DEVIOUS DREAMS: Decoding David Lynch’s ‘Mulholland Drive’ with John Thorne

Anomalies are few and far between in the world of Hollywood film and television, especially these days, when deviation from the norms of entertainment can encounter resistance. At the turn of the century, Mulholland Drive defied the odds and became one such anomaly; in fact, its mere existence is entirely unique unto itself. It’s the only film, to my knowledge, that was originally conceived, and subsequently made, as a television pilot that was ultimately rejected. The project never made it to air and seemed as good as dead. After it was shelved and gathering dust, others eventually stepped in, bought the rights, and put it back in the hands of its creator, David Lynch, who then reworked the ill-fated material into what the BBC ranked the “Best Film of the 21st Century” and The New York Times ranked number 2 in its recent 2025 poll of the “100 Best Movies of the 21st Century.”

As far as anomalies in this business go, is there a greater example? The chance of resurrecting a failure in one medium into its sister medium are low enough, but what about the difference between the mediums themselves? How can something that was written as a TV pilot simply be converted into the necessary story beats required of the feature film format? Television is all about keeping the viewer hanging on—cliffhangers, commercial breaks, continuation of the story. It thrives on many subplots and evolving character arcs, which simply can’t fit into a self-contained feature.

John Thorne, the co-creator of Wrapped in Plastic magazine and a preeminent writer in the realm of David Lynch and his work, has written the definitive book on Mulholland Drive. It’s called Devious Dreams and I had the privilege of speaking with John about the differences between the pilot and what ultimately became the feature film.

According to Thorne, Mulholland Drive “consists of an unforeseen epilogue grafted onto an already existing work.” Thorne was among a handful of civilians to see the original Mulholland Drive pilot before the film was made. Not unlike the plot of Lynch’s Lost Highway, an anonymous package containing a VHS tape of the pilot appeared on his magazine partner’s front step one day. After watching it, he called Lynch’s office to confirm he was in possession of a copy, and Lynch’s assistant asked that it be returned immediately. While Thorne was able to view Lynch’s rarely seen 2 hour and 5-minute Director’s Cut of the pilot episode, the network-approved 88-minute version was also leaked and widely circulated. Lynch is on record saying: “ABC hated [the pilot], and I don’t like the cut I turned in.” He continued, “I was forced to butcher it because we had a deadline, and there wasn’t time to finesse anything. It lost texture, big scenes, and storylines, and there are 300 tape copies of the bad version circulating around. Lots of people have seen it, which is embarrassing, because they’re bad-quality tapes, too. I don’t want to think about it.” Fortunately for Thorne, he had seen Lynch’s longer cut, the one Lynch intended for broadcast, the one Lynch claimed to “love.”

The pilot was rather conventionally structured and accomplished what the first episode of a television series should. It introduced multiple characters and subplots meant to blossom and evolve over a season or more of serialized entertainment. The story had a mysterious hook: after a botched assassination attempt, an amnesiac journeys to find out who she is—the money and blue key in her purse, and the unseemly characters who are after her, may yield clues, and her new friend, Betty, is determined to help her (and the audience) get answers. After reviewing the script for the pilot, the major beats are as follows:

COLD OPEN (pgs. 1-3):

A mysterious woman, later referred to as “Rita,” is threatened at gunpoint in a limo. After a speeding car crashes into them, she is injured, but escapes.

SET-UP (pgs. 1-26):

The first act introduces the storylines of the detectives on the case, a man suffering from nightmares at Winkie’s—it was originally scripted at Denny’s, but changed to the fictional Winkie’s when it was filmed—involving a demonic figure behind the diner’s dumpster, an aspiring actress Betty arriving in Los Angeles, an inept hitman on the trail of “Rita,” filmmaker Adam Kesher making his new movie, the Castigliane brothers, the shady financers behind the film pressuring his casting decisions, and other strange characters who embody the powerful forces of Hollywood.

INCITING INCIDENT (pg. 13):

Betty discovers Rita hiding in her Aunt Ruth’s apartment.

DEBATE (pgs. 13-28):

Betty: what to do with this strange woman in her Aunt Ruth’s place?

BREAK INTO ACT II (pg. 29):

Rita reveals “I don’t know who I am” and Betty chooses to help her find out. In doing so, she finds the money and blue key in her purse, the first clues in their Nancy Drew-esque investigation.

