A documentary about Terry Gilliam's failure spells success for its creators -- and maybe for Gilliam as well.

Terry Gilliam's movies strike some people as self-indulgent fantasies, others as the epitome of cinematic art, but whether it's how'd-he-do-that or what-was-he-thinking, there's an extraordinary amount of interest in how they get made. Keith Fulton and Louis Pepe's documentary Lost in La Mancha, which opens Friday, joins Jack Mathews' The Battle of Brazil and Andrew Yule's Losing the Light: Terry Gilliam and the Munchausen Saga, not to mention Fulton and Pepe's The Hamster Factor and Other Tales of 12 Monkeys, in the library of Gilliam making-ofs. By almost any standard, Gilliam is the quintessential independent director, a singular visionary whose signature is as distinct as a DNA strand.

The catch, though, is that unlike Sundance's niche-cultivators, Gilliam paints with a big brush, and demands an immense canvas. In movie terms, that translates, quite simply, into money; Gilliam's visions demand budgets that are all but impossible to procure outside the Hollywood system. But although most of his movies have been produced for major American studios, they bear few signs of compromise (although 12 Monkeys and The Fisher King don't have the feel of full-strength Gilliam). The question of how Terry Gilliam makes movies -- not just how they are made, but how they get made -- has greater significance, then, than exploring the idiosyncrasies of one filmmaker's style. The question is, really, how can an independent filmmaker survive inside the Hollywood system without compromising himself? And, Lost in La Mancha asks, if he can't, can he survive at all?

The same question might apply to Fulton and Pepe themselves. Temple graduate students when Gilliam tapped them to chronicle the Philadelphia shooting of 12 Monkeys back in 1994, they subsequently moved to Hollywood and spent years churning out electronic press kits, or EPKs, for the studios while working on other projects. (Pepe's short-film trilogy, Moments of Doubt, was shown here a few years ago.) If you've ever bothered to watch a DVD "featurette," you know exactly how dull and unrevealing such add-ons can be, but, as Pepe says, they were "spoiled" by the access and freedom Gilliam gave them on the 12 Monkeys set, and kept running afoul of executives who wanted them to fit the mold. "We suffered through so much doing those EPKs, with people telling us, ŒYou're not getting the right kind of shot,'" Pepe recalls, his voice slipping into a mocking tone. "It's like, ŒScrew you!' We've always wanted to make documentaries, and to elevate the media about filmmaking."

The frustrations were such that Fulton and Pepe decided to vent them in fiction, authoring a Producers-esque script about a pair of documentary filmmakers who get their first shot at a feature -- only to find out the producer has planned all along for them to fail, so he can make a killing selling a documentary about their failed production. Instead, they got a phone call from Gilliam, who was in the planning stages of his long-in-the-works version of Don Quixote, asking if they'd like to film the production. They, of course, said no. Over lunch, though, Gilliam's wife changed their minds, but having decided to focus on pre-production rather than production, they soon found themselves in the awkward position of needing to fly to Spain without having proper financing lined up. "Our producer was having a hell of a time raising the money, and we felt we shouldn't be doing this if nobody wants to pay for it," Pepe says. "It was a friend of ours, who had worked with Terry on a lot of other projects, who said, ŒJust get on the plane. It's Terry -- you know something interesting is gonna happen.' That was the best advice we had gotten the entire time."

In fact, the advice turned out to be better than anyone could have imagined. Fulton and Pepe got their movie about a failed production, all right, but it wasn't fiction: Gilliam's The Man Who Killed Don Quixote, its budget scaled back from $40 million to a razor-thin 32, was plagued with scheduling conflicts, natural disasters and overall confusion right from the beginning, and production shut down for good after a week when it turned out Gilliam's Quixote, French actor Jean Rochefort, had a condition that made him unable to sit on a horse without experiencing intense pain. Gilliam's first original script in more than a decade, the project closest to his heart, had gone down in flames, and Fulton and Pepe had the whole thing on videotape.

It's easy to forget, though, that Fulton and Pepe had no idea what kind of movie they'd end up making. When Don Quixote collapsed, it seemed quite simply, they were screwed. "Our film was in the exact same position as his," Fulton says. "We were going to make an hourlong piece of television about pre-production -- what are you going to do with that when you have no big feature film to ride the coattails of?" Some financiers balked as well: "They would say, ŒHow can you have a documentary when there is no film!'" Pepe recalls. "You would not believe how many people could not get beyond that. We were like, ŒThat's what makes it unique.'"

The resulting film -- which, thanks to a loosely worded contract, includes actual footage from Gilliam's Quixote, much to its producers' dismay -- is a one-of-a-kind document of a production in the midst of collapse, one that's catapulted the pair out of obscurity and into the limelight. After a full day of hometown interviews, Pepe grabs a cell phone to toss off a 10-minute phoner to a paper in San Francisco, while Fulton disappears to their hotel room to catch a few winks before they're due to introduce an evening screening of the film; on the way to the elevators, he reminds his partner to wash the TV makeup off his face before they go.

The reviews, too, have been largely positive, although Fulton can't hide his frustration at the reviewers' lack of feel for documentary craft -- understandable when The New Yorker's Anthony Lane spends three columns on the film and not only forgets to praise the directors, but neglects to mention them at all. "Half the press in the U.S. has picked up the story from our film, and then not credited it," Fulton fumes. "In journalism that would be considered plagiarism, but not with film."

Still, there's no denying the exponential increase in attention has given the pair's career a shot in the arm. They're in the process of casting Living and Breathing (which Fulton describes as a "desert suicide drama"), with Tom Wilkinson (In the Bedroom) already attached, and Fulton recently brought a script to the Sundance Lab. And they're not the only ones who stand to profit from Lost in La Mancha. Gilliam has taken the unusual step of accompanying the film to several festivals, including Toronto and Berlin. In conversation, Fulton lays the blame squarely at Gilliam's feet, allowing that "he was his own worst enemy" on Quixote, but La Mancha goes to great lengths to establish Gilliam as a "responsible enfant terrible" who was let down by irresponsible producers and an astonishing array of bad luck. Even though it's too painful for Gilliam to watch, the film -- which ends with a mock Quixote trailer and the words "Coming Soon" -- is the most powerful promotional tool a director ever had; it's quite possible a movie about the failure of Gilliam's Quixote may be what ends up getting it made. "I actually think [La Mancha] is going to play a role [in getting Quixote restarted] at this point," Fulton says. "Someone's going to step up and say, ŒHere's $60 million to make your Quixote movie, and I know I'm going to make a fortune because'" -- Pepe joins and they finish the sentence in unison -- "Œeverybody wants to see it.'"