THX 1138 turns 50: A look back at George Lucas’ dystopian debut

Considering how the Star Wars franchise has grown (or decayed, depending on your point of view) over the past 20 years now, it’s almost easy to forget the rather humble beginnings of the filmmaking career of its creator, George Lucas. Indeed, this year marks the 50th anniversary of his first feature film, THX 1138.

Released the same year as Stanley Kubrick’s science fiction classic A Clockwork Orange, Lucas’s work was a feature length version of his award-winning short film Electronic Labyrinth THX 1138-4EB. Lucas made that film while attending USC film school and the finished product caught the attention of, among others, a filmmaker named Francis Ford Coppola, who was a student at UCLA’s film school. Coppola befriended Lucas and encouraged him and other writers and actors to join him in creating a new studio called American Zoetrope, which they felt would begin a new era in filmmaking away from Hollywood. With a multi-picture deal set with Warner Brothers, the group selected a feature-length version of THX as their studio’s first effort.


Before I begin, I must point out that the version I watched for this review is the 2004 “special edition” of the film.

We start with a brief teaser for the latest chapter of the serial Buck Rogers in the 20th Century. Everyone is pretty much aware that Buck was the initial inspiration for Star Wars, but upon re-watching this film again, I can see where Lucas was coming from starting the film like this (more on that shortly).

After the opening credits, which scroll down rather than up like one may have expected, we see what turns out to be the inside of a medicine cabinet. Whenever one opens the door, a computerized voice asks “What’s wrong?” This sets up the idea that drug use in this world is mandatory in order to maintain this society. Other aspects of the society include the populace wearing white uniforms and having their heads shaved, with the exception of monks, who wear brown, and the android police, who wear black.

The title character (Robert Duvall) works at a control center where he keeps watch for anything amiss, which is what happens when a radiation leak is detected, resulting in an explosion in another sector which kills several people. But the leak is contained before it can go any further, and the machine congratulates the workers for ensuring that less lives were lost in this accident than those in a neighboring facility.

After his shift, THX goes to what appears to be a confession booth and speaks to a portrait of Christ. He reveals that both he and his roommate LUH 3417 (Maggie McOmie) have been having bizarre feelings of late. He also confesses to a recent slip-up at work. We also get a brief glimpse of an insect in the machine that controls that portrait’s automated voice, which simply gives THX blessings.

When he gets home, THX takes his pills while channel surfing. The TVs in this world have holographic programming, with THX watching porn, a sales pitch, and a policeman striking someone with his baton. Although LUH is confused, she and THX have their dinner and eventually begin to make love.


The next day, THX confesses to the Christ portrait about his lovemaking and vomits. In keeping with this world’s monotonous tone, the machine blesses him. He returns home and collapses as he goes for the medicine cabinet. The door being left open leads to the machine repeatedly asking, “What’s wrong?” which catches the attention of SEN 5241 (Donald Pleasance), who sees the repeated automated inquiry from his workstation.

LUH comforts THX and they have sex again. She begins to fear that they’re being watched, since sex is forbidden in their society. THX reassures her, even though LUH’s claims prove correct.

The following day, LUH informs THX that she must meet with SEN for a new change in shift duty. Later, SEN meets with THX, requesting that they become roommates. But THX refuses, threatening to report SEN for stalking him at his work place. But THX’s refusal to take his drugs the previous night lead to another work mishap. Although THX corrects it, he and LUH are arrested. His attorney convinces the higher-ups to simply incarcerate THX.

We next see him in a white room that appears to have no walls—much like every movie or show that depicts the afterlife, basically. Police are present and force him to run around briefly as they hit him with their sticks. Afterwards, THX is strapped down with tubes put in his mouth and nose. Eventually, he cries out in agony and collapses.

When he awakens, he sees LUH, who informs him she’s pregnant. They make love before being interrupted by police. THX grabs one of their sticks and attempts to ward them off until they knock him down.

