The Great Bait-And-Switch Of 1999: The Billion Dollar Blockbuster That Failed
I was -10 years old when the original Star Wars came out in 1977, but even I was swept up in the wave of nostalgia that delivered its abysmal first prequel, Star Wars: Episode I – The Phantom Menace, into expectant multiplexes on May 19th, 1999 (25 years ago this week), when I was all of +10 years old. One of the most-hyped flicks in cinema history, Episode I was a preordained blockbuster, adorning the covers of Time and Newsweek as much as it did industry fare like Entertainment Weekly and Premiere, plus practically every newspaper in the country. Niche destinations all in 2024, but the absolute best metric for the center of the zeitgeist circa 1999.
Gen Xers and Baby Boomers alike hoped to recapture their moviegoing memories of yore with George Lucas’ first big screen foray into his signature series since 1983 (though there had been a pair of Ewok-themed TV movies, a few TV series, and an avalanche of novelizations in the intervening years). Millennials, two years after a controversial batch of expanded “special edition” remasters stormed theaters, were looking forward to hopefully getting big-screen franchise memories to call our own. The original Star Wars, at the time of its May 1977 release, represented a dramatic fusion of classic myth-building with revolutionary special effects, an irresistible synthesis. Star Wars wasn’t just a great-looking movie, of course. The mega-hit space opera wouldn’t have become the astronomical phenomenon it was if it didn’t boast a buoyant, Joseph Campbell-approved hero’s journey, loaded with unforgettable characters and worlds.
Following that up to the satisfaction of anybody may have seemed like a fool’s errand, but The Empire Strikes Back and Return Of The Jedi stunningly delivered on the promise of their precursor, while earning gobs of cash to boot.
So maybe the first trilogy had set something of an insurmountable standard for Lucas. But he sure fumbled the ball.
People camped outside of theaters for nights, weeks, months. It set multiple opening weekend box office records, then continued to climb throughout the summer as the eventual No. 1 hit of the year worldwide — and, at the time, the No. 2 highest-grossing movie ever, unadjusted, behind only Titanic. Mercifully, The Phantom Menace has since slipped all the way to 45th, as of this writing.
We wanted a movie miracle. We wanted to be transported not to the many marvelous planets of the original Star Wars films, but to that initial feeling of transit, the sensation of living in an impossible world. Those first three stories set a new bar in escapist adventure.
Their first prequel was sorely lacking in that respect.
A bloated, personality-free mess, bogged down by moments of skull-numbing tedium (so many trade route negotiation scenes), the most annoying character in the history of cinema (take a wild guess), and absolutely no sense of pacing of dynamism, Episode I represented a staggering fall from grace. Yes, it did end with a pretty nifty little fight scene, as glorified extra Darth Maul (a badly-dubbed Ray Park) faces off against zero-dimensional Jedi “heroes” Qui-Gon Jinn (Liam Neeson) and Obi-Wan Kenobi (Ewan MacGregor), but even that’s sandwiched by a yawn-inducing castle storming, the befuddling “now this is pod-racing” ship-exploding exploits of perhaps the second-most annoying character in the history of cinema (take another wild guess), and an all-CGI stink-fest between some deeply unfunny Gungans and some deeply unthreatening droids. You didn’t remember the Gungan-droid battle, did you?
How bad is The Phantom Menace? So bad that the best thing to stem from The Phantom Menace‘s creation isn’t even actually from the movie itself.
All that said, 10-year-old me saw this monstrosity three times in theaters and dozens more on VHS. Like a lot of folks at the time, I had bought the hype — hook, line and sinker — and essentially convinced myself I enjoyed this irredeemable dreck.
But I didn’t. Not really. Many of us were hoodwinked, and only slowly did that collective fog begin to clear as that summer dragged on. A lot of people liked Smash Mouth in the summer of 1999, too. People change. Granted, contrarian fans have regrettably emerged in the decades since, but they’re hard to take seriously.
