, pausing the credits, reassessing the film against the backdrop of the credits, arguing about the film, discussing the film, etc.).

4. I think it’s better that if you have any interest at all in Upstream Color that you just see it cold [update/warning: the comments section of this post is full of spoilers]. But I know that 100 minutes is an investment of time, so maybe you’d like some kind of précis or at least description. So, a loose attempt, which surely will devolve into fragments and references:

Upstream Color is a sci-film, sort of.

Or maybe its a mystery film about ethics and biology.

Maybe a nature film, sort of.

Henry David Thoreau’s Walden.




Shades of Philip K. Dick, David Cronenberg, Terence Malick, but also something utterly original.

Mind control.


Ambient music.


Sampling nature.




Creation: knitting, paper chains, music, seeds, life, children, etc.

A film that can and should be described as poetic.

It’s a love story, too.

5. It occurs to me that there’s a trailer for the film. I haven’t seen it yet. Should we watch it?

6. Does that do it for you? I don’t know how to do this anymore. Recommend things. I don’t know, the trailer makes the film perhaps look more pretentious than it is. It isn’t pretentious. It isn’t even confusing—just perplexing, haunting, troubling.

7. (Wanted: Quinoa Valley Record Co., complete discography).

8. My take on Upstream Color, spoiler-free, supporting-detail-free:

The film is about agency, about drive, about how the characters (and, implicitly, uswe, the audience, who identify with the characters on the screen) may be driven by something beyond us, something controlling us like a parasite (internal) or from afar like a ventriloquist (external). That even when we do assert agency the effect, the fallout, the shape lays beyond us, upstream.

9. (This morning, my wife telling me about her dream, a nightmare that our young daughter had ingested hallucinogenic mushrooms, clearly a response to the film).

10. I haven’t done a good job of really saying anything about the film. So, lazily:

I think Caleb Crain provides a perceptive and persuasive reading of the film in his essay “The Thoreau Poison.” He reads the film through the American transcendentalists, particularly Thoreau, of course, but also Emerson and Hawthorne. 

There’s also a piece at Slate by Forrest Wickman that perhaps over-explicates but nonetheless offers perspective, including elements of Carruth’s own take.

11. (I will avoid Carruth’s explanation of the film until I’ve seen it a second time. Maybe I’ll avoid his explanation forever).

12. A take on Upstream Color that I don’t quite buy into (the take is my own): The film perhaps invites us to find metaphysical entities in two of its secondary characters, both of whom exert influence (creative and destructive) over the primary characters. Something something godlike, something something devillike.

I like that the film offers this simple duality and then crushes it, shows something far more complicated, suggests a cycle far more strange.

13. (White orchid. Blue orchid. Yellow orchid).

14. Upstream Color features minimal dialogue and nothing approaching traditional exposition, but we still learn about its characters, come to feel for them, feel their desires and traumas. The film is cerebral and philosophical, but it’s also emotional, offering an aesthetic that sublimely overwhelms the viewer.

15. Carruth wrote, produced, directed, scored, photographed, cast and starred in Upstream Color. (I’m sure he did a lot of other stuff too). He also distributed the film himself. The entire filmmaking process was untouched by the Hollywood system. There’s so much hope for film as an art form in this knowledge.

16. Parting thoughts: See Upstream Color. Resist imposing whatever film grammar you usually bring with you to the movies. Resist the temptation to see the film as a puzzle to figure out. See Upstream Color.

16 thoughts on “A Short Riff on Shane Carruth’s Film Upstream Color”

  1. I watched this film because of this post and you didn’t let me down. Thank you for this. I cannot stop my mind from thinking/feeling. This film wrecked my heart. It was unbearable to watch during moments and despite the openness of this film I felt manipulated throughout. Hard to describe this film. Beautiful and devastating.


  2. Thanks for the riffs. A couple of reviews that are quite insightful:

    Upstream Color is what you want it to be: http://www.dnaindia.com/lifestyle/1836659/column-upstream-color-is-what-you-want-it-to-be


    Upstream Color Review: http://www.411mania.com/movies/film_reviews/284345

    From your riffs: “15. Carruth wrote, produced, directed, scored, photographed, cast and starred in Upstream Color. (I’m sure he did a lot of other stuff too). He also distributed the film himself. The entire filmmaking process was untouched by the Hollywood system. There’s so much hope for film as an art form in this knowledge.” I have now read > than 50 reviews of Upstream Color (thank you, Google alerts), and this comment by you is the only one that touches on his knowledge. Primer was great but rough. Upstream Color is spectacularly polished, in so many ways. How does someone get from great-but-rough first-time film to an utter jewel for a second effort? My speculation is that while trying to get financing for A Topiary, he was also doing a tremendous about of self-teaching in all the areas — writing, producing, directing, scoring, casting, distribution — but that he hasn’t publicly said so because it’s not really something he wants to reveal (I think understandably), just like he doesn’t want to revewal the budget or camera used (although people have figured out the camera). If he started publicly revealing the technical details now, it would be a detraction. Let’s hope we don’t have to wait so long for his next film.


