"Another incredible thing about Criterion is that in addition to the classics, the treasures, the widely acclaimed, they also have a true love for cult and lowbrow cinema. Director Herk Harvey explains on the Carnival of Souls commentary that they had hoped the film would have an art-house release, and they actually approached a distributor successful in that market and were told that, since it wasn’t in a foreign language, it didn’t really fit. I’m sure being American-made wasn’t the only reason this was a hard fit for distributors, but it was interesting in terms of what art houses were looking for at that time and how the filmmakers saw the film’s niche. This film taught me how to watch Mulholland Drive . . . which is to say, if you stay with the mood, without fighting it, your intuition will serve you far better than the plot and structure and logic your brain is craving. Because essentially all stories are simple; what isn’t simple is the underneath of it all. And that’s more rewarding in the end. I was on a plane about ten years ago when a businessman sat down next to me. Like most people, I dreaded having to talk to someone new. I figured he wouldn’t talk to me anyway, ’cause I have tattoos and he looked very straight-up corporate. He immediately smiled and asked me who I was, what I did for a living. I told him I made movies, but probably none he’d ever heard of. Indie movies. I figured that would shut him up so I could look out the window and mope. He smiled big—“Oh, you mean like cult movies?” I shrugged kindly—well, yeah, I guess you could say that, hopefully that. He said his sister had been in a movie when he was a youngster. A film as independent as it gets. One that had become a cult classic. Somehow I just knew what he was going to say next. His sister was not Candace but another girl in the film, and that man and I talked about Carnival of Souls for well over an hour. And then we spent the next two hours of our flight engrossed in each other as he told me vividly of the supremely radical life he’d led prior to becoming a businessman for the environment! You just never know . . ."

"We all lived in a house together and I remember hearing David putting the finishing touches on that one in his bedroom. He wasn't a pianist, but he could change chords and have a rhythmic thing going. The lyrics on that one really got my attention, 'Mickey Mouse has grown up a cow' and all that. But it wasn't really until we got into the studio and got Rick Wakeman in on piano… I mean, David just told him to treat it as a piano piece, like a long solo all the way through. Rick's like a virtuoso so he just went to town on it! Then we had to pull something together to go with that. We had mapped it out a little bit because we already knew there would be a string arrangement that Mick had done on it, so I went through the string arrangement and knew what I could and couldn't do. I knew the ballpark. It still needed to be a solid beat, but kind of a futuristic-meets-classic rock thing because of the strings being so overpowering and Rick's playing was more classical than rock. I think the lyrics were very John Lennon-inspired – 'I am the egg man' sort of thing. There was a concept behind the song, but it wasn't that obvious. It was like painting a picture. He did actually give us a brief description, that it was about a girl who was dissatisfied with life and was always dreaming of another place that's better, but didn't know where it was or how to get there – maybe Mars… maybe Mars is the place? We did it three times in the studio and, when you are recording, you finish and you all stay silent as possible, you don't even sneeze because it will cause problems with the mixing later, but on that third time, the phone rang. We didn't even know there was a phone in the studio! It was one that was used by session musicians to ring out on, but it had never rang before. It rang all over the end of the song. It was a really pleasurable experience listening to it after it had been mixed for the first time. I think this might be my all-time favorite of Bowie's tunes."