A note on the “billion dollar blockbuster” header: during its initial release, Episode I didn’t quite cross that threshold, finishing with $924.3 million in unadjusted 1999 dollars (which already far surpass that billion dollar threshold on its own today). However, thanks to a series of moderately successful re-releases (a 2012 3D “upgrade,” a “May the 4th Marathon” on… May 1st, 2014, a 2021 Australian screening, and a 25th anniversary reissue earlier this month), The Phantom Menace has now reached $1,046,456,309 in cumulative box office receipts, per Box Office Mojo. A terrible film made $1 billion. At the time the idea that something so bad could be so earth-shatteringly lucrative, based purely on its own empty-headed marketing, was novel. At the time.
We all headed into 1999 expecting to witness a groundbreaking achievement in cinema.
And we did. Although it sure wasn’t a Star Wars movie.
Because by May 1999, the special effects extravaganza of our dreams had already been around for a few months. The Wachowskis’ unparalleled bullet-ducking magnum opus The Matrix, the best of a trio of fantastic ’99 studio flicks about disaffected Gen X office drones (along with Office Space and Fight Club) at the dawn of a dour digital new millennium, was the savior we didn’t know to expect.
That’s not to say it came totally out of nowhere (a different 1999 sleeper blockbuster did that). This was a big-budget ($63 million), big-studio (Warner Bros.) movie, starring an A-lister in Keanu Reeves, albeit one who hadn’t had a home run hit in five years (he’d had some solid doubles, to be fair). The WB was clearly hedging its bets with this unproven commodity, however. Assessed a restrictive R rating by the MPAA for its relentless, bloody violence and lots of swearing (which would thus limit its ability to become a breakout blockbuster, or so the bigwigs presumably thought), The Matrix had been relegated to the non-prestige release window of March 31, typically a post-Oscars dead zone. Its mysterious marketing materials first piqued crowds’ interest, though many wondered if this would just be another Johnny Mnemonic. Great reviews and word-of-mouth quickly allayed those fears, ultimately turning the picture into an Oscar-winning, $467.6 million-grossing smash.
Like the first Star Wars, The Matrix spins another Campbellian hero’s journey. Thomas Anderson (Reeves), a beleaguered corporate drone at what his boss calls “one of the top software companies in the world” who moonlights as a rogue hacker named Neo, discovers he’s actually trapped in a virtual reality simulation called the Matrix. Fellow hacker-turned-freedom fighter Morpheus (Laurence Fishburne) reveals that the Matrix was concocted by sentient machine overlords who use it to keep people docile. The machines, in turns, use people’s bioelectric life force as fuel, essentially. It’s up to Anderson/Neo, Morpheus, Morpheus’ lieutenant Trinity (Carrie-Anne Moss) and their ragtag crew on the good ship Nebuchadnezzar to kung-fu fight their way into saving humanity.
It feels reductive to merely dispel the picture to its basic plot. The Matrix was a true movie moment, ironically the exact kind of revelatory, world-altering display we were (perhaps unfairly) pining to get from a legacy prequel by a guy who hadn’t directed anything since 1977 (he had merely co-written and produced the first Star Wars‘ two initial sequels, a trend he would continue with future projects until Phantom Menace). The Matrix pushed the boundaries of action and special effects technology for its time, creating an entirely new language for some of its unreal live-action set pieces. The effects actually look a lot better in the original than they do in its $190 million 2021 sequel.
But, as with the ’77 Star Wars before it, all the cool explosions and gunfire in the world couldn’t have rescued the ’99 The Matrix from a subpar story, and this one was jam-packed with character and world-building and subtext and spirituality. Every frame (shot by the great Bill Pope) was gorgeous, awash in a signature otherworldly green tint. Every line of dialogue felt carefully labored-over and unnecessarily biting and clever. Twists and turns attacked us from all angles, helping the unfolding narrative constantly keep us guessing as it navigated us to an incredible marathon finish. The Wachowskis, like Lucas, cooked up a melting pot of disparate influences (everything from anime to Hong Kong action to Jean Baudrillard), funneled it through some fairly traditional story impulses, and created something altogether fresh and wildly unexpected.
