THX 1138

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This article is about the 1971 film. For the high fidelity sound company, see THX.
THX 1138
Theatrical release poster
Directed by George Lucas
Produced by Francis Ford Coppola
Lawrence Sturhahn
Screenplay by George Lucas
Walter Murch
Story by George Lucas
Starring Robert Duvall
Donald Pleasence
Don Pedro Colley
Maggie McOmie
Ian Wolfe
Music by Lalo Schifrin
Cinematography David Myers
Albert Kihn
Edited by George Lucas
Distributed by Warner Bros. Pictures
Release dates
March 11, 1971
Running time
86 minutes (1971 studio cut)
88 minutes (2004 director's cut)
Country United States
Language English
Budget $777,777[1][2]
Box office $2.4 million

THX 1138 is a 1971 science fiction film directed by George Lucas in his feature film directorial debut. The film was produced by Francis Ford Coppola and written by Lucas and Walter Murch. It stars Robert Duvall and Donald Pleasence and depicts a dystopian future in which the populace is controlled through android police officers and mandatory use of drugs that suppress emotion, including outlawed sexual desire.

THX 1138 was developed from Lucas' student film Electronic Labyrinth: THX 1138 4EB, which he made in 1967 while attending the University of Southern California's film school. The feature film was produced in a joint venture between Warner Bros. and Francis Ford Coppola's production company, American Zoetrope. A novelization by Ben Bova was published in 1971. The film received mixed reviews from critics and failed to find box office success (even though it got its budget back) on initial release; however, the film has subsequently received critical acclaim over the years and gained a cult following, particularly in the aftermath of Lucas' success with Star Wars in 1977.


In the story's society, sexual intercourse is prohibited, whereas use of mind-altering drugs is mandatory to enforce compliance among the city's residents and to ensure their ability to conduct dangerous and demanding tasks. Emotions, coitus and the concept of family are a taboo. Everyone is clothed in an identical uniform and have shaved heads to emphasize equality, except the police androids (who wear black) and robed monks.

At their jobs in central video CCTV control centers, SEN 5241 (Donald Pleasence) and LUH 3417 (Maggie McOmie) keep surveillance on the city. LUH has a male roommate, THX 1138 (Robert Duvall), who works in a factory producing android police officers. At the beginning of the story, THX leaves the job while the loudspeakers urge the workers to "increase safety", and congratulate them for only losing 195 workers in the last period, to the competing factory's 242. On the way home, he stops at a confession booth in a row of many, and mumbles prayers about "party" and "masses", under the portrait of "OMM 0910" (James Wheaton). A soothing voice greets THX, and OMM ends every confession with a parting salutation: "You are a true believer, blessings of the State, blessings of the masses. Work hard, increase production, prevent accidents and be happy".

At home, THX takes his drugs, and watches holo-broadcasts while engaging with a masturbatory device. LUH, against warnings, secretly substitutes her pills for THX's medications; whereupon THX suffers personal affection, and they engage in love-making. THX later is confronted by SEN, who arranges THX as his new roommate; but THX files a complaint against SEN for the illegal shift change. Without drugs in his system, THX falters during critical and hazardous phases of his job, and a control center immobilizes him. THX and LUH are arrested. THX enjoys a brief reunion with LUH, disrupted shortly after she reveals her pregnancy.

At THX's trial, THX is imprisoned, alongside SEN. Most of the prisoners seem uninterested in escape, but eventually THX and SEN find an exit; later joined by SRT 5752 (Don Pedro Colley), who starred in the holo-broadcasts. During the escape, THX and SRT are separated from SEN. Chased by the police robots, THX and SRT are trapped in a Control Center, from which THX learns that LUH has been "consumed", possibly for organ reclamation, and her name has been reassigned to fetus 66691 in a growth chamber. SEN gradually escapes to an area reserved for the monks of OMM, where a lone monk notices that SEN has no identification badge. SEN attacks him and later wanders into a child-rearing area, strikes up a conversation with children, and sits aimlessly until police androids apprehend him. THX and SRT steal two cars, but SRT crashes his into a concrete pillar.

Pursued by two police androids on motorcycles, THX flees to the limits of the city in a police speeder and escapes into a ventilation shaft. The police androids pursue him on motorcycles in the tunnel all the way up to a ventilation shaft to an escape ladder but are ordered by Central Command to cease pursuit, on grounds that the expense of his capture exceeds their budget by 6%. It is then revealed that the city is entirely underground, and that THX has escaped onto the surface.


