BEVERLY HILLS, Calif. — It was early November, and John Cooper was in his office here, staring as if hypnotized at a bulletin board. Over the next few weeks, the board, which was covered in color-coded cards bearing the names of movies, would coalesce into the slate for the 2006 Sundance Film Festival.

Hundreds of filmmakers, agents, producers, acquisitions people and financiers would have dearly loved to get a look at that board. Not that it would have done them any good; even at that late stage in the process, the list was far from set. "By next week, half of those titles might be gone," said Cooper, the festival's director of programming, with an air of utter exhaustion. Others that had not even been considered yet were still to emerge. But somehow or other, he knew that they would be winnowed down to a final list of 120 movies in time for the scheduled release last week.

Cooper wasn't working all by himself, of course. He collaborates with Geoffrey Gilmore, the festival's director for the past 16 years, and three other programmers, Trevor Groth, Shari Frilot and Caroline Libresco. But even so, the task is overwhelming. This year, those five people combed through 1,004 American and 936 international features (up from last year's 761 and 843, respectively) and 760 American and 448 international documentaries (up from 624 and 385). Then there were the shorts: 4,311 of them (3,887 last year). It is all anyone can do just to get through them. Cooper said he had watched seven films the previous day. Groth had been watching films 14 hours a day for two months. Gilmore says that over the course of a year he watches between 800 and 1,000 films.

"You become very emotionally elastic if you watch as many films as we do," said Libresco, a filmmaker and five-year veteran of Sundance who coordinates the world cinema section. "I find that right now I'm totally sociopathic. I can't talk to my friends. With so many images coming in, I've been wanting someone to do dream-type analysis on Geoff Gilmore's brain or Shari Frilot's brain."

The festival has become so famous it is practically synonymous with independent film, but until now, the process by which films are selected has remained a mystery within the industry. In a rare discussion of the festival's inner workings, the programmers said they were suffering not only from the sheer volume of images cascading into their heads but the pressure of discriminating among them. Added to that are the expectations of the media, the public and the independent film industry, a field that has both influenced what mainstream Hollywood makes and in some ways supplanted it.

By dint of his position and his temperament, Gilmore, 54, is probably the one who takes those burdens most to heart. Under his stewardship, the festival — run by the Sundance Institute, which Robert Redford founded — has become an international institution. Yet the director is, by his own admission, a worrier, and the inevitable carping that accompanies an enterprise of this scope drives him crazy.

Cooper, a 17-year Sundance veteran who tends to fly above the fray, likes to joke that the staff takes a scissors to the Hollywood trade publications before Gilmore has a chance to see them. Among things that might be censored: film critics who find the festival too commercial. Acquisitions people who say it is too arty. Journalists who offer snap judgments that they later do not amend or correct. Suggestions that some power brokers, especially the sales agent John Sloss, get preferred treatment from Gilmore.

This last complaint, which has very little support among independent film executives, is probably the most damaging to the festival. Even Sloss distances himself from it, sort of. "I don't discourage people from thinking that," he joked recently. "But Geoff keeps his own counsel. He will tell me if he likes a film but not whether it's in the festival." When the selections are finally unveiled, "he wants to get a bigger bang for his buck, and I don't blame him," Sloss added.

"I suppose it makes me sound too self-righteous to say that integrity is a huge part of Sundance's success," Gilmore said during a September interview at the Toronto International Film Festival, where he was scouting foreign films. "Because if we don't have integrity, if we don't program what we think we should program, not what people are advocating us to program, we don't become the festival we've become. Because everybody is trying to influence you, everybody is trying to ask you for a favor, everybody is trying to tell you why you will bankrupt them if you don't play this film. That's pretty tough, especially when it's a friend. One of the things I learned is that there is very little value in showing films that don't work."

That means brushing aside, say, a plea by the actor Samuel L. Jackson, who called the director's home to lobby on behalf of a film, or the urgings of Harvey Weinstein, first at Miramax and now at the Weinstein Co. Of course, there is still a subjective element to deciding what works, Gilmore acknowledges. Just not as much as one might think. "One of the biggest distinctions that I make to my staff is that it's not simply about what you like, it's about what you should play," he said. "I think trying to be a professional programmer is not being subjective. A lot of people think that good programmers have a kind of narrow refined taste, some sort of peak of aesthetic comprehension. Whereas to me really good programmers are very receptive to a lot of different things."

To find what is new, the staff casts a wide net, attending international festivals both to see what is being screened and to hear about what is in the works. On rare occasions, they will consider — and admit — a film before the submissions process officially begins, but that is risky because it may not measure up to the films sent in later. (Submissions officially close on Sept. 30, though they can drag on until the beginning of November. The festival is set for Jan. 19 to 29 in Park City, Utah.) This year Gilmore saw early cuts of Julian Goldberger's "Hawk Is Dying," which is in this year's dramatic competition, but that is the exception not the rule.

The staff will also listen to people whose opinions they trust and who are not simply pursuing their own interest. Cooper said he would also take calls from industry veterans and cineastes like the producers Christine Vachon, Jonathan King and Ted Hope (who is an executive producer of "The Hawk Is Dying") or, on the executive side, Sony Pictures Classics' Tom Bernard, Picturehouse's Bob Berney and the former United Artists chief Bingham Ray. Agents are a waste of time, Cooper said, because they are selling a client and often have not seen the film in question. But none of these outside voices, programmers said, get a vote.

