It's a quintessential Hollywood moment: a star on a soundstage, the focal point of every person and every piece of equipment in the room. The star on this particular January day is Rosario Dawson, the 29-year-old actress who earned her cred as an Uzi-wielding prostitute in Sin City. She's being filmed against a greenscreen in extreme close-up, highlighting her sculpted cheekbones and olive skin. "We've got this joke in vice," she murmurs in a voice that's uncommonly sultry for a police detective. "Love costs 10 bucks. True love costs 20."

In her studded black tunic and high-heeled boots, Dawson is apparently Tinseltown's idea of how to clean up the streets. "She looks like she can kick some ass," observes Brent Friedman, the chief screenwriter, who's watching on a nearby monitor. But even though we're in a Hollywood zip code, this is no film or television shoot. The rented space looks more like an oversize garage than a studio soundstage. Instead of the usual army of grips and gaffers, the production is staffed by a skeleton crew. And the parking lot outside? Barely big enough for 20 cars.

All of which can mean only one thing: another Web production. Two years after the success of Lonelygirl15 — the groundbreaking YouTube serial that turned out to be not the DIY diary of a 16-year-old girl but the work of three wannabe auteurs in Beverly Hills — Web video has finally captured Hollywood's imagination. Last year, former Disney chief Michael Eisner launched Prom Queen, a daily 90-second teen drama; Judd Apatow has joined Will Ferrell on Funny or Die, a sort of YouTube for comedy; producers Ed Zwick and Marshall Herskovitz had a modest success with Quarterlife, a Web show about self-obsessed twentysomethings, only to see it flop on TV. But Gemini Division, the sci-fi serial Dawson is shooting today, will be the first Web series to feature a bona fide Hollywood star.

Sure, the YouTube explosion was fueled by amateurs, but it will be showbiz professionals who cash in on Web video. That's because most big corporate advertisers want a safe, predictable environment — not the latest YouTube one-off, no matter how viral. Once the major brands get on board, millions of ad dollars will follow. Which is why when the writers' strike idled most of Hollywood last winter, talent agents fielded calls from clients eager to try their hand. At the same time, the fact that a three-minute clip can be shot for as little as $2,000 means Web video will be more open to ambitious neophytes than television ever was — witness the guys behind Lonelygirl15, who now have a second hit Web series called KateModern and a deal to develop more for CBS.

So far, however, this is a gold rush without any gold. Nobody knows how the business is supposed to work — what kind of stories to tell, whether to tell them in 90 seconds or 20 minutes, whether to build a destination site or distribute episodes across the Net, how to generate revenue, how to do it all on a shoestring. The Gemini team is betting they can figure it out. "People ask, 'What's your business model?'" says the director, Stan Rogow, during a lull in the shoot. "And I say, 'This morning's or this afternoon's?' It's only partly a joke."

A wiry figure who wears his long silver hair brushed straight back, Rogow is dressed in softly faded jeans and an extravagantly collared white shirt open halfway to the waist, a set of aviator glasses tucked neatly into the V. In an earlier life he was "the king of tweens," the producer who made Lizzie McGuire for Disney and turned Hilary Duff into a star. Gemini Division is the first of eight Web serials he has in the works at Electric Farm Entertainment, the production company he's formed with Friedman, the writer, and Jeff Sagansky, a former copresident of Sony Pictures Entertainment and head of CBS Entertainment before that.

Right now they need a distributor, and they've been talking with everyone from NBC Universal to MySpace about putting Gemini Division on their sites. Whoever they partner with would sell advertising and maybe even help fund the production. MySpace isn't offering money up front, but it does sell ads and split the revenue with producers. Eisner partnered with MySpace on Prom Queen, as did Herskovitz with Quarterlife, but Rogow is hoping for a more lucrative arrangement — which is why he has spent half the afternoon squiring around a pair of suits from NBC. The deal he's discussing would put Electric Farm well on its way to recouping the $1.75 million or so it will cost to make the 50 three-minute episodes Rogow plans to shoot. But the deal's not done yet.

Meanwhile, Rogow has been talking with Cisco and a handful of other companies about another way to make money: product placement. As a Buck Rogers-style serial set "five minutes in the future," the show presents many possibilities for tech companies. Dawson's smartphone, for instance, is the aperture through which we see the entire series. She talks urgently into the device throughout each episode, sending the feed to someone — we don't know whom — and occasionally holding it up to capture what's going on around her. It's a prominent branding opportunity for any handset maker willing to plunk down the money.

