A number of pieces of the set, including those used for the rooftop chase, were sold to the production of The Matrix (1999) at the end of shooting.

There were many deliberate anachronisms to give the viewer a feeling of confusion about the time period of the film.

New Line Cinema forced Alex Proyas to include the opening narration by Kiefer Sutherland, which gives away several plot reveals. Proyas objected to it, saying it was unnecessary, and he subsequently removed the narration from his director's cut.

Has one of the shortest Average shot lengths (ASL) of any modern narrative production at 1.8 seconds. This means there is a cut almost every 2 seconds.

An over-sized version of Dr. Schreber's syringe (roughly a meter long) was built for the close up shots of the needle being extended so that its surface details would be visible in the focal plane of the camera lens.

The name of Kiefer Sutherland's character, Daniel Schreber, is the same as that of an author of an early twentieth century book entitled "Memoirs of My Nervous Illness". He wrote it while he was institutionalized for schizophrenia, originally as an argument for his release. The book has become standard reading for many psychiatrists and psychologists, and many of the theories of both Sigmund Freud and Carl Gustav Jung were based on it (Freud never actually met Schreber, though). "Dark City" borrows heavily from the concept of "fleetingly-improvised men" which are found within Schreber's "Memoirs".

Alex Proyas wrote the part of Mr. Hand especially for Richard O'Brien.

Alex Proyas got the idea for the buildings changing and growing while the crew was moving pieces of the set around during filming of The Crow (1994).

Roger Ebert called this movie the Best Film of 1998. He recorded a special audio commentary track for the DVD release of the movie.

Mr. Sleep is played by twins, a girl (Satya Gumbert) and her brother (Noah Gumbert). Both were fond of The Rocky Horror Picture Show (1975), and they (and the rest of the cast and crew) were frequently entertained by Richard O'Brien, who played Mr. Hand in this film and Riff Raff in "Rocky Horror", with recitations from that film.

(at around 10 mins) The music which Inspector Bumstead is playing on his accordion in his very first scene in the movie is a song written in 1939 by a Polish-Jewish composer Jerzy Petersburski which was originally called "Mala blekitna chusteczka" ("Little Blue Handkerchief"). The lyrics were later translated (with slight differences) to many languages and it became especially popular in Soviet WWII era under the title "Siniy Platochek" ("Blue scarf"). The song lyrics tell about an unhappy, lonely man who wanders aimlessly around the world thinking about his lost love which is gone forever. His only memento of his beloved one is the blue handkerchief from the title. As the movie is about our memories, the song actually fits the movie mood quite well.

The filmmakers cite 1940s-50s films noir (particularly The Maltese Falcon (1941)) and the sci-fi features Metropolis (1927) The Twilight Zone (1959) and Akira (1988) as an influence on the film.

Melissa George's movie debut.

Although Alex Proyas wrote the original screenplay, very little of the plot was retained (besides the fact that the lead is wanted for murders). Lem Dobbs wrote the final draft and reformed the plot as it appears in the film with the exception of the special effects sequences. Although the powers of the Strangers were alluded to they would never actually be depicted. David S. Goyer was hired to write the shooting script when they had secured a bigger budget. He added all the action scenes that appear in the film and which show explicitly the operating background of the Dark City.

(at around 50 mins) All of the fish in Neptune's Kingdom are Oscars.

In his Bluray commentary for The Crow (1994), Alex Proyas recollected that he had the idea for Dark City in his head while filming The Crow. He later stated, in an unrelated moment, that he and Brandon Lee would often take breaks from filming (to a local cinema) and would talk about future projects that they would have liked to have done together after filming on The Crow was complete. One can then assume that Brandon Lee would have played the lead character of John Murdoch in Dark City, Alex Proyas' next film, if his fatal accident hadn't have happened.

