Star Wars: Episode I - The Phantom Menace (Part 2)

Hello, dear listeners, and welcome back to another episode of What Went Wrong, your favorite podcast full stop that just so happens to be about movies and how it's impossible to make them, let alone a good one.

As always, I'm Chris Winnerbauer, joined by my steadfast co-host, Lizzie Bassett.

And Lizzie, I just wanted to give you an opportunity before this goes out to the Rabid Star Wars fanbase to change your tune on the prequels before we both get eviscerated by the internet.

I will not.

Listen, I didn't say that, I didn't say it was the worst thing we've ever watched.

I just, I didn't like it that much.

I don't think they're terrible, but I certainly prefer the original three films to both the prequels and the sequels as well.

Fair enough.

I stand by it.

I appreciate the integrity, and that's what you guys are coming here for.

Meanwhile, I like all of them equally.

No, you don't.

I was just kidding.

I don't.

I don't at all.

We'll get to my thoughts at the end of this episode.

All right, Lizzie.

Brief recap.

When we last saw our heroes, George Lucas found himself without any of his prior top-line collaborators that he'd had while helming the first Star Wars trilogy over a decade before.

He was directing for the first time in 22 years.

The budget was not going to be $50 million, but well over $100 million.

And he was paying for the entire thing himself, or Lucasfilm was paying for the entire thing themselves.

It was certainly a daunting proposition, but he had a young and game cast who we discussed.

Natalie Portman, Jake Lloyd, Ewan McGregor, your favorite, Jamie Meeson.

6'3, and we'll talk about the problems his height caused amongst all the shorties on this film.

He also had a loyal loyal and talented team of behind-the-camera help from his exploits with the young Indiana Jones television show.

And of course, he had ILM and the best tech wizards in the biz working with him.

And there was only one goal, to outdo himself.

But there were hints, Lizzie, that this Star Wars might be a bit different than the ones that we'd all fallen in love with.

As we learned in part one, Advances in CGI enabled the Phantom Menace.

We discussed Jurassic Park as this watershed moment.

It did a lot more than that.

Unlike fans of the original Lizzie, George Lucas did not hold them in a higher regard from a technical perspective.

I'd like to read you a quote from around this time.

The original Star Wars was a joke, technically.

We did a lot of work, but there is nothing that I would like to do more than go back and redo all the special effects.

No.

Have a little more time.

No, George, stop.

Stop touching it.

That doesn't work with George.

George will touch it forever.

Oh, no.

As legendary sound designer and editor Ben Burt later said, quote, I go way back to episode four.

I remember at the time, George saying that we're going to redo it someday and fix all the problems.

I thought, that's crazy.

You just came out with this incredibly exciting, successful movie that everybody embraced.

Isn't it time to move on?

Even though Lucas kind of stepped away from Star Wars in the 80s, he never moved on.

And as early as 1993, he began to think of the new ways that he could fix the originals with the advent of CGI.

So, Lizzie, have you seen the digital re-releases of the original trilogy?

Yes, I think I have seen some of the critters that are walking around in the background.

There are so many CGI critters added

to so many scenes.

Very famously, the Dewbacks, the giant lizards that the stormtroopers are writing.

And of course, there were a couple of added scenes.

There's a cut scene in which Jabba and Han talk in the docking bay before we meet Han and Greedo in the cantina.

Jabba could be accomplished now with CGI when they'd originally filmed the scene.

Jabba was actually played by a human character and they cut the scene because it wasn't working for dramatic reasons in the original film.

And then, of course, perhaps most controversially, Han could be painted in a morally defensible light by Lizzie.

By Greedo shooting first, right?

Exactly.

That's exactly right.

Yeah.

So VFX supervisor on the Phantom Menace, at the time he was just working at ILM, Dennis Murin, recommended that they redo on top of some of these fixes a lot of the effect shots to improve things like explosions and lasers and things like that as well.

And George says, great, let's fix it all.

And so he pulls the negatives of the original trilogy out of storage in 94.

They're heavily damaged.

They need extensive restoration.

And in August of 95, he releases what I actually think might be the best version of the film.

And this is the original trilogy on VHS.

It doesn't have any added scenes or special effects, but it has THX digitally remastered sound and it has the cleaned up and digitally remastered picture.

Great.

So it's everything from the originals, but sharper with better sound.

And I, of course, grew up on those.

Lizzie, you probably did too.

I'm guessing.

Yeah.

And I love those versions.

I want to, I want to, by the way, I want to go back and defend myself a little bit.

Oh, when I say this is not the worst movie we've ever watched.

I don't even think this is technically like.

a bad movie in particular.

I just don't like it.

It's not my thing.

It's not the same as what was was magical about the first ones.

And would I watch this voluntarily?

Absolutely not.

But that's okay.

That's all right.

You do not have to defend yourself, Lizzie.

I agree.

I'm a huge Star Wars fan.

And actually, of the original prequels, this one is the toughest to get through, in my opinion.

That's what I was wondering, because I remember kind of enjoying some of maybe the other two a little bit more.

A little bit of a crush on Hayden Christensen.

He's my neighbor, and he's very attractive.

Again, we'll get to that a little later with reactions to the films, but I think that because Lucas had laid out the story for parts two and three, but he didn't really have a story set for part one, this feels like filler as a result of that.

Yeah, it's just a lot of table setting.

It's, it's, yeah.

Exactly.

All right, continuing on.

These VHS copies, Lizzie, were incredibly successful.

They sold 28 million copies and netted 100 million in profits for Lucasfilm in 1995.

So the Star Wars gravy train is a humming.

Meanwhile, Hasbro had acquired Kenner Toys, which, if you remember from our first episode, created the original line of toys for Star Wars in a risky move back in the 80s before toys were successfully tied to movies.

And they released a new line of Star Wars figures.

These were the ones, again, that I grew up with, called The Power of the Force.

No more The Forces Forever, because maybe it wouldn't be.

Who knows?

According to a manager at FAO Schwartz in New York, it wasn't kids who were primarily interested.

It was adult fans and collectors.

That sounds right.

Yeah, it's like the first time we're seeing this.

And I think this is just also before the Beanie Baby craze, which I also loved and remember.

It's kind of like when America became toy and collecting crazy.

This is mid-90s.

Yeah, 95.

This is like, I think, right around when beanie babies are starting.

Yeah, exactly.

What a weird time in America.

I had so many.

I did too.

The Princess Diana one.

Yes.

I had it encased in this plastic container as though it would make me money.

It's going to send me to college.

Yeah, and then you threw it away.

This is interesting because, of course, Lucas is making the toys because he is trying to make a movie for children, as he has explicitly said, and the toys are being bought by adult fans.

So I like, are these movies for kids?

I understand that kids can enjoy them, but like they're pretty complex.

And this one in particular is nearly impossible for a 35-year-old adult to understand.

I agree.

Yeah, I think from scene to scene, it oscillates.

There are some scenes where I think, oh my gosh, it's a Pratt Fall with Jar Jar getting electrocuted, you know, by the pod racer.

It's a scene for a child.

And then the next scene is about, you know, the moral quandary of slavery on Tatooine, and Qui Gon seems weirdly okay with it.

And so it's, it's a little difficult to follow tonally.

So in November of 1996, Lucas holds a licensee summit at the Marin County Civic Center.

This is not the first licensee summit he's held, but it's the biggest one this close to the release of the films.

600 people attend, licensees and retailers.

Everybody wants a chance to license Star Wars with their products.

We're talking everything from like Taco Bell to Pepsi to mom and pop shops.

Great.

The parking attendants are using brand new lightsaber toys to guide and park cars.

Oh my God.

They then hand them out to everybody that's in attending.

Where's my Taco Bell Jar Jar Bank Score Dita Crunch?

I'm sure it's around.

At this point, the original trilogy had brought in over $3 billion in licensing fees, which is just ridiculous.

Yeah.

So in 1996, Star Wars action figures once again rose to the top.

They were the top-selling toy for boys and the overall second-best-selling toy behind Barbie.

And I believe Star Wars remains the second most successful toy line behind Barbie of all time.

Which, when you think about the fact that it started over 25 years after Barbie, I believe is pretty incredible.

Now, the original toys, Lizzie, were even hotter.

The vinyl caped Jawa from 1978, which sold for $3 at the time, was going for $1,400 by 1997.

LucasArts was a top five video game studio by revenue.

The Star Wars novels were book for book, the single most valuable active franchise in publishing at that point in time.

FAO Schwartz and Neiman Marcus were selling limited edition full-size Darth Vader mannequins for $5,000.

I do remember seeing one at the FAO Schwartz in Seattle.

Like, I thought it was the coolest thing I'd ever seen in my entire life.

I'm just creeped out by who bought that because it's $5,000.

So it's like, it's just not going in a kid's room.

You may not be my father, but you're my daddy, Darth.

All right.

At the conference, Lizzie, the schedule for the films is confirmed.

The first film is going to release in May of 1999, the second film in 2001, the third in 2003.

The schedule would slip.

It would go 99, 2002, 2005, but close close enough.

Most exciting of all, Lucas was going to pave the way for the new trilogy with the special edition re-releases of the original.

And this is where people realize the devil's hands have been busy, as Christian Bale says in that one random Terminator movie.

That same month, November of 1996, George Lucas released a trailer for the special edition re-releases of the original trilogy, and people lost their

minds.

So these changes, I can't get an exact number.

It seems like they cost between $10 and $20 million to make.

So not nothing.

Fox put up at least 10 of that.

And it seems like Lucas put up five.

