UPDATE: May 2014

Star Wars – Episode One: The Phantom Menace is 15 years old this week.

I know, I know. Take a deep breath. Let go of your anger, young Jedi.

Most of us agree that it was a major disappointment. Many had hoped for a new trilogy that would be, for a new generation, what that first trilogy was for those of us who experienced it as children — something truly revolutionary, enthralling, and worth watching over and over again. But it was easy to see, right away, that The Phantom Menace was not that kind of event. And time has not been kind to it.

Fact is, the revolution happened just months before Menace arrived. It was called The Matrix. 

Moviegoers were caught off-guard by a film so efficient, exciting, and innovative that Menace seemed bloated and even boring by comparison. Who would have thought that the year of Obi-wan Kenobi’s return would conclude with the world talking excitedly about something starring Keanu Reeves from the makers of Bound?

Still Star Wars had the power of legacy — it was still the most important and beloved big-screen franchise. We had no notion, yet, of what would happen when Peter Jackson’s The Lord of the Rings: The Fellowship of the Ring would open. I was hopeful. I was even willing to forgive its stumbles in hopes that the second and third parts would build upon its potential.

Two years later, Jackson came along and set the bar far, far higher by showing what was possible when you combined the mythic sweep of Star Wars with rich literary source material, first-rate acting, and an appreciation of natural beauty. (There’s nothing in the Star Wars universe to compare with the beauty of New Zealand.)

Months after Fellowship arrived, Joss Whedon’s Firefly premiered on television… and it seemed to be made from everything that The Phantom Menace was missing. It captured much of the first Star Wars trilogy’s magic in the sharply drawn characters; the efficient and engaging banter; and taut, suspenseful storytelling. Nathan Fillion’s Mal was clearly created in tribute to Han Solo. Fox did a fine job of mishandling the series, showing the episodes out of order and burying it on Saturday afternoons. But a lot of Star Wars fans found it, and now they cherish that series more than any of the Star Wars prequels.

So now, with so many brighter lights outshining it, it’s difficult for me to remember what it was like to see The Phantom Menace when it opened. What was fresh and exciting there now looks like mediocre even by standards of TV adventure series. Its heavy exposition, its mediocre performances, and its leaden dialogue — I’m obligated to mention the abrasive Jar Jar Binks — disrupt the film’s occasional flourishes of the old Star Wars magic.

In retrospect, 1980’s The Empire Strikes Back seems like a film from an altogether different franchise: Involving, frightening, endearingly hand-crafted, acted by creatures we recognize as flesh-and-blood human beings who are driven by real passions… if there was ever any doubt that it’s the strongest film in the series, those doubts are demolished now. Empire was written and directed by people who were interested in taking characters seriously. It still powerfully suspends my disbelief. By contrast, Phantom Menace feels like a movie made by the “Yes Men” of a CEO who has become tone-deaf as a writer, preoccupied with merchandising and digital effects innovations, and indulging nostalgic whims that seem incongruous with world he had already established, the world that so many moviegoers had loved. The result looks computer-generated, plastic, and artificial.

So I look back on my original review of this film with some chagrin. The big screen was starved for inspiration, and there was just enough in The Phantom Menace to make me grateful for its arrival. But that gratitude was quickly overcome by frustrations over mediocrity and missed opportunities, which were accentuated by better work from imaginations that had grown up fueled by the inspiration of Lucas’s earlier work. I would trade the whole prequel trilogy for a couple of new episodes of Firefly.

And as we look forward to J. J. Abrams’s resurrection of the franchise, it’s worth pointing out that Star Wars movies will shine only insofar as they are crafted by people who value the power of real actors, real materials… and characters that look like they might actually have existed a long time ago, in a galaxy far, far away.

Star Wars, Episode One – The Phantom Menace: The Looking Closer Review (1999)

George Lucas shows us with Star Wars – Episode One: The Phantom Menace that he can still give audiences more special-effects dazzle and more fantasy mayhem than any other director.

While it’s certainly flawed, and in some ways deeply disappointing, The Phantom Menace is still an entertaining, occasionally exhilarating, ultimately exhausting adventure movie. Lucas has never been a great director of actors, and he now seems to have more interest in people standing around and talking than in gunslinging action (which causes most fans of the original Star Wars trilogy to squirm fitfully throughout this film). But let’s be fair: Lucas is also telling us a different kind of story — a story about politics, about government, about a galaxy in a period of relative peace in which cracks begin to spread that will lead to a collapse as dramatic as the sinking of the Titanic.

The digital animators and designers at ILM break new ground with this film; they create a travel brochure for wild new worlds. Phantom Menace is alive with memorable characters who range from the awe-inspiring to the likable to the annoying. For better or worse, the screen is crowded with busy, inventive detail, and the rather talky screenplay is riddled with mysteries.

And, like any Star Wars film, it sent kids of all ages scrambling to buy the toys even as they pondered the implications of new details in Lucas’s mythology. Above all, like the original trilogy, it was a glorified amusement park ride, one you’ll probably want to take more than once.

