A rusty red toolbox hits the floor; the metallic instruments of torture crashing inside can barely be heard over the sounds of screams, of begging, of crying.

On a large plywood board flat to the ground, two teenagers are handcuffed; ropes and other restraints snake through holes drilled in the upper corners and the middle. The board is covered from top to bottom in scratches and gouge marks made by previous victims, and in places the finish is shiny and smooth from where blood has been meticulously wiped away.

Tim Kerley, 19, and Rhonda Williams, 15, are stripped to their underwear and in a state of total terror. Kerley is secured on his stomach, leaving his rear vulnerable, while Williams lies on her back with her arms above her head. Standing over Kerley is the naked form of Dean Corll, 33. With his jug ears and strong chin, he normally appears friendly, unassuming and even handsome. Now a sadistic grin spreads across his face as he prepares for the brutal rape and torture that he refers to jokingly as "my thing." Kerley will be at least the 29th boy to die on this board. Corll starts his ritual by licking Kerley's back.

Off to the side is another teenager, 17-year-old Elmer Wayne Henley, and while he is upset, he isn't scared. Partly because, unlike Williams and Kerley, he isn't chained — Corll handcuffed him earlier but then freed him — though he is still very much shackled to Corll. Mostly he isn't scared because he has seen this many times before. He has served as Corll's personal procurer and executioner for two years, and he made a very bad mistake in bringing his friends to Corll's house for a party tonight. His escape from his own murder hinged on agreeing to rape and murder Williams himself.

Williams, pretty under her mane of frizzy hair and with tear tracks on her face, talks in a low voice to Henley, a boy she had become close to since the death of her boyfriend, Frank Aguirre, who, unknown to her, was also a victim of Henley and Corll. She will be the first girl to die in Corll's games. When she woke up in fetters earlier, Corll told Henley that he had ruined everything by bringing her to his house.

"Wayne," she whispers. "You remember when you told me to live my life for myself and not someone else?"

Henley nods.

"How am I supposed to do that now?" she asks, reaching out for the boy she'd spent happy nights with smoking pot, drinking and talking till dawn.

With that Henley stands up and walks to the nearby dresser to retrieve a loaded .22-caliber pistol. He points it at Corll, telling him it's gone far enough. Corll, secure in the power he holds over life and death and sex and lust and rage and pain, dares Henley to shoot him.

Henley empties the gun into the body of the killer whom papers later dubbed the Candy Man. As the echo of the gunfire fades, the only sounds left are of Williams screaming to be let out, drowning out the tears and apologies of Henley as he holds Kerley.

Director Joshua Allan Vargas yells "Cut!" Dean Corll goes back to being Joe Grisaffi, Wayne Henley is replaced by Chris Binum, and Lainnie Felan and David Simpson stop screaming and wait patiently to be uncuffed. It's only a movie, as the old tagline from Last House on the Left used to tell ­audiences to repeat to themselves to keep from fainting. Just a movie, nothing more.

Except that to Houstonians it's not. Dean Corll's reign of terror in the early '70s was as real as Washington Avenue, and 31-year-old Vargas is bringing that story to life as a feature-length film called In a Madman's World — the first time the Corll killings have appeared on screen aside from a segment of the 1982 television documentary The Killing of America and another one from Factual­TV that is no longer available.

"It's a case that hadn't really been elaborated on," says Vargas. In fact, it was a case that Vargas initially knew nothing about until roughly three years ago.

"My best friend [who doesn't want his name released] and I were sitting there watching Jim Van Bebber's The Manson Family, one of my favorite movies," said Vargas. "We were just getting stoned, watching that and talking about serial killers, which is something I've always been interested in, when he mentions to me, 'You know, my uncle was killed by the Candy Man.' I thought he was full of shit. Candyman? That's a fucking Clive Barker movie, dude. Then he explained to me, 'No no no, there was a serial killer here in Houston that would rape and kill teenage boys, and he had these two teenage boys who would help him by bringing over their friends for that to happen."

In a moment, the filmmaker who'd dealt only in make-believe horror movies wanted to know everything about this real-life case. In the months that followed, his research took him to victims and their relatives, to Elmer Wayne Henley in prison and to a deal with Rick Staton, a man known for making money off some of the biggest real-life criminals by selling the pictures he persuades them to paint from prison.

"I knew that there was a worthwhile story to tell buried under the gruesome details of that case, and I wanted to be the one to tell it," Vargas says.

