M. Night Shyamalan has made a career out of scaring audiences without grossing them out.

Maybe it’s the sound of footsteps behind you. Or a door opening in your home at night. Perhaps it’s just the dark.

Whatever sends a chill up your spine, Shyamalan understands that the best way to put it there is to let your imagination run amok.

"I prefer personal horror," he says. "The things you can think of are usually a lot more frightening than anything you’ll see on screen."

Which may explain how a 33-year-old suburban father of two became Hollywood’s horror master. Using suspense over carnage, sound effects over special effects, musical scores over ’gotchas’ and gore, Shyamalan has made a career out of scaring audiences without grossing them out.

In doing so, he has become one of the most bankable directors in film. His three studio movies, The Sixth Sense, Unbreakable and Signs, have taken in $1.3 billion worldwide.

Shyamalan (pronounced SHAH-ma-lan) also has changed the way Hollywood perceives the scary movie. None of his films has earned an R-rating, and some filmmakers credit him with turning the PG-13 rating into a viable vehicle for horror films that are easier to market to young audiences without sacrificing suspense for adults. His films, they say, paved the way for other successful PG-13 spookfests including The Ring and The Others.

"With The Sixth Sense, he turned a whole generation back on to the horror genre," says Tom Sherak, head of Revolution Studios, whose studio is releasing its own PG-13 suspense film, The Forgotten, Sept. 24. "He managed to keep it PG-13 by using tension over violence the way Rod Serling did the with TheTwilight Zone. It was brilliant. The guys go to these movies now because they know there will still be scares, and the girls will go because they know it will be safe and not too gory."

Joss Whedon, who has creeped out a few fans of his own with TV shows Buffy the Vampire Slayer and Angel, says Shyamalan’s films "prove you don’t need splatter to be effective. He delves into things that scare us personally, which is a lot more frightening than monsters. He’s the master."

Shyamalan calls on that mastery for his next film, The Village, which opens today. The film, about a 19th-century village coping with increasingly hostile creatures in the surrounding woods, could mark Shyamalan’s biggest gamble as a filmmaker.

Village features no marquee stars. The Sixth Sense and Unbreakable had Bruce Willis and Signs starred Mel Gibson, but The Village depends on an ensemble including Sigourney Weaver, William Hurt, Adrien Brody and newcomer Bryce Howard, daughter of director Ron Howard.

Perhaps more frightening for Disney, which has distributed all of Shyamalan’s films: The Village is a sometimes brooding look at fear and love, more in the vein of Unbreakable than Sense or Signs. Although it took in $249 million worldwide and $95 million domestically, Unbreakable was considered Shyamalan’s "flop" and least accessible movie.

Shyamalan acknowledges the pressure. Disney has suffered a year filled with box office failures, from The Alamo to Around the World in 80 Days, and it desperately needs a hit.

And the director, who is gaining a reputation as one of the few filmmakers who is as much the draw as his stars, concedes that the movie might not be what audiences have come to expect from him. If the master of dread has any fear of his own, it is to leave audiences indifferent.

"I think it’s the best movie I’ve made, but it’s my most personal movie, absolutely," he says. "I don’t want my movies to just be known for the twist at the end. I’ve put a lot of myself in it."

The rules of terror

Six words persuaded Sigourney Weaver to take the role of Alice Hunt, a village elder who is struggling with the demons that haunt her hamlet.

"The coffin is much too small."

The words are on the second page of the script of The Village, which opens with a child’s funeral.

"That’s all it said" about the casket, Weaver says. "Suddenly I was picturing how awful it must be. Night gives the audience credit for being able to picture something terrible. That’s his strength."

He employs a few other rules of terror:

•Let them hear more than they see. Breaking twigs, whistling winds, creaking doors all play a part in his films. Shyamalan typically moves the camera away from a character who is about to bite the dust. "It’s a lot more effective to hear the murder with scrapes and moans on the other side of door than to open the door," he says.

•Don’t show the monster more than you have to. Shyamalan prefers fleeting images of his creatures of the night. "He learned a lot from (Steven) Spielberg’s Jaws," says Peter Bardazzi, associate professor of digital arts at New York University. "The successful terror of that film is about the unseen monster and our vulnerability in the dark murky waters of our subconscious. There is a fine line between your fear of the demon and the demon itself. At that moment, right before they become one, you experience the height of terror. This is what Shyamalan is a master at."

•Don’t give anything away in the trailer. Shyamalan prefers quick, disturbing images from his films over plot points for his trailers. And once the film begins, he’s still stingy with details - until the end. "He’s really gifted at not showing but implying," says Kevin Smith, director of Clerks and Dogma. "The only way that Night could shock an audience at this point is if the twist at the end of his next movie is that there is no twist."

Shyamalan winces at the notion. Though he has enjoyed immense financial success from pulling the rug out from under audiences - he earns up to $20 million per film, plus 20% of the film’s gross - he does not want to be known for gimmicks.

All of his movies, he is quick to point out, center on an act of violence driving someone to faith.

"He’s not really making movies about ghosts or aliens," says Whedon, who is directing a creepy sci-fi thriller, Serenity, which is due next year. "It’s about people struggling with love, or loneliness. Those are about the scariest things I can think of."

’Sweet’ horror

Shyamalan has a few horror images of his own, such as the disturbed killer lurking in the bathroom in only his underwear in The Sixth Sense.

"That just came from talking with friends and thinking about what would be the worst thing if you came home from dinner one night," Shyamalan says. "That is what would freak me out as a homeowner, as a father."

That everyman quality, colleagues say, is what makes his films chilling. In some ways, he has created his own village since The Sixth Sense made him a sensation in 1999. Shyamalan films all of his movies in suburban Philadelphia, where he lives with his wife, Bhavna, and their two children.

"I don’t want to make pictures for studios or anyone other than the kind of people I know," he says. "I think Seinfeld is the best TV show ever. I think Coke is the best soda drink. I think Michael Jordan is the best basketball player ever. These are not uncommon thoughts. I have a common voice that I guess people can relate to in my movies."

Shyamalan, in turn, seems to relate to the characters he creates in his films, particularly The Village. The story of townsfolk who flee the evils of the city mirrors, to some degree, the mind-set of the filmmaker, who rarely even travels to the West Coast except to show studio executives his film.

"I believe in that search for innocence," he says. "I believe in family and home, and that always becomes a part of my movies."

Ultimately, star Hurt says, Shyamalan’s success stems from being "that rare director who can make frightening films that are also warm. If you look closely, all of his films are essentially sweet."

It almost wasn’t that way for The Village. The film initially received a prohibitive R-rating until Shyamalan took out a single sound effect.

What sound could possibly warrant an R-rating?

Shyamalan won’t say. Better, he insists, if you try to imagine it.