By TOM WEAVER

Among the most vividly-remembered cult films of the 1960s is Carnival of Souls, the haunting, "Occurrence at Owl Creek Bridge"-like story of a church organist (Candace Hilligoss) who survives a watery car crash only to discover that she now lapses into weird spells during which no one can see or hear her.

Like the ethereal character she portrays in Carnival of Souls, Candace Hilligoss has been blindsided in real life by a disturbing phenomena she is unprepared to deal with -- the shifty machinations behind the making of a film in Hollywood. According to Hilligoss, she will not be seen in the remake she instigated -- for the very unsupernatural reason that the new film's producer froze her out.

TOM WEAVER: When did you get the idea to do a Carnival of Souls remake?

CANDACE HILLIGOSS: In 1989, when they had the Carnival of Souls reunion in Lawrence, Kansas, I said to Herk Harvey, "Wouldn't you love to do a sequel?" He said, "If the first one had money, I might be interested." I told him I wanted to pursue it, and he said, "If you want the headache, you pursue it." I did. I sat down and wrote a treatment, and Reza Badiyi was very interested in getting involved. (Reza was one of the original cameramen on Carnival of Souls, and he's a director now.) Then, a year later, I expanded the treatment into a screenplay. Reza loved the script and he thought it would be a great idea. At the time, Reza's agency set up a meeting for us at Shoreline Pictures in Century City. In June 1993 we brought it to them, and that's where we first met Peter Soby. None of them at Shoreline had ever heard of Carnival, and the reason they were interested was because I had spent the past four years publicizing the movie with appearances at film festivals, interviews with major papers across the country and even with Leonard Maltin on Entertainment Tonight."

They screened [the original movie]. Once all of them had viewed it, they were interested in doing this project with Reza and me. However, since Shoreline did not seem to have the money to launch any film, we decided to move on to other places. Peter Soby later called me and told me he had left Shoreline and he wanted to know if anyone had taken Carnival of Souls over. I said no, it was still available and I was still trying to see people about it. Then he asked if he could join in some way, to create interest and to produce it. I met with him and he said, "I would love to do something with it." So I spent a year and a half helping Peter. We met a number of times at a local restaurant in Hollywood to discuss ideas for the movie. I gave him the screenplay I had written for the sequel. He took copious notes on my suggestions as to whom to contact, who would be most helpful and other names to drop.

Toward the end, he asked me if he might speak directly to Herk Harvey, to reassure Herk that he had a sincere interest in it. I called Herk Harvey and I said, 'I don't really know who he is," because Peter's one film credit was, he was a bookkeeper at Lorimar. But Herk said, "I'll talk to him." And for some reason, when Peter Soby talked to Herk Harvey -- I don't know what Peter had in his hip pocket at the time, but somehow he convinced Herk to give him an option. And they did not include me in the option. Peter never told me what had happened, that he had done this. In fact, he sort of disappeared. Then, many months later, I read in Variety that Peter was doing Carnival of Souls with Trimark. And I was no longer his partner, as he had other people. At that point, Peter said that he had been chosen by Herk Harvey, out of everyone, because he was so wonderful. And that Herk died knowing it was in great hands with Peter Soby.

Q: And, of course, Herk Harvey was no longer around to tell his side of it, to talk about the phone conversation with Soby and how you got dealt out.

CANDACE: Herk's wife Pauline is just sick about it. She said, 'I assume that Herk [who was dying of pancreatic cancer] was not himself, and just assumed you were part of it.' But, who knows?

MORE WITH CANDACE HILLIGOSS
MORE ON THE "CARNIVAL OF SOULS" REMAKE

Tom Weaver is the author of Science Fiction and Fantasy Film Flashbacks, Attack of the Monster Movie Makers and many others available from McFarland & Co.