You probably know the story enough already: Jedi Knight Qui-Gonn Jinn (Liam Neeson) and his apprentice Obi-Wan Kenobi (Ewan MacGregor) are enjoying the heyday of Jedi Knighthood. They are confident, spiritual sheriffs in a fairly ordered galaxy. They’re prepared for anything, whether it be peace negotiations in the company of royalty or an unexpected swim to an underwater city. Neeson and MacGregor play these Jedi with confidence and solemnity. These are days before “the dark times”, and the Jedi are not desperate recluses yet. When there is no evil Empire, heroes do not act like a ragtag gang of rebels like the heroes of the trilogy we know and love.

To make a long story short: Qui-Gonn and Obi-Wan embark upon a mission to negotiate the dissolution of a trade embargo. The powerful Trade Federation is defying the Galactic Senate and refusing to allow trade to flow into and out of the planet Naboo without heavy taxation. The Jedi discover that there are worse things afoot. The Federation is about to unleash an invasion of Naboo with an army of powerful battle droids. With the help of an underwater people, the Gungans, gangly reptilian bipeds with long leathery ears, they travel to the human city of Theed to rescue the Queen as the invasion begins. Along the way, they are accompanied by an exiled Gungan, a jabbering idiot named Jar Jar Binks who has a case of chronic clumsiness.

When the Jedi escape with the Queen, they make an emergency stop on the desert planet Tatooine where they have to purchase parts to repair her ship. As they endeavor to do so, Qui-Gonn discovers a young boy with more Jedi potential than any Jedi Knight alive. Young Anakin Skywalker is a slave who exhibits his great skills in a thrilling drag race called a “pod race”. The pod race is, on its own, one of the most thrilling adrenaline-rushes in the history of movies… one of those experiences that will never be as thrilling on video as it is in a theater where you find yourself clinging to your seat.

Meanwhile, behind the scenes is a familiar robed “phantom” called Darth Sidious who is orchestrating something much more sinister than an invasion. Just what he’s up to, the movie does not reveal, but it involves the revenge of an order of warriors called the Sith, the opposites of Jedi. And Sidious has a nasty hit man to do his dirty work, a sensational warrior called Darth Maul.

Before it’s over the Jedi will face Darth Maul in a breathtaking duel, and fortunately it surpasses all our expectations. Of course, the boy Anakin will find himself thrust into an intergalactic drama where his talents will be a crucial element. And of course, there is a lot of foreshadowing going on about the boy’s tragic future.

The film is loaded with questions, many of which are left unanswered. Will the Jedi Council approve of training him to be a Jedi Knight? Will the strikingly different peoples of Naboo join forces to save their world while the Senate drags its feet? Will Anakin’s mother, who is also a slave, be liberated? And who is the Phantom Menace? Is it Darth Sidious? Is it someone shifty on the Senate? Or is it Darth Maul himself with his double-bladed lightsaber?

No Star Wars film would be complete without exposition scenes. After all, the kids in the audience need some help understanding the politics, the Force, and history of these strange cultures. In Return of the Jedi, the exposition scenes were terrible; old Obi-Wan actually seemed bored as he related history’s secrets to Luke Skywalker. Qui-Gonn is a much more authoritative lecturer, and he seems to have a compassion and care for his audience. A lot of details are left for the audience to figure out, more than ever before, and that makes the seemingly simplistic conflict at the end of the film actually a very suspicious and unusual climax. Who wins if the “phantom” is still smiling at the end?

The younger actors stand up well under pressure. Natalie Portman brings a beguiling and strong-hearted spirit to Queen Amidala. She sounds just like a girl who by fate finds she must behave as a grownup. Jake Lloyd as Anakin, on the other hand, sounds like a kid who can’t wait to be a grownup. (When he wants something, he whines, “But MOM, it’s what I’ve always DREAMED of…”) For a kid, Lloyd does admirably well, in spite of what other critics seem to expect from him. Lloyd’s scenes with Portman, though brief, are loaded with portent, and there is a gentleness in their interactions that makes me think these actors really liked each others’ company. The veterans are commendable as well. Neeson holds his own in face-offs with bizarre aliens, and he easily commands the respect of his peers and the audience. MacGregor shows the first sparks of what may well be a fiery breakthrough in Episode Two. Ian McDiarmid revels in his role as the twisted Senator Palpatine. Best of all, Pernilla August is affecting and emotive in her short scenes as Anakin’s mother.

There are many memorable cameos and familiar faces. Samuel Jackson’s scenes are brief, but he makes an impression, and we’re told we’ll see a lot more of him. Yoda is younger, tougher, and gets to show a little more flexibility. If you watch carefully, there are some senators in that vast Senate chamber that have stepped out of another movie entirely. R2D2 is as heroic and spirited as ever. And frankly, as happy as I was to see C3PO again, I was relieved that he didn’t take up screen time complaining and wailing “this is all your fault” like he did a little too often in Empire and Jedi.