Like Prom Queen and Lonelygirl15, Gemini Division is essentially a female first-person confessional — in this case, a confessional about biotech run wild. Dawson plays Anna Diaz, a New York City detective having a crazy fling with a guy who's tall, blond, and ripped. By episode 4, the one they're shooting now, he has spirited her off to Paris for a romantic getaway, but she realizes something isn't right. Like, what's with the orange ring he left around the bathtub? "I really do love Nick," Dawson confides to the camera. "But being a cop, you get cynical. And you learn to trust your gut."

For the next scene, two crew members wheel a queen-size bed into place. Justin Hartley, the 6'3" Smallville actor who plays Nick, is lolling on the bed in his boxer shorts, sporting six-pack abs and a bright orange belly button. The script calls for Anna to come out in a sexy black negligee and climb into bed with him. The sound man cues up Marvin Gaye's "Let's Get It On." Everybody laughs.

For Anna, romance has given way to suspicion: first the orange tub ring and now, as she settles reluctantly into Nick's arms, his orange navel. If the camera were to pan a little wider, it would also catch two grips crouching behind the headboard to keep the bed from sliding across the set. Rogow smiles ruefully at the amateurishness of it all. "I think we should keep those guys in the background," he quips. "It's a nice touch."

Two years ago,when Lonelygirl15 first showed that a scripted Web-only serial could attract a sizable audience, most people in show business thought of the Web as a promotional vehicle — if they thought of it at all. Then a couple of major players caught the bug. Michael Eisner was one; another was Jeff Sagansky, who was investing in small production companies like the one that makes The Tudors for Showtime. Web video was uncharted territory: no rules, limitless potential. "We're at the vanguard of something that can explode," Sagansky declares a few weeks after the January shoot. A trim 56-year-old, he's seated in his elegantly appointed town house on Manhattan's Upper East Side. "You know TV; it's been around in its present form since Hill Street Blues," the '80s ensemble show that's still the template for most drama series. "But this is all new."

Fans of Mad Men, Weeds, and Battlestar Galactica may think television has entered a new golden age, but many in the business see a medium in decline. TV programs used to be made by independent production companies. Now, with few exceptions, a handful of giant media conglomerates own the networks that air the shows, the film studios that make the shows, and the shows themselves. Network suits tell the producers what to do, and when it doesn't work — which is most of the time — they cancel the show. The Web puts power back in the hands of the creators: Producers own their shows and answer only to themselves. If they develop spinoffs for television, videogames, or the movies, they're well positioned to retain control when a property migrates to other media. That's why everyone took note of the deal NBC made last year to air Quarterlife in prime time. For the first time in memory, the producers of a TV show got full ownership and creative control.

There's a downside, of course. Top writer-producers in television live like pampered pets, the kind that get caviar for breakfast. To succeed online, they'll have to be as entrepreneurial as anyone in Silicon Valley. Instead of pulling in millions a year, they'll be scrambling for nickels and dimes. No surprise, then, that some of them think of Web video as a sort of farm club for TV: Why spend $2 million to make a half-hour pilot when you can shoot some high-quality Web episodes at $10,000 to $30,000 a pop, post them online to build buzz, string them together to make a series, and then port the whole thing back to television, where the real money is?

Quarterlife looked like the perfect prototype. Its episodes even happened to be seven to 10 minutes long, the typical interval between commercial breaks on TV. But while it did OK online, garnering some 6 million views after its November launch, its premiere on NBC drew only 3.9 million viewers — an all-time low for the network in that slot. When it was summarily canceled, Herskovitz was stunned. Not Sagansky. "This is a whole new medium," he says. "To think it's going to fix the old medium is a warped way of looking at things."

Not that anyone yet has a recipe for success online. "We know that the Internet is about short-form entertainment," Sagansky says. "And most of it is personally narrated," as Lonelygirl15 was. Other people, Eisner among them, will tell you that Web video isn't about Hollywood stars like Dawson, that this medium is for regular people. But the truth is that nobody really knows what form Web video will eventually take. The technology that has made it possible — broadband Internet connections, more-efficient data compression, ever-cheaper storage and servers, hi-res computer and smartphone screens — could seem ludicrously primitive before long. In 1908, movies were 10 minutes long because that's all you could get on a reel of film, and the actors who appeared in them were anonymous. Movies as we know them were still years away.