Huge gamble, $10 to $20 million on re-releasing a movie that had been released 20 years prior.

But a lot of people think it was a calculated move so Fox could guarantee distribution rights to the prequels and everything else that George Lucas had planned.

And it paid off.

They were insanely financially successful.

The re-release of A New Hope in January became the biggest January open ever.

Wow.

For any movie.

And it was a re-release.

Not everybody, though, was excited.

A lot of the older fans were upset by the inclusion of a kind of weird looking Job of the Hut or Greedo Shooting First, which kind of took away from Hans' gray moral character.

Yeah, I really don't like that.

Yeah, because I love kind of dirtbag Harrison Ford and I miss that too.

George Lucas, though, was resolute.

He said, this is the movie I wanted it to be.

And I'm sorry you saw a half-completed film and fell in love with it, which is pretty harsh considering he added about two to four minutes to the total.

You know, he basically altered between two and four minutes of the total film.

And he's saying that it was only half completed.

So Lucas is a little prone to hyperbole.

So we talked about this bifurcation in the fan base, the simple version.

There's those who grew up up with the originals, Gen X,

and those for whom the special editions were the first time experiencing them in the theater.

And that was Mew and me and everybody we knew, Millennials.

So some fans are starting to realize that Star Wars is changing.

But in a lot of ways, Lizzie, it was actually proceeding in a very similar fashion to the originals.

They were going to shoot on film because digital cameras were not yet there.

This is the last Star Wars film to shoot.

almost entirely on film.

And I think you can kind of tell it still looks really nice in a lot of the non-digital scenes.

Yeah, it does look nice.

There would be some location work, but most of it would be shot on a soundstage.

They're going to shoot it at Levesden Studios in Watford, England.

This is a former Rolls-Royce factory converted into a soundstage for 1995's GoldenEye.

Can't wait to cover that insane movie.

It is an 850,000 square foot building and they filled it with 600 people working three shifts 24 hours a day to build all of the sets in time.

They rented it for two and a half years.

Wow.

Mostly for pickups, as they were in editorial.

They, of course, returned to Tunisia to recreate Tatooine, which they'd done for the first film.

And they shot in Italy at the Royal Palace of Caserta for Queen Amedala's Palace.

Oh, cool.

Yeah, so there were some difficulties on location.

If you remember from our episode on the first film, Tunisia is not an easy place to shoot in.

It is incredibly hot.

There are lots of snakes and things that could bite you.

A lot of people got dysentery the first time around.

And the actors were wearing thick, unbreathable prosthetics, mostly the folks that were dressed up like aliens.

So, you know, imagine 110 plus degree heat and you have 40 pounds of silicone around your face and you're trying to breathe and speak.

No, no, thank you.

One night a storm did rip through the area where they were filming, just like in 76.

It tore apart sets and props, including the pod racer engines, which actually were practical.

So when you see Jake Lloyd, you know, tooling with his little socket wrench on the pod racer, like that's all practical, you know, built.

And there are a lot of really amazing practical sets in this film before they kind of went to entirely blue screen.

And then, of course, most importantly, Liam Neeson's wig and beard disappeared and it caused a big color blue as they got blown away.

He has very pretty hair in this.

He does.

Nothing was more difficult than shooting against blue screens, which hadn't really been done before, at least not at this scale.

So, Lizzie, we talked briefly about all the CGI used in Young Indiana Jones, and a lot of it was replacing mat paintings with digital backgrounds.

So the difference is obviously a map painting sits between the camera and what's being photographed, whereas a digital background sits on the far side of what's being photographed and the subject.

So a map painting can be used on location to extend a cliff, for example, or to obscure something.

With blue screens, though, you don't even have to go to location.

You can just stay on a soundstage, build a part of a set, throw a giant blue screen behind people, and they don't have to go anywhere.

And so the actors had no context for where they were in these scenes.

And ILM hadn't finished the backgrounds yet either.

So George Lucas would be on a closed circuit television feed with ILM.

He would get the description of the background, and then he'd go to the actors and he'd say, All right, Natalie, so this scene, we have waterfalls in the background here, and this is going on here.

And he would just describe it to the actors, and then they had to kind of wing it and Lucas is not known as being the greatest communicator so I can imagine as I'm sure you can as an actress how challenging that might have been especially because this was pretty new technology at this point it sounds like so that's not like there's a lot of frame of reference for what this is supposed to be like or or any kind of practice they may have had previously on this like this is probably totally new for almost all of these actors i am sure it is and especially if you look at the films they've done before this.

Yeah.

Ewan McGregor, Natalie Portman, they're coming from independent film.

Liam Neeson is coming from English productions, you know, not science fiction, for example.

So yeah, I think this is very new for everybody involved.

And it was new for the set decorators and production designers as well.

So the plan was basically they were going to build the portions of the set required only to the height of the tallest actor, which was a really good cost-saving strategy until 6'4 Liam Neeson showed up on set.

He's gigantic.

I have a particular set of skills, and one of those being a giant of a man.

And Rick McCallum says that that actually cost them tens of thousands of dollars just expanding the set to make it tall enough for him.

Good for you, Liam Neeson.

And if you watch the making of documentary, you can actually see some really fun footage of George Lucas reviewing these enormous storyboards with two highlighters, one pink and one yellow.

And anything he marks with one is going to be real, like a build, and anything he marks with the other will be CGI.

And that's how they're determining kind of how they're going to do what.

Now, Liam Neeson had a particularly tough time with this, including the one scene when he's walking next to Watto, which is the weird flying bug monster, slave owner, on Tatooine.

And I'll let Liam, as he recounted the story on Conan O'Brien's podcast, walk us through his experience acting across a tennis ball for the first time in his career.

I didn't know what this thing was going to look like.

So I'm, you know, I'm acting to a guy with a stick and an orange or a green tennis ball stuck in the top that's going to be eventually this flying little monster.

So I'm in the makeup, see, I got my wig on, my beard, and all that stuff.

And she says, Oh, Liam,

makeup lady says,

I did see,

you know, a mock-up of the wee

monster.

You could be a monkey smoking the pipe.

No one's going to be looking at you.

Isn't that nice to hear just before you do that?

before you do?

And I had a little lines to say on this thing, you know, to this tennis ball, you know.

And right now, you see the scene, it's like, wow, that's amazing.

What are you doing here, Jide?

I love that makeup lady.

Yeah.

Don't worry about it.

No one's going to see you.

No one's going to.

You could be a monkey smoking a cigar.

No one's going to be looking at you.

Lovely.

She's right.

All I remember in that scene is Waddo's absolutely disgusting

chin pube situation chin beard it's horrible

we'll get to the design of watto and many of the characters towards the end of this episode now lizzy complicating all of this as we've mentioned is the fact that george lucas is returning to directing a feature film for the first time in 20 plus

years

and while he's always been known for his brilliant imagination and storytelling abilities, he never been known as a good communicator with actors.

We talked about this in our coverage of A New Hope, and I would like to read a couple of quotes from both Lucas and some of his collaborators about his style.

George Lucas once said, it isn't about trying to find the motivation for every moment.

I'm not like some directors who will sit for days and analyze what is going on.

Which may be not a great place to start.

Ron Howard said about the same, I don't think George is interested in collaboration with an actor.

He's not a kick it around kind of guy.

All right.

Mark Hamill.

I have a sneaking suspicion that if there were a way to make movies without actors, George would do it.

Harrison Ford, Lucas only had two directions for actors.

Okay, same thing, only better, and faster, more intense.

And Carrie Fisher said that his style of directing was to avoid the actors entirely.

Yikes.

Yeah.

Also interesting, considering he specifically chose in Jake Lloyd the actor who he said would require the most direction

and the most editing massaging in order to make the performance work.

It also didn't help that by this point Lucas and Star Wars are so famous and the cast is so young that the dynamic is drastically different than the original trilogy.

So if you remember in our coverage of the first film, Mark Hamill and Harrison Ford in particular would just tell Lucas, I can't say this when they got a particularly insane or exposition-heavy bit of dialogue.

Harrison Ford at one point threatened to tie George Lucas to a chair and make him say the lines just to prove that they weren't working.

And he could have done it.

It's a very big man.

Marsha Lucas, it's been said, helped George rewrite his dialogue to make it sound more natural.

And of course, she is not involved in the production at this point.

That's not to say that George Lucas didn't listen to his actors.

He did.

Although maybe he shouldn't have in a couple of instances.

You may have noticed an unusually flat performance from Natalie Portman when she is Queen Amidala.

I would describe it not so much as flat and more as Elizabeth Holmes.

There is a vocal affectation that doesn't make a ton of sense.

These are not the droids you're looking for.

My blood works fine.

I'm so sorry, Chris.

I believe it's you.

These aren't the droids you're looking for.

That's right.

Thank you.

Yes.

They are not.

Yes, the one thing I know.

These aren't the droids you're looking for.

All right.

Natalie Portman.

She went to Japan before filming and she wanted to channel elements of kabuki theater into her performance.

And so that is actually why you have the very unemotive, flat performance style when she is Amadala.

She wants to reveal nothing in order to maintain power in these scenes when she is dealing with Senator Palpatine, for example.

She's 15, 16, so we're not going to blame her for that.

And I think she's great when she's Padme in the film.

Yeah, she is great when she's Padme.

It's just,

it's a challenging tone to pull off.

It's really disorienting and strange.

Yeah.

So I think the original films really benefited from the personalities of Harrison Ford, Mark Hamill, and Carrie Fisher.