Several aspects of the film prevent it from achieving the greatness of the original episodes. These are the elements I most wish Lucas had done differently:

  • Above all, he needed to give the script to good writers for improvements. The dialogue is often bland, the punchlines are rarely funny, and none of the characters speak with the strong, distinct personalities that characterized the original trilogy’s heroes.
  • Of course, the clumsy, annoying character of Jar Jar Binks could have a smaller part and a completely different voice. His character plays an important role, but his over-the-top dialogue would be more at home on Looney Toons than in Star Wars. And despite the truly amazing animation that brings him to life, he still brings an artificiality to the character interaction that would have been avoided by a guy in a costume. If you take a look at the wonders achieved by the Jim Henson Creature Shop in the original trilogy and in The Dark Crystal, you can see what a difference it makes when actors engage with tangible characters rather than invisible figments of a director’s imagination.
  • The heroes of this film rarely have a chance to be heroic. Too much of the film depends on accidental occurrences.
  • The trademark space battles would have higher stakes, and they’d play out on a grander scale, so that we become acquainted with and care about the personalties involved in the action.

Having made those points, I must take issue with the intense backlash from other critics against the film. The Phantom Menace‘s negative reviews — and there have been an awful lot of them — were probably written by people who saw the movie once. Journalists and amateurs alike have been trying to outdo each other hurling insults at the movie, as though they had hired George Lucas personally and drawn him up a list of specifications for the movie that they wanted. What they got is just what Lucas wanted instead.

Let’s get these things straight:

  • Like other Star Wars movies, The Phantom Menace is not a film of outstanding acting, and George Lucas has never been much of an actor’s director. (Still, considering how many elements of each scene were invisible during the filming, the actors must have faced daunting challenges.)
  • Like other Star Wars movies, Lucas designed it to be what he called a “Saturday morning serial for kids”. So criticisms that the aliens are sometimes “cartoony” are hardly criticisms.
  • Like other Star Wars movies, it has aliens that seem absolutely real, and some that look like people in rubber masks and costumes. (Thank goodness George still sees the fun in bad rubber-mask lip-synching! This film would seem incongruous with others if it left that out.)

What’s interesting is how many critics changed their tune after a second viewing. When the shock of the new elements of Star Wars has worn off, some were willing to re-think their reactions, realizing just how detailed, how full of questions, and just how original it really was. (One who wrote a scathing review on the Internet came back with a long, thorough confessional a week later, saying a second viewing had shown him just how he had overreacted, and how the more he watched it the more complicated and fascinating the film actually became.)

The  mean-spirited reaction among the press was indicative of a generation that has become so jaded, so tarnished by the glut of darker, pessimistic, hyperviolent sci-fi films that many critics had forgotten how to appreciate some of Star Wars‘ simple pleasures. Some measure of frustration with the film’s shortcomings makes sense. But if Episode Four had come out today, they’d find it simplistic and sentimental. This is an audience that has forgotten how to appreciate marvels. Serve them a feast… and they send it back if the bread is a little dry. Take them to the Grand Canyon… they give it a bad review because their tour guide was annoying.

The Star Wars saga is about adventure, about showing us wondrous new worlds and wild new characters, about a fusion of classical mythologies with a modern twist. And in spite of its weaknesses, it still works on those levels. I couldn’t agree more with Roger Ebert, who writes:

How quickly do we grow accustomed to wonders. I am reminded of the Isaac Asimov story “Nightfall,” about the planet where the stars were visible only once in a thousand years. So awesome was the sight that it drove men mad. We who can see the stars every night glance up casually at the cosmos and then quickly down again, searching for a Dairy Queen.


On May 20, 1999, the Seattle Cinerama was a big bowl of happy people who cheered at the beginning, cheered several times during the film, and cheered hysterically at the end. When it was over, I walked out of the theatre having momentarily forgotten about all of the arguments and cynicism online, charged with wonder, questions, and adrenaline. I even stayed around a bit to bask in the glow of it all, eavesdropping on the crowds outside. Most were my age (28ish to 35ish). Many were comparing notes: “My favorite character was Amidala.” “Jar Jar wasn’t as bad as I expected.” “I liked him!” “Are you kidding?” “R2D2’s first scene was just perfect!” “That was the best lightsaber fight ever… by far!” They were all grinning from ear-to-ear and all ready to get right back in line and see it again.

That kind of fun had been missing from the movies had been missing since 1983. I hadn’t outgrown it, and I still haven’t.

Writer/director – George Lucas; Director of photography – David Tattersall; Editor – Paul Martin Smith; Music – John Williams; Production designer – Gavin Bocquet; Creatures effects – Nick Dudman; Visual effects supervisors – Dennis Muren and John Knoll; Visual effects art director – Doug Chiang; Animation supervisor – Rob Coleman; Producer – Rick McCallum. STARRING: Liam Neeson (Qui-Gon Jinn), Ewan McGregor (Obi-Wan Kenobi), Natalie Portman (Queen Amidala), Jake Lloyd (Anakin Skywalker), Ian McDiarmid (Senator Palpatine), Pernilla August (Shmi Skywalker), Ahmed Best (Jar Jar Binks), Frank Oz (voice of Yoda), Samuel L. Jackson (Mace Windu) and Ray Park (Darth Maul). 20th Century Fox. 132 minutes. Rated PG-13.


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