Sometimes even Rosario Dawson wonders if people want to see a Hollywood star in a Web serial. "The thing that's succeeded on the Web — besides, obviously, porn — is people themselves," she says over lunch. She's on a break from shooting the DreamWorks thriller Eagle Eye with Shia LaBeouf; soon she'll start rehearsals for Seven Pounds, a Sony film in which she plays a desperately ill heart patient Will Smith falls in love with. "They're putting up their own stuff — really off the cuff, no money involved. So we're taking a huge risk. But it's exciting to be part of something new. Even if we mess it up, we were the first, you know? That's kind of awesome in itself."

But if casting Dawson was a break from the nascent conventions of Web video, the format of Gemini Division is not. It isn't just that this is short-attention-span entertainment. It's that, like Lonelygirl15 and Prom Queen and even such TV shows as Lost and Heroes, Gemini Division is designed to involve the audience in ways that more closely resemble videogames than conventional narrative drama.

That's no coincidence. A seasoned film and television writer, Friedman left Hollywood three years ago for Electronic Arts, where he wrote the best-selling Command & Conquer 3: Tiberium Wars and the soon-to-be-released Tiberium. At EA, he had to relearn scriptwriting, because the conventions of TV don't work in interactive media. In a one-hour drama, he explains, "you put the characters together over some beers and let them bring out the plot. It's exposition disguised as dialog." But games dispense with the entire first act, the part that sets the plot in motion. "When the story begins, you're in-world — you have a gun, all hell is breaking loose, and your job as a player is to stay alive and figure out where you are." Web video gets subjected to that same compression algorithm. "We're starting every episode with Anna on the run," Friedman says. "She's already in the second act — the part where everything goes wrong."

But Friedman's ambition is to merge television with videogames in a form of storytelling that engages audience members on multiple levels — and not just with the narrative but with each other. So while Anna dodges "sims" (simulated life-forms, with their telltale orange stigmata) and agents from the mysterioso outfit known as Gemini Division, fans will be able to log on to the show's Web site and get transmissions from Anna's partner in the police department. Users will be recruited as Gemini agents themselves, at which point they can talk with other agents — er, users — by webcam. "I think this is where entertainment is heading," he says. "It's where I want entertainment to head, because that's what I want to experience."

Rogow and Friedman first tried this approach to storytelling in an earlier Web effort, an animated serial called Afterworld. Developed just after Lonelygirl15 made such a splash, Afterworld was where they met Rosario Dawson. Dawson is a comics geek, and as a favor to a comics writer she knew who was working on Afterworld, she agreed to do a voice-over for one of the characters. Rogow asked her about doing a video series based on Occult Crimes Taskforce, a comic she had helped create. That didn't happen because a film deal was already in the works. But a couple of months later, Rogow called to say they were developing Gemini Division. It had been written for a male lead, but they were thinking of reworking it for her. They would make her a partner in the production and give her a cut of any profits.

Dawson had already signed on to play a military investigations officer in Eagle Eye, and her character in Occult Crimes Taskforce is also a detective. "When Stan told me I'd be playing an officer in Gemini Division, I was like, you know, this is going to seem weird." Even so, she liked the idea. She'd been acting for a dozen years, ever since she was discovered on the stoop of her parents' squat on Manhattan's Lower East Side and cast in Larry Clark's Kids. "Normally at this point it starts to get stagnant," she says. "You're worrying about looking older, are they going to like you anymore. But I'm more going, what new can I do? I'd rather put myself into the fray than sit back and go, well, I played it safe."

On a sunny afternoon in March, Rogow pulls his black Porsche SUV to the curb, collects a ticket from the valet, and walks briskly into the Creative Artists Agency building on LA's Avenue of the Stars. Perfectly framed in an enormous glass wall is the Hollywood sign, 8 miles away. Rogow is here to meet with Anita Lawhon, the Cisco executive in charge of entertainment partnerships. This is crunch time for Gemini Division, the weeks when everything — advertising, distribution, financing, production — must come together. On a table in the vast marble reception zone sits this morning's Daily Variety. "Changes to Biz Give Town the Jitters," reads the front-page headline.