And I think you can feel Liam Neeson's personality really shine through in this movie too, as you mentioned.

So I think more experienced actors are able to find themselves in the roles.

Yeah, Alec Guinness was beautiful.

Absolutely.

And McGregor eventually gets there.

I think he's just a little young, and he actually doesn't have that much to say in this film.

So I think that one of the reasons the prequels in particular, this movie, feels a little humorless and stilted relative to the originals is that you did not have a cast that could find the humanity in their roles in the way that you did in the first films.

Yeah.

So Lucas also didn't have a producer like Gary Kurtz pushing back on him.

Rick McCallum didn't really view it as his job to second guess Lucas's creative instincts.

George Lucas himself once said, the great thing about Rick is that he never says no.

And I don't think he meant this in a condescending way.

I think he meant it generously.

Like Rick is a good producer.

He is trying to help me execute my vision.

And McCallum himself described a producer's job as being to enable the writer-director to fulfill whatever it is that's in their mind's eye, not to necessarily collaborate in the way that Kurtz felt it was his responsibility to do on the earlier films.

Now, to his credit, McCallum brought this film in on, I believe, eventually what the agreed-upon budget was.

And one of the reasons Kurtz and Lucas had a falling out is that Kurtz did not bring the second film in under budget.

So again, different definitions of what a producer should be.

But let's talk about one of the highlights of the film that I think Lucas and his team nailed, and that is the lightsaber duels.

Yeah, they look great.

They look great.

They're a huge step up from the originals, in my opinion, because they're so much more kinetic.

If the originals were medieval style, lumbering, broadsword fights, these were much more modern in the vein of something like Crouching Tiger, Hidden Dragon.

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So George Lucas wanted a more energized version of the duels from the original trilogies.

His logic was basically, this is, these are the best Jedi ever in their primes fighting, right?

So we need to see them at their peak in a way that we wouldn't have seen in the original trilogies.

So stunt coordinator Nick Gillard comes in and he's got this great resume.

He'd been in the military, ran away from the military to join the circus, and then he became a stuntman, all by the age of 18.

Wow.

So he described the approach to choreographing the duels as wanting to make it seem like the Jedi had studied every type of swordplay across history.

He choreographed a test fight and he described it as a game of chess at a thousand miles per hour.

So obviously, Ewan McGregor and Liam Neeson's Obi-Wan and Qui-Gon would have to show their skills, but the real linchpin was Darth Maul.

Double-edged lightsaber, brand new to the movies, and he has to fight two people at the same time.

And he was originally going to be played by

Benicio Del Toro.

What?

That's right.

Del Toro was actually signed on to play the Sith Lord, but he dropped out when Lucas cut most of Darth Maul's dialogue.

I cannot see that.

I don't know.

Yeah, I don't know.

It's hard now, but I love Benicio.

He's great.

He's great.

Maybe it would have been great.

Who knows?

So Lucas and Gillard turn to the 21-year-old Scottish stuntman, Ray Park, who had been hired, at least in part, because of his experience with Wushu, a martial art involving swords.

I mentioned Crouching Tiger, Hidden Dragon.

A lot of that film uses Wushu in it as well.

And I think some of the similarities stem from the shared lineage with that martial art.

So Lucas and Gillard wanted an actor who could perform his own stunts.

Why not a stuntman who could act?

And Lizzie, you actually have seen him before.

Ray Park played Toad in X-Men.

Oh, okay.

Park, though, did not have the voice they wanted, much like Darth Vader and David Prowse on the first film.

So instead of James Earl Jones, they bring in actor Peter Serafinowitz.

Do you know Peter Serafinowitz?

He's like a tall, handsome British actor with a deep voice.

I always remember him as Ed and Sean's roommate in Sean of the Dead.

Yes, that is who I thought it was.

Yeah, the tick, right?

Yes, the tick.

Exactly.

Yeah, yeah.

Very, very funny, baritone-voiced actor.

So he gets cast as the voice of Darth Maul, and he gets brought in to an ADR booth or automated dialogue replacement.

also known as looping when they loop the film so an actor can replace their lines with a higher quality recording.

And he is going to perform these lines.

And as he says, normally everybody else sits outside the booth and listens.

But he walked in, and George Lucas walked into the booth with him.

Oh, no.

Sat directly behind him in this very small room.

No, no.

And he then asked George for some direction.

And I'd like to play Sarah Finowitz's description of how George Lucas guided him through his performance as Darth Maul, the spiritual successor to Darth Vader in The Phantom Menace.

And so I said to George, as I called him,

I said,

How do you want me to do this?

What direction can you give me?

And he said,

just make him evil.

Make him sound real evil.

All right, okay.

Yep, so just make him sound evil.

It was just evil.

Great.

That was all the direction he got.

And Peter Serafinowitz recorded the lines, and then George went back to set set to do more lightsabers.

So Ray Park, meanwhile, was rehearsing for up to 10 hours a day, coming up with new moves, which were based around Darth Maul's now famous double-sided lightsaber.

Which is pretty fun.

Apparently, it was actually designed by comic book artist Christian Gossett.

He claims that he came up with the idea and faxed the design to George Lucas in 1994 for approval to use in a comic book series.

And then it was just used later in the movie.

And Gossett was a little annoyed that he didn't get credit for it.

Although he did also say they definitely spruced it up a bit, so who knows if it was exactly the same design.

Again, the influence of Star Wars Lizzie loomed large over the actors.

Liam Neeson and Ewan McGregor started doing their first lightsaber scene, and George Lucas had to call cut because they were going,

and they were doing the sounds.

And he pulled them aside and said, We can add that in later, guys.

You don't have to do those noises.

So the level of physicality that they were bringing to these fights did add risks.

And there was at least one close call on set with Obi-Wan getting thrown backwards by Darth Maul with the force push.

Andreas Petrides, stunt man for Obi-Wan, said he thought he'd broken his neck.

After they set up this complicated stunt, they used an air ramp to shoot him through the air.

It fired late.

blasted him into the ground, put a ton of pressure on his neck, and he couldn't feel anything from the neck down for two minutes.

Oh my God.

He was thankfully fine.

I feel like that's where so many people get hurt is these things where they're yanked backwards really quickly.

There's so many times when that ends up in a horrible neck or spinal injury.

Absolutely.

Overall, Lizzie, production was, from what I've read, fairly smooth.

And a lot of that has to do with the fact that Lucas and McCallum were hyper-focused to staying both on schedule.

and on budget.

As Lucas later said, when you're making a $100 million movie and it's your money, pretty much all the money you've got, there's a huge risk.

Studios can take that risk and then write it off onto something else.

I didn't have anything else.

I was gambling everything again.

As we mentioned in our first half of this episode, he had gone broke during the filming of Empire Strikes Back, and it's not something he wanted to do again.

But it wasn't just a fear of losing his own money.

It's also clear that Lucas took a lot of pride in supporting so many talented film workers through his companies and his films, and he viewed it as a great responsibility.

So I want to play a quick clip of Dale Pollack, who was his erstwhile biographer from our first coverage who wrote Skywalking.

And this is an interview in which Dale Pollock describes the loyalty that George Lucas inspired, and this was back in the mid-1980s.

He is not what you would call a charismatic personality.

He doesn't inspire the kind of loyalty that you might think somebody like Francis Coppola does among his associates.

There is not the strokes and the encouragement and the pats on the back that you see among other Hollywood workers.

And yet there is a fanatical loyalty among his employees, both to Lucas as a person and to the goals he has set out for himself to achieve.

He is extremely generous.

On Empire, he took everyone who had worked for him from the inception of Lucasfilm, which was in the early 1970s, and gave them all a prorated share of Empire's profits.

This was everybody from the janitors to the president of the company.

I think this was unprecedented, not only in the movie business, but in American industry.

Wow.

Pretty impressive.

Yeah.

So Lucas obviously feels this incredible amount of responsibility, and he's attempting to do something that has not only never been done at this budget level, it's never been done at any budget level.

So let's put some numbers to it.

So over at ILM, they're trying to do the impossible.

As Rick McCallum said, a big film has maybe 250 effect shots.

I believe in Jurassic Park Lizzie, which you covered, it was under 100, right?

It was 90 something.

63.

63 in Jurassic Park.

Thank you.

In Titanic, you had, you know, 500 around there.

In the Phantom Menace, they were aiming for between 1,700 and 2,000 VFX shots.

Yeah.

So roughly 30 times as many as Jurassic Park.

It actually got so stressful that animation director Rob Coleman drove to Skywalker Ranch to resign his position to Lucas in person.

He started talking about how stressed he was, the lack of sleep, and the pressure on the film.

And Lucas cut him off and said, what are you talking about?

And Coleman said, I don't want to let the entire world down that's waiting on this movie with bad effects.

And Lucas said, you're working for one person.

You got to make one person happy.

That's me.

And I'm happy.

I think the animation you guys are doing is great.

Lucas told Coleman it was his job to worry about the rest of the world and he wasn't worried about them.

We're making these films for me.

You're making me happy so you can relax and you can go back to ILM and everything will be fine.

And apparently it worked.

And Rob Coleman went back and he said he was fine.

He slept like a baby.

He was able to get the work done and he was able to focus.

And I want to make the point briefly that I think this is where Lucas doesn't get enough credit as a director.

He was willing to shoulder all of this and he was not going to put it on the people beneath him.

And I think that when we've covered these films, there have been times in which the director puts their fear of failure or perceived problems on those around them, which is a very natural thing to do.

And I don't think Lucas does that.

