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The sequel that George Lucas had hoped for became a foregone conclusion after the success of the first Star Wars. This time he would not be directing, but he still wanted to take an active role in the screenplay and the production. As he said in an interview with Time magazine in 1978 (showing remarkable prescience): "I will go back and (direct) another one. But it will be towards the end of the cycle of films, about 20 years from now".

After writing the story outline, Lucas initially hired golden age Hollywood screenwriter Leigh Brackett to write the script. She turned in the first draft shortly before she died. Although Brackett received credit on the film as a mark of respect, it's generally believed that very little of her draft made it into the final film, since Lucas and his new screenwriter, Lawrence Kasdan, rewrote it. Interestingly, the first draft didn't even include the film's major twist ending.

Kasdan had already written the script for Raiders of the Lost Ark, an idea Lucas cooked up with his friend Steven Spielberg while the two were on vacation in Hawaii following the release of Star Wars. Lucas gave Kasdan the job before even reading the Raiders script, telling Kasdan he'd retract the Empire offer if he didn't like the other script.

The new story was far dark than the first film. It would also be revealed that this was Episode V of the saga, making the film everyone thought was the first Star Wars actually Episode IV.

Lucas had decided to fund the $18 million budget himself, which was pretty much all the money he'd made from the first film. If it flopped, he would be in serious financial trouble.

With the script for Empire in place, locations were scouted and the cast and crew assembled. Elstree would again be used for interiors, with exterior locations in Norway standing in for the ice planet Hoth.

Most of the cast was happy to return, including Alec Guinness, who asked for no fee as a favour to Lucas. Harrison Ford, who hadn't yet made a name for himself outside of Star Wars and was reluctant to get typecast, pushed for Han Solo to become a much more rounded character. The major new additions to the cast were Billy Dee Williams as Lando Calrissian and The Muppet Show talent Frank Oz as a mysterious new Jedi Master.

Filling in for Lucas in the director's chair was his old USC teacher, Irvin Kershner. While he may have seemed an odd choice at the time, Kershner's mature, non-Hollywood approach to directing was exactly what Lucas, and the film, needed. Even Kershner himself was dubious about taking the job, since Star Wars was such a hard act to follow.

Shooting began in Finise, Norway, with the snowy conditions in many ways as unpleasant and inhospitable as the desert of Tunisia had been. Many of the sets from the first film, such as the Millennium Falcon, were destroyed as Star Wars wasn't expected to be a hit, so they had to be recreated for Empire.

Things were little better back in England, as production designer John Barry tragically died suddenly during shooting and the film went over budget by almost $10 million. This forced Lucas to take a more active role in the production to get things back on schedule and he had to reluctantly beg 20th Century Fox for more money. Lucas mainly blamed producer Gary Kurtz for the budget overruns, and it would be the last time the two worked together.

Despite the problems the film was completed and ready for its release in May of 1980. Few fans knew what to expect from the sequel, which had been shrouded in secrecy. The big twist at the end, involving Luke's parentage, had even been kept a secret from most of the cast and crew, with Mark Hamill only given the correct script on the day of shooting. Dave Prowse, as Vader, was given fake dialogue to react to, something he would be bitter about for years afterwards.

The film begins with the grim and somewhat unexpected news that, despite the destruction of the Death Star, the Rebels have been driven from their base and find themselves in dark times. After the sinister sight of a star destroyer launching its probes throughout the galaxy, we're reintroduced to Luke and Han out on patrol on Hoth.

The whole sequence that follows with Luke attacked by a Wampa is claimed by some have been created to explain the facial injuries Hamill suffered following his accident shortly before the release of Star Wars. Whatever the reason, the first part of the film further cements the friendship between Han and Luke, as the former smuggler risks his life to save Luke from the freezing cold. This is especially important, as the heroes will be separated for the rest of the movie.

Other important developments are Luke demonstrating his new power of telekinesis (though it is never explained how he learned this) and the first appearance of Obi-Wan in ghostly form.

The film slows down a little after this, until we see Vader aboard his new starship, the Executor. This is an awesome scene that shows the full might of the Empire, accompanied by Williams' stunning Imperial March theme.

Back on Hoth, the rebels prepare for the battle they know is coming. Luke and Han have a poignant goodbye scene. Admiral Ozzel's clumsiness in alerting the Rebels to their presence earns him death by Force choke from Vader, who is no longer bound by Tarkin. This begins the twisted running joke of Vader killing every officer who displeases him, which is handy for officers seeking promotion like Captain Piett, who becomes Admiral Piett.

