It’s a shame when a film that breaks new narrative ground is forgotten or goes unappreciated in its time. And it’s even more heartbreaking is when it misses the boat by only one year. This feels immeasurably the case with Alex Proyas‘ 1998 film Dark City, a movie that presupposed the cyberpunk, neo-noir nature of 1999’s The Matrix, and The Matrix even reused some of the sets from Dark City. But, and I’m not the first one to say this by any means, Dark City is a movie so rich, so deep, so full of imagination and wonder, that it should be watched once a year for religious purposes.

Proyas had just come off the unprecedented success of the gloomy supernatural revenge film The Crow, so his next movie was definitely on most people’s “one to watch” list. But for whatever reason — perhaps because of its twisty narrative and strange mystery elements, or maybe one of the creepier Kiefer Sutherland performances of all time, the movie wasn’t a hit. However, in the intervening years, critics like Roger Ebert championed the movie hard, and it has since gained a major cult following, and it only gets better with age.

I love any movie that begins in media res, and this one does so amazingly well. Waking up in a bathtub, amnesiac John Murdoch (Rufus Sewell) is immediately called by the mysterious and twitched Dr. Daniel Schreber (Sutherland), telling him to run because some men are after him. While on the phone, Murdoch realizes he’s in a room with a brutally murdered woman and a bloody knife. He gets out of there just as the men—the pale, bald, gaunt, and generally unsettling Strangers—enter the room. To make things more more interesting, after learning his name, Murdoch finds out he has a wife named Emma (Jennifer Connelly) he doesn’t remember, and he’s sought by a police detective named Bumstead (William Hurt) who believes he’s the killer of several women in town. Bummer.

The story remains ambiguous for awhile as Murdoch explores the City, which appears to be a 1940s German Expressionist hellscape. It’s always nighttime—something only Murdoch seems to notice. He soon realizes he has some sort of strange mental power, which we find out is called “tuning,” a power also possessed by the Strangers. They change things every night, disorienting and disturbing the public, leaving most people unaware of such changes because their memories get wiped. But Murdoch, for some reason, has become immune.

While the movie’s main plot remains mysterious, the audience learns fairly early on what the Gentlemen really are: extraterrestrial parasites who use the bodies of dead humans as their hosts. They are essentially keeping this city in perpetual darkness, studying the minds of humans and their individuality in order to stave off their species’ destruction. Dr. Schreber is the only one who knows the truth, because he is integral to the Gentlemen’s research—but he really wants it all to stop. But things only get trickier when one of the Strangers, Mr. Hand (Richard O’Brien), gets implanted with some of Murdoch’s memories to attempt to divine his next move.

Dark City is an endlessly compelling and gorgeous movie. It’s so weirdly subtle at times, and the answers so open for interpretation—does Murdoch truly save everyone at the end or just himself?—that it’s easy to forget that it’s also got some of the starkest and most jarring science fiction imagery in modern films. The many shots of all the insectoid chattering of the Strangers in their hideout, for example, are truly creepy. Likewise, the noirish shots of the city, Connelly’s character’s singing in the nightclub, and even the faux memories of Murdoch’s childhood, are strangely welcoming.

There’s also a very real sense of loneliness in the movie: of isolation, of being lost in your own mind, especially in an enormous, engulfing city. Something to which many can relate. Our identities are so based on who knows us and how they see us that it’s easy to lose track of reality—we might find ourselves living a life we didn’t realize. Sure, for most of us it might not be because of bald zombie aliens, but it might as well be. When Murdoch wins at the end, it comes at a huge cost, because his wife (whom he also forgets for most of the movie) has forgotten him and thinks he’s someone else. It’s left hopeful because of their meeting in the newly mind-created Shell Beach, but Murdoch is once again completely alone in the city.

Dark City was a bomb upon its release, despite favorable reviews. However, in the years hence—due in large part to it being on cable quite a bit—its cult following grew and grew. Roger Ebert did an audio commentary for the film on its DVD release, singing its praises, and the 2008 director’s cut fleshes out Proyas’ original vision. Now it’s a movie that begs to be studied and watched over and over again, to pick up on its nuances and delight in its imagery. If you haven’t watched it lately, or haven’t seen it at all, you really owe it to your brain to check it out, ASAP.

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Images: New Line Cinema

Kyle Anderson is the Weekend Editor and a film and TV critic for Nerdist.com. He writes the weekly look at weird or obscure films in Schlock & Awe. Follow him on Twitter!