Or passes the buck afterwards.

And I don't think he does that either.

I agree.

That's not to say he wasn't worried.

He was really, really, really worried.

Apparently, Frank Oz later said that he was talking to George and he was like, this thing's going to be huge.

It's going to be amazing.

And George just said, you can destroy these things, you know, it is possible.

So George was very worried about ruining Star Wars.

He was also worried about ruining Lucasfilm.

And he was also worried about something he'd never had to worry about before.

And that is the potential of leaks through this newfangled thing called the internet.

George Lucas no longer had to worry about traditional media.

Fan sites and message boards created a far more pernicious potential for leaks.

Cast and crew had to sign confidentiality agreements, and the actors only received pages of the scenes that they were doing that day, and then they had to be returned at the end of the day.

But that didn't stop the rumors from flying.

So, Lizzie, let's start talking about the rumors.

By 1996, the young internet was ablaze with speculation on the project all over these websites.

Ain't it cool news, which was run by Harry Knowles, we discussed in Lord of the Rings, TheForce.net, Jedi.net, prequelwatch.com, countdown.com, rebelscum.com, which when you read it, looks kind of like something else.

And Toysgurus.com, which was focused on Toys and Memorabilia.

Let's talk about some of the best and worst rumors.

Yoda would be entirely CGI.

False for this film, but eventually would be true.

Yep.

Liam Neeson would play Anakin's father.

False, but, you know, kind of spiritually accurate.

Tim Roth begged for a part in the film.

That seems likely false.

I have no way of knowing.

Harry Connick Jr.

was going to be in the movie.

I mean, new cantina scene with him tickling the ibrais meh charlton heston would cameo as a jedi master and just shoot everybody

yeah you can pry the lightsaber out of my cold dead hands this one would have been cool kate winslett was going to play a rebel alliance leader false but could have been fun this would have been what right after titanic yeah like literally uh contemporaneous to it okay here he comes again russell crowe was cast

just put him in everything i knew you'd like that and that Spielberg would direct at least one of the prequels.

Again, Lucas had asked him to, but he turned it down.

He said, no, thank you.

My favorite rumor.

A huge chunk of the movie was intentionally filmed out of focus to hide the subpar special effects of Industrial Light and Magic.

What?

That doesn't make any sense.

I know.

It's really stupid.

It's the internet.

The internet's always been bad.

What are you going to do?

This is, I think, the most prescient rumor.

Lucas later said, quote, I heard that I was going to take Alec Guinness's face from a 40-year-old movie and put it on an actor playing young Obi-Wan in the new movie.

He thought it was outlandish.

They do it now.

And not only that, one of the first films they did it in was Rogue One.

Peter Cushing was digitally brought back from the dead as Grandma Tarkin, and Carrie Fisher was de-aged and placed at the end of the film.

And of course, many, many more instances since, including Mark Hamill.

So that rumor really did see the potential for deep fakes down the line.

Good for whoever that random message board 40-year-old dude was.

Good for you, sir, wherever you are.

So, in September of 1998, Lucas makes a big announcement, the name of the film.

He puts it on starwars.com and everybody is stoked because they're like, it's going to be called the Balance of the Force.

It's going to be called Guardians of the Force.

It's going to be called Shadows of the Empire.

It's going to be called Knights of the Republic.

And then he goes, The Phantom Menace.

And everybody goes, What?

Yeah, I still don't get it.

I think it has to do with the false threat that Palpatine has created in order to ascend in terms of political power.

But I could be completely wrong because, of course, Lucas was really just pulling from the old serials that he liked to read as a child.

There was a line of books called the Phantom Books from the 30s, and they were called The Phantom Strikes Back, The Torch of Doom, The Scarlet Menace.

And it seems like he kind of just took a couple he liked and stuck them together and came up with the title.

I actually like the title.

I think it's fun.

It's never bothered me.

Some people hoped that the title might change.

Famously, Return of the Jedi changed from Revenge of the Jedi before it was released.

And others claimed it was the first time they wondered if the movie would fail to reach their lofty expectations.

And meanwhile, George Lucas was about to experience that same feeling.

Entering post-production, he was heavily involved in the edit.

Paul Martin Smith and Ben Burt are the credited editors, but Lucas was in the room all the time.

And digital technology is allowing him to get involved in ways he never was before, including split takes.

So Lizzie, are you familiar with what a split take is?

No, tell me what it is.

So let's say you have a shot of two people, one on the left side of the frame and one on the right side of the frame.

In the old days, if the person on the right side of the frame did something that didn't work in the scene, you had to throw the whole shot away.

But now you could split the take down the middle and use a different take for the person on the right than the person on the left.

And all of a sudden, the amount of possibilities exploded exponentially for Ben Burt and George Lucas.

And George loved it.

And Ben Burt seems to have politely put up with it.

He did say, normally you reject whole shots because one thing is wrong, but now you can keep the good thing in the shot and just throw away the bad.

It did, I think, result in a lot of micromanagement and massaging in a way that had not previously been possible.

Now, Lucas did quickly realize he may have gotten a bit lost in the weeds after a rough, rough cut screening.

You can actually see this in the making of documentary.

I give them a ton of credit for including this in the behind-the-scenes documentary because it's actually a really great example of what it's like to watch an assembly cut or a rough cut, which is really brutal because the movie kind of sucks when you're first starting to edit it.

So, Lucas sits down with his team.

Rick McCallum's there, Doug Chang, editor Ben Burt, a bunch of other people.

They're in the screening room.

They play the movie.

They bring the lights up.

Lucas is the first to speak.

And he's like, it's a little disjointed.

And then he admits, I may have gone too far in a few places.

And then editor Ben Burt just breaks it down and he says, tonally, it's all over the place.

At the end, for example, you've got a wacky scene with Anakin, then the death of a mentor, then a high point, then a low point.

And the problem is,

by intercutting so many different narratives, Lucas has created a really tightly interwoven set of threads.

And if you pull one, the entire thing falls apart.

And it's the exact same thing that had happened to him over 20 years earlier on American Graffiti.

With American Graffiti, Marcia kept telling him the movie's not working.

Let me take a crack out of it.

And he's like, no, Marcia, I got it.

I know what I'm doing.

No, Marcia, no, Marsha.

And finally, she said, George, give me 24 hours with the movie.

And Marcia sat down and she just let each sequence breathe a little bit more.

And it worked.

And that was the version that, even though the studio didn't like it, audiences fell in love with and became a huge commercial hit.

The difference is now every scene is causally linked.

So with American graffiti, they were somewhat independent stories.

And now it's like, you can't get to Thebes to see the queen if you don't get in the bongo and go under the water and do the scene with the fish.

So then you got to meet Jar Jar Binks.

So it's a domino problem.

You can tell that some stuff is missing from this there's one moment where i think qui-gon is like cleaning off a wound on anakin's arm or something and there's no reason like there's no reason he would have had it but it's like an important conversation they obviously needed to keep there are a few moments like that where it's like okay something definitely got dropped It's interesting because you can see Rick McCallum, if you watch the documentary, kind of consoling Bert and Lucas, saying like, it's not so bad.

The first Star Wars threw a lot of information at the audience, and they still followed it.

All of which is true, but Lucas, to his credit, doesn't really buy it.

And he basically says, This is the same type of movie, yes, that I've done before, but this is a much more extreme version of it.

And he went on to say, basically, if this movie is a little intense for us, it's going to make a regular person go nuts.

And regular people were already going

nuts.

So, in November of 1998, six months before the film's release, Lucas drops a two-minute and 10-second trailer in 26 cities, and people start losing their minds.

They are buying tickets to Micho Black and Waterboy just to see the trailer.

My poor Micho Black, Lizzie, people were leaving the movie before it even started.

I did that for the two towers and return of the king.

I for sure paid to go see the trailers.

Wow.

So some theaters reported that half the audience was leaving the movie after the trailer.

And so as a result, they actually put the trailers back where they originally went, which was trailing the movie, hence the name a trailer.

I will say this trailer is great.

I don't know if you've seen it, Lizzie.

It's, it's...

It plays like a greatest hits of Star Wars.

And the music is fantastic.

The pod racing looks exciting.

The set design, the costumes, everything about the movie that looks so good when you watch it without the weighed down clunky exposition, you know, that you get when you kind of see the finished film, it really is wonderful.

There are reports of tears of joy from audience members.

There was actually a bootleg recording of the trailer that got put up on the internet and you can hear people like screaming in the audience as, you know, the

comes up, you know, the brass comes in.

And it was amazing.

I mean, I really think it was a religious experience for some people.

And this did lead to Lucasfilm uploading the trailer to starwars.com.

It was one of the first trailers put online.

It was downloaded over a million times.

I don't even know if a million households had, you know, fast enough broadband at this point to download it.

Peter Serafinowitz later captured the excitement by saying when he saw the trailer for the movie he was going to be in, he was like, this is sci-fi meets Fellini.

And that's what the trailer feels like.

It looks so sophisticated and so amazing.

And of course, compare this to the original Star Wars trailer, which started running months ahead of its May 1977 release date, and Fox actually pulled it from theaters because audiences were apparently booing and laughing.

So it's the opposite reaction that the original got.

Fandom has reached a fever pitch.

Fox is really worried about scalping.

It's like, this is going to be a T-Swift before T-Swift had even happened.

And so they decide for the film's first two weeks, you can't buy advanced tickets.

What do people do?

They camped out.

LA, San Francisco, New York, as early as a month in advance, lines start to form outside of theaters.

