“Electronic Labyrinth: THX-1138 4EB”: George Lucas’s 1967 USC student film

By on May 29, 2015

In early 1967, just after graduating from USC’s undergrad film program, director George Lucas immediately re-enrolled as a grad student, and he soon began filming a new short film, a nightmarish dystopian narrative entitled THX 1138 (it was later e-titled Electronic Labyrinth – THX 1138 4EB to avoid confusion with the expanded theatrical release of the film in 1971).

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Let’s go even further back and start again: In the fall of 1966, Lucas was having a discussion with fellow USC filmmakers and classmates Matthew Robbins and Walter Murch about an idea they’d all had about wanting to make a futuristic sci-fi film that was “based on the concept that we live in the future.” In particular, Lucas was interested in making a futuristic film using existing locations, just as they’d all seen Jean-Luc Godard do in Paris with Alphaville (it had been released a year earlier, in 1965).

Robbins — who had actually written the first treatment for the story — and Murch eventually both lost interest in pursuing their film idea, but Lucas kept developing his story, deciding that it would take place in the year 2187 — inspired by George Orwell’s 1984, no doubt — and it would be based around an oppressive society where everyone must deal with security cameras watching and scrutinizing everyone’ movement. His main character would be a man on the run in this oppressive society, escaping from an underground world through a manhole cover, and Lucas decided to tell most his story from the point of view of security cameras covering the man (and his woman’s) escape, and the pursuit by the personnel who had been monitoring the couple, which, in addition to being very enigmatic and interesting to look at on screen, would also enable him to disguise the extremely low budget he was actually working with.

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Lucas had the idea to identify the characters in the film only by 4-digit numbers rather than names — 1138 would be originally be played by Dan Natchsheim, who would also be the film’s editor, and the number of the leader of this society is 0000. The “EB” referred to in the title means “earth born.”

Gene Peters, Lucas’s former camera instructor, then arranged for a way to produce the film through a USC program, the Navy Production Workshop. Since the 1940s, the USC film school had a working arrangement with the US Navy, whereby Navy filmmakers attended USC for additional study. Teaching the class was not popular amongst USC staff, as the Navy filmmakers often had rigid, preconceived ideas about filmmaking, and sometimes behaved like assholes. Peters told Lucas that if he agreed to teach the class, would have access to the school’s camera equipment, unlimited color film, and lab processing costs.

Lucas — who had already made several critically-praised student films and graduated at the top of his class — agreed to teach the Navy class, and began working on THX 1138, using the Navy men from the class as his cast and crew. Lucas learned he would also be allowed to film in USC’s computer department, in addition to filming in an underground parking lot on the UCLA campus, and he began re-working scenes in order to be able to film in the corridors at Los Angeles International’s (aka LAX) and Van Nuys airports.

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Lucas had decided to not show very many futuristic sets, no living or eating quarters, no futuristic-looking transportation, no entertainment, or any social interaction at all, meaning that he didn’t have to have sets built, really. Much of the filming was done at night, with some done on the weekends, over a period of twelve weeks, with Lucas editing it on the Moviola at the home of Verna Fields where he was working during the day editing United States Information Agency films under Fields’ supervision.

By all accounts, the movie was well-received as a student film, and even praised by legendary filmmaker Fritz Lang (director of Metropolis) when it was shown as part of a USC showcase for a select audience at Hollywood’s Fairfax Theatre. Then, Lucas entered it along with two other of his films — the other two being a documentary called The Emperor, and 6-18-67 was an experimental film — at the third National Student Film Festival, held in the spring of 1968 at the Lincoln Center in New York City, where THX 1138 won first prize in the Dramatic Films category.

The film’s screening just happened to be attended by future friend and collaborator Steven Spielberg., who was a filmmaking student himself at Southern California’s Long Beach State University, and Spielberg would often attend the USC student film showcases, which were open to the public, and he eventually became friendly with Lucas. Later he would say that Lucas reminded him of “Walt Disney’s version of a mad scientist.”

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On February 2nd, 1968, a TIME magazine article titled “In Trends: The Student Movie Makers,” said this about Lucas’s THX 1138: “Although portentous in theme, THX impressed the judges with its technical virtuosity: Lucas shot his future-oriented film entirely in present-day Los Angeles—much as Jean-Luc Godard, one of his cinematic heroes, shot the nightmare-future Alphaville, entirely in contemporary Paris.”

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In the summer of 1967, George Lucas began an internship at Warner Brothers in Burbank — at this point he was basically able to call his own shots, after securing a six-month Samuel Warner Scholarship that allowed him both an $80 a week intern salary and carte blanche on the Warner Brothers studio lot — and he showed up on the first day intending to find something to do in the animation division, but quickly learned that the department had been recently shuttered.

Lucas wasn’t too particularly interested in what was going on at Warner Brothers, and he was now seeing first-hand just how decimated the studio system was, wasting all kinds of money when they should have been focused on spending less money and making better movies. on He believed that the movie business had been taken over by people who knew how to make deals and operate offices, but they had no idea what they were doing — the Old Hollywood was dying, if not already dead, and a New Hollywood was being born.

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He gravitated over to find that Coppola was filming a scene on the lot from his new movie, a Fred Astaire musical called Finian’s Rainbow, but even though he was excited to meet Coppola, who was already a legend among the students at USC because he’d gone on to success at the studio level, but Lucas was so incredibly shy that he didn’t introduce himself for two days and they didn’t actually meet until Coppola approached Lucas, after seeing him on his set for the past two days, and asked who he was. He was told about USC, and the scholarship, and Coppola was impressed when Lucas told him he was actually bored by what he was seeing Coppola doing on the set (as would most of the audience who saw the film later).