The Battle of Hoth is a stunning technological achievement that ranks with the greatest battle scenes of all time. The sight of the AT-ATs stomping everything in their path is particularly impressive, and it is also the rare occasion where the good guys loose. Aside from two moments of triumph, tripping up one Imperial Walker and Luke blowing up another to buy the Rebels some brief time, it's a bitter defeat.

Amusingly Han has to hit the Millennium Falcon to get it to start, and even when it's in space the hyperdrive refuses to work.

While the Imperials chase the Falcon, there are two memorable scenes with Vader. The first gives us a glimpse of the back of his scarred head, hinting for the first time at the tortured man inside the suit (allowing the audience to imagine something far more horrible than we would see in the next film).

The second scene, later on, shows the Emperor for the first time, albeit in hologram form. It's revealed that, despite the claims in the previous film that Vader was all that remained of the Jedi religion, both he and the Emperor are followers of the Dark Side of the Force.

The middle of the film is mostly the chase of Han and Leia intercut with the more sedate scenes of Luke on Dagobah. The separation of the heroes helps to give the film a different feel from Star Wars, which was about the heroes slowly being brought together.

The introduction of Yoda is handled humorously with the seemingly crazy swamp pest turning out to be the great Jedi master Luke is seeking. Thanks to Frank Oz's wonderful puppetry work, these scenes are never as boring as some training scenes can be. Yoda's best line is also his scariest, after Luke says he's not afraid and the Jedi master replies in a creepy voice, "You will be. You will be."

The two most memorable scenes on Dagobah demonstrate the power of the both the light and dark side of the Force. The dark side is revealed when Luke enters a cave and faces the spectre of Darth Vader who, once decapitated, turns out to be Luke himself. But the light side is shown to be even more powerful when Yoda majestically lifts Luke's X-Wing out of the swamp after the young Jedi has failed in the same task.

Meanwhile, after a stunning asteroid chase, Han and company seek refuge inside another cave (the symbolism is heavy). This give some time for the romance between Han and Leia to further develop. Until they are chased out by a giant slug (don't you hate it when that happens?)

After they are captured on Bespin, Han is tortured (producing the visions of pain that Luke will see in the past) while Leia and Chewie are pretty much left alone - Chewie even starts to rebuild 3PO then shuts him off when he remembers how annoying the droid is.

After Han is frozen in a particularly traumatic scene, Luke finally arrives on Cloud City. While Lando and the Rebels battle their way out, Luke confronts Vader in person for the first time. This begins the tradition of each Star Wars film intercutting one more battle/fight in the final reel than the previous film.

The lightsaber duel is a lot more exciting than the Obi-Wan vs. Vader duel in the first film, both visually and emotionally. Vader taunts Luke to try and bring out his aggression, while at the same time offering Luke the training he needs to achieve his full potential. It's interesting how the duel brings out the character of the participants, with Vader fighting one handed at first (clearly testing how powerful Luke is) before switching to two-handed strikes when the fight becomes more intense.

The lightsaber duel grows more intense with Vader displaying his telekinesis abilities before finally chopping off Luke's hand. Worse is to come for the young Jedi, though, when Vader springs the big revelation, "I am your father."

The twist was a shock in the day and remains powerful even after it has been parodied countless times. Though some think the twist was a gimmick and made Obi-Wan a liar in the first film, it added a new dimension to the saga, raising it from adventure serial to mythic tragedy.

Luke falls to his seeming death rather than join Vader and ends up hanging beneath Cloud City in the freezing wind (it's easy to feel the chill). Leia hears his calls for help in her mind and Lando reluctantly turns the Falcon around to rescue him. They escape, leaving a very pissed off Vader and scared-looking Admiral Piett.

The final scene has our heroes rejoin the Rebel fleet on the far side of the galaxy. As Luke, Leia and the droids poignantly watch, the Falcon flies off into space. The somber, cliffhanger ending was a brave move at the time, especially as it would be three years before the story concluded, but it paid off brilliantly.

All the returning characters are given a greater depth this time. Luke is less whiny and, while he doesn't quite match Han Solo for charisma, Hamill holds his own in the long sequence of the film where he's acting opposite a muppet. It's easy to see him slowly becoming a great Jedi, like his father before him. Although his facial expression are rather laughable when he hears Vader's paternal revelation, but not enough to ruin the moment.