Feedback received on Dark City's early test screenings were so dissimilar that Alex Proyas realized then that his film would never be universally appreciated or even understood. He wanted to make a film that was open to interpretation, but he also understands how the studio has to look at a film, that they are going for the biggest audience possible. He goes on to explain how easily you can gauge an audience's opinion when they're watching your film. "I knew I was in trouble when I looked across the aisle and saw a couple of guys in particular who were really not there. They were not in the movie." He does say there were no walk outs, just a general sense of not understanding what was going on. Proyas notes this was the first time in his career someone told him he had to "dumb it down". The director had heard this expression before, but he never thought a studio would actually say it to a director. He goes on to explain his theory of appeal, that "not every film has to appeal to everybody" and how watering a film down to make it more appealing to everyone loses the film's original intention. He does feel the director's cut would have done as good as if not better at the box office than the theatrical cut.

The film was originally going to be released in the fall of 1997, which is presumably why it bears an MCMXCVII (1997) copyright year in the credits.

The number of the motel room in which John Murdoch wakes up at the start of the film is 614. In the Bible, John Chapter 6, Verse 14 talks about the coming of the Savior.

The Strangers have created a world that is very generic. Naming the location Murdoch is trying to get to Shell Beach adds to that. As Alex Proyas points out, every city in the world must have a location called Shell Beach. Likewise, all the stores and restaurants in Dark City are named simply by description. There is no identity to any of them.

The moment with the prostitute's daughter has been added. It's a setup for a moment later on that had also been cut, when Bumstead and Emma find the daughter and sees her drawing of the Strangers. Alex Proyas liked how uncomfortable the little girl made Murdoch in the early scene. He also liked how it adds depth to the characters, how this prostitute has a life outside of what is going on.

The main character, John Murdoch, shares the name, and the quest, of a Scottish liberal in the 1870s and 1880s. The Scottish Murdoch led a major campaign for Scottish farmers to own their own land.

The film is included on Roger Ebert's "Great Movies" list.

American heavy metal band Iced Earth wrote a song titled "Dark City" that is directly inspired from the movie. The song is from their 2011 release "Dystopia" and features the lyrics, "Experimenting to understand the human soul, endangered they'll fade away" and "Fill our heads with false identity, synchronizing our confusion".

Every set in the city was a built set. Nothing was filmed on location. Alex Proyas mentions this was very important, because it gave him free range to play with angles or make walls or ceilings slightly off skew. This was also designed to affect the audience psychologically. The director finds it far more effective when a set is subtle rather than grand sets with thousands of extras. He takes the same stance on computer effects, how effects work better if they're part of a whole, not the entire thing.

Alex Proyas isn't sure what the functionality of the face covering the Strangers' time clock is. He supposes it's representative of a human face, the thing the Strangers are trying to figure out with their experiments. He does mention it reminds him of The Wizard of Oz.

According to Alex Proyas, all of the actors, at least the main ones, did fully understand what was going on in Dark City while they were shooting it. The director mentions William Hurt, in particular, understood the story and the ideas within better than even he did.

Some have asked Alex Proyas why the Strangers didn't get rid of Walenski, the former investigator who went mad and who knows something otherworldly is going on, earlier. The director points out that leaving him in the experiment was something of an experiment in of itself, to see how Walenski would react and how people would react to him.

When Murdoch and Bumstead burst through the wall and it is revealed they are simply floating in space, test audiences were confused. They didn't think it was realistic that everyone wouldn't be sucked out from the hole Murdoch and Bumstead create. Alex Proyas thinks it makes sense given what we've seen the Strangers be able to do up until this point, but the effect of the force field was added to appease this kind of confusion.

Alex Proyas feels most movies are straightforward, very simplistic, almost one-dimensional narratives. He finds it refreshing when something new comes along, and it was his intention to have Dark City be one of those movies that change the pace of the norm or expected.

The word "tuning" was thought up by Alex Proyas, but there was some debate on this. Screenwriter Lem Dobbs wanted to use "the occasion". Proyas wanted a word that would suggest an altering, but he also felt the word "tuning" was obscure enough as to sound almost alien.

Alex Proyas wanted the film to look real, not highly theatrical like Tim Burton's Batman (1989), which he mentions by name. He wanted it to feel like a documentary that had been filmed in this real world. As much naturalistic lighting as possible was used even though the entire film takes place at night. Street lamps were used as much as possible for the exterior scenes.

Alex Proyas doesn't think of the Strangers as evil. He thinks of them more as "tragic villains", what he feels are the best kind of bad guys. They do what they feel they must in order to survive, and they must use human beings the way they do to find a way to continue their own species.