Hans Memling's Christ Giving His Blessing (1478) is used as the visual representation of the state-sanctioned deity OMM 0910.[3]


THX 1138 was the first film made in a planned seven-picture slate commissioned by Warner Bros. from the 1969 incarnation of American Zoetrope.[4][5] Lucas wrote the initial script draft himself based on his earlier short film, but Coppola and Lucas agreed it was unsatisfactory. Murch assisted Lucas in writing an improved final draft.[1][6] For some of SEN's dialogue in the film, the script included excerpts from speeches by Richard Nixon.[7]

The script required almost the entire cast to shave their heads, either completely bald or with a buzz cut. As a publicity stunt, several actors were filmed having their first haircuts/shaves at unusual venues, with the results used in a promotional featurette titled Bald: The Making of THX 1138. Many of the shaven-headed extras seen in the film were recruited from the nearby addiction recovery program Synanon.[8]

Filming began on September 22, 1969.[9] The schedule was between 35[1] and 40[10] days, completing in November 1969. Lucas filmed THX 1138 in Techniscope.[11]

Most locations for filming were in the San Francisco area,[12] including the unfinished tunnels of the Bay Area Rapid Transit (BART) subway system,[1][12] the Lawrence Livermore National Laboratory,[1] the Marin County Civic Center in San Rafael designed by Frank Lloyd Wright, the Lawrence Hall of Science, Berkeley, the San Francisco International Airport and at a remote manipulator for a hot cell. Studio sequences were shot at stages in Los Angeles, including a white stage 100 feet long by 150 feet wide for the "white limbo" sequences.[1]

The chase scene featured two Lola T70 Mk III race cars[13] being chased by Yamaha TA125/250cc 2-stroke race replica motorcycles through two San Francisco Bay Area automotive tunnels: the Caldecott Tunnel between Oakland and Orinda,[1] and the underwater Posey Tube between Oakland and Alameda.[1] According to Caleb Deschanel, cars drove at speeds of 140 mph while filming the chase.[1]

The chase featured a spectacular motorcycle stunt: Stuntman Ronald "Duffy" Hambleton (credited as Duffy Hamilton), rode his police motorcycle full speed into a fallen paint stand, with a ramp built to Hambleton's specification,[1] flew over the handlebars, was hit by the airborne motorcycle, landed in the street on his back, and slammed into the crashed car in which Duvall's character had escaped—evidently the subject of a comment by Lucas detailing a "motorcycle disaster" during the filming.[citation needed] According to the film's commentary, everyone at the location was stunned and immediately ran in to ensure Hambleton was all right. According to Lucas, it turned out Hambleton was perfectly fine, apart from being angry with the people who had run into the shot to check on him. He was worried that they might have ruined the amazing stunt he had just performed by walking into frame.

THX's final climb out to the daylight was filmed (with the camera rotated 90 degrees) in the incomplete (and decidedly horizontal) Bay Area Rapid Transit Transbay Tube before installation of the track supports, with the actors using exposed reinforcing bars on the floor of the tunnel as a "ladder".[1] The end scene, of THX standing before the sunset, was shot at Port Hueneme, California, by a second unit of (additional uncredited photographer) Caleb Deschanel and Matthew Robbins, who played THX in this long shot.[1]

After completion of photography, Coppola scheduled a year for Lucas to complete post-production.[14] Lucas edited the film on a German-made K-E-M flatbed editor in his Mill Valley house by day, with Walter Murch editing sound at night; the two would compare notes when they changed over.[1][14] Murch compiled and synchronized the sound montage, which includes all the "overhead" voices heard throughout the film—radio chatter, announcements, etc. The bulk of the editing was finished by mid-1970.

On completion of editing of the film, producer Coppola took it to financiers Warner Bros.. Studio executives there disliked the film, and insisted that Coppola turn over the negative to an in-house Warners editor, who cut approximately 4 minutes of the film prior to release.[15]


THX 1138 was released to theaters on March 11, 1971 and was initially commercially unsuccessful, earning back $945,000 in rentals for Warner Bros., but still leaving the studio in the red.[15] Critical reception was mixed at the time of its release. A contemporary survey of reviews found 7 favourable, 3 mixed, and 5 negative.[16]

The film, however, started to receive positive reviews over the years and gained critical acclaim. As of 2015, the film is rated "fresh" on the review aggregator Rotten Tomatoes with a score of 88% and an average rating of 6.9/10. The consensus reads, "George Lucas' feature debut presents a spare, bleak, dystopian future, and features evocatively minimal set design and creepy sound effects."[17] The film has a score of 75/100 at Metacritic indicating "generally favorable reviews".[18]


The 1971 studio cut version has never been released on any home media format.

The Director's Cut version of the movie includes completely new footage, as seen in this shot of the factory where THX works.