As ACT II continues, the forces of Hollywood shut Adam Kesher’s film down because of his refusal to cast the Castigliane brothers’ choice for the lead, Camilla Rhodes, and the hitman is actively looking for the girl from the accident. The MIDPOINT occurs on page 49 when Rita glimpses the nametag of a waitress named “Diane” at Winkie’s. She remembers a name: “Diane Selwyn.” This is the next big clue. At first, Rita thinks she could be Diane, but when they call her phone number, the voice on the answering machine isn’t her. She says: “It’s not my voice…but I know her.”

As the second half of ACT II progresses, the stakes increase for the characters. Adam discovers his wife cheating on him, his money is cut off, and he’s told to meet the Cowboy, who further threatens him to cast Camilla Rhodes. As Betty prepares for an audition she booked through her Aunt Ruth’s connections, her aunt’s landlord catches on that Rita isn’t supposed to be there, but Betty lies and covers for her. The detectives continue to investigate the accident.

Structurally speaking, Betty’s audition is designed as the ALL IS LOST moment. Having just witnessed a stilted and over-the-top rehearsal for the scene, Lynch sets us up to believe Betty is a mediocre actress unprepared for the big leagues, and this set-up makes it seem like Betty is going to bomb the audition. The cards are stacked against her: she’s going to embarrass herself. However, when the time comes to perform, she nails it, tapping into the subtext of the scene. The performance is authentic; it’s the opposite of the surface performance she gave in her rehearsal a few scenes earlier. Our expectations have been reversed. In Lynch’s script, he writes: “As scripted Betty is supposed to cry now and it is very easy for her to do this because she’s ashamed at how the sex of the scene took her over. Tears begin running down her cheeks.” In other words, Betty uses real emotions to generate a real performance; it’s a breakthrough for her, but also an uncomfortable one.

BREAK INTO ACT III (pg. 75):

Betty can act! This revelation seems like a victory, but it’s perhaps a false victory as we head into ACT III. She is immediately taken to see Adam across the lot as he holds auditions for his film. The two characters catch each other’s eyes and, as Lynch writes, “seem to feel the thrill of the thunderbolt.” In the pilot, it’s clear this is the likely start of a romance between the two of them. Adam finally auditions Camilla and reluctantly casts her in the role, then Betty rushes out to continue her investigation into Rita’s identity. Betty and Rita drive to Diane Selwyn’s apartment, evading suspicious people who may be following Rita, and in the climax of the pilot, discover a dead body in the apartment. They flee, head back to Betty’s, change Rita’s hair color to blonde, then walk to the rooftop garden and shout their identities into the Hollywood night.

CLOSING IMAGE (pg. 92):

Lynch returns to the demonic figure behind Winkie’s, whose eyes now appear red, perhaps hinting at something supernatural.

After ABC declined to move forward with the show, Mulholland Drive had reached its end for David Lynch…or so it seemed. The material ultimately got a second chance at life when French production company StudioCanal (Canal+) secured the rights from ABC and financed the production of new scenes to complete the project as a feature film. The backstory of how the film finally got made is almost as fascinating as the film itself, which still captivates audiences over two decades since its release. It certainly compelled John Thorne enough to revisit the material and examine this Hollywood anomaly in his book. “I’m a part of a very small demographic who went to see Mulholland Drive having seen the original pilot, and I was absolutely stunned by how Lynch had taken this open-ended thing and transformed it into this standalone work,” says Thorne. Devious Dreams is his attempt to dissect “what Lynch did to take the pilot and make it this standalone work, and by examining the changes he made to the pilot, how those changes essentially reinforce the dream interpretation.”

Since its release, interpretations of the film have varied, and there is perhaps no more contentious a topic than: is the pilot portion of the film a dream? Thorne writes, “Like the opening scenes of every David Lynch film, the first three minutes of Mulholland Drive establish the context and conditions for what’s to follow. The first clue is the appearance of the older couple, a man and woman with a close connection to Diane. The second clue is the point-of-view shot of someone falling into bed.” In this shot, the camera moves toward a pillow, implying someone going to sleep. This first person POV shot likely implies that it’s the perspective of the main character, especially when it’s presented so early in the film, even if we don’t know who the character is yet. Not only does it provide narrative footing, but its visual language also suggests this is a character who is going to sleep and likely transitioning into a dream state. This has always been my interpretation, and I agree with Thorne when he writes, “When it comes to decoding Mulholland Drive, sometimes the obvious answer is best.”