The fraternal order of the bounty hunters, which is an online group of fans, had a shift system and a $700 urban camping permit from City Hall.

If you did a 25-hour shift in the month ahead of the release, you got one ticket.

There was a little kid whose hippie mom dropped him off to hang out in the line all day because that was free babysitting.

Oh.

He became known as Lil Anakin.

And apparently it helped keep things nice and not so rowdy because there was like a little kid around.

They were accosted by passersby.

People threw water balloons at them.

One of the water balloons was apparently filled with maple syrup, which is very rude.

Although some people were much kinder, a local pizza shop offered free pizza, RAI-donated tents.

IBM gave them three ThinkPad laptops.

They ran T1 internet from a nearby coffee shop, and the number of the payphone next to the theater was posted online so people from around the world could call and talk to the people in line, which I thought was really cool.

Wow.

Lucas himself sent a chewbacca-shaped ice cream cake to those in line, and producer Rick McCallum came down on occasion to hang out.

So they were really encouraging, you know, of this fan base.

Yeah, what a scene.

Lucas did not have full control in one arena, the music.

Well, yeah, you sure can't.

You're not going to tell John Williams what he can and can't do.

That's right.

Williams came back and he wrote some brilliant music for the film, revisiting a lot of the themes from the originals.

But of course, the theme that has become most famous is perhaps Duel of the Fates.

Lizzie, could you sing a little Duel of the Fates for us?

It's great.

It reminds me of Lord of the Rings, kind of the Kaza Doom chance with the Balrog.

And this obviously came out before that.

So, Duel of the Fates, recorded by the London Symphony Orchestra, took up only a small portion of the film, the final lightsaber duel.

It became iconic.

The lyrics are actually based on a medieval Welsh poem called Cad Godot or The Battle of the Trees.

I apologize for the enunciation.

Legendary enchanter Gwydian animates Trees of the Forest as an army.

That is the log line of this poem.

Sounds really cool.

Sounds a little more fun than Phantom Menace.

Williams had the poem translated into Sanskrit loosely, then rearranged it so the Sanskrit was no longer recognizable.

And that's how you get all those really cool syllables in the song.

It was originally written just to play it across the end credits, but then they actually slotted it into the film.

And it was so popular that the music video for the theme debuted on MTV's Total Request Live.

What?

Yeah.

It was the first orchestra piece to have a video debut on MTV.

That's amazing.

Pretty cool.

But Lizzie, it was not the most important music being recorded in the spring of 1999 because Weird Al Yankovic was working on his new album, Running with Scissors.

I love Weird Al.

I saw this tour immediately after I saw Star Wars.

This movie is about my childhood.

Weird Al wants to write a song about the new movie and he wants to set it to Don McClain's American Pie because what's more American than Star Wars?

So he calls George Lucas, probably calls Lucas film, and says, can I see an advanced screening of the film?

And they say, no.

So he says, what am I going to do?

The movie's supposed to release in May and his album's coming out in June.

So he can't write the song after the movie releases, they won't be able to mix it in time.

So, he turns to the internet.

He collects all the rumors, and as he later said, the song was entirely based on internet rumors.

I gathered all the leaked info I could find about the movie from all the various Star Wars websites and was able to piece together the basic plot of the movie.

Wow, and Weird Al got it entirely right.

That's amazing.

Everyone, Weird Al nailed it.

Just to be sure, he bought a $500 ticket for a charity screening of the film which was two days before the film's actual release just to make sure before they mixed the song that he'd gotten it right and they only changed like two lines in the whole thing he got the whole plot right guys go listen to the song it's amazing it's called the saga begins it's really fun it's incredible smart man But he wasn't the only one trying to get a sneak peek, Lizzie.

On May 2nd of 1999, toy stores around the country opened at midnight to release the new Phantom Menace merchandise.

The FAO Schwartz in Manhattan had a line of hundreds of people outside waiting to get inside.

And of course, a week before the worldwide release of the film, George Lucas and his fans briefly crossed paths when he attended the cast and crew screening at the Coronet Theater in San Francisco for ILM and the ILM employees.

So Lucas and his children show up.

Francis Ford Coppola comes to see the film.

And they're walking past these guys that have been intense for a month outside on the street.

And it's this amazing moment, you know, where Lucas is getting to experience the film with all of his closest collaborators, and the fans are going to get to see it shortly after.

And they even invited some of the fans in when they realized they had extra seats in the theater, which I thought was really cool that they would include some of them.

But those people were branded as traitors by the rest of the people online.

One reaction, Lizzie, did not seem to bode well for the film's prospects.

Francis Ford Coppola apparently stepped out of the movie roughly an hour in and took a 30-minute cigar break in the middle of the movie.

Wow.

To which I'll say, I think a lot of people did that during Megalopolis.

I don't know.

I've seen a lot of videos going around on TikTok of people enjoying essentially private screenings of Megalopolis because no one else is in the theater.

It's there.

A great time.

A great time.

I wish we had done that.

I regret not doing it.

Me too.

Now, there were some concerns in the fan community based on the trailers and some reports from Set about the film.

Seth Stevenson, a young reporter for Newsweek, published a roundup of these rumors.

Too much cheesy CGI.

The tone seemed too upbeat or childish.

And Jake Lloyd apparently could not act and had been nicknamed Mannequin Skywalker, which is a very cruel but also clever nickname.

And apparently, this was according to leaks from people involved in the film.

And this really rankled Ron Howard, who, of course, is a former child actor.

So Ron Howard saw the piece and he wrote to the editor.

He called the piece snide and insipid.

And he said that the pot shot at nine-year-old Jake Lloyd was downright irresponsible.

Now, there are aspects of the letter that I directionally agree with.

As we mentioned, I do think there's a lot of CGI and the tone is a little too upbeat for my personal tastes.

However, as Ron Howard wrote, movies are subject to public scrutiny, yes, but for Newsweek to attack a child's performance based on rumor and without even having seen the movie movie is shameful.

Yeah, that's ridiculous.

Howard described the film as truly amazing and Lloyd's performance as terrific.

Those are not sentiments I agree with, but I do think he was trying to make a point and support his friend.

There are all sorts of questions about: should the reporter have punched down on Jake Lloyd?

Should Ron Howard have punched down on the reporter?

I think in the end, it was a bit of a nothing burger, but it was a harbinger of what was to come for Jake Lloyd.

At the time, most critics actually had more positive reactions to the film than you might think.

So they held an advanced screening on May 8th, 1999, and there were a number of reviews that were published the next day on May 9th, which broke an agreement with Fox.

But even though the reviews were mixed, they definitely seemed to have skewed positive.

So Roger Ebert gave it a 3.5 out of 4.

Entertainment Weekly gave it a B.

USA Today, Empire, Time Out New York.

all thought that the strengths of the film, and they called out the action, the effects, and Liam Neeson outweighed its weaknesses.

And many praised the film as an improvement over Return of the Jedi, which had also received pretty mixed reviews compared to the first two films.

I do want to read Todd McCarthy's take in variety, because I think he kind of nailed how I felt about the film, or feel about it now.

As the most widely anticipated and heavily hyped film of modern times, Star Wars Episode I, The Phantom Menace, can scarcely help being a letdown on some levels, but it's too bad it disappoints on so many.

At heart, a fanciful and fun movie for young boys, the first installment of George Lucas' three-part prequel to the original Star Wars trilogy is always visually diverting, thanks to the technical wizardry with which it creates so many imaginative creatures, spaceships, and alien worlds, but it is neither captivating nor transporting, for it lacks any emotional pull, as well as the sense of wonder and awe that marks the best works of sci-fi fantasy.

Looks pretty good.

Yeah.

Lizzie, it's hard to overstate the hype for this movie.

I encourage everyone to go on YouTube and search local news Phantom Menace coverage because every local news station is, you may not have heard about it, but a new Star War is coming out this Friday and the kids are going crazy.

We're going to go down to Burt on the street.

And then there's just some poor weatherman interviewing nutso fans on the sidewalk.

I was going to say not kids, probably, you know, 30-something year old men who have been sleeping in tents for a month on the sidewalk.

Yes.

It's really fun.

It's got a great, I think, spirit of camaraderie.

The hype is absolutely through the roof.

Everyone's wearing costumes.

They're carrying lightsabers.

They've got their kids.

It's really exciting.

It's hard not to get swept up in the spirit of it when you watch these videos.

Now, despite fears that they wouldn't finish the film on time, Lucas pulled in the release date by two days from May 21st to May 19th, which caused a lot of problems with the U.S.

workforce because apparently over 2 million workers took the day off to see the film on opening day,

which according to consulting firm Challenger, Gray and Christmas, caused a net loss of $300 million in wages for that day across the U.S.

workforce, which is pretty, pretty amazing.

George Lucas having a bigger effect than, you know, the first couple weeks of COVID or something like that.

Sure.

That tracks.

With Phantom Menace.

So, 12.01 a.m.

on Wednesday, May 19th, 1999, almost exactly 22 years after the first Star Wars film came out and 16 years since the third one had left theaters, the Phantom Menace opened wide.

Most other studios, Lizzie, didn't even bother releasing anything around this date.

One exception, Notting Hill.

A classic.

And it performed quite well.

It was successful counter-programming.

Well, if you're not going to Star Wars, you are going to Notting Hill.

So, that tracks.

It really was a smash, Lizzie.

It made nearly a billion dollars in its initial theatrical run.

Oh my god.

It was the highest-grossing film of 1999, almost double of what The Sixth Sense did, which came in at number two.

It is a year that I consider to be the greatest film year in modern film history.

