Shane Carruth has had a steady cult following since his first film, the $7000 budget Primer, in 2004. For years after its release, fans have constructed graphs and timelines, trying to figure out its complicated plot. Now with his second feature, Upstream Color, which he wrote, directed, and stars in, Carruth is becoming known as a very elusive kind of director: completely off the Hollywood grid, and able to do a lot with very little. Carruth peels back the layers of his last two films, discusses his process as a writer and composer, and likens the art of filmmaking to music and even architecture.