"I didn't want to hurt anybody. Meeting Wayne Henley is one thing. Meeting people that lost someone to Wayne Henley is totally different. If you're going to do a film like this, then that's my advice. Talk to the victims first.

"If you're going to put out a film like this, then it's going to hurt people. So do it for a reason other than to just make people sick. Make it have a historical meaning. Make people learn something. After I'd had every question answered by Wayne, after I'd read all the transcripts, after the culmination of all the research, I knew how it had to be."

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In a Madman's World isn't Vargas's first full-length attempt, but it is the first one with a budget. It's the result of a three-year journey that included hundreds of hours of interviews with Henley himself as he sits serving six consecutive life sentences at the Mark W. Michael Unit in Anderson County.

Vargas also personally rummaged through an abandoned bus on the Henley family's Mount Pleasant property in which relatives had stashed all Henley's belongings following his trial, a trove of artifacts hoarded in stasis and unlooked at for almost four decades.

The movie was filmed on location in Houston — Washington Avenue is prominent — and Pasadena, where Corll buried many of his bodies.

Vargas lives across the street from NASA, his home for now covered in the artwork of serial killers along with horror-film posters. The recorder he used for the interviews sat on Henley's coffee table.

"My generation came from the whole 'If you didn't have $3 million, you weren't ever going to make a film' idea," Vargas said when asked about how he got started making films almost a decade ago. "It was always something I wanted to do but never seriously entertained."

Instead he got interested in monster makeup and began working at local haunted houses. Then one day a friend of his asked for a little help making a short film about zombies. Intrigued, Vargas took the job and realized that technology had reached the point where an independent filmmaker could actually get the equipment to shoot and edit a film.

He started with a horror short called Cradle, then moved on to local music videos and other shorts, anything to help him gain some experience behind the camera. Finally, after running the gauntlet on a full-length flick called Sway about a kidnapping gone horribly wrong, he was ready to try for something more real, but he needed a story. Enter Dean Corll.

Vargas had never heard of Corll, having been born ten years after Corll was shot to death by Henley. Nor was he alone in his ignorance of the crime. Despite the fact that Corll and Henley rank fourth on the list of American serial killers by number of confirmed victims, they are rarely spoken of in the same breath as Jeffrey Dahmer or Charles Manson. When the facts came to light in 1973 about Corll's actions as he plucked boy after boy from the streets, it was the largest serial murder spree in the country. Corll even sported a sinister nickname, the Candy Man, generated by his association with his family's candy company.

Even that colorful moniker is distorted and confusing, Corll sharing it with Deer Park's Ronald Clark O'Bryan, who was sentenced to death after he poisoned his own son with a cyanide-laden Pixy Stix and blamed it on a supposed murderous homeowner who had handed out deadly candy on Halloween. O'Bryan's crime started the still-strong urban legend of malicious poisoners on the holiday just a year after Corll's spree ended.

Vargas became obsessed with the Dean Corll story, spending evenings looking through court records and newspaper clippings and watching footage on YouTube from when Henley and fellow accomplice David Brooks led the authorities to the bodies. A plan to explore the subject in film started to form, but he knew that to do the project justice, he would have to dig much, much deeper than the public record.

It turned out that Corll's almost-victim Rhonda Williams, who stays in contact with Henley to this day and visits him several times a year, has a Facebook account.

"I doubt anyone has ever realized how I managed to talk Wayne into saving me and killing Dean," she said on the social media site.

"I saw that Rhonda Williams was on Facebook, and I messaged her saying, 'Look...I don't know how I'm supposed to come at you with this, but this is who I am and this is what I'm thinking about doing,'" said Vargas. "'If you want to talk, here's my number.' Wasn't 30 minutes later my phone rang.

"She was very against the film at that time, but after talking with me for a bit, she saw the approach I was taking and started helping me out with it. She pointed out a film called Collectors that I might want to watch that had Wayne in it, and that's how I learned about Rick Staton."

Staton didn't respond to our request for an interview, but finding information about him is not difficult. Creepy...horrifying...ghoulish...opportunistic...evil...those are words that have been used to describe Rick Staton and his influence on the world of serial killers. You've seen how many incarcerated killers seem to be making paintings and selling them? It was Rick Staton who got the ball rolling on that. He travels far and wide, earning the trust of convicted maniacs and encouraging them to begin painting as a way of generating revenue. Some of John Wayne Gacy's paintings that hang in Vargas's house, including a number that are not usually sold as prints, were gifts to him from Staton.