This is a year of The Matrix, Fight Club, King John Malkovich, Fight Club, The Iron Giant, Galaxy Quest, as we've covered.

It was the highest-grossing Star War not adjusted for inflation of all time, and the second highest grossing film ever behind Titanic from 1997.

And the initial fan reactions seemed to be pretty positive.

In particular, children really liked the movie.

I mean, I remember liking it, even though it didn't quite feel like a Star Wars movie to me.

I do too.

I remember seeing this in theaters, and it was a fun experience.

Like, it's not something that stuck with me in terms of the characters or obviously any of the plot, but I don't remember like leaving the theater upset.

I'm, I also wasn't so invested in the Star Wars universe that that would have been the case, but right.

So, there was some quick backlash, especially from some of the older fans.

There was some lore stuff.

We don't need to get into it.

The Midi Chlorians comes.

The Jesus bugs.

I'm sorry, we have to talk about this because this is not something that I remembered.

And listeners, if you are not familiar with this, these are like holy germs.

They're holy germs that live inside of Anakin's mom's cells, and they got freaky with her somehow and impregnated her.

And they play it off in this movie as the most normal thing possible.

She's just like, there is no father.

And they're like,

okay.

And I was like, immaculate conception via Jesus bugs in her cells?

What is this?

Lucas is a relentless master of pastiche and his mashup needed to include the Bible in this one.

And he went for it.

I think what bothered people about Midichlorians more was actually that it suggested that the force was something that was dictated by genetics as opposed to moral worthiness, for example.

I was wondering about that, if that was a new introduction, and it is, right?

It was.

The originals suggested, hey, even this farm boy could become a hero.

Right.

Of course, the second and third films negated that when Vader was revealed to be his father, in a way, it makes it feel like it was also his genetic destiny, but this really put a stamp on that in a big way no he had a high quantity of jesus bugs in his mother's cells is it stephen hawking or george lucas i don't care whoever put those in there

well that wasn't the only problem people had yoda didn't quite look the same now if you're watching the most recent one he's actually been digitally replaced and enhanced now but the puppet looked different because he had been made out of a different material um it doesn't look great i have to say the yoda was not looking all right.

Yeah,

I think they nailed it with baby Yoda and The Mandalorian eventually, but anyway, people did have a problem with that.

C-3PO also obviously has a different look.

His wires are exposed.

He was also a pup at this time.

They just removed the actor behind him that was walking behind him to play him.

And then there were some things in the movie that looked kind of like other things that already existed.

Lizzie, did you ever read the Dinatopia books when you were growing up?

Dinatopia is a children's book series by author James Gurney, and I loved it as a child.

And Lizzie, I'd like to show you a couple of images to compare the world of Dinatopia to that of Naboo, where Queen Amadala and her people live.

Great.

Oh.

So at the top is Deinatopia, and at the bottom is the Phantom Menace for the waterfall city.

Lizzie, would you describe them as similar?

Yeah, those are very similar.

Yeah, there's sort of a like quasi Istanbul looking city that's sitting atop a plateau surrounded by a bunch of waterfalls.

That's right.

And we'll share these on our Instagram so you guys can weigh in as well.

But you know what?

One could be coincidence.

Let's look at another example.

All right, certainly it'll be different.

This is from the end of the film when they're doing their parade after defeating the Trade Federation's droid army.

So Lizzie, could you describe what you're seeing here?

I mean, to be honest, what I'm seeing is really like a sort of Cleopatra with dinosaurs situation up on the top.

And then like an Arc de Triomphe sort of vibe.

Roman parade.

right roman roman parade coming through the the arc de triomphe and then you have i'm just gonna go ahead and say the exact same thing down below

yes minus the dinosaurs in the phantom menace right

so james gurney who was a big star wars fan went to the movie and was a little shocked that it looked exactly like his books not the least of which because there was an active dinatopia movie in development at columbia pictures and they had gone to george Lucas and ILM to do the special effects for the movie.

Shit.

And one of the early artists attached to that project was concept artist Ian McCaig, who was the concept artist for The Phantom Menace and had done Darth Maul.

Now, it's unclear if Lucas was inspired and forgot about it.

You know what I mean?

It does not seem like there was necessarily an intentional ripoff.

Lucas has never addressed it publicly, although Gurney says he did call him the day after the release, meaning Lucas called Gurney.

and the quote was, he was concerned that I might be concerned, which is the most politically savvy way of never admitting anything.

Gurney graciously said that

he would be thrilled if he had inspired anything because Star Wars had captured his imagination and inspired him while he was in art school.

So he was very gracious.

Dinatopia never became a movie, it did become a TV miniseries in the early 2000s.

Let's talk about criticisms of the focus of the film on a nine-year-old boy.

So, George Lucas had been worried about this when he was writing the film.

One of the reasons he decided to write it himself was because he knew that anybody else he brought in would want to change it from not focusing on a nine-year-old boy.

And he was right to be concerned about how some fans would react.

Let's return to our friend Patton Oswalt and hear how he imagines a conversation would have gone with George Lucas if he'd run into him on the street before seeing the Phantom Menace.

Well, hey, you say you're a Star Wars fan.

Do you like Darth Vader?

I fucking love Darth Vader, dude.

The helmet and the cape with the sword.

That's great, man.

Is he in the first movie?

Yeah, in the first movie, you get to see him as a little kid.

Is he like a little Damian Omen kid, like evil and killing people with his mind and shit like that?

No, he's just like this little kid and then he gets taken away from his mom and he's very sad.

I don't really care about him as a little kid at all.

At all.

At all.

Well, hey, don't worry, because guess who shows up in the second movie?

Boba Fett.

There you fucking Boba Fett, yes, with the helmet and he's a bounty hunter.

That is awesome, man.

That is so cool.

Yeah, and in the second movie, you get to see him as a little kid.

So a number of people were very upset that Darth Vader, the most terrifying villain of the original films, had been reduced to a plucky comic relief child character.

It's a weird move.

It is.

And some, though not many at the time of release, Lizzie, picked up on what they identified as offensive racial stereotyping throughout the movie.

And I'm sure you've been waiting for us to get to this, but could you maybe point out a few things you noticed upon watching the film?

Yeah, there's some stuff.

I mean, and again, this is what I remember the most clearly from this movie: this particular backlash.

But one thing I had forgotten about is the Trade Federation themselves.

The Nemodians, as they're called.

Newt Gunray.

Newt Gunray, of course.

They are

very, I don't know how to say this without getting myself in trouble.

They're very clearly inspired by, I would say, like sort of Chinese dynasty looks with their outfits, and they have pretty, pretty heavy, I would say pretty offensive accents.

And might describe them as Charlie Chan accents, for example.

And then there are some, there are some choices made with the way that the aliens' faces look that are quite questionable as well.

So you're not the only person to notice this, obviously.

Although at the release of the time of the release of the film, it seems like there was not a huge dialogue about this.

I think this is something that has picked up steam over time.

Yeah.

One writer who did write about it at the time is Bruce Gottlieb, who wrote a piece for Slate in May of 1999 titled The Merchant of Menace: Racial Stereotypes in a Galaxy Far, Far Away.

As you mentioned, Lizzie, he pegged the Trade Federation as a thinly veiled stereotyping in his take of the Japanese.

You have the slanty eyes, as he he describes it, long robes.

Again, these were English actors, not Asian actors performing these characters, so the accents feel exaggerated.

They're portrayed as ruthless and cruel, technologically superior, reliant on robots.

A lot of tropes that can be associated with Asian culture, especially from the perspective of an American.

Waddo, Anakin's slave owner.

A lot of people have different interpretations.

Broadly speaking, Middle Eastern merchant comes to mind.

Some people identify him as Jewish and with a Yiddish style accent, others Turkish, others Arab.

But the point is the large hook nose, the scraggly beard, the way he's only motivated by money.

And then, of course, you have the Gungans,

kind of a stereotypically brave but dumb and technologically inferior native tribe trope.

Although Bruce Gottlieb does acknowledge in his piece that Amadala, a positive character, also presents with many Japanese traits.

Again, her performance is meant to evoke kabuki.

We did get our first black Jedi with Mace Windu, and the true evil in the film resides in, quote, a handsome white man and a toe-headed tot, end quote, yes, with Anakin and Palpatine.

Look, Lucas and his team have always said these are aliens in a galaxy far, far away.

But I think the reality is, Lucas is a, as I mentioned, master of pastiche.

He pulls from everything, all the stories, cultures, etc.

And I think they painted very broadly with the brush here.

And

I don't want it, like, I'm not looking for it, but it just hits you in the face when you watch this movie, in my opinion.

It really does.

I was surprised, I will be honest.

And I do think that in terms of racial sensitivity, sometimes George Lucas has seemed a little out of touch or tone deaf in an occasional interview.

You know, there he infamously referred to Disney as white slavers in an interview that he gave gave with Charlie Rose after he'd sold Star Wars and Lucasfilm.

He did apologize.

And I do think, you know, again, it was a word salad moment, but I don't think we need to do a deep dive.

There's been enough criticism, very well-written criticism.

Yeah, I don't really want to re-litigate it.

Yeah.

If you want to learn more about this, you can look online.

I generally think we had a similar reaction to many of the folks who have watched the film.

Although I generally agree with Bruce Gottlieb's conclusion at the time, which he said that he viewed the characterizations as more like a very poor lapse in taste than a moral failing or a revealing of true character.

I don't get the sense that George Lucas, you know, is some closeted bigot, for example.

