Why The Phantom Menace is still the best Star Wars prequel

midlandsmovies • Apr 15, 2024

A long time ago in a cinema far far away from the Midlands, like the rest of the globe I was in a queue and excitedly anticipating watching the first Star Wars film to be released in 16 years.


But very much like the rest of the globe too, it was soon very clear that this wasn’t the Star Wars we grew up with.


A messy film seemingly without focus, an egregiously unfunny comedy sidekick and a plot about federation trade routes, The Phantom Menace did actually receive some positive reviews on its release (4 star in Total Film) but it’d be extremely generous to say it’s fared less well with fans and critics since.


But there’s always been something about it that, for me, still makes it the best of the three prequels George Lucas gave us at the turn of the millennium.


I’ll try not to cover too much old ground in this re-visit, as the films have been analysed and re-analysed to death. And this is definitely not a reassessment of the film as some kind of overlooked masterpiece. It’s not even close. Yet I have felt this way since 2005 when the turgid trilogy ended and although at no point do I consider TPM to be good cinema, it’s the one that stands out against the others. But why?


Red Letter Media’s Mr. Plinkett breakdown is still the gold standard for a film-based critique of its flaws but I do believe it to be interesting and the best of, pardon the Star Wars pun, the bad batch. Although to be fair, best of the prequels is like best of the turds I’ve shat. 

But why would I even consider such a spicy take? Well, there’s a few reasons, but the foremost is that it’s the only one that’s memorable. That’s right. When asked what people like about the prequels, it’s almost entirely elements from The Phantom Menace.


The Podrace. Darth Maul. Duel of the Fates. Costumes and locations. Production Design. It’s all here and it’s all very good. Its huge cultural impact again is why I like it the most. We haven’t memory-holed this film like Avatar. Whether for good or bad it’s still the only prequel I can really remember much about. Clones? Endless animated CGI. Revenge of the Sith? The final Vader breath. Anything else? Not really.


But there’s more than just that. When the DVD was released it contained perhaps one of the best Making Of featurettes ever seen. The amazing behind the scenes footage from casting to spaceship model work laid bare the tremendous passion that went into the production. But it also had the kind of intimate exposé you don’t really get anymore. From Lucas’ over-tinkering in the editing room, to the first rough-cut viewing disappointment, it revealed the team’s frustrations and problems far more than the back-slapping self-congratulatory snippets we are fed today.

And it even created a few memes that stuck in the cultural sphere too. “It’s like poetry, it rhymes”, “He’s a funnier character than we’ve ever had before” and “I may have gone too far in some places”. They’ve not reached “jump-the-shark”-like status in our lexicon yet, but if you’re a fan you’ll know them.

But the Making Of also presented the authentic thinking behind some of the genuinely good parts – the intricate costumes, the sumptuous production and model design (led by the now legendary Doug Chiang) and the location shooting all showed the outstanding level of creativity involved.


Shooting on location would soon be a rarity in the Star Wars films until JJ Abrams’ The Force Awakens. Unfortunately, Lucas favoured the flexibility (and ease) of the increasingly cartoon-like computer generated imagery from the comfort of his director’s chair. But do check out the huge amount of innovative puppetry, tangible practical effects and detailed sets, buildings and locations from this film in these 150 behind the scenes photos.

The action is often exhilarating and the well-received Podrace was said to have been inspired by Ben Hur – but also take a look at this George Lucas student film involving a sports car below. Now THIS is Podracing!


The sequence itself pushed forward digital and traditional matte painting work as well as animatics to help pre-edit sequences. But it also retained the tangible practical models that made the original such a visually pleasing experience. Sadly, this look ended when Lucas moved to shooting the next two episodes on digital cameras instead of normal film stock.


And its legacy continues to this day. The Podrace’s Beggar’s Canyon is mentioned as the place Luke hunts womp rats in A New Hope as well as the place Din Djarin (“Mando”) tries out his Naboo starfighter in The Book of Boba Fett and also where Obi-Wan rides into at the end of Kenobi. Seen much of planet Utapau recently?

Another highlight is composer John Williams’ stirring score, written in just 4 months. Whilst Annakin’s theme contained musical clues from Vader’s motif, did you recognise the end celebration theme with Chancellor Palpatine? Well it’s Williams’ dark side theme sped up and put into a major key! And The Duel of the Fates is timeless Star Wars with the only shame being that this intense choral symphony masterpiece has rarely been used since.


The musical sounds were complimented by Oscar-winning Ben Burtt’s 1000+ sound effects mixed at Skywalker Ranch. Languages, robot voices and an update of the lightsaber “buzz” (an accidental noise Burtt stumbled across 20 years previously when a microphone got too close to a television set) all help create the world-building required. Specifically, the Podracer’s gear-shifting and propellor noises are a standout.

The film had the most amazing trailer too. I remember awaiting its showing on ITV’s GM-TV in 1998 and only being able to watch it once on my 14” Sanyo CRT as I didn’t have a blank VHS to hand to record it.


And I still want to see the film that this promised - as the one we got didn't seem connected to the exciting clips featured in the teaser. Yet, it was still a game-changer in promotion and generated huge hype for the film.


Before the dark times, before the Empire and before the internet (for me at least), there were reports at the time which shared the news that cinemas reported a 75% increase in ticket sales during the trailer’s release. Turns out the public were paying full price for a movie, then walking out after TPM trailer was shown! Now that's fan commitment you don't get with a social media trailer drop.


