George Lucas' first feature began it's life as a student film but emerged as a full-blown project with the help of Francis Ford Coppola's Zoetrope enterprise. What other studio would get behind it? With it's stark, blinding white minimalist glare, the film is quite possibly the most commercial avant-garde film ever made. A partial list of influences would include "1984," "2001: A Space Odyssey," and "The Wizard of Oz" while films that seem to be influenced by it might include "Logan's Run," "Brazil," "Westworld" "The Andromeda Strain" and "Fahrenheit 451."

The story could actually be told in about two sentences. Exposed slowly and brilliantly, with almost no dialogue and little real "action," the film, nonetheless, has a plot. Albeit, most of this is lifted from "1984" (no sex) and "Brave New World" (sedation). Lucas' further plagiarizes from "The Wizard of "Oz" and "1984" by offering us a cheesy religion based on Big Brother. When Robert Duvall (as THX 1138) steps into a phone booth to make a confession, it seems as if he's stepped into an art installation by Laurie Anderson. Suffice it to say the plot is basically a futuristic tale set in a mind-numbingly drab society which sedates it's citizenry into conformity. Everyone wears white jumpsuits. Everything is white. Everyone, including the females, is bald. Almost nobody talks.

The film is more of a visual piece yet Lucas achieves great effect by his wonderful use of silence and dialogue altered with audio effects. He couples this with a brilliantly bizarre musical soundtrack by Lalo Schifrin to maximize the impact of the film. Computers seem to be running everything here but, as in Terry Gilliam's "Brazil (1985), the technology isn't really as perfect as it seems on the surface. Lucas reinforces this idea with the use of audio tricks which makes some of the dialogue between Master Control and it's minions squelchy and distorted. It's a haunting auditory device.

Duvall as the titular "Thex" has a quiet demeanor and silent thoughtfulness throughout the films. His character punctuates the film's lack of dialogue. When he does speak, almost all of his words are futile. Everything of import here is expressed either visually or technically. When there is dialogue, it's not so much what is said as how it is said, usually monotonously and mundanely. The one exception to this is SIN, played by Donald Pleasance. The already bald actor speaks almost effervescently throughout the film but his words are hollow tripe. Like Winston Smith's idiotic "brothers" in "1984," his demeanor seems forced and shallow. Oddly, however, Pleasance plays an outsider here while we strangely expect him to be towing the corporate line. He too, like Duvall, will come to confront the seemingly invisible authority in the film. One never expects Pleasance to overcome it/them.

Meanwhile, it is interesting to note that none of the other actors ever seemed to make a name for themselves in films. Not surprisingly, few are given much to do here. Maggie McOmie is the exception. Forced to play every scene off of Duvall, she actually does quite well.

The films' climax features an underground car chase that is visually cool while staying comfortably believable within the realm of the cinematic universe Lucas creates here. It comes at a perfect time too as the absolute drabness of the film (as it should be) is about to completely numb us. Not only do we begin to enjoy the old fashioned chase scene, we also get to ponder the making of the film. We think: How did Lucas acquired the budget for the cars for this futuristic sequence. Where did he shoot this? The underground set is perfect. It never once reeks of anything other than a beautifully stark futuristic world. For a first film from a small studio, this is quite amazing.

Acting, visually and thematically, as a follow-up to "2001," the film paved the way for the endless science fiction films that have followed it (including Lucas' own "Star Wars"). "THX 1138" is a minimalistic, avant-garde masterpiece. Second only to "Eraserhead" in it's uniqueness and persistence of vision. Has Lucas ever made a better film?

Note: Lucas acts as Director, Co-scripter, and Editor.

Coppola is listed as Executive Producer.

Well-known Cinematographer Haskell Wexler is thanked in the film.

Lucas won prizes with a short version of the film called "THX 2238 4EB" while at USC.

Zoetrope had a strange deal with Warner Brothers, who fronted Coppola 3.5 million (or $300,000 depending on the source) to start the company. A clause in their agreement allowed them to ask for their money back at any time. After viewing "THX 1138," they did just that. They released it anyway and it did poorly at the box office.

Lucas met Coppola when he was assigned by the studio to keep an eye on the director during the filming of "Finian's Rainbow." The two later collaborated on many films, including the phenomenal "American Graffiti" (1973).

The relationship between Lucas, Coppola and American Zoetrope is discussed in Peter Biskind's book, "Easy Riders, Raging Bulls."

Note the licence plate on the white car Suzanne Sommers drives in "American Graffiti." It reads "THX 1138."

Review written in 1995

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