It seems like it was just nobody took a step back and said, oops, should we

make sure this doesn't look the certain way on screen?

All right.

Lizzie, one character and actor had the misfortune of sitting at the intersection of fan, cultural, and academic criticism.

Who are we going to talk about?

Senor Jar Jar.

As he's known, Senor Jar Jar Banks.

Now, many children loved Jar Jar for his antics and goofiness, but just as many, if not more, of George Lucas's Gen X fans absolutely hated him.

He was, in their minds, the epitome of everything that was wrong with the Phantom Menace and had been wrong with Return of the Jedi, the misplaced comic tone, his broad slapstick sensibilities, and of course, a growing number of critics and scholars saw something far more nefarious at play, which was that Jar Jar Banks was a racist set of stereotypes masquerading as an alien creature.

And of course, what no one seemed to really see at the time,

because he had disappeared so entirely behind this character, was the actor Ahmed Best.

Best.

Yeah.

And I would like to focus on Ahmed Best's journey more so than the reaction to him.

The whiplash was overwhelming.

He thought he was on the precipice of a career breakthrough.

He was 25 or 26.

He had been picked out of a live Broadway show, Stomp.

He had no agent, no manager, no publicist.

He was working with Industrial Light and Magic.

George Lucas, this was a character who was integral to the plot of the entire prequel trilogy.

I'm not sure sure if you remember Lizzie, but Jar Jar is very present in the second and third films and has a actually very interesting arc.

And of course, the criticism was swift and it came from every direction.

Joe Morgenstern, a critic for The Wall Street Journal, called Jar Jar a Rastafarian, Steppen Fetchett.

And if you guys don't know, Stephen Fetchett was the stage name of Lincoln Theodore Monroe Andrew Perry, who was the first black actor to earn a million dollars.

However, he's also an actor who many, especially in the black community, believed reinforced harmful negative stereotypes about black people throughout his performances, not dissimilar from minstrel work.

His career has been reevaluated a bit in recent years, but everything from Jar Jar's shuffling gait, his deferential mannerisms, his style of speaking, which a lot of people compare unfavorably to an offensive riff on pidgin or patois.

Of course, this is all complicated by the fact that Ahmed Best actually came up with a lot of these things and not George Lucas.

So Jar Jar's movements, Best says that those came from him and he was not trying to do Step and Fetch It or Butterfly McQueen.

He was trying to do Buster Keaton or Jackie Chan.

Yeah.

Like Drunken Master, for example.

His voice, Jar Jar was not originally supposed to be voiced by Best.

Best was just going to do the physical performance and Lucas was auditioning voice actors.

But Best thought that this was an opportunity to really get in.

So he sent in a bunch of voices that he already knew how to do.

And one of them was this goofy voice that he did for his little cousins and his nephews.

And it made them laugh.

And Lucas loved the voice.

He thought kids would like it.

So they leaned into it and they made that the voice of the Gungans.

I guess my point is with Jar Jar Banks, it's easy to assume that this is just another example of a white filmmaker trading in racial stereotyping that's been all too common throughout the history of Hollywood.

But I think in this instance, things are a little more complicated than that upon deeper inspection.

If you guys want to learn more about the racial politics of Jar Jar Banks, there's a great podcast I'd recommend called The Redemption of Jar Jar Banks.

You can find it on Apple or Spotify.

It's a multi-part podcast.

It does a deep dive with Ahmed Best into the history of this character and the representation of a lot of black-coated characters in animation.

And it's a really, really, really well-done deep dive.

So I'm not going to go deep on that right now because that podcast does it much better.

Meanwhile, Best struggled with this criticism.

He was arguably the actor behind the first character in film history to go viral online in a bad way.

Yep.

So people tried to reassure him.

They said, hey, they're not talking about you.

They're talking about Jar Jar.

But he says, I am Jar Jar.

Like, that's the voice I came up with.

Those are the mannerisms I came up with, right?

That wasn't George.

Like, I can't say that was George telling me to do it.

Well, also, there's no way for this not to just absolutely crush you.

Like, this is the amount that he must have built up this opportunity for himself prior to the release of this.

Like, as you said, to have no agent to be plucked from an ensemble show of Stomp and to be a main character in the new Star Wars franchise.

Like, there's no way that you're not going to be thinking, this is it.

I've made it.

I've done it.

And then to have the reaction be so unbelievably negative and to be just openly mocked.

I mean, that's the thing that I've remembered so much about Jar Jar Banks is that he was just

like, he is really annoying.

He was a laughingstock.

And that's horrible.

I mean, it makes me really sad for the actor.

And it was coming from all sides.

It was coming from his own community.

He was called an Uncle Tom.

And it's something that I think he struggled with to the point that he has later said he strongly considered suicide.

So when he was 26, he was walking on the Brooklyn Bridge, which was something he loved to do.

And he thought, I should just jump.

This is it.

And then a strong gust of wind kind of knocked him off balance and knocked him back.

And he changed his mind.

He finished the trilogy, although his role was pretty substantially diminished across the following films, probably in part as a reaction to the response to the films.

Yeah.

Although in the end, he did get, I would argue, a happy ending.

Best became a father,

and he continued to voice Jar Jar in The Clone Wars, and then was able to shed the character completely and become a Jedi when he was cast as Kelleran Beck, Jedi Master.

for Star Wars Jedi Temple Challenge, which is a children's web show.

A character, though, that was was then brought in for an episode of The Mandalorian.

Oh, that's great.

And so he did get to come in and play somebody more positively received within the Star Wars universe in the end.

So it seems like he's found peace with the character in the series.

And if you guys want to learn more about him, he's given some really incredible interviews.

And again, check out The Redemption of Jar Jar Banks.

It's a really great podcast series on this character.

Now let's talk briefly about Jake Lloyd.

He probably got the second most amount of hate coming off this film.

He was nine years old, and people either hated the character or they hated his performance and he had no chance to rectify it.

Unlike Best, who got to play Banks again and his character evolved, Lloyd was out.

He was replaced by Hayden Christensen in the following two films.

He retired from acting in 2001, two years after the film came out, and he said in a 2012 interview that it was due to bullying from his role as Anakin.

Now, this has long been the narrative around Lloyd.

He flamed out as a child actor.

He was destroyed by this backlash.

In a lot of ways, people try to project the Anakin to Vader arc on Lloyd himself.

He's had some legal troubles over the years, but his mother recently disputed this claim in an interview given this year, and she said that Jake actually really enjoyed his experience on the film.

Quote, I protected him from the Star Wars backlash.

He was just riding his bike outside, playing with his friends.

He didn't know.

He didn't care.

Everybody makes such a big deal about that.

And it's rather annoying to me because Jake was a little kid when that came out and he didn't really feel all that stuff because I didn't let him online.

End quote.

She was going through a divorce at the time and she said that was troubling him and he lost interest in auditioning.

And contrary to the reports that he burned all his Star Wars memorabilia, she says he still loves Star Wars and the fandom and he did continue to go to conventions.

What we do know now is that he was diagnosed with schizophrenia.

in 2008 and may have been suffering symptoms earlier.

And his mom believes it's a genetic disease, nothing triggered by his experience on the film.

And he has suffered from a number of mental health breaks and legal issues stemming from these in the intervening years, although it looks like things may be improving.

His mother says he's fulfilling an 18-month stay at a mental health facility right now, and he's been doing a lot better.

So, our best wishes to Jake Lloyd, and we hope that journey continues to trend positively for him.

Yes.

And again, No matter how bad a kid is in a movie.

It's a little kid.

It's a kid, you know, at the end of the day.

And I'm sure sure I'm as guilty as anyone, by the way, of dunking on performers coming out of a film.

But one person we can't quite let off the hook, Lizzie,

is George Lucas.

What do we do with George Lucas at the end of all of this?

So for many, Phantom Menace was a brief sojourn and a successful and long career.

I can think of a couple.

Natalie Portman, Liam Neeson, they never returned.

Others have returned.

Ewan McGregor, of course, has played Obi-Wan now in the television series.

But Lucas in 1999 found himself very out of step with the rest of the world.

And I think in part it was because of the competition.

So as we mentioned, Lizzie 1999 was a revolutionary year in film, built on a lot of the technology Lucas had pioneered.

So other things you may not know, his software EditDroid, which was sold to Avid, eventually became digital editing technology, THX, Lucasfilm, ILM.

He came up with a lot of the tools that all these other filmmakers were using to make their visions happen.

And yet, by comparison, The Phantom Menace feels a little old and creaky compared to the other films.

And I think that the world had come around in a lot of ways to the type of film that Lucas had been trying to make back at the beginning of his career.

So, if you think of movies like The Matrix, Fight Club, Being John Malkovich, people trying to escape a system, corporate America, a loveless marriage, there's more than a little THX 1138 in all of those movies.

And even though Lucas said he was trying to, with The Phantom Menace, make something like THX 1138, he ended up making something much more conventional, you know what I mean, than that.

And even the movies that were more conventional and embraced the past, like The Iron Giant or Galaxy Quest, had the emotional connection to pull it off.

That's the whole thing.

That's the whole thing.

Is that I'll come back to what I said at the very beginning of this, which is that this is almost entirely world building.

And I think that's what he enjoys.

It seems like that is what he wants to be able to dive into and explore, but it it is missing the emotional drive and core that pushed forward the whole first trilogy.

It's a slog for me to get through because I care so much more about story and relationships than I do like about this trade war.

I kind of care about Qui-Gon, but only because it is Liam Neeson who is somehow pulling this off.