The Matrix wasn’t just a movie. It was an experience, one that inspired people to weave wild webs of philosophic curiosity and/or paranoid fantasy about its core tenets, depending on the Reddit thread. The notion that we could all be living in a simulation or some other kind of fabricated reality never before had felt as utterly, spookily possible as it did then. Something about late-’90s consumerist malaise seems to have inspired that era’s filmmakers towards that tilt, as it was an idea posited by not just The Matrix, but also such excellent contemporary fare as Dark City, The Truman Show, the aforementioned Fight Club (spoiler alert), The 13th Floor and David Cronenberg’s body horror rendition of the concept, Existenz. The Matrix was a Big Idea movie, intellectual nourishment snuck into a crowd-pleaser. A nifty little trick.
Like Star Wars and, indeed, every movie not named Gremlins, The Matrix eventually spawned a series of uneven and frustrating follow-ups (The Animatrix, a straight-to-video animated anthology spinoff film, being the best, followed by — in descending qualitative order, since you asked — The Matrix Revolutions, The Matrix Resurrections, and The Matrix Reloaded). It also became, for better and for worse, a cultural touchpoint in a way that The Phantom Menace never could. That in no way detracts from its achievement, much like the diminishing returns of an unyielding array of Star Wars IP does nothing to take away the glories of the first film.
Part of the trouble with sequel-izing The Matrix stems from how self-contained the original story is. It concludes with Neo poised to peel back the facade of humanity’s imposed digital shell and enlighten the great unwashed. There isn’t really a need for a whole trilogy of arbitrary new conflicts, but when you make as much money as the first Matrix did, you’re getting three sequels.
1999 is often praised, at least by my generation, as being one of the great movie years in recent vintage. The movies that wound up burrowing their way into our hearts were anything but expected. But that’s the pleasure of filmgoing. So long as everything isn’t a beleaguered slice of regurgitated IP.

I think you got the Phantom Menace, because Star Wars fans were dumb enough to like “Return of the Jedi”. That film had nothing going for it. It was so dull that Harrison Ford volunteered to die in it to give it some weight. They had used the trilogy’s original ending for the first film and just used it again. Why would they build a 2nd death star when the first one blew up after one shot? Lucas had gotten the money from the toy merchandising after “The Empire Strike Back” and declared Star Wars a children’s film. The trilogy ended with dancing teddy bears saving the day. It’s no wonder that Lucas gave them the Phantom Menace. Star Wars had become dog food. It doesn’t matter how bad it was as long as the kids eat it.
Ford wanted to be killed after the first movie not ROTJ that’s why he’s put in carbonite in TESB because they didn’t know if he was coming back. It had nothing to do with ROTJ which hadn’t been written yet.
Maybe he did, but I heard he offered to die in the last film because it was so lightweight. They seemed to suggest that his ship might be blown up during the film and that he would never see it again, but they couldn’t even do that. I do think it originally had Luke going a bit more to the dark side, but that was dropped too. The film original producer was fairly disgusted with George Lucas’ new plan and was happy to leave and go produce the new Jim Henson film. P.S. I just checked online and there are a million articles saying Ford wanted to die in Return of the Jedi and Collider just printed an article about “Return of the Jedi originally had a much Darker Ending”.
I didn’t even understand the plot until I listened to “Weird Al” Yankovic’s song about the movie.
1999 was the year that three of the greatest directors fell flat on their faces. George Lucas gave us this egg, but Stanley Kubrick gave us Tom Cruise Has Sex Fantasies For Two Hours (aka Eyes Wide Shut) while Milos Forman gave us The Cynical Attempt To Get Jim Carrey An Oscar Nod (aka Man on the Moon).
Everyone said Jar-Jar Binks sounded Jamaican, but I thought that he sounded Cajun.