Mulholland Drive (2001) is maybe the least likely bona fide masterpiece of all time. It’s certainly the only one that started as a television pilot, was cancelled by the network, and then reworked into a feature film with a wholly revised script and additional footage.

Under those circumstances, most filmmakers would be lucky to get a half-watchable direct-to-video release. David Lynch crafted a film that was voted the eighth best of all-time on Sight & Sound‘s critics poll and one that is often cited as the best of the current century so far.

Mulholland Drive is also the film that sold me on David Lynch. I dug Blue Velvet and stuck with Twin Peaks through its uneven second season, but this one hit me like a ton of bricks.

It’s funny, sexy, scary, romantic, mysterious, and beautiful to look at. And it’s a puzzle you never stop unraveling, but one accessible enough to give you an illuminating rush every time you watch it.

The movie follows Betty Elm (Naomi Watts), a wannabe actress from a small Canadian town trying to make her way in Hollywood. She encounters a mysterious woman who has amnesia after suffering a horrific car crash. Together they try to piece together the woman’s past. Meanwhile, a hotshot movie director (Justin Theroux) faces pressure from the mob to cast an unknown actress in his new film.

This all makes for pulpy fun, but several scenes hint at something else going on beneath the surface. And a startling turn about three quarters in forces you to recontextualize the whole movie.

The film is anchored by Naomi Watts, in her breakthrough role, giving a performance I still consider one of the best I’ve seen. That she wasn’t nominated for the Best Actress Oscar is a travesty (Lynch’s Best Director nod, his third, was the film’s only nomination by the Academy).

Unlike many Lynch films, Mulholland Drive was appreciated by critics right out of the gate. Even notorious Lynch skeptic Roger Ebert fell for this one, writing “at last his experiment doesn’t shatter the test tubes.” The film has only grown in stature since and is now routinely named among the best ever.

Mulholland Drive will go down as Lynch’s magnum opus, but it wasn’t the last film he’d make. He had one more experiment to conduct. More on that tomorrow.