Today, Rogow is focused on how to get that business model working. It's going well — so well that Herskovitz recently met with his CAA agents to learn how Electric Farm is doing it. Cisco is key. Those Gemini Division agents are going to wield some pretty cool tech, much of it — thanks to a deal brokered by CAA — actual products from Cisco: a video surveillance system that sends an alert when someone penetrates the wrong sector; digital billboards that can be reprogrammed on the fly; TelePresence, a teleconferencing system with life-size video so hi-def it makes virtual meetings seem almost real. In the past few weeks, similar deals have been cut with Acura, Intel, Microsoft, and UPS. "In a cold business sense," Rogow confides, "this show is a self-financing marketing vehicle."

Settling into an all-white conference room, Rogow tells Lawhon they think it would be cool to show TelePresence on a private jet. "You think Rosario's at a table on the plane talking to people," he explains, "and we pull back and reveal they're not there."

Lawhon isn't sure — after all, TelePresence isn't being marketed for private jets, and the goal here is to show Cisco's products as they're actually used. She'll check. "But if you could look at other insertion opportunities ..."

"Like putting it in an office? Absolutely."

Rogow is thrilled with Cisco's digital signs, which can be remotely programmed to display anything you want — like a coded message for Anna. "Which is, I think, why you really invented it: for superspies to get secret messages in malls," he quips. "We think that's real cool." He's equally happy with the surveillance system, which can send Anna a digital alert on her smartphone. "But we want to make sure we've got the Cisco logo in a prominent position," Lawhon points out. The days when product placement meant going full frontal on a Coke can are supposed to be over, but the client still has to get something in exchange for its six-figure fee. "That's why I love being able to see the script," she says.

"That's great," Rogow replies. "I'll have script material for you next week."

Prime Time on the Web

Some big names in entertainment are turning to Web video. Here's a sneak preview of what to watch for in the coming months. — Frank Rose

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The next day, Friedman is at Electric Farm, in a Santa Monica office park, reworking scripts to integrate the products they've done deals for. There's the Acura TSX, the superspeedy UPS delivery, the search and mapping functions from Microsoft. He's not sure yet what to do with Intel. Maybe slap a powered by intel badge on Dawson's smartphone? "It has to pass the creative smell test," he says, "so we feel we're enhancing the story rather than trying to sell you something." In any case, they'll have to make up a brand for the phone itself: CAA approached several handset manufacturers, but none bit.

There's one other way to bring in money: venture capital. Funny or Die was funded by Sequoia Capital, the Silicon Valley venture firm behind YouTube. VCs like the idea that big Hollywood names can break through the clutter. But VCs also want an exit — a sale or stock offering that will net them the kind of payoff Sequoia got with YouTube. And while many would-be Web producers see venture money as manna from heaven, they haven't yet had to report to a frustrated money guy who doesn't know show business.

"There's an old joke," Rogow says, trying to explain why Electric Farm hasn't tried this route. "A filmmaker dies and goes to heaven. Saint Peter greets him at the pearly gates. 'Good news!' he says. 'You can make any movie you want! You can get Beethoven to do the score. You can get Shakespeare to write the script.' The filmmaker gets all excited. 'And who can I have to play the girl?' he asks." Long pause. "'Well,' comes the reply, 'God's got a girlfriend ...'"

It's a Saturday afternoon in May. Two weeks earlier, NBC announced the formation of NBC Universal Digital Studio, with Gemini Division and Woke Up Dead, another Web series Electric Farm has in the works, as its first offerings. Now Rogow is back on a soundstage with Dawson — but this time the soundstage is bigger and the operation is far more professional.

The last shoot, back in January, was almost too bare-bones to work. The camera's shutter speed was set too slow, causing a motion blur so bad that some scenes needed to be reshot. Worse, Dawson's hair wasn't properly styled — it had big, wispy curls that congealed into unsightly blobs once the green backdrop was pulled away. "Hair turds!" cried Duane Loose, the burly EA veteran who's the show's production designer.

Nonetheless, they've put together a couple of episodes. A crew member is playing episode 5 on a computer screen in the corner: Anna Diaz in an abandoned factory in Paris, watching openmouthed as a man in a lab coat inserts a steel rod into Nick's orange navel. Seconds later, a pair of agents bursts in. One gets his arm sliced off by the doc's surgical laser. The other pulls out a weapon of his own and reduces Nick to a boiling puddle of goo. Anna screams: The man she loved is dead — and he wasn't even human!