Staton even got Gacy to do a portrait of his two-year-old son. In 1999, he arranged a gallery showing of Henley's artwork in The Heights, an event that drew protestors and media scrutiny, not to mention the wrath of the surviving relatives of Henley and Corll's victims. "It's a kind of deviant celebrity," Staton said in an interview with The Washington Post in 2008, and he claims that the extremes of the crimes of serial murderers help alleviate the mundane sense of death that he deals with in his day job as a funeral director.

He has even been known to take soil samples from the shallow graves where victims were initially buried, including by the boat shed where Corll disposed of eight of his victims. News footage of Henley and Brooks leading police to the common grave appears in the film.

Staton also has contacts, rich folks with an interest in the macabre who aren't averse to shelling out a few dollars for projects. Tracking him down wasn't easy; it took a month for Vargas to finally leave him a message, but by the time he did, it wasn't more than half an hour before Staton called Vargas back and began setting up the wheels that would lead to access to Elmer Wayne Henley. Vargas visited Henley every weekend for a solid year, hearing the details of his life.

"I remember it vividly...sitting in that little booth and all of a sudden the door opens and here comes Wayne Henley," said Vargas. "I'd been watching him in news clips and all that stuff. I remember thinking he was a lot shorter than I'd expected. He's a little guy. We sat down, and for the first 15 minutes we talked about politics.

"I asked him the hardest question right off the bat...'How many did you kill?' There's no definitive answer. He looked at me and said, 'Well, Josh, the answer to that's not good.' I said, 'Well, I would imagine.' He said, 'Well, I'll put it to you this way: I'm convicted for six, I know for a fact I remember eight, but I'm pretty sure it's about as high as 13.' That's when I knew he was going to shoot straight with me."

_____________________

Henley's introduction to Dean Corll was money, plain and simple. He was the oldest in a family of four sons, being raised by a gutsy single mother and his grandma. His father was a good-for-nothing, abusive man who in addition to a steady stream of beatings left Henley's family aching for financial support. Once he even shot at his son Wayne, and upon bailing his father out of jail, Wayne tells him that he never wants to see him again.

As actor Chris Binum wanders through Henley's sullen pre-Corll existence, he might as well be a character in Dazed and Confused, surrounded by drugs, the search for meaning and lots of Led Zeppelin.

Throughout the film he's a kid trying to do the right thing. He sees no worth in staying in school and wants to move on to more hours working at a local convenience store to help out around the house. Just something to keep his family going until he's old enough to enlist in the military.

That's when he meets a strange kid named David Brooks, with whom he forms a weird but easy friendship over a mutual love of pot and rock. Bobby Haworth presents a solid counterpoint to the energetic and slightly twitchy Binum, portraying Brooks as a distant and cold but not unlikable guy. Henley notices that Brooks always seems to have money but never has a job. He wants in on that, but Brooks tries in every way he can to insist that what he does is not something Wayne wants to get involved with.

The path of Wayne Henley as chronicled by Vargas is not an inevitable descent into carnage. It's more a series of choices and chances that lead deeper and deeper into a labyrinth from which he cannot escape.

Like the character he plays, Chris Binum was looking for something new when his agent told him about In a Madman's World. The director initially threw Binum's head shot and résumé in the garbage when he received it. The smiling, bright-eyed young man who stared out at him was the acme of peppy hope and more fitted for a love interest on Glee as far as Vargas was concerned.

He had no idea that Binum would also undertake a journey into the mind of Wayne Henley, one that in many ways topped even that of his director.

"I was blown away that it was a true story and jumped at the chance. I did clean-cut, jock-looking kind of guy stuff before that. I was typecast. Yeah, this is something I can use to break the mold, I thought."

Binum won the role with a spirited reading and by showing up with much longer hair and the ability to mimic the movements of Henley in news footage. Rhonda Williams was part of the selection process, helping Vargas early in the film's pre-production, and endorsed Binum for the role. Vargas took a chance, handed Binum a stack of letters from Henley and told him to get ready.

Knowing that he would be wearing the killer's actual clothes (some of which still bear bloodstains), Binum lost 20 pounds to fit into the shorter man's duds. He pored over the words Henley had written from prison as he tried to understand the life he would be adapting on the big screen.

"Wayne Henley...to a certain degree I understand," said Binum. "I've never experienced anything like that in my personal life. I grew up watching my mom try to take care of me and two younger brothers. You know, he felt like he had to take care of his family. You kind of sympathize with him, but not the murders."