"As we sit here in this room recording this dialogue, who knows whether we actually did experience day time earlier on today or whether that was just a false memory. You don't know," says Alex Proyas, which means that if you're reading this at night, you might have something to worry about. He also mentions later on how the idea of injecting memories and controlling things with your mind could become a reality soon with the right technology.

Alex Proyas was always reluctant about showing too much of the aliens that live inside the Strangers' bodies. He feels that if we saw them too much, it would end up coming off hokey and completely unrealistic. Earlier versions of the film were designed so that we would never see the aliens at all, but Proyas felt it necessary to give a physicality to what was controlling the city and everyone in it. He knew it was necessary to show the aliens, but worked towards showing very little of them and only in fleeting moments. Proyas also said something about Richard O'Brien being able to act like an alien,

The original concept was to be from the point of view of the investigator. The character would be looking into a case and gathering clues, but the clues and data he gathers would stop making sense. Eventually the investigator would find the clues lead him to a much bigger story of what's going on, how it pertains to the whole world, not just the case he's currently on. This character also eventually went insane in the early versions of the script much like Walenski does in the finished version.

The song from the film's trailer is "Sleep Now" by Hughes Hall. The song was also used in the trailer for the B-movie Talisman (1998).

The shot of Murdoch looking at his fingerprint and how the print spirals in the camera was added for the director's cut. Alex Proyas' intention with showing the print was to show how Murdoch is evolving and "adapting to his circumstances".

The differences in the theatrical and director's cut start right off with the opening shot. The theatrical version of Dark City begins with Kiefer Sutherland's Dr. Schreber providing voiceover narration explaining the Strangers and the basic premise of the film. Alex Proyas, wanting the film to be told from John Murdoch's perspective, that of someone who has absolutely no idea what's happening, thought the opening worked better without the narration. He left the brief scene a reshoot, as the push-in on the hotel and Murdoch awakening in the tub was originally the beginning with Sutherland in, but the narration has been taken out.

Mr. Sleep, the child Stranger, was played by twins, a boy and a girl. The siblings loved shooting Dark City. The girl, in particular, couldn't wait to get into costume every day. They were also big Rocky Horror Picture Show fans, and were in awe of Richard O'Brien while filming alongside him. As Proyas notes, the only real difficulty with working with the twins was in getting their head shaved.

It was a surprise to Alex Proyas that Kiefer Sutherland ended up in the Dr. Schreber role. Sutherland mentioned to the director that when he received the script he didn't understand why it had come to him. He thought it was a mistake and that they had wanted his father, Donald, instead. Proyas didn't take Kiefer Sutherland in the role seriously at first, but met the actor anyway. This meeting completely turned Proyas around in his opinion for the role. Schreber was originally intended to be someone older, but the director recognizes it works better if the character is younger, someone who has their life ahead of them but this world is all they know of a future.

There were additional scenes cut for the theatrical version. Alex Proyas mentions he would like to add these scenes back in some day but the resources weren't available to make that happen. He does note that the most important scenes, the ones that he felt served Dark City the best, have been put back in.

A concept in filming was to use long lenses in the beginning, show minute details of the world, and then open up to give a broader view of it. Alex Proyas notes this was incredibly complicated to pull off, and the idea was scrapped as production began. He does mention deep focus and utilizing space as you would if you were filming a horror movie were used to add to the uncomfortable tone of the film.

Alex Proyas mentions a misconception, that some people think the Strangers have the ability to alter or stop time. This isn't true. They only have the ability to change the city, and they can, through a telekinetic power of suggestion, make people fall asleep. It's a sort of hypnosis inside their injected memories that causes everyone in the city to fall asleep at the same time every night and stay asleep until the Strangers are done with their tuning of the city.

Alex Proyas felt the tuning effects, the spiral that comes out of Murdoch's forehead when he's tuning, were heavy handed and not to his liking. He mentions how special effects, particularly CGI, has improved in the last 10-15 years. The director's cut was a way for him to improve on these effects.

The spiral in Bumstead's coffee cup is added for the director's cut. "No one got it in the original test screenings," says Alex Proyas. However, he felt it important to show that the Strangers are affecting this world they've created both intentionally and by accident. Showing the swirl in the coffee cup after the tuning is an indication that something not right is going on with the world.