This begs the question, is Mulholland Drive simply a dream followed by the awakening of its protagonist into the troubled reality she has created for herself? In its simplest sense, yes, but as with all David Lynch films, it’s never that simple. For the finished film to sustain the audience’s attention, Lynch had to reexamine the entire story and restructure the pilot’s three acts to work within a larger feature film framework with a clear protagonist and straightforward character arc.

According to Thorne, when Lynch was asked to film a closed ending to the pilot for European viewers, the filmmaker “had some sensibility at work that it was going to be a fantasy, or a dream, that would sort of explain it away. I argue in the book that when it became a film, it became a more elevated piece of art. [Lynch] says, you know, ‘you can’t just give them the dessert,’ which is TV, ‘you have to give them a meal, with protein,’ and it’s then he realized he had to have a character that would motivate all this.” In the pilot, a singular point-of-view is secondary, whereas, in the feature film, it needed to be front-and-center. Originally, there was “a darker side to Betty;” however, in the film, Betty’s character has been stripped of some of her complexities that were present in the television version. In other words, Lynch made her more “unreal” in the first section of the film, which aligns with the notion that this is Diane’s dream as opposed to a representation of the character’s reality. This approach echoes a line in the film’s audition scene when the director character, Bob Brooker, tells Betty, “Don’t play it for real, until it gets real,” and the movie sure gets real later.

Using the breakdown of the pilot’s beats as a source for comparison, let’s explore how Lynch reimagined them and pinpoint the major beats of the film. According to David Lynch himself, the filmmaker divides Mulholland Drive into the following sections:

PART I: “She found herself inside the perfect mystery”

PART II: “A sad illusion”

PART III: “Love”

Thorne uses these sections to analyze the structure of the film: “In the first part, Lynch portrays most of Diane’s dream, which lasts approximately 102 minutes. In the second part, which consists primarily of the 15-minute Club Silencio sequence, he depicts Diane’s destabilizing mind as she transitions from a sleep state to a waking state. Finally, in the last 25 minutes, the filmmaker depicts Diane’s waking world through a montage of flashbacks and scenes of her spiraling depression.”

In terms of traditional three-act structure, 102 minutes is quite long if we consider Diane’s dream to be the first act of the film. Thorne, therefore, divides this part into its own three subsections:

PART I, SECTION I: The beginning of the film through Betty’s call with Aunt Ruth: she doesn’t know Rita; Betty confronts her, Rita says she doesn’t know who she is (minutes 0:01 through 0:45).

PART I, SECTION II: The discovery of the money and mysterious blue key set the plot into motion as Betty begins to help Rita find her identity through to the end of The Cowboy scene. This ends with a shot of the Hollywood sign, which serves as a reset of sorts, that solidifies the story in Betty/Diane’s point-of-view for the remainder of the film (minutes 0:45 through 1:09).

PART I, SECTION III: Betty’s rehearsal, and subsequent audition, through to the discovery of a dead body in Diane Selwyn’s apartment and her consummation with Rita shortly thereafter (minutes 1:09 through 1:42).

At the start of the film, Lynch adds two moments that were not a part of the pilot. Like in most great films, opening images provide the narrative ballast that supports the viewer’s experience of the story. This is certainly the case in Mulholland Drive. In fact, one of the few times Lynch provided insight into his creative choices was in the insert for the initial DVD release of the film, which he wrote: “Pay particular attention in the beginning of the film: at least two clues are revealed before the credits.” It is here we encounter a jitterbug contest and a superimposition of Betty (who is later revealed to be “Diane Selwyn”) winning the competition, her face bathed in an angelic white light, who is then joined in the frame by an older couple. This image then dissolves to the aforementioned POV shot of a character hovering over a bed, the sound of anxious breathing in the background, as the camera pushes into the pillow, losing focus, implying the person is going to sleep. Unlike the pilot, which introduces various characters and subplots at the start, Lynch locks the viewer into Betty/Diane’s story, literally placing us into her perspective at the beginning of this journey (we don’t know this shot belongs to Betty/Diane at the time, but this becomes clear later).

