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''There was one time, oh, God, this was the worst...'' says Kelly. ''[This woman] who financed 'Anaconda.''' ''Rich starts going into his spiel,'' McKittrick, 29, jumps in, ''and she stops him and says, 'Wait a second, just wait a second! What does the ending MEAN?' And Rich is like, 'What does it mean to you?' And she's like, 'You can't do that, you have to answer! In 'Anaconda,' the snake DIES! That's an ENDING!'''

''The script was all over town,'' says Nancy Juvonen, Drew Barrymore's producing partner at Flower Films. ''And everyone said, 'You're going to love the script. But the kid wants to direct.''' The problem was that Kelly's only real-world film experience was a self-financed 48-minute short he directed after graduation. Flower Films rolled the dice, financing ''Darko'' -- with Barrymore costarring in a small role as Donnie's English teacher -- for $4.5 million. Kelly shot the film in 28 days in the summer of 2000.

When ''Darko'' surfed into Sundance, Kelly and Co. were high on buzz fumes. They had a hot script, dream cast -- Gyllenhaal as the young hero, Jena Malone playing his girlfriend, Barrymore, and Patrick Swayze in a wicked turn as a pedophiliac life coach -- and the festival's first movie in dramatic competition with digital effects. The backlash was brutal: Audiences were underwhelmed, and ''Darko'' became ''the grand failure of Sundance,'' says McKittrick. Suddenly it looked like Darko would go straight to video or, at best, suffer through a premiere on the STARZ! network. Newmarket finally swooped in, but saddled with an ill-conceived promotional campaign, nobody was surprised when the film got beaten like a drum by soon-to-be-forgotten flicks like ''K-PAX'' and ''Thirteen Ghosts.'' Kelly was devastated: ''I felt like my career was sliding off the edge of the coast.''

But soon the young director was getting handshakes from Francis Ford Coppola and invitations to lunch with Peter Weir and David Fincher and to blackjack night at Kevin Smith's house. Baz Luhrmann liked the film so much he went to see it twice in three days. Meanwhile the movie was seeping into the high school consciousness, finding itself the subject of rabid quoting wars and obsessive college essays. ''Every day someone comes up,'' says Gyllenhaal, ''and is like [hushed voice of awe], ''Donnie Darko,' man... f -- -! What's it about? We gotta talk about it.'''

When the movie was released in England in October 2002, ''Darko'' sunk its teeth in hard. ''Everyone got it over there and we thought, 'Well, the English are smarter!''' says Juvonen. The soundtrack made a cult star out of singer-songwriter Gary Jules, whose cover of Tears for Fears' ''Mad World'' went to No. 1 last Christmas in the U.K. It was a hit on DVD in America, with sales of over $10 million, and became a staple on the midnight screening circuit. ''I drove by [a screening] late one night in L.A.,'' says Swayze. ''I saw a guy with rabbit ears on and thought, 'Uh-oh! We're turning into a 'Rocky Horror Picture Show!'''' Says Barrymore, ''In a casino at midnight or on a press junket sober at 8 a.m., this is the film that comes up more than any other.''


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