Alex Proyas brings up how the film's look was influenced to an extent by other science fiction films, but the story was influenced by science fiction literature. Proyas notes the two films that influenced him to become a film maker were Lawrence of Arabia and 2001: A Space Odyssey. "They weren't filmed plays. They were movies," Proyas says. "You couldn't express those any other way than in cinematic terms."

Alex Proyas began writing the script in 1990, shortly before he directed The Crow. He admits some of the design and city aesthetic ideas seen in The Crow were shared between the two projects. After that film was a hit, studios began asking him what he projects he had up his sleeve he wanted to work on.

Alex Proyas left the Stranger's reasoning behind the city and the experiment as simply "They're looking for the human soul" in order to keep an air of mystery about them. "The film was more about the impact they had as a result of that experiment on human beings, so if it begged for more answers then I always thought that was a good thing." Proyas felt leaving the audience in the dark on a lot of the what and why of the Strangers made it a much richer film. He didn't want everything answered.

"It's an incredibly complicated concept," says Alex vProyas during the scene when Murdoch first confront's Emma. The director discusses his character's memories and how they should or shouldn't work according to the Strangers as opposed to how Murdoch's memory is working. He isn't acting like he should, therefore everyone he encounters begins to not act as if they should. The director mentions what is going on in Emma's head, and how she isn't able to react to Murdoch as she normally would, because he isn't acting like he should be based on his memories.

The film bounced between a number of studios mostly due to disagreements they had with how Alex Proyas envisioned the final film and the specific ideas he had for it.

The original ending was much different from what ended up in the final film. Originally there was a trial. Alex Proyas describes it as Kafka-esque. Murdoch was originally put on trial for the murders of the prostitutes. This eventually devolved into "bizarre existentialism", and Proyas wasn't satisfied with it. He then came up with the idea of the city having an edge and having the characters discover what they would find once they reached to that edge.

According to Alex Proyas, the ship and the city are not stationary in space. They are actually travelling somewhere. Leading from the bit about the ship going somewhere, Proyas mentions there are ideas for a sequel to Dark City. He was interested in seeing what happened with Murdoch's character now that he's able to control the world he's in. Proyas also wanted to look into whether or not this power ever corrupted him. He does mention later in the commentary that he doesn't think the power would drive Murdoch to turning evil, but he addresses this is a psychological question more than a narrative one.

The scene at the end with Murdoch and Emma now Anna on the pier was one of the only days production shot an exterior. It was the only time of shooting where they filmed outside of a sound stage, and Alex Proyas mentions how odd it was to see his production team and actors working in the daylight.

Alex Proyas mentions his fascination with water, how he loves shooting water. As he states and as you might be able to tell, he enjoys shooting scenes in bathrooms. One day during filming, the production team had wet down a street to make it look more visually appealing. William Hurt was confused why, if the Strangers had a fear of water, would the streets be wet all the time. "And my response to that, of course, was, 'Well, because it looks cool,' which I don't think was a great answer." Proyas also notes the Strangers have a fear of water, but since it's a human necessity, they couldn't construct the city without water.

Alex Proyas mentions he knew who Rufus Sewell was before Dark City, but he also recognizes how most audiences didn't at the time. He felt it was important for Murdoch to be played by someone people didn't recognize or already have an understanding as to who he is. This was a conscious choice given how little Murdoch knows about himself and how little the audience knows about the character early on as well.

The scene with Murdoch, Bumstead, and Dr. Schreber in the car has been extended for the director's cut. Dr. Schreber gets increasingly frantic until Murdoch psychically forced Dr. Schreber's glasses to begin to melt around his head. It was removed from the theatrical version mainly because Alex Proyas wasn't happy with how the effects look. They were able to redo it with better effects and include it here.

In the movie Emma Murdoch (Jennifer Connelly) is depicted as a singer in a nightclub. Despite she is seen performing two songs, actually she isn't singing them. They were sung by Anita Kelsey.

This was the last movie watched by Argentine rock idol Gustavo Cerati before he suffered a stroke that left him in a coma for four years, which resulted in his death.