As ACT I unfurls itself, the pilot’s subplots establish the environment in the film, so when Betty arrives in Hollywood at minute 17, we have a firm handle on its milieu. The pilot’s inciting incident—Betty finding Rita hiding in her aunt’s apartment—doesn’t stand out as much and feels more a part of the fabric of the set-up: Betty is just getting a foothold in this dream world of Hollywood, and finding Rita is part of this strange place. The moment when they discover the money and blue key seems to function as the film’s inciting incident, leading to Betty’s internal debate over whether to help Rita, and ultimately her decision to do so, which brings us into ACT II.

While this doesn’t occur until minute 45, at the close of Thorne’s PART I, SECTION I, Lynch spends enough time with the other character’s subplots, exploring their conflicts, to command our attention and maintain the dramatic thrust needed to get us to the second act.

If we were to boil the film down into traditional screenwriting beats, within the sections Thorne outlines in his book, I believe ACT II begins at Thorne’s PART I, SECTION II, when Betty’s investigation into Rita’s identity is fully underway. The film’s peripheral characters’ subplots buttress this storyline, as they either involve tracking Rita down or Adam Kesher’s unwillingness to cast “Camilla Rhodes” as the lead in his film. As we’ll find out later, Rita is Camilla Rhodes, at least in reality. Lynch uses these other storylines to raise the stakes surrounding Rita’s identity and her search to remember who she is.

While the investigation into Rita’s identity fills the majority of the second act in the pilot, the narrative shifts to Betty at the MIDPOINT of the film. Lynch’s theme of identity is still at the forefront, but it’s not Rita’s identity that is being explored, it’s Betty’s. The film becomes Betty’s when she begins rehearsing for her audition, which happens at the start of Thorne’s PART I, SECTION III. In the following audition sequence, which is shorter and more jarring in the film, Betty transforms from mediocre actor to seasoned pro before our eyes. Fittingly, this serves as the point of no return: Betty realizes she’s capable of murder, living this realization as she delivers the line “…so get out of here, before I kill you,” and ultimately admitting, “…I hate you. I hate us both.” In the pilot, she’s realizing she is capable of being an actor; in the film, it’s true to life: she’s playing a character who is ready to kill another character. Betty inhabits it so much, she believes it. Metafictionally speaking, she believes it because she is indeed capable of murder—in reality, she hired a hitman to kill her lover. This frightens “Betty” in her dream, since that character, as she’s portrayed, isn’t capable of taking a life.

As ACT II continues, the stakes increase. Betty, the dream version of Diane, begins to catch on that she is in trouble, and she feels the walls closing in on her—for instance, it’s possible to interpret that the people after Rita may not be after Rita, but after her. The midpoint of a film is often the start of “a ticking clock,” and in Mulholland Drive, this marks the moment the protagonist begins fighting against herself. Specifically, she fights her body’s sleep cycle as it moves towards its waking state.

Betty is then taken to see Adam Kesher across the lot as he auditions actresses for his film The Sylvia North Story. On the soundstage, which serves as a symbol of artifice, Betty and Adam catch eyes, but this “thunderbolt” between them conjures less of a thrill, and more of a chill—Adam’s look feels more apprehensive, and as Thorne says, “reads as one of accusation.” This is markedly different than how it’s portrayed in the pilot. Linda Scott’s “I’ve Told Ev’ry Little Star,” which the dream version of Camilla Rhodes lip-syncs in her audition, appears to support this reading:

Friends ask me, am I in love
I always answer “yes”
Might as well confess
If the answer’s yes.

Maybe you may love me, too
Oh, my darling, if you do
Why haven’t you told me?

The song’s lyrics reflect Diane’s unrequited love with the real Camilla, not the blossoming relationship between her and Kesher. The dream, the fiction she’s created, is beginning to unravel—she is losing control over it. Thorne says, “Betty/Diane retreats because it’s too much; she can’t hold this together anymore.” She meets eyes with Kesher again and runs out.

At this point, Thorne observes, “the editing choices become jumpier, bouncing quickly through time, as a dream might as it nears its conclusion.” Betty continues her investigation with Rita, physically going to Diane Selwyn’s apartment, avoiding the men following Rita. The stakes continue to increase as Betty’s true identity begins to reveal itself in her dream: she is on the hunt for herself. There is also an element to her fleeing that implies she’s trying to find a hiding place in her mind, not dissimilar to the plot of the film, Eternal Sunshine of the Spotless Mind. In that film, released a few years after Mulholland Drive, the main character tries to hide his ex-lover in the recesses of his brain.