Coppola thought maybe it was best to give Lucas a job on the production to keep him interested, but Lucas wasn’t sure what he wanted to do just yet; he was being sought out to work as a cameraman, as an editor and a writer, but what he really wanted to do was work as a director, and direct his own films, not work on someone else’s scripts, the way Coppola was. Lucas must have impressed Coppola, though, as he was given a six-month contract as Coppola’s “administrative assistant,” for a total of $3000.

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Not too much later, though, Coppola formed his own company, American Zoetrope, after Warner Brother had given him a $300,000 loan in order for him to make films they could distribute as part of a 5-picture deal. Coppola told the Warner execs that his first movies would be an expanded version of Lucas’s THX 1138, and his second film would be Lucas’s and his friend John Milius’s Vietnam epic project, Apocalypse Now (which was at the time also a project that was to be directed by George Lucas), and the third film in the deal would be a film of his own, The Conversation.

With their backing, Coppola was given $3.5 million (much of it in weekly $2500 payments — he was also asked by Warners to supervise Lucas’s film from start to finish), and Coppola turned around and gave Lucas $800,000 — and a 35 day shooting schedule — to finish his expanded THX 1138. Actually, the budget was $777,777.77 — seven was Coppola’s lucky number.

Lucas — who was very involved in non-linear and non-story filmmaking at the time — set about filming the scenes that would lead up to the plotline he’d already covered in his student film, which was then re-titled Electronic Labyrinth THX 1138 4EB in order for Lucas to be able to keep the same title he’d wanted for the long version too. He also hired his classmate Walter Murch as sound designer — Murch had been working on Coppola’s The Rain People. Both Coppola and screenwriter Oliver Hailey worked on the screenplay.

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Lucas’s new feature-length THX 1138 was much more elaborate in scope, and it is, at times, it was challenging, absurd, abstract, and darkly funny. It featured Robert Duvall in the lead role as a worker drone at an android production facility, an insanely dangerous factory workplace where all of the men have shaved heads. His computer-assigned platonic female housemate is LUH 3417 (Maggie McOmie), and we learn that in this bleached-out futuristic world, sex is strictly prohibited and those who are caught in the act can face penalties as severe as death. The men are provided with robotic masturbatory devices to take care of themselves. Most of the city’s residents work extremely hazardous jobs and they are mandated to take high doses of mind-altering drugs to keep them focused and prevent them from causing accidents, and to control their emotions and behavior.

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One of the more interesting concepts in the film is the fact that their futuristic holographic TV — and remember, this was years before cable TV — provides a number of different channels with content that you would assume might be titillating and even outrageous to watch unless you happened to be sedated into some kind of stupor. There’s a “sex” channel where nude African-Americans dance suggestively; a “violence” channel where a cop beats a man endlessly with a stick; a “comedy” channel where people stand around and spew nonsense over a laugh track; and a “smart” channel where people blather on endlessly in sentences that sound intelligent but contain no meaning.

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In one of the film’s best performances, SEN 5241 (played by Donald Pleasence) decides he wants THX as his roommate — so he arranges to have LUH transferred out of the apartment. 3417 decides to start altering her drug intake, which results in her and 1138 wanting to consummate their relationship, which they do, but they’re caught, and separated and brought to trial, separately. 1138 decides to break out of prison with his partner and escape with her. Did we mention that LUH 3417 also became pregnant? Yep, and that’s also a crime. Doesn’t sound like a lot of laughs, does it?

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Lucas, meanwhile, edited the film himself, in the attic of his home in Mill Valley, California, along with his then-wife, editor Marcia Lucas, and screened it for Coppola, who wasn’t initially impressed, but he stood by his younger protégé and every decision he was making.

Unfortunately for Lucas, and Coppola, the expanded THX 1138 was not well-received by the studio. They took a look at it and balked, yanking all of American Zoetrope’s funding and asked for their $300,000 back, and re-editing the film to make it more audience-friendly (“Put the freaks up front” was their suggestion on how to improve the movie). Lucas objected and then had the film taken out of his hands by Warner producers who cut about five minutes from the film. Lucas was aghast, and he bought the rights back and re-released it the way he wanted it.

For his next film, Lucas decided to make a nostalgic memory piece based on experiences he’d had growing up in Modesto, California. American Graffiti cost less than a million dollars and earned over 55 million, but he still had to do with meddling studio execs, and after that experience he decided he would thereafter only make films in which he had final director’s cut approval and independent financing. For the DVD release of THX 1138, Lucas would also later restore some of the original ideas he’d had for the movie by adding digital CG effects that improved the film for future film fanatics who might want to seek it out.

In 2010, Electronic Labyrinth – THX 1138 4EB was selected for preservation by the National Film Registry.

About Bryan Thomas

Bryan Thomas has been a freelancing writer/critic for All Music Guide, and a contributor to Launch, Music Connection, Big Takeover and numerous other publications and entertainment websites, blogs and zines, most of them long gone. He's written more than sixty sets of liner notes. He’s also worked for over twenty years at mostly reissue record labels -- prior to that he worked in bookstores and record stores, going all the way back to the original vinyl daze. He lives in the Miracle Mile neighborhood of Los Angeles, CA.
  • WinstonSmith6079

    Reporting dead link: above embedded video, formerly @ YouTube, URL:

    Don’t know what was there, but I bet it was awesome!

    But really, what was there? Anyone there remember what that was linked to?
    Tell me! TELL ME!