Today they're shooting episode 12. Dawson is on the greenscreen with a tall, well-muscled actor who's wielding the same kind of weapon that killed Nick. Anna is caught in a war between the sims — creatures like Nick — and the seemingly all-powerful Gemini Division, which is bent on eradicating them. Muscle Man plays a Gemini agent who's just puddled a sim that was gripping Anna's throat. Now he's turning away, leaving her as mystified as ever. "I want in," Dawson cries, reaching for his arm — in on Gemini Division, in on why they destroyed Nick, in on whatever the hell is going on.

On the sidelines, arms folded across his black Che Guevara T-shirt, Friedman nods approvingly. In fits and starts, the world he's imagined is taking shape before him. Not a game world, not a TV world, but something different: a world viewed through the tiny window of Anna's phone. "That's an intimacy you don't get from television," he says. "And our mantra is, we want to do what television doesn't."

Contributing editor Frank Rose
(frank_rose@wired.com) wrote about alternate reality games in issue 16.01.

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The Awesomes Can a team of superheroes rebuild after its founder retires? An animated comedy from Saturday Night Live's Seth Meyers.	Back on Topps Comedians Randy and Jason Sklar, heirs to the Topps baseball card empire, discover that Michael Eisner has taken over the company.
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Blah, Blah, Blah Ashton Kutcher does an animated gossip show. Live from the bedroom, cohosts Britney, Tiffany, and Krystie scoop the poop.	Blood Cell Lonelygirl15's Jessica Rose stars in a thriller about kidnapping and mobile telephony. Eduardo Rodriguez (Curandero) directs.
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Carpet Bros With David Spade as the carpet king of Rancho Cucamonga, the hapless also-rans of Carpet Galaxy don't stand a chance.	Men With Guns: Assassin Oz creator Tom Fontana takes us into a secret organization out to improve society through judicious assassination.
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The Line Weeks before the premiere of the ultimate sci-fi/fantasy flick, SNL's Bill Hader gets in line with a couple of buddies and a change of clothes.

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The first 40 minutes or so of "Wall-E" — in which barely any dialogue is spoken, and almost no human figures appear on screen — is a cinematic poem of such wit and beauty that its darker implications may take a while to sink in. The scene is an intricately rendered city, bristling with skyscrapers but bereft of any inhabitants apart from a battered, industrious robot and his loyal cockroach sidekick. Hazy, dust-filtered sunlight illuminates a landscape of eerie, post-apocalyptic silence. This is a world without people, you might say without animation, though it teems with evidence of past life.

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We've grown accustomed to expecting surprises from Pixar, but "Wall-E" surely breaks new ground. It gives us a G-rated, computer-generated cartoon vision of our own potential extinction. It's not the only film lately to engage this somber theme. As the earth heats up, the vanishing of humanity has become something of a hot topic, a preoccupation shared by directors like Steven Spielberg ("A.I."), Francis Lawrence ("I Am Legend"), M. Night Shyamalan ("The Happening") and Werner Herzog. In his recent documentary "Encounters at the End of the World" Mr. Herzog muses that "the human presence on this planet is not really sustainable," a sentiment that is voiced, almost verbatim, in the second half of "Wall-E." When the whimsical techies at Pixar and a moody German auteur are sending out the same message, it may be time to pay attention.

Not that "Wall-E" is all gloom and doom. It is, undoubtedly, an earnest (though far from simplistic) ecological parable, but it is also a disarmingly sweet and simple love story, Chaplinesque in its emotional purity. On another level entirely it's a bit of a sci-fi geek-fest, alluding to everything from "2001" and the "Alien" pictures (via a Sigourney Weaver voice cameo) to "Wallace and Gromit: A Grand Day Out." But the movie it refers to most insistently and overtly is, of all things, "Hello, Dolly!," a worn videotape that serves as the title character's instruction manual in matters of choreography and romance.