    1. I hope he’ll give us another one sooner, but I’m willing to wait another nine years for one this good.
      But yeah, I think he probably did a lot of learning and practicing in between. The guy strikes me as pure auteur—I don’t think anything in UC is accidental (in contrast with someone like Paul Thomas Anderson, who seems to work very collaboratively).
      I would love to know the budget, of course, but I think it’s wise not to reveal. One thing that I caught during the credits was that the “Craft Services” were by two women with the last name Carruth (one also played one of the Orchid women) — maybe his sisters or mother (or both)?


  3. Loved this movie! I was left pleasantly dumfounded by it. I am really curious to know what people think of the diagetic and nondiagetic presence of The Sampler. His alleatoric recording process seems to be quite important in the movie: providing an action to look at and listen to and follow along with until it becomes an atmospheric affectation: a part of the score of the film. Just as well: his presence, as literal at least, is quite questionable, until he gets shot. Sometimes it seems like he is present as an observing ghost, other times he seems to make a physical impact on the primary characters (e.g., the weird joint human and pig surgery scene). Any thoughts?


    1. The Sampler’s physical/literal presence is perhaps confirmed by the neighbor he interacts with who offers to buy the piglets.

      I need to watch the film again to really figure out what I think, but I’d argue that his presence is entirely diagetic; even if the sampled can’t see him he’s still an intrinsic character in the film; he’s not outside of the film. (I’d even go so far as to suggest that the score to the film might be understood as a Quinoa Valley Record, and thus potentially diagetic—the way that Kris and Carruth’s character repeat the Sampler’s sounds might support this idea).

      The Sampler poses perhaps the biggest metaphysical problem of the film; namely: How does he “see” what his Sampled see/experience? We get the Malick-hand gesture—the touch—that seems to signify some kind of god-like presence (one that’s undercut by his death, his limited perception in/of the Sampled’s lives, and his interaction with a neighbor). He is clearly a frustrated-creator though, trying to make something harmonize out of the world. His benevolence or malevolence is something that the film doesn’t clarify (at least on a first viewing).

      It’s possible that his connection to his sampled comes via the Operations he performs on them. The kids who take the wormtea (in cokes?) seem to be able to do coordinated movements that suggest some kind of telepathy, and the heavy dosage the Thief gives Kris clearly allows for mind control–so there might be gradations of the way the wormdrug affects people. It’s possible that the Sampler has sampled part of the worm from each person and thus has some perceptive connection to them, which Carruth represents in a fairly straightforward way (Sampler as third-person observer); the scenes with the Sampler and Sampled suggest a shared consciousness via the conduit of each Sampled’s “familiar”/pig. Whether it’s the soul or consciousness or what though, I don’t know…


  4. I see where you’re coming from and actually trust your judgment more than my own now, especially when I consider how the Thief is, or at least can be, invisible to our main characters — similar to the Sampler.


  5. I watched the film with a friend who made an interesting comment.
    ” Why are we watching Disc 2, Deleted Scenes?”
    Flippant, but not without humor.
    You’re all correct. This film needs a second viewing. I myself found that I was bringing too much of myself into the interpreting of the film as it was unfolding; reading things into the experience of watching that really aren’t there, my second viewing will be much more passive.
    I wonder if there is there a single scene that stands out as a key to unlock the whole puzzle?


    1. The essay in The New Yorker that I linked to argues that Thoreau’s Walden is the key.

      I don’t know. I think the scene where we see the Sampler talk with his neighbor is really important, b/c it shows that he’s not, I don’t know, a god. Also, the early scenes where the kids can do some kind of telepathic/telekinesis thing. And the montage where the two leads get all their memories conflated.

      The end is maybe really dark. I’ve watched it three times now, and I like it best as an aesthetic experience—not that aesthetic experiences can’t be intellectual, but I think sometimes when we force a structure or theory or meaning onto something we risk damaging it or at least damaging or potential experience with it.


      1. So it can be watched as a mood piece or as an esoteric, (does that even make sense?) experience as well as a ‘detective/sci-fi genre film? nevertheless I’ll re-watch this weekend. Great reply.

        Watching it Monday night I was comparing or trying to pigeon hole the film, but you are quite correct, it is an original.