This movie, honestly, it's like peering under a microscope.

It's like, let's look under the microscope at all of these weird little alien societies moving around in their day-to-day lives.

I think some people really like that.

That's totally fine.

It's not for me.

I think it's maybe not for a lot of people.

And I think sometimes we do forget and maybe he forgot a little bit that like a story and an emotional connection is still important.

It's great to be able to see all these details, but bring back some of the people that helped you with this part.

Absolutely.

And I think it's only fitting that we've ended up back at Marcia, who, to her credit, has always said George is a brilliant director and she did not save Star Wars, despite some assertions in recent years that she did.

In fact, in one quote, she says that all she did was told George what he already knew.

But the key is that he listened to her.

And as Mark Hamill once said, quote, You can see a huge difference in the films that he does now and the films that he did when he was married.

I know for a fact that Marsha Lucas was responsible for convincing him to keep that little kiss for luck before Carrie and I swing across the chasm in the first film.

Oh, I don't like that.

People laugh in the previews.

And she said, George, they're laughing because it's so sweet and unexpected.

And her influence was such that if she wanted to keep it in, it was in.

When the little mouse robot comes up when Harrison and I are delivering chewbacca at the prison and he roars at it and it screams sort of and runs away, George wanted to cut that and Marsha insisted that he keep it.

Yeah.

So, George obviously brought her in because the first movie wasn't working.

And her first assignment was to edit the Battle of Yavin.

That's the trench run that ends the film.

It was a very complicated technical sequence: 40,000 feet of footage, pilots talking to each other.

And Marsha says, George, only one thing matters.

If the audience doesn't cheer, when Hans Solo comes in at the last second, the picture doesn't work.

And so I think as you get to Lizzie, Marcia knew you have to make them care more than anything else.

I think the lesson of these two episodes really is no man is an island, especially not George Lucas.

Or no man is an island, even if you're a billionaire, because he's unbelievably talented.

He's unbelievably smart.

He has an incredible imagination, but he needs somebody there to challenge him a little bit.

And he just didn't have it here.

I agree.

And I think at the end of the day, in seeking this much control, perhaps he could have listened to himself through the voice of Princess Leia, as she once said, the more you tighten your grip, the more star systems will slip through your fingers.

Ooh, very good.

Thank you.

And that concludes our coverage of Star Wars, the Phantom Menace.

Guys, there's so much we didn't get to.

It's just ridiculous how much exists on these films.

We hope you enjoyed our coverage.

Again, check out George Lucas, A Life by Brian J.

Jones, How Star Wars Conquered the Universe by Chris Taylor, The Secret History of Star Wars by Michael Kaminsky, and of course, I really recommend the official behind-the-scenes making of the film.

Very fun.

There's a trillion other sources if you want to find them.

But that covers it for us.

No, Chris, because we're missing a very important part.

We need to talk about what went right.

Oh my God, I tried to jump past it.

What am I doing?

All right, Lizzie, what went right?

For my what went right, I'm going to make this short.

I've been saying it throughout the entire two parts of this episode, but it's Liam Neeson.

You know, there's just sometimes these actors, they, they come along and it doesn't matter what is coming out of their mouth.

Yeah.

You believe it.

And he is one of them.

And boy, does this movie need it.

And I think just being able to see someone, I don't know if he's classically trained.

He probably is.

I'm not 100% sure about that, but he has a particular set of skills.

He has a particular set of skills.

And, you know, good for you, Liam Neeson.

He really pulls it off.

So what went right?

Liam Neeson.

What went wrong?

They killed him.

He's gone.

He's gone at the end of the film.

That's right.

Chris, what about you?

I'm going to give mine to George Lucas.

Oh, boy.

And bear with me for one second.

I think a lot of people feel that Lucas was this bumbling nerd who stumbled onto something that the other people around him helped shape into gold with the original Star Wars.

And that the prequels prove that he was a one-hit wonder enabled by the brilliance of those around him, which I think is a ridiculous and reductive perspective.

And really, what I felt coming off of this research is a few things that just speak to how human George Lucas really is, despite his somewhat robotic mannerisms and not very emotive personality.

And I think that he is possibly the most influential filmmaker from a pop culture perspective in the history of film.

If you look at the impact that Star Wars, Indiana Jones, and the other properties he's been involved in have impacted our society and fandom and pop culture, generally speaking.

He's also responsible for some of the biggest technological breakthroughs in film in the last 40 years.

And he did it entirely outside of Hollywood, which is remarkable.

These were technically independent films.

Steven Spielberg's amazing, but he is a studio man.

He did it inside the system.

This guy built an entire studio system outside of the Bay Area, you know, 400 miles from Hollywood, because he didn't want to have to deal with anybody there.

His own dub stages, his own sound, etc.

And so I guess what I'll say is this: George Lucas has often said that he made the exact movie he wanted to make with the Phantom Menace.

And if that's true, that means that I have to say that what went right is George Lucas because he got the opportunity to make the exact movie he wanted and he made the exact movie he wanted.

I think the problem, like you said, Lizzie, is that it came at a point in his life where he was older, more conservative, and he had more to lose.

And so, as a result, he was no longer the revolutionary that he was when he wrote A New Hope.

And all of a sudden, he was someone who was a father and responsible for a corporation full of people and had to rely on merchandising, etc.

So, I just want to throw out some kudos at the end of this to George Lucas.

And I agree, I think this movie's boring, but I

respect the hell out of his imagination, his independent streak, his absolute relentless drive to pioneer new technologies, and

to do so without the approval of a system that I often feel like I want the approval of, which is Hollywood.

So, George Lucas.

All right.

And Lizzie, what are we covering next week?

Well, we have kind of a surprise for all of you listeners.

A holiday surprise?

A holiday surprise.

Because we put out a poll.

And by the way, if you are a patron for just $1,

you get the right to vote.

And those of you who did vote, there was a top choice, but there was a pretty close second choice.

So we're going to do both.

And we're going to start with the second choice, which is Joe Dante's absolutely insane puppet masterpiece, Gremlins.

Or as I thought it was called when I was little because I misread the title, Germlins.

I'm excited.

It's going to be a fun romp into this movie and the absolute hell that Joe Dante put his creature effects guy through.

I'm thrilled.

I love this movie.

Yeah, full of the Christmas spirit.

It's great.

And then, of course, Chris, what won the poll, which will be coming immediately after Gremlins as an extra special holiday treat?

We will be covering my favorite action film, maybe, of all time, Die Hard, Yippie Kaye, motherfucker.

It is going to be great.

It's a classic.

And listeners, this does mean that in the holiday gifting spirit, we are gifting you with weekly episodes.

in December.

So enjoy that.

We will be back to our regularly scheduled programming at the very end of December and back into January, which means we'll be back to bi-weekly releases at that point.

But until then, enjoy our holiday gift to you.

Well, now we have to thank you for the gift you've given us.

And that's patrons.

Thank you so much for supporting this podcast.

Guys, if you want to support this pod, as we've said, leave us a rating and review on whatever site or platform you listen to this podcast on.

If you join our Patreon, that's www.patreon.com/slash whatwentwrong podcast.

You can vote in our polls for $1.

You can get an ad-free RSS feed for $5.

And for $50, you can get a shout-out just like this.

Lizzie did a wonderful Yoda voice last week.

It hurt me.

And I just can't get enough of my own George Lucas impression.

So, this is George Lucas handing out profit-sharing Empire Strikes back to all of his ILM employees, except it's me saying thank you to you guys for Patreon.

Willa Don, Lance Stater, you have a way with the force.

Nathan Knife, Lena.

Andrea.

Hi, Andrea.

Stacey Dalmilin.

Jar Jar is actually a very good character.

Ramon Milanueva Jr.

The children love Jar Jar.

I don't understand why people don't.

Half Grey Hound.

Brittany Morris.

Darren and Dale Conkling.

Jake Killen.

Don't worry.

I'm not worried at all.

Andrew McFagel Bagel.

I'm very worried.

I'm particularly worried about how this film's going to be received.

Matthew Jacobson.

I don't think the criticism's fair.

I think the movie's exactly what I wanted to make.

Grace Potter, Ellen Singleton.

I think I'm going to sell all of these to Disney.

I don't want to deal with it anymore.

I don't want to deal with the fans.

Jewish Reesaman.

Disney is the worst.

I shouldn't have sold it to them.

Scott Gerwin.

I very much appreciate the $4 billion Disney gave me.

And Disney's great.

Sadie, they are ruining these new sequels.

Brian Donahue.

Adrian Peng Correa, we need to call Ron Howard and get him over to Solo.

They are messing it up.

Chris Leal, Kathleen Olson, Leah Bowman, Steve Winterbauer.

You get these stencils from the Phantom Menace.

Don Scheibel, George, Rosemary Southward.

Everybody hated C-3PO in the original, and now they love him.

So Jar Jar, he's going to grow on people.

Tom Kristen, Soman Shainani, Michael McGrath.

Don't worry.

I'm not making any more Star Wars films.

I just don't have it in me.

All right.

Thanks, everybody.

Thanks, George.

All right.

Thank you guys so much for supporting the podcast.

We really appreciate it.

Yes, we will see you back here next week for Gremlins.

Bye.

Germlins.

Go to patreon.com/slash what went wrong podcast to support what went wrong and check out our website at whatwentrongpod.com.

What went wrong is a sad boom podcast presented by Lizzie Bassett and Chris Winterbauer.

Editing music by David Bowman.

Additional research for this episode provided by Jesse Winterbauer.