That old, half-forgotten musical, with its Jerry Herman lyrics crooned by, among others, Louis Armstrong, is also among Wall-E's mementos of, well, us. He is a dented little workhorse who, having outlasted his planned obsolescence, spends his days in the Sisyphean, mechanical labor of gathering and compacting garbage. His name is an acronym for Waste Allocation Load Lifter- Earth Class. But not everything he finds is trash to Wall-E. In the rusty metal hulk where he and the cockroach take shelter from dust storms, he keeps a carefully sorted collection of treasures, including Zippo lighters, nuts and bolts, and a Rubik's Cube.

Wall-E's tender regard for the material artifacts of a lost civilization is understandable. After all, he too is a product of human ingenuity. And the genius of "Wall-E," which was directed by the Pixar mainstay Andrew Stanton, who wrote the screenplay with Jim Reardon, lies in its notion that creativity and self-destruction are sides of the same coin. The human species was driven off its home planet — Wall-E eventually learns that we did not die out — by an economy consecrated to the manufacture and consumption of ever more stuff. But some of that stuff turned out to be useful, interesting, and precious. And some of it may even possess something like a soul.

Observing Wall-E's surroundings, the audience gleans that, in some bygone time, a conglomerate called BnL (for "Buy N Large") filled the earth with megastores and tons of garbage. Eventually the corporation loaded its valued customers onto a space station (captained by Jeff Garlin), where they have evolved into fat, lazy leisure addicts serviced by a new generation of specialized machines. One of these, a research probe named Eve (all of the robot names are acronyms as well as indicators of theoretical gender) drops to Earth and wins Wall-E's heart.

Their courtship follows some familiar patterns. If "Wall-E" were a romantic comedy, it would be about a humble garbageman who falls for a supermodel who also happens to be a top scientist with a knack for marksmanship. (I'm pretty sure I reviewed that a while back, but the title escapes me.) Wall-E is a boxy machine of the old school, with creaks and clanks and visible rivets, his surface pocked with dents and patches of rust. He is steadfast, but not always clever or cool. Eve, shaped like an elongated egg, is as cool as the next iPhone and whisper quiet, unless she's excited, in which case she has a tendency to blow things up. She and Wall-E communicate in chirps and beeps that occasionally coalesce into words. Somehow their expressions — of desire, irritation, indifference, devotion and anxiety, all arranged in delicate counterpoint — achieve an otherworldly eloquence.

That they are endowed with such rich humanity is as much a Pixar trademark as the painstakingly modeled surfaces or the classical virtual camerawork and editing. The technical resourcefulness that allows "Wall-E" to leap effortlessly from the derelict Earth to the pristine atmosphere of the space station is matched by the rigorous integrity the filmmakers bring to the characters and the themes.

Rather than turn a tale of environmental cataclysm into a scolding, self-satisfied lecture, Mr. Stanton shows his awareness of the contradictions inherent in using the medium of popular cinema to advance a critique of corporate consumer culture. The residents of the space station, accustomed to being tended by industrious robots, have grown to resemble giant babies, with soft faces, rounded torsos and stubby, weak limbs. Consumer capitalism, anticipating every possible need and swaddling its subjects in convenience, is an infantilizing force. But as they cruise around on reclining chairs, eyes fixed on video screens, taking in calories from straws sticking out of giant cups, these overgrown space babies also look like moviegoers at a multiplex.

They're us, in other words. And like us, they're not all bad. The paradox at the heart of "Wall-E" is that the drive to invent new things and improve the old ones — to buy and sell and make and collect — creates the potential for disaster and also the possible path away from it. Or, put another way, some of the same impulses that fill the world of "Wall-E" — our world — with junk can also fill it with art.

WALL-E

Opens on Friday nationwide.

Directed by Andrew Stanton; written by Mr. Stanton and Jim Reardon, based on a story by Mr. Stanton and Pete Docter; director of photography, camera, Jeremy Lasky; director of photography, lighting, Danielle Feinberg; edited by Stephen Schaffer; music by Thomas Newman; production designer, Ralph Eggleston; produced by Jim Morris; released by Walt Disney Pictures and Pixar Animation Studios. Running time: 1 hour 37 minutes. This film is rated G.

WITH THE VOICES OF: Ben Burtt (Wall-E/M-O), Elissa Knight (Eve), Jeff Garlin (Captain), Fred Willard (Shelby Forthright/BnL C.E.O.), Macintalk (Auto), John Ratzenberger (John), Kathy Najimy (Mary) and Sigourney Weaver (Ship's Computer).