Harrison Ford seems even more comfortable in his role this time, and Han becomes one of the great romantic heroes, while still keeping his witty one-liners. The romantic relationship between Han and Leia follows on logically from the first film, where it was already apparent there was more chemistry between Ford and Fisher than between Fisher and Hamill.

Leia is also a more developed character this time, having ample time to resist Han's advances before giving in, and then becoming a woman of action in the last act.

Perhaps thanks to the direction of Kershner, Vader is a more imposing character this time. Both the body language of Dave Prowse and vocal delivery James Earl Jones seem to have been given more thought this time, helping to further define Vader as one of the great screen villains.

Of the new characters, the charismatic Lando Calrissian is a successful addition to the saga. While some claim Lando was added as a token for those who complained about the all-white cast in the original, Billy Dee Williams creates a memorable character, going though a similar change as Han in the original, from scoundrel to hero. His character could also be seen as insurance in case Ford decided not to return for the next film.

The very different character of Yoda is even more impressive. Frank Oz makes it easy to forget we're just watching a muppet that looks like Kermit and sounds like Miss Piggy. Yoda is a fully fleshed out character full of humour and eccentricities.

Many different ideas were considered for Yoda, including using a live monkey or a little person. The puppet was eventually chosen as the best way to realise him, though in the long shots he was a little person walking on knees. Makeup designer Stuart Freeborn reportedly based Yoda's face on his own features, mixed with Albert Einstein's eyes.

The bounty hunter characters (Boba Fett became an icon even though he wasn't even referred to by name in the film) and various Imperial officers add some nice depth to the range of villains. The Emperor himself is intriguing if under-developed, played by a woman with superimposed chimpanzee eyes and voiced by actor Clive Revill.

The dialogue improves on the original while retaining the Saturday Matinee feel. The romantic bickering between Han and Leia is nicely done, culminating in the classic exchange where Leia finally declares her love and Han simply replies, "I know." The original script had Han saying "I'll be back" and Kershner and Ford struggled with many different takes of the line before Ford finally improvised the one that's in the film.

While Kershner may have seemed like an odd choice at first, he undoubtedly became one of the film's strengths. While still keeping that same style as the first film, he also gave Empire a grander, less hurried feel. The characters are allowed greater opportunity to interact and show more of their human side. Many of the best touches in the film were ideas Kershner had on the set, such as Chewie's mournful howl after the base doors are closed on Hoth with Luke and Han still outside.

The cinematography by Peter Suschitzky, who would later go on to collaborate with filmmakers such as David Cronenberg and Tim Burton, is stunning. The camerawork and lighting is much more stylish and atmospheric than any of the other films in the saga. This is especially apparent in the scenes in the carbon freezing chamber, both when Han Solo is frozen and when Luke confronts Lord Vader.

Making Norway look like an ice planet obviously didn't require much work. The hardship the cast and crew went though finding the location and filming there paid off. Even more impressive are the swamp scenes on Dagobah, which rarely give away that the whole thing was filmed inside on a set. The fake swamp even became more like a real swamp as shooting progressed.

Boba Fett's costume is an iconic one that, much like Vader's, quickly made him a fan favourite on looks alone. There are also some interesting variations on stormtrooper uniforms, such as the snow troopers and AT-AT drivers. Thankfully, Leia gets to change her hair and try some different costumes.

Interestingly, Empire has the least aliens and bizarre makeup jobs of the saga, making it in many ways the most human of the films.

Films with dual story strands are notoriously difficult to edit, and Empire is one of the better examples of how to cut between different stories without confusing or boring the audience. Although some would complain that the passage of time is poorly handled (Luke's training seems to take weeks or months while Han and Leia only seem to take a few days to reach Bespin) overall the editing is one of the film's strengths, particularly during the action scenes.

One subplot that ended up on the cutting room floor was Wampas breaking into the Rebel base on Hoth. While being pursued by Imperials, 3PO was to rip the warning off the door leading to the section where the Wampas were contained (this shot actually appeared in the trailer) and lead them into a trap.