When Betty/Diane and Rita find the dead body in Diane’s apartment, this is meant to foreshadow Diane’s death in reality—it almost functions as a flash-forward to her future. However, in the pilot, the body is not meant to represent Betty’s waking persona. Thorne believes “the character of Diane Selwyn was just a clue towards discovering Rita’s true identity” in the pilot. “Lynch had not planned out the series narrative when shooting the pilot, so it’s always possible that the dead woman could have become more significant later, but I doubt she ever would have been an avatar or symbol for either of the main characters, as she is in the film.” While the discovery of the body serves as the climax in the pilot, it operates more as an ACT II pinch, to borrow Syd Field’s term, in the film. It escalates the conflict and intensifies the drama.

After discovering the body, the dream “ruptures,” as Betty and Rita’s images overlap in a series of disorienting dissolves. The identity Diane created has been fractured. As Rita changes her hair color to match Betty’s, and they consummate their relationship, their identities have become unified. This reading is reinforced as Lynch films the faces of the two women in a Picasso-esque shot, merging their features together into a single face, reminiscent of Ingmar Bergman’s visual language in Persona. That film too explores themes of broken identity, as well as the tenuous line between illusion and reality.

The pilot ends before the couple sleeps together, and everything thereafter is unique to the film. This marks the beginning of Thorne’s PART II, which moves us into one of Thorne’s favorite sequences in any film, the iconic “Club Silencio” section. This part represents the “liminal space between dream and reality” and serves as the transition from Diane’s dream into her reality. As Betty and Rita sit down to watch the performance on stage, Thorne writes, “Betty/Diane leaves the orchestrated fiction of her fantasy and moves closer to the threshold of waking,” and thus facing the truth of her actions.

On the club’s stage, the Magician reveals the truth, as Thorne writes: “What seems to be ‘real’ is simply a deception. He’s telling Diane to accept a truth she has adamantly denied: her dream is an illusion. She isn’t real, and she never was. She is an illusion.” The subtext has become the text of the performance itself.

I believe Lynch is also speaking to the nature of filmmaking: audiences are psychologically tricked (as though by a magician, and in this case, the magician is David Lynch) to live through the emotions of the characters on screen. Lynch often equated watching a movie to experiencing a dream, and through Diane’s dream, she has tricked herself to live through the idealized identity of Betty. But just as a movie ends, so must her dream.

Rebekah Del Rio’s performance of Roy Orbison’s “Crying,” Thorne writes, “manifests Diane’s regret and shame,” and narratively, “becomes Diane’s confession.” Del Rio collapsing on stage foreshadows Diane’s death (and the end of her dream). As Betty begins to weep and shake, this becomes the film’s ALL IS LOST moment. At this point, supporting characters often die, or a narrative element provides a “whiff of death” in the air of the film, as screenwriting scholar Blake Snyder refers to it. This is no exception to that trope.

As Betty removes the blue box from her purse in the theater, the prop acts as a marker: the end of ACT II and beginning of ACT III. Thorne writes, “Diane knows that opening the box will reveal not only the truth of what she’s done, but also the truth of what she traded away, and so she deletes Betty from the dream before that can happen.” Betty disappears in the following scene, leaving Rita to use her mysterious key to open the box, and what’s inside of it is “pure black, a complete and utter void,” Thorne writes. Lynch’s camera plunges into the abyss, signaling that the fantasy has ended. From the midpoint until the end of ACT II, Diane is “moving through layers of waking,” and just as the Cowboy says, “It’s time to wake up.”

As both ACT III and Thorne’s PART III begin, we are confronted with three images of a woman in bed. The first is an image of a woman sleeping, similar in appearance to the dead body on the bed earlier, but she’s seemingly alive. This is followed by the same image of the dead body on the bed we saw earlier when Betty/Diane and Rita discovered her. After this image of the body fades out, we’re soon met with the real Diane sleeping in the bed. For me, these three images are representative of the three sections of the film that Lynch demarcates: “she found herself inside the perfect mystery,” “a sad illusion,” and finally, “love.”

