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"YOU CAN TEACH a dog to walk on its hind legs, but it's still a dog." That adage comes from the young Aaron Kurlander in Steven Soderbergh's sensitively wrought Depression-era drama, King of the Hill. In Aaron's case, these words refer to an essential ethical division between those who prede off an abundance of misery and those who fall prey. And yet the reference to ambulatory canines extends from the frame of that little-seen film to the business beyond: What is Hollywood if not a pack animal that has, in recent decades, gone from crawling toward excellence to slithering toward competence?

Soderbergh's career, which began prominently with sex, lies, and videotape (1989), reveals a contrary streak that might be compared to a refusal to lie down with dogs. From his intoxicating and talky debut, Soderbergh has gone on a genre bender: There's the paranoiac's fantasia of Kafka, the quiet noir of The Underneath, and the conceptualized third installment of Spalding Gray's monologues, Gray's Anatomy. These films have also marked a willful journey into semi-obscurity: For most of the country, Gray's Anatomy (1996) premiered on cable.

Yet with Schizopolis, which was finished the same year, Soderbergh has again managed to lower the limbo bar of his professional profile. In this droll work the filmmaker has forgone opening credits--the fleeting end-titles take up a single frame--and more importantly he's forgone significant financing as well. And Schizopolis wears that sensibility with pride. In the opening scene, an emcee (played by Soderbergh) climbs out of the audience and makes a wry announcement over the wheeze of a barrel organ: "I want to assure you that no expense was incurred in bringing this motion picture to your theater."

Schizopolis is something of a stealth film, then, and to the extent that it features one man as writer, director, cinematographer, and star, it also trades on the Soderbergh name in a unique way. Yet the film's whimsical, absurd style might best be captured in the names of a pair of its fictional characters: T. Azimuth Schwitters and Lester Richard. In Schizopolis, Schwitters (Mike Malone) is an L. Ron Hubbard to a fatuous personal-growth movement called "Eventualism"; Richard is his speechwriter who drops dead after viewing a racy photo. Through these characters, the filmmaker also name-checks a pair of professed influences: Dadaist Kurt Schwitters, who recorded albums of random phonemes that sound like bingo-calling in pig Esperanto; and Richard Lester, director of the Beatles' A Hard Day's Night.

True to those touchstones, Schizopolis features nonsensical dialogue and fanciful plotting and pacing, and as such it's a difficult work to summarize: Both the text and subtext concern the nature of language, and cinematic language in particular. For instance, when Fletcher Munson, a putty-faced office drone, returns home to his wife, they converse in a joyless argot of interpersonal exhaustion: "Generic greeting." "Generic greeting returned." (By way of a curious aside, Soderbergh plays Fletcher while his offscreen wife Betsy Brantley portrays the missus.) Later in the film, the same scene recurs, with the clichés of domestic melodrama replaced by a gender-specific point of view. This time through, Mrs. Munson speaks plain English, and Fletcher Japanese.

While Schizopolis plays fast and loose with rules, its characters also take license. Mrs. Munson has been conducting a tryst with a playboy dentist, Jeffrey Korchek (also Soderbergh), who is Fletcher's doppelgänger in tracksuit and aviator glasses. (By way of an even-more-curious aside, Brantley and Soderbergh seem to have split up soon after the shoot.) Meanwhile, Korchek finds himself smitten by a patient, Attractive Woman #2--played by Brantley, of course--and woos her as best he knows how. "Change your life," he writes in an inflamed note, "accept my love--or at least let me pay you to accept it." When Fletcher discovers Korchek driving the same model of car in a strip-mall parking lot, he follows him to a ranch-style house, and then assumes the tooth-man's identity. Fletcher's resulting discovery is a comic one: "I'm having an affair with my wife."

Schizopolis takes such confusion to a level of sublime abstraction. Operating at the periphery of the film is a swinging exterminator, Elmo (David Jensen), who makes house calls on the wives of Schwitters's employees. His lingua boudoir sounds like the lyrics to a Guided by Voices song, with suggestive phrases like "nose army" and dirty innuendo like "mellow rhubarb turbine." And though all this has its own upside-down logic, it bears reminding that such calculated eccentricity is not for everyone. Janet Maslin, the ever-sober reviewer for the New York Times, dismissed Schizopolis as a "dithering midnight movie" of "exacting gibberish and feeble musings" that adds up to "a goofy, ineffectual prank." It's a judgment that could refer indirectly to Fletcher Munson, a chronic masturbator. For in the occasional moments when the film slips from madcap to nutty--and from nutty to wacky--charges of onanism may rightfully fall in Soderbergh's lap.

Lest Ms. Maslin despair, the filmmaker's next scheduled release, Out of Sight, is an Elmore Leonard adaptation featuring George Clooney, Danny DeVito, Jennifer Lopez, and Albert Brooks. Soderbergh, however, has already anticipated and pre-satirized such a mainstream move through the temptations of Elmo the exterminator. Midway through Schizopolis, a pair of handsome producers offer Elmo a more lucrative role in an action-adventure series. Elmo flips off the crew, climbs in their SUV, and pulls away. Next, Soderbergh's camera sweeps past the lettering on the back of the exterminator's abandoned Subaru: Let me in & Let me leave my mark.

Mission accomplished.

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