        I also loved Primer, saw that when it came out.


  6. I saw Upstream Color for the second time last night and it was a much more enjoyable experience than the first time, where it was too much too fast. I’ve been reading as many reviews as possible; this FAQ at Slate was very helpful:


    Also many interesting insights in this review:


    I thougt one of the the most interesting ideas in the LA Review of Books essay was the idea that none of the interpretations cancel each other out; I think that’s a sign of greatness in a work of art.

    What *really* helped was watching it in VLC Media Player at 67% playback speed — the slowdown compensated for the density of ideas and gave me time to think as it all rolled over me, with very little audio distortion due to the reduced-speed playback.

    One thing that has driven me NUTS about many of the reviews — the comparison to Terrence Mallick. And nobody says in what way, specifically, Cararuth is like Mallick. The only similarity I see is initial puzzlement, but with Carruth you can tease meaning out of the puzzle, but wtih Mallick, good luck. I parsed almost nothing out of “Tree of Life” and if you really want an empty viewing experience, try “To the Wonder.” Mallick’s recent films are nothing like Carruth’s.

    I really like how Upstream Color gets the story underway in the very first frame; we see a closeup of paper with writing on it, knotted up into something akin to a gum chain; The Thief is in the process of throwing this paper into a dumpster, and later this detail informs us he’s a serial abductor, as he has Kris form the same kind of paper chain during her abduction. So many films squander 10, 15 or even more minutes before getting any kind of story underway.

    I disagree about the ending being really dark. I thought the film was quite dark — perhaps a subtle horror film — until The Sampler was killed. Then, the orchid-worm-pig cycle was finally broken; we see The Thief at the garden supply store again, looking for the telltale blue-purple scrapings on the leaves, and there aren’t any, and he shakes his head, knowing his abduction-embezzlement scheme is over. The orchids along the river are also no longer blue, another sign the cycle is broken. And the final scenes, of all the people who Kris and Jeff notified (they opened the info boxes prepared by Kris and Jeff and learned what happened to them) milling together in the corral at the pig farm, and Kris nuzzling the little piglet, and looking relaxed and comfortable for the first time, was really uplifting and a relief from a somewhat harrowing viewing experience.


    1. Carruth’s film grammar/syntax heavily recalls Malick’s own techniques—a refusal for direct exposition, shots that dwell on shots of the environment (whatever the environment is), a refusal to follow a traditional arc, heavy use of ambient music, etc. I’m not going to defend Tree of Life at length in a blog comment, but I wrote about it here https://biblioklept.org/2011/07/12/the-tree-of-life-terrence-malick/ and then another writer for this blog wrote an extremely lucid summary + analysis here — https://biblioklept.org/2011/12/27/reading-the-tree-of-life/ .
      The apparent emotional uplift at the end of Upstream Color only works if you accept the murder of The Sampler as somehow justified—but the Thief is the one who harmed K and J, not the Sampler. The murder seems justified only in narrative terms then—I tend to read it as murdering god, or a version of god. But it’s unclear, I think, how Kris interprets it.


      1. “Carruth’s film grammar/syntax heavily recalls Malick’s own techniques—a refusal for direct exposition, shots that dwell on shots of the environment (whatever the environment is), a refusal to follow a traditional arc, heavy use of ambient music, etc.”

        Let’s leave Tree of Life aside because we disagree. “A refusal for direct exposition” in the case of To the Wonder is virtually no exposition. “Shots that dwell on shots of the environment” — in Upstream, it’s not dwelling, it’s serving the purpose of advancing the story. In “To the Wonder” it is indeed dwelling, with the negative connotation that implies. As far as story arc, neither To the Wonder nor Upstream uses a traditional arc, but, unfortunately, To the Wonder plays as a Calvin Klein Obsession ad, and little more. The ambient music in Upstream is literally an important part of the story (The Sampler); in To the Wonder, the music isn’t ambient as much as kitschy, and it’s merely background music. “To the Wonder” reveals Mallick as heavy on style and very light on story substance. “Upstream Color” is both stylistically avant garde *and* content heavy, witness the multitude of essays.

        “The apparent emotional uplift at the end of Upstream Color only works if you accept the murder of The Sampler as somehow justified….” Remember that The Sampler is most definitely an essential part of the orchid-worm-pig triangle (e.g., his operation on Kris and the pig.). Whatever Kris may think about The Sampler, and whether or not his murder is justified, his death is necessary to break the orchid-worm-pig triangle, and indeed the film reveals the cycle is broken almost immediately after The Sampler’s death.


        1. I think you are making some fundamental distinction between “the film” and “the story.” For me there is no difference. The film isn’t there to serve a story. The film is the film.


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