As Thorne writes, the third act “abruptly shifts the narrative into new territory. For the next 25 minutes, we learn the true story of Diane Selwyn, the failed actress who fell in love with Camilla Rhodes but was left behind in the wake of Camilla’s success. Diane was abandoned by Camilla, but she was also abandoned by a cold, impersonal Hollywood system.”

For the remainder of the film, Diane remains in her apartment as she experiences an onslaught of flashbacks that depict the spiraling of her relationship with Camilla along with the deterioration of her mental state. The “flashbacks and flashbacks-within-flashbacks” include Diane and Camilla’s break up, Diane’s humiliation on set when Camilla kisses Adam, and the infamous dinner party when Camilla’s marriage to Adam is announced. The final nail in the coffin, per se, is struck when Diane is forced to witness Camilla kissing another woman at the party—the woman known as “Camilla Rhodes” in her dream—an embarrassment that drives her over the edge. In Diane’s mind, she should be the one being celebrated at a mansion atop Mulholland Drive, not Camilla. She should have been “the girl.” But that’s not how it turned out, so she decides to destroy that reality for Camilla, by ordering a hit on her life in the following scene at Winkie’s Diner.

While “love” as a term on its own seems to imply bliss, there is also a darker side: the unrequited, bitter, heartbroken side, and this is what Lynch focuses on in ACT III. Love is being unable to get out of bed, escaping the reality of what love is, and dreaming about the possibilities of what love could be. Remember, David Lynch works in the realm of opposites. When the hitman shows her a blue key—the origin of the mysterious blue key in her dream—he tells her she will find it when the job is done. As Thorne astutely points out in his book, when Diane asks the hitman what the key opens, the hitman laughs. He laughs because it doesn’t open anything. Rather, it closes. Thorne writes, “By contracting Camilla’s murder, Diane is locking away her moral self.” The key doesn’t represent freedom; it represents the opposite: it locks her inside the darkness of herself.

As the hitman’s laugh reverberates in the sound mix, Lynch dissolves to the demonic figure behind the Winkie’s dumpster, flipping the blue box around in their hands. Symbolically, it’s as though they’re holding Diane’s world in their hands and flipping it upside down.

Diane is left trapped inside the blue box, a metaphor that’s mirrored by her apartment’s blue walls surrounding her, and ultimately, she succumbs to her guilt.

She is haunted by images of the demonic figure holding the blue box and terrorized by the old couple, who are either the literal judges of the jitterbug contest, or simply the metaphorical arbiters of her actions. To escape her self-made hell, she takes her own life.

This stunning, and heartbreaking, climax is followed by a short succession of closing images. The demonic figure behind Winkie’s appears post-death and dissolves into an image of Diane and Camilla (Betty/Rita) smiling as they peer over the lights of Hollywood. The overexposed image of Betty/Diane is virtually the same as her image in the beginning of the film, but now she’s not alone, she’s with Camilla. It’s either one last ditch effort by her dying brain to be with her obsession: Camilla, and/or metaphorically, Hollywood; or an indication she has now entered a heaven-like place with Camilla. The latter interpretation echoes the endings of Eraserhead and perhaps even Twin Peaks: Fire Walk with Me.

Then, finally, Lynch leaves the audience on the stage of Club Silencio, awash in blue light, as the blue-haired lady in the balcony whispers “Silencio,” a reference to Diane’s death and a metafictional signal that the movie is over—it’s time for the lights to go up and the audience to return to their own reality.

Thorne writes, “More than any other David Lynch film, Mulholland Drive is a literal metamorphosis, a piece of art that evolves from the exigencies of one medium to the designs of another.” The film is also a metamorphosis for the character: it’s a witness to someone’s dream transmuting into the nightmare of their reality. It’s art imitating life, and life imitating art, and so on: it’s an endless recursion of cinematic genius.

This film turns 25 years old this year and it’s still as relevant as ever, if not more so. Thorne expressed to me, “One thing I think is often overlooked is that the majority of the film is so linear. The mystery and the ‘plot’ are simple to understand, engrossing and intriguing. It’s only at the end that the film flips. Even if a viewer knows there will be a puzzling twist near the end, I think they are so invested that they want to decode it. Mulholland Drive’s accessibility is certainly part of its timelessness.”