Sympathetic or not, Binum crawled into Henley's head. He wore Henley's clothes everywhere every day. Periodically, he would drink an entire bottle of vodka as Henley would do when he was trying to forget the life he'd found himself in. Binum would then have his girlfriend drop him off in the Heights at 3 a.m., just wandering the darkness that used to be Corll's hunting ground for victims.

He also began to stalk people. He'd notice someone on the street that he thought Dean Corll might like and would start following that person. He took care to see if the person sensed what he was doing and made adjustments to appear normal and not like some shaggy, dangerous-looking dude. He never took the stalking a moment further, but he did begin to wrap his head around the mind-set that would soon be necessary for Wayne Henley to live in Dean Corll's world.

"He did enjoy it...it was a mental gymnastic he did with himself to deal with it," said Vargas. "He told himself these were all dope fiends, people nobody would miss or go looking for. He enjoyed having the power over life and death, and he enjoyed knowing that if anyone fucked with him, he could put them in the ground. When he noticed that about himself, he began to get really disgusted."

_____________________

When David brings Wayne to meet Dean Corll in In a Madman's World, it's almost laughably absurd and a little sad.

It's laughable because the man who would take on the mantle of Houston's most notorious bogeyman is Joe Grisaffi. With film credits like Pirates of the Caribbean and Austin Powers under his belt (playing unnamed guards and Marines), he's arguably the biggest name in the film, on top of being a longtime veteran of the local horror-movie scene. He just finished a low-budget, ­Roger Corman-esque movie about killer Siamese twins called Conjoined.

While that may make him sound like the perfect person to cast as a killer, Grisaffi is actually one of the most harmlessly affable men in the city. His main hobby is raising and rescuing baby turtles. He collects and writes about vintage video games. He collaborates with a local developer to make Atari 2600 adaptations of his own films. This is not the profile of a man you would ever believe to be evil incarnate.

Which is exactly what made him perfect, of course.

Dean Corll was well-liked and well-regarded in the community. No one ever suspected the other side of him. Because of the yearlong nature of the shoot, Grisaffi found himself having to spend extensive stretches of time not being Dean Corll and then donning a killer's persona. In the interim, he practiced normalcy, as did his subject. Never arouse suspicion, never look anything but genial and never show that at some point in the near future, he would be standing over the body of someone he was thankfully just pretending to do unspeakable things to.

"He was a closeted homosexual in the '70s," said Vargas. "His mother was very homophobic and always talked about how disgusting gay people were. At that time it took a lot of balls to come out, and he didn't have those balls. I don't know why Dean went the way he did, but that had something to do with it."

When Corll meets Henley and Brooks in an empty apartment, the scene starts with a joke that we'll not repeat but that involves various sauces you should apply to your finger before engaging in digital sex with a woman. Even if you had absolutely no knowledge of Corll's activities, this scene would be painful to watch since he is so desperately trying to be perceived as a charming man of the world, and all that's coming out is the utterly empty boasting of someone who's very weak.

The depths of that weakness were the counterweight to the heights of Corll's cruelty. It was the engine that powered him when he wanted to do "his thing."

Grisaffi as Corll spins Wayne a tale about how he is secretly a master burglar who's part of a vast, efficient conspiracy to rob people with as little fuss as possible. Wayne clearly has trouble believing this obvious lie but knows that Corll is the source of Brooks's money flow and agrees to go along on a "job" that turns out to be little more than a stakeout of an empty house.

It's not just an empty ruse, though. Step by step, Corll gets Henley to agree hypothetically to more and more illegal activities in the name of scoring cash. Eventually, Corll tells Henley that he works for a ring of kidnappers that rounds up teenage boys for rich folks out in California to use as sex slaves. It's okay, though, he tells Henley. All that happens is that these kids get to go live in a mansion for a few years, have a bunch of sex and then when they turn 18, the client cuts them a check and sends them home again.

To Henley, this sounds like a tale about the farm old dogs go to, but finding his family in a bad way financially a couple of months later, he persuades a street kid to come with him to Corll's house to smoke pot. Corll tricks the boy into putting on handcuffs and then jumps him. Henley leaves, and the next day collects the $200 he was promised.

At the time, he didn't connect what he had just done with the recent disappearances in the neighborhood, including two of his friends from school.

"It was a perfect storm of little things that added up to something horrible," Vargas said of the path that he was chronicling.

"You know when you're young you've got that friend," said Grisaffi. "You like that guy, and maybe he's charismatic...but he's also dangerous. You can find yourself agreeing to go along with him on things that you would never do otherwise. You're kind of afraid of him. That's who I was thinking of when I was playing Corll. I was doing to Chris some of what some folks had done to me way back when."