Instead, what drives the process is "the machine," as Cooper likes to call it. And the machine is driven by the sheer volume of films, and when they are submitted. The process then is necessarily nonlinear and free-form. Every film is seen in its entirety by at least one person, often more. Sundance employs more than a dozen people to go through the features, and then to write a report that rates them on a scale from 1 to 5. (Gilmore says he tries to get these screeners to distinguish between "the weird and the bad.") In fact, programmers will even review a few of the films rated 1 or 2, just to make sure nothing has been overlooked.

And once the debate about the lineup begins in earnest, a complicated dynamic comes into play. Gilmore said he was not looking for a consensus but passion from his programmers. If a film gets somebody excited, it is worth considering, even if others disagree.

Discussions take place in Gilmore's office, where, amid a jumble of chairs, pizza and Diet Cokes, he moves film titles around Cooper's bulletin board like chess pieces. These meetings occur twice a week for the last month of the process, often lasting three or four hours each time, and increase in intensity and frequency as the hours — and options — dwindle. They are described by Gilmore as "spirited" and "cerebral" but not bitter. Sometimes these involve different combinations of programmers, although all sit down together when making a final decision. At the end there is no raising of hands. Gilmore makes the final decision.

Before that decision is made, Cooper said, his colleagues keep one another grounded when they become too enamored of a film: He will often give a movie about which he has misgivings to a colleague who he thinks will like it, just so they can argue about it.

A film that prompted a lot of debate, for instance, was Neil LaBute's "In the Company of Men" (1997). Some who saw it thought it was merely sexist; others said it explored sexism. This year, a film that has story elements outrageous enough to make them nervous — they declined to discuss specifics — is "Stay," directed by Bobcat Goldthwait (and not to be confused with Marc Forster's recent film of the same title). The key, all say, is to keep an open mind, which means overcoming the urge to be critical of films that are often flawed.

"I remember my first year being part of the programming process," said Groth, who joined Sundance in 1989 and handles the shorts program. "I'd come to the meetings, and my opinion was there were flaws in everything. Geoff said, 'I don't disagree with what you're saying, but to do this you first look for the good in every film you watch.' In a lot of ways it makes it seem like not such a colossal waste of time watching all of these films."

Especially since many of the films are in less than perfect shape. Frequently they are too long, especially the documentaries. Gilmore said he almost always asks: "Is this the final cut?" If it is not, the busy programmers might ask about proposed changes or give a filmmaker an extension. Occasionally they accept a film that is not quite finished, only to have the director end up making it worse.

The debates do not end with the selections. There is also the issue of where to place each film. The most coveted categories are the high-profile competitions: best American documentary and dramatic, world cinema documentary and dramatic. In each, 16 films fight for a grand jury prize, an audience award and, in the case of the American films, prizes for best direction, cinematography, editing (in the documentary category) and screenwriting (in the dramatic field). But the programmers sometimes decide to keep promising films out of those categories, lest they get overpowered by more intense critical scrutiny or overheated speculation. Sometimes a film is excluded from competition because the playing field is tilted the other way — the film is too big.

For example, on the feature side, Nicole Holofcener's "Friends With Money," which Gilmore described as "one of the best independent films I've seen in years," is being presented as the opening-night film, rather than part of a competition. That is because, he says, Holofcener is a known quantity, having also directed the film "Lovely and Amazing," and the movie has stars like Jennifer Aniston. It already has a distribution deal with Sony Pictures Classics.

In the documentary section, debates raged this year over whether or not some of the subject matter was "old news." Gilmore and Cooper championed Chris Paine's "EV Confidential: Who Killed the Electric Car," which castigates corporations that value profit over sound environmental policy. This was a big "so what?" to some of the staff; but Gilmore and Cooper thought the film important enough to include, and it will now appear in the Spectrum section, a noncompetitive category that represents an array of domestic and foreign dramatic features and documentaries. At the same time, Frilot persuaded the pair to include in the competition Ian Inaba's "American Blackout," about the disenfranchisement of African-Americans during the 2000 election, another subject that seemed more important than timely.

Closer to the news, the festival this year has been inundated by films about Iraq. Programmers picked one for world cinema, Heidi Specogna's "Short Life of Jose Antonio Gutierrez," and two for the American category, James Longley's "Iraq in Fragments" and Patricia Foulkrod's "The Ground Truth: After the Killing Ends."

To counter-program against these and other serious-minded documentaries, they selected Patrick Creadon's "Wordplay," about the New York Times crossword puzzle and its editor, Will Shortz, as an entry in the competition. They could just as easily have played Shari Cookson's "All Aboard! Rosie's Family Cruise," about gay family life. But instead, that film was put in Spectrum. Clearly, of the two, "Wordplay" is more in need of the exposure that comes with the competition, since "All Aboard!" has both Rosie O'Donnell and HBO behind it. But the decision was made less than a week before the slate was announced, so fluid is the lineup.

Those who select the films acknowledge that they have not always made the right choices. Cooper said the festival had mistakenly passed on Greg Mottola's "Daytrippers" (1996) and Jeffrey Blitz's "Spellbound" (2002). One of his biggest regrets was dismissing Carl Franklin's much-admired sleeper hit "One False Move" (1992). Gilmore agreed about this last, saying that he bowed to the objections of a programmer instead of going with his instincts.

For all the anxiety over what goes into the festival, oddly enough, the final lineup is not what concerns Gilmore and Cooper the most. The two said they could live with the system they have created and the inevitability of passing on an occasional hit. "I never really care if we missed a film and it found its place," Cooper said. "My biggest fear is that a film that I've never heard of makes it somewhere else."