Neptune Kingdom, the location in the film where Murdoch goes and finds his uncle, was based on Lunar Park in Sydney. Evidently the park still exists, but, according to Proyas, it's been run down over the years. Here's hoping Dark City and this commentary helped Lunar Park's attendance numbers. Probably not.

Both Jennifer Connelly and William Hurt have been in movies about the Incredible Hulk. Connelly played Betty Ross in the standalone movie Hulk (2003), while Hurt plays General "Thunderbolt" Ross in the Marvel Cinematic Universe.

Some of the ordering of shots in the early scene where Inspector Bumstead is investigating the murders has been reworked. There was originally a quip he made about the dead prostitute that made some test audiences think he was a cold character. Alex Proyas didn't think the line was that important, and he wanted the audience to connect with Bumstead, so the line was cut.

The metallic cage Dr. Schreber is wearing near the end of the film was inspired, as was the character's name, by "Memoirs of My Nervous Illness" by a German judge, Daniel Paul Schreber, who suffered from dementia praecox.

On the DVD commentary, co-writer David S. Goyer reveals two possible explanations for the origin of the inhabitants of Dark City. In his original story outline, director Alex Proyas believed the humans to have been passengers aboard an interstellar spaceship which was captured by the Strangers. Goyer favors a more spiritual approach, supposing that the humans are in fact dead and that Dark City is a sort of purgatory made up of people the Strangers have selected or abducted from different eras in history.

This film deals with 'Last Thursdayism', a philosophy described in a satiric comment by 20th-century historian Bertrand Russell, referring to the "Omphalos" papers (1857) of Philip Gosse. Last Thursdayism says that the world (with us and our own basic memories included) could have been created recently, even last Thursday, but we cannot demonstrate such a thing because the world would have been created to look like an older world.

(at around 1h 16 mins) According to Director Alex Proyas's commentary on the Director's Cut DVD, test screening audiences were "troubled" by the notion that the entire city wasn't sucked out into space once the Shell City Wall was breached. Thus, a last minute SFX addition of Bumstead and a Stranger drifting through a force field was created.

An earlier draft of the script had Dr. Schreber being skinned alive during the finale.

Near the end of the film, there's a shot of Jennifer Connelly (Emma/Anna) at the end of a pier looking at the ocean. This shot was repeated in Connelly's later films Requiem for a Dream (2000), and House of Sand and Fog (2003).

The movie appears to take place in the late 1950's/early 1960's. Cars and clothing appear almost exclusively from that period. Also, in the flashback of Dr. Schreber being forced to erase his own memory he's seen wearing an old-style medical smock favored by doctors of the period. This reinforces the idea that he was a kidnapped psychiatrist being used by the aliens to manipulate human memory.

(at around 2 mins) At the beginning of the film, there is a brief shot of the movie theatre which says "Now Showing, The Evil, Late Show Nightly" and to the right, "Coming Attractions, Book of Dreams" (a previous film by Alex Proyas). At the end of the movie the marquee still says Book of Dreams - Dream 3: Welcome to Crateland (1994) is coming soon, even though the theater and marquee have changed.

The first draft of the script by Alex Proyas was vastly different from the finished film. It includes the appearance of the Strangers, the setting of a perennial Dark City, and the fact that John Murdoch is wanted for a series of murders that he does not recall committing. Notable aspects of the initial script include an evil robotic puppy accompanying the Strangers (which would attack savagely with its steel jaws) and a climactic trial for John Murdoch. The reanimated corpses of the victims would testify against Murdoch in the trial, and even John's wife would be a witness.

Major themes in the film's design are circles and spirals. This fits as the Strangers are constantly remaking the City.

The repeated theme of circles and spirals noted elsewhere, and established by the blood patterns left on the bodies of the murdered hookers, the scrawls the obsessed Walenski has on his walls and in his office notes, and the repeated closeups of fingerprint whorls, is culminated and resolved at the end, when the wisps of cloud visible over the city take the form of a broken spiral.

(at around 14 mins) According to the list that Bumstead shows to Emma, the names of Murdoch's victims are Michelle Davies, Alison Montgomery, Samantha Richards, Kathleen O'Shea, Simone Shaunessy and Beth Mulligan.