But for those with access in the early days of the world wide web, it was a huge milestone for the internet. 6.4 million downloads of the trailer took place in just three weeks. With Steve Jobs describing it as "the biggest Internet download event in history".

The actors (not the acting) are fantastic, but admittedly not even they could do anything with the material they were given. Yet each came off the back of some of the most amazing films of the 90s.


Natalie Portman (Leon) and Liam Neeson (Oscar-nominated for Schindler’s List) were hot properties. Ewan McGregor was coming off Trainspotting (and being the nephew of Denis “Wedge in the original film” Lawson wouldn’t have harmed), whilst Samuel L Jackson had Pulp Fiction on his CV. Jackson even asked to be in Star Wars in an interview during a 1997 episode of Channel 4’s show TFI Friday. (I’ve searched the web for the interview without success – I do remember watching it at the time though and we have this short clip, which does prove he was at least on the show).


The sad treatment of the young Jake Lloyd as Anakin Skywalker was indefensible though. The actor received a huge amount of unjustified criticism for someone at such an age and his subsequent personal troubles – exacerbated by sci-fi bullies – still represent a huge blot on the SW fandom.

The Rise of Fanfilmers

Also in the positive column for creativity was the film kickstarting the expansion in the home-grown re-edit. Fans upset with Lucas’ interpretation of the galaxy used the new DVD format to get their hands on digital elements where they could re-cut, re-edit and re-score their own versions. Hoping to improve the movie, many did their best to remove unfunny alien Jar Jar Binks or take care of the many narrative structural problems. The unseen Topher Grace cut is apparently pretty decent (trimming the film to a brisk 85 minutes) and the actor/hobby-editor even continues to test this format many years later.


Personally I’ve seen just one fan edit of the movie which removed 20 minutes of utter nonsense making it perhaps 10% better. You can’t polish a turd, it seems.

We also saw the return of (the jedi) artist Drew Struzan who had worked on the covers of the 1997 Special Edition re-release posters (and also famed for the Indiana Jones, Back to the Future, The Thing & Harry Potter posters amongst dozens of other classics too). He delivered another iconic worldwide poster – painted in his imitable style – but even more memorable was the brilliant minimalist Vader-shadow one sheet. Again, a unique image that was replaced, almost universally in blockbusters, by the Photoshopped floating heads-style.

But let’s not overegg this. It has some truly horrendous qualities of course. The acting is abysmal at best (the strange monotone cod-English accent delivery is still a massive mystery to me), the film’s structure is all over the shop (do we even have a central character?) and the dialogue is atrocious (“storm’s coming, Ani”, “Yippee” and “Mesa going home”). This despite the rumour Carrie Fisher worked as a script doctor to polish the script and refine dialogue.


And none of us can forget Jar Jar Binks, the horrible Gungan in the room. Ahmed Best (one of the nicest guys in the industry) wasn’t given a chance really and I feel for him. His unappreciated pioneering embodiment of a CGI character had its thunder stolen by Andy Serkis’ excellent turn as Gollum just a few years later.


And fuck me, Ben Quadinaros may just be the stupidest-looking character in any SW media – one friend of mine simply describing him as a “crisp with legs”.

Attack of the Clones

And as so often, the film industry took the wrong lessons from any of the film’s more positive elements. CGI cities, unnecessary grand operatic universes and attempts at fully computer-generated characters soon became a theme of subsequent blockbusters. Lucas’ fantastic innovations were used to their worst possible excesses in cinematic dirge like Chronicles of Riddick (2004), Dungeons and Dragons (2000) and Battlefield Earth (2000).


But do check out the hilarious clip of Peter Serafinowicz who provided Darth Maul’s voice (who only actually has 3 lines in the movie) as he talks with podcaster and comedian Richard Herring about his experience on the film. It's pure gold as Serafinowicz describes George Lucas being in his audio recording booth, how he had to pay for himself and friends to go to the movie’s premiere (!), throwing some shade at (an incredibly creepy) Terence Stamp and then being so obviously disappointed when reading the opening crawl.

And with the re-release hitting cinemas in just a few weeks – not on May the Fourth (be with you) but one day before on May 3rd (my birthday by the way) – I’ve already got my tickets ready to be disappointed in whole new ways. One thing I wasn’t disappointed about though was a recent visit to Italy last month. I visited Reggia di Caserta just outside Napoli. This opulent building has been used in many productions, including Angels & Demons, but may be most well known as Queen Amidala’s Naboo palace in Episode I. Highly recommended even if you don’t like Star Wars I assure you.

So, as mentioned up top, Star Wars Episode I: The Phantom Menace is not a great film. It’s not even a good one. But this article wasn’t trying to explore that in particular. Just that it's better than the rest. And for me, I think its positive elements far outweigh the CGI romance-mess that was Episode II and the overblown try-to-course-correct faux-seriousness of Episode III.


But of course, everyone already had their own version of what this series should be in their minds. These were built up from the few hints we all remember in the original trilogy. Knights. A fall to the Dark side. A peaceful time before the Empire. We had all conjured up a prequel in our heads as kids long before these movies were released.


Rather obviously then, a 20-year build up couldn’t be anything but a disappointment really. Yet, I still can't shake the feeling that with some (perhaps a lot) of tweaks, Lucas could have really set a new standard with this one. And to this day, it's clearly the best of the 3 prequels he made. Mesa sure of it.


Michael Sales

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