Empire would have around twice as many effects as the first film, and they easily surpass the original in quality as well as quantity. Although there are some effects that have dated (such as the jerky stop-motion work on the tauntauns) overall it's hard to fault them. Highlights include the stunning Imperial Walkers (the stop motion is much better suited to mechanical beasts) and the jaw dropping asteroid chase, which combined two hundred different elements in one piece of film.

The snow scenes were particularly difficult to composite, as the blue screen glow would stand out more against the white backgrounds. Luckily, ILM got around the problems with the AT-AT's by filming the stop motion models in camera with a baking soda foreground and matte background.

John Williams surpasses his previous work by adding several new impressive themes. The Love Theme for Han and Leia is unabashedly old-fashioned and romantic, while Yoda's theme perfectly captures both the mischievous nature and power of his character. Best of all is the Imperial March, a theme that pretty much defines evil for everyone who hears it.

Empire is a much deeper film than Star Wars, that goes into more exploration of the Force, both the Light Side and Dark Side. Yoda's teachings draw on many philosophies, especially Eastern.

One of the most controversial aspects of Empire, at least in Hollywood circles, was the decision by the Director's Guild of America to fine Lucas $250,000 for not putting Irvin Kershner's name at the beginning of the film. They argued that by just having the Lucasfilm logo at the beginning he was stealing the director's credit, and even wanted to pull the film from cinemas.

This rather nonsensical rule didn't even take into account that Kershner had no problem with his credit not appearing at the beginning. An angry Lucas paid the fines to protect Kershner and then resigned from both the Director's Guild and the Writer's Guild. Lucas would now be an official outsider in Hollywood.

Both fans and critics commonly regard Empire as the best of the saga, and it's hard to argue with that notion. It's the one that every Star Wars film (and blockbuster sequel) has had to live up to since. The combination of Lucas's uncompromising story, Kasdan's excellent script and Kershner's masterful direction make this a dark, emotional epic.

The film shows that the good guys don't always win, and for that reason stands out as a more mature story than most other space operas. The twist was one that nobody saw coming at the time, especially as it was the first example of retroactive continuity in the saga, since Vader and Luke's father were described as two different people in the original film.

Empire was released on May 21 to mostly positive reviews (though not as ecstatic as they would be years later, after the impact of the film had fully sunken in). One of the more random and amusing bashes of the film came from New York Times's critic Vince Canby: "I found myself glancing at my watch almost as often as I did when I was sitting through a truly terrible movie called The Island."

Audience expectations were high, but in those days sequels were not the virtually guaranteed success they are now. Even successful sequels like The Godfather Part II (1974) and Jaws 2 (1978) had ended up making less than half of their predecessor's box office gross. Empire was released in more theaters than Star Wars, but was still given time to build its audience.

It quickly proved that audiences had not tired of Star Wars, as the film went on to earn over $200 million in the U.S. alone, easily becoming the most successful movie of 1980. If not for that success it could have been the last Star Wars film, since Lucas had put so much of his own money into the film.

Aside from the hundreds of millions generated at the box office and increasing toy sales, Empire also made new characters such as Yoda household names. It didn't quite have the same cultural impact as the original, but what film could? The important thing was that fans were now dying to find out whether Vader was really Luke's father and how Han would be rescued from Jabba the Hutt.

To tie in with Empire, when Star Wars was released again in 1981, the subtitle Episode IV: A New Hope was added to the opening crawl. Although to most people it would still remain plain old Star Wars, for consistency's sake (and to please the fans) I'll refer to the film from now on as A New Hope.

With the profits from Empire Lucas built Skywalker Ranch, his own filmmaking enclave in Northern California. It just happened to be on Lucas Valley Road.

Before Lucas turned his attention to the third Star Wars film, he would produce Raiders of the Lost Ark (1981). Spielberg had told Lucas he wanted to make a James Bond style film and Lucas had replied that he had the idea for a movie that would be "better than Bond".

The two were the most famous and successful filmmakers in Hollywood at the time, and some were secretly hoping their collaboration would fail. That didn't happen of course, as the first adventures of Indiana Jones (originally called Indiana Smith) was a success in every respect. It continued Lucas's love affair with old movie serials and showed he could seemingly do no wrong when he made films for young audiences. That film will be discussed in full in the Steven Spielberg section.

Around the same time, Lucas also produced Lawrence Kasdan's first directorial effort, the film noir Body Heat (1981). Lucas took no credit, since he felt having his name on the rather salacious film would hurt more than it would help.






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