_____________________

Elmer Wayne Henley was just 15 years old when he had to make the most important decision of his life. That was when he persuaded his and Brooks's friend Frank Aguirre to come to Corll's house. By this time there was no longer any fairy tale about rich folks in California buying house boys off the Houston streets. Corll made it very clear that Aguirre was about to be raped, tortured and strangled to death — just as the boy Henley brought him before had been.

Now Henley had a choice...he could help Corll, or Corll would kill Henley's family and blame all the murders on him. He became a monster's assistant.

Corll may exist in the popular mind of Houston today as a vague shadow presence that once haunted the streets, but behind that was a very real web of lies, deceits, and honest attempts at escape that Henley lived with every single day for two straight years. One moment he's doing his best to comfort his neighbor Mrs. Hilligiest (Scream queen Marilyn Burns) over the disappearance of her son, and the next he is hunting for the next victim.

"My only hope when it comes to the movie is that people understand it," said Vargas. "I hope they can get what I'm trying to say. I hope they can see that case the way I saw it. It's not some stupid shit you see on TruTV; it's not something you should see on a playing card...It was something very, very, very real. People to this day are still suffering from it."

Even as Wayne stands over Mark Scott (Andrew Bourgeois), choking the boy to death for 30 minutes in his first true murder as Corll's executioner, the horror is not in tearing flesh or cheap gore. Those things are completely absent. Hilary Swank's death in Vargas's beloved Boys Don't Cry is far bloodier than pretty much anything you see in his own production.

The true terror lies in the little things. Mark limply miming with his right hand that he wants to be shot. "Please shoot me. Don't strangle me anymore. Just shoot me." He had heard of what happened to people who went into Corll's house, and he had done nothing. Now he was just another victim. Just as Wayne started out a potential rider on the torture board and became a trusted lieutenant.

After Mark's final gasp, Corll places a hand on Henley's shoulder and tells him he's very proud of him. Henley's narration cuts in and says that was the first time he had ever heard that.

In a way, Henley did get out.

"He made it out with as much sanity as someone could in the situation," said Vargas. "When you sit and watch this guy go over it, you can see his eyes drift off. You can see him tearing up as he goes over it in his head and know how that affects him. There's no faking that. That's not the sign of a psychopath or a sociopath. That's the sign of someone that at one time had to live in a psychopath's world.

"Ever since he went in, he's been looking for ways to make up for what he did, but he knows he'll never be able to do that. Despite what you read in the papers, he doesn't go to his parole-board meetings. He's not trying to get out. He knows he doesn't deserve to get out."

Rhonda Williams got out, too. She's working on a book about her experiences. Her fellow survivor, Tim Kerley, can't rightfully be called one any more. After an interview in 2009 about the killings, he committed suicide.

David Brooks remains in prison, convicted of murder in one case.

At least two and as many as four victims of Corll's crimes have never been identified. Evidence of one was found by Vargas himself as he stumbled across a photograph in Henley's belongings of an unknown boy cuffed to the torture board. A few phone calls resulted from the discovery when it made the news, but no further information was uncovered.

In a Madman's World is in the can, finishing up its final editing and post-production. Four large distributors have already approached Vargas with an interest in releasing the film. Though he hopes for a small art-house run, the current state of independent film means a video-on-demand or Redbox release is more likely. Regardless, Vargas plans to have a Houston screening of the film next year if at all possible.

In phone interviews with Grisaffi and Binum, both assured us that they were professional actors who could handle their brief descents into a pretend hell. Binum in particular hopes that the film may serve as a warning.

As for the man who started the journey, Vargas is somewhat changed. He's looking to clear his walls of the murderabilia that was given him, keeping only a few pieces that have historic or sentimental value. He doesn't plan on having Henley's life stored in his closet much longer.

He has already moved on to his next project, a biopic about the filming of The Texas Chainsaw Massacre. Chris Binum is slotted to play director Tobe Hooper's roommate Wayne Bell, who scored the iconic and groundbreaking horror film. It's telling that he's returned to the comparative safety of fictional madmen.

"After dwelling in this for three years, it's nice to move to a project that while intense and gritty, it's positive," Vargas said with obvious enthusiasm. "It's a Rocky story where people changed the history of film. Because no matter how horrible something is on screen, it's fake. You yell 'cut' and everyone's fine and everyone's happy."