THX wakes up to find LUH gone, but other prisoners are with him, including SEN, who’s quite giddy as he tries to explain that they can escape. This leads to another prisoner shutting him up by bopping him on the nose, although that must have only stung, because there’s no blood. After another prisoner described as a “shell dweller” is dumped with them, THX and SEN walk away from their indifferent cellmates looking for an escape. They find one thanks to SRT 5752 (Don Pedro Colley), who helps himself to the food/pills they have with them before leading them out through a hidden doorway.

On the other side is basically rush hour, with people zipping around every which way. As THX and SEN are reported missing and the police are on the move, SRT informs the fugitives that he’s a hologram who left after getting stuck in a circuit. The trio gets separated, with SEN on a subway and THX and SRT in a room filled with computer hookups. The nearby police don’t see them but call for backup. SEN disembarks from the subway and soon boards another, while SRT helps THX hide from police in the facility’s ceiling.

They next find dead bodies covered in sheets, and get the clever notion to masquerade as corpses to evade the police. But they’re forced to give up this cover when THX is stabbed by a passing orderly. Meanwhile, SEN decides this is the time to confess his sins and does so when he sees a Jesus picture. But this is in an unauthorized location, which leads to SEN knocking out a monk who attempts to take him into custody. He goes to another area and has a pleasant chat with some children before police arrive to apprehend him.


THX and SRT manage to steal cars and drive off, although SRT crashes his almost immediately (but like the Doctor on Star Trek: Voyager, this hologram can do basically anything). In the ensuing chase, THX manages to knock the police off their bikes by going through a construction site, wrecking his getaway car as well.

Continuing on foot, THX briefly scuffles with monkey like creatures, also called “shell dwellers”, before climbing up a ventilation shaft.

The cops follow but are soon ordered to end their pursuit, because continuing their chase is causing them to go over their budget. They try to get THX to surrender by saying the shaft leads to an uninhabitable surface, but THX keeps going. The film’s final shot is of him emerging in front of the setting sun.

The film certainly has a downbeat, Orwellian flavor to it. The cast is top-notch and the Lalo Schifrin score is nice and haunting, as is the conclusion, which leaves it up to the viewer to decide if THX can in fact survive in this strange new world. The Buck Rogers reference in the beginning is perhaps a reference to how THX becomes heroic by succeeding in becoming his own person, rather than the programmed persona his society wants him to become.

The enhanced SFX, for the most part, add to the claustrophobic feel of this world. In other words, the added effects of subways and people constantly moving in this underground world make it look cooler than Coruscant.

THX 1138 confused many critics and viewers when the film first premiered, which led to it being received with indifference. But its influence was felt anyway, in later films such as Logan’s Run. Not surprisingly, more people took notice of Lucas’ directorial debut after Star Wars became a smash. But the initial reception prompted Warner Brothers to withdraw its multi-picture deal with Zoetrope.

Fortunately, Coppola and Lucas and company weren’t in financial straights for long; Coppola got the job of directing The Godfather shortly afterward. The great success of that film made Robert Duvall a star and gave Coppola enormous clout. One way he used it was to ensure that Lucas’s next film American Graffiti would get the green light. The success of Graffiti, in turn, gave Lucas the cachet he needed to get his next picture Star Wars going.


It’s this seven year-period when Lucas made THX, American Graffiti, and the original Star Wars that I view as the most interesting point in his career. It was during this period that Lucas was truly a filmmaker and not the business mogul he would later become. This unofficial “trilogy” of films all had themes that interested him, and just as importantly, allowed him to reveal elements of himself.

This makes Coppola’s later declaration of Star Wars being a double-edged sword more understandable, given that the grueling experience of making that movie led to Lucas giving up on directing, with the only films he’s directed since being the prequel trilogy. And according to Coppola, it led to the world being other films that Lucas could have directed that would have caught the interest of moviegoers.

Rob Kirchgassner

Rob is a blogger, critic, and author. His latest novel is Ailurophobia, available now from Amazon.

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