That note, scribbled in the margins of M. Night Shyamalan's copy of Everything Is Illuminated, serves in retrospect as the watchword for Lady in the Water, both onscreen and off. In the world of the movie, Paul Giamatti's building supervisor becomes the first witness to a visitation by Bryce Dallas Howard's pool-dwelling sea nymph, and uses the strength of his conviction to win over the residents of his rural apartment complex to her world-saving plans.

Where Lady's production was concerned, accounts of Shyamalan's insanity date back to a now-infamous 2005 dinner at which Disney's production head Nina Jacobson expressed skepticism at several aspects of Shyamalan's script, among them the names for Howard's character and her supernatural antagonist ("narf" and "scrunt," respectively), and the onscreen mauling of a know-it-all film critic. An incredulous Shyamalan, who evidently thought that the $1.5 billion his previous four movies had made the studio might entitle him to some wiggle room, swiftly jumped ship to Warner Bros. By taking his my-way-or-the-highway disagreement with the studio public, via Michael Bamberger's Night-centric The Man Who Heard Voices: How M. Night Shyamalan Risked His Career on a Fairy Tale, Shyamalan has essentially made Lady's success a referendum on the strength of his judgment, a view he encouraged at the movie's junket two weeks before its release.

POOL PARTY: Bryce Dallas Howard as Lady's "narf."

"They weren't wrong," he says of the Disney execs. "It's a fucking eccentric movie. But the eccentricities, validly pointed out, are not indications of a person who was lost. They were indications of a person who saw clearly. I was like, 'Gosh, I hear you. I'm well aware of what we're doing here. And I think [the risks] are worth taking, because they create an atmosphere of creative freedom that will, I think, make something beautiful at the end of the day.'"

Like most of Shyamalan's movies, Lady hinges on a matter of faith, which is why the terrestrial equivalent to the narf-eating scrunt is an arrogant critic, played by Bob Balaban, who despises romance movies and proclaims midway through the movie that he's got its plot all figured out. Faith is what Disney failed to show, and what Shyamalan's cast and crew are evidently willing to provide. After struggling to get a grip on the script's mythology, Bryce Dallas Howard realized that the only way to approach it was to take a deferential stance. "All I am here to do is to be the physical manifestations of Night's vision," she says. "Not to be a collaborator. Not to come in with my 600 ideas of how it should be done. Ask him what he wants to be done, and do it."

"It definitely feels like there's a very strong guiding hand," says Giamatti. "He can be dictatorial at times, but he's smart. He's usually dictatorial when it's the right thing to do."

While Giamatti likens Shyamalan's decisiveness to Alexander Payne's, Howard draws a more surprising connection to Danish auteur Lars von Trier. "It's similar," she says. "Very similar. They both write, produce and direct, and they do it outside the vocabulary that is a Hollywood film. And the tone on their sets is very similar: It's organized, it's fun, and everyone is approaching their jobs with reverence, because they know they can in their way make an impact."

Giamatti likewise paints a Shyamalan set as well-nigh ideal. "His biggest concern is to make sure everyone's relaxed and happy all the time. It's very smart of him, because everybody on that crew says they would work with him again in a heartbeat. Even with really good directors I've worked with before, they weren't as on top of it as him."

Even so, Giamatti hedges his bets slightly when discussing the movie's tone, which at times veers from the semi-macabre to the outright jokey (a development carefully hidden by Lady's ad campaign, which is several generations spookier than the movie itself). "It was a lot of him guiding when he wanted it to be funny and when he didn't," Giamatti says. "I have to say I really didn't see it in the script. But the more I looked, the more I saw it. The whole story I think he viewed as kind of funny, this whole naturalistic world being sucked into the fairy tale. He thought, it's going to sound ridiculous to have these people sitting around and, without embarrassment, talk about a narf. The whole tone is supposed to be funny."

"You have to be right on the edge of a language that feels like I'm almost letting go," Shyamalan says. "There's a certain mania about it. I wanted everybody to feel the potential — 'My God, if we could get on that side of the mountain' — and some people didn't see that."

Although Shyamalan shot scenes where Giamatti's character convinces the building's residents of the narf's existence, Giamatti says they were eliminated from the final cut, so that the characters simply go from disbelieving in one scene to believing in the next. "He wanted them to accept, which is what people in a fairy tale do," Giamatti says. "He didn't want people to be questioning."