In 1977, after the success of Star Wars, THX 1138 was re-released with the footage that had been deleted by Warner Bros. edited back in, but still did not gain popularity.[19] This version was subsequently released on laserdisc and VHS.

In 2004, The George Lucas Director's Cut of the film was released. Lucas shot new footage for the film, computer-generated imagery was used to modify scenes by expanding crowds, settings and backgrounds and adding digital characters, and audio/video restoration techniques were applied to the film.[20][21] These changes increased the run time of the film by two minutes. This director's cut was released to a limited number of digital-projection theaters on September 10, 2004, and then on DVD on September 14, 2004. A Blu-ray edition was released on September 7, 2010.[22] At that time, the film received an "R" rating by the MPAA, due to the changes to the ratings system since the original release (the original film was rated "GP," later changed to "PG.") It is the only film directed by Lucas to carry an "R" rating.


A novelization based on the movie was written by Ben Bova and published in 1971.[23] It follows the plot of the movie closely, with four notable additions:

  • There is an additional character, Control, who is the accountant-like ultimate administrator of the City. Several passages depict the events from his point of view.
  • After having sex with LUH 3417, THX 1138 consults a psychologist and admits everything. This psychologist transfers the confession to Control, leading to the overriding mindlock and arrest in the factory.
  • LUH 3417's trial and death are depicted first-hand from her point of view, and from that of Control.
  • Instead of climbing outside to witness a sunset, THX 1138 climbs up and spends the night in the superstructure, and exits in the morning to find other humans living outside.

Origin of the name[edit]

The significance of the name THX 1138 has been the subject of much speculation. In an interview for the DVD compilation Reel Talent, which included Lucas's original 4EB short, Lucas stated that he chose the letters and numbers for their aesthetic qualities, especially their symmetry.[24] According to the book Cinema by the Bay, published by George Lucas Books, Lucas named the film after his telephone number while in college: 849-1138 - the letters THX correspond to the numbers 8,4 and 9 on the keypad.[25] Walter Murch states in the DVD's audio commentary that he always believed Lucas intended THX to be "sex", LUH to be "love", and SEN to be "sin".[7] John Lithgow, in "The Film School Generation" segment of the DVD series American Cinema, described the title THX 1138 as "reading like a license plate number."[26]

In popular culture[edit]

See also: 1138 (number)

Lucasfilm references[edit]

  • The yellow hot rod driven by Paul Le Mat in Lucas' 1973 film American Graffiti shows the license plate THX 138.[27]
  • In the original Star Wars, Luke Skywalker gives the fictitious location of the cell block from which he is transferring Chewbacca as "one-one-three-eight".
  • In Star Wars: From the Adventures of Luke Skywalker (the novelization of the first movie), one of the Stormtroopers outside of the Millennium Falcon is named THX-1138. This is the Stormtrooper whose armor is stolen and worn by Luke. In the movie version, this trooper is called TK-421.
  • In Star Wars Episode I: The Phantom Menace, a B1battle droid is called "1138".
  • In Star Wars: The Clone Wars season 3 episode 1 "Clone Cadets", one training programme is called THX, variabe 1138.
  • The name of the THX sound certification system, originated in 1982, is sometimes said to be derived from THX 1138, and also from the system's originator, sound engineer Tomlinson Holman, as 'Tomlinson Holman's eXperiment'.
  • In the video game Maniac Mansion (released by Lucasfilm Games in 1987), the license plate on the Edsel in the garage reads "THX 1138".
  • In the video game Zak McKracken and the Alien Mindbenders (released by Lucasfilm Games in 1988), the title character owes $1138 to the phone company and another has a net worth of the same amount.
  • In the video game Star Wars Galactic Battlegrounds (first released in 2001), selecting a Stormtrooper soldier (Galactic Empire faction) occasionally results in his reply "THX 1138 ready, sir!"
  • In Robot Chicken: Star Wars Episode III, during a skit involving a gathering of bounty hunters, the assassin droid IG-88 introduces his cousin THX-1138, who greets the room with the famous THX Deep Note which ends up shaking the foundation of the house.
  • In the video game Star Wars: Republic Commando, the player character is named Delta 11-38, or "Boss", as he is the leader of the "Delta Squad" commandos.

Audio samples[edit]

  • "Asbestos Lead Asbestos" and several remixes of the same track by Meat Beat Manifesto include a sample of the medicine cabinet which asks, "What's wrong?" when opened outside the normal dosage time.
  • 1989's "Crucify Me" by Moev samples the following lines from the movie: "Properly sedated", "Take four red capsules, help is on the way" and "For the masses".
  • "Omega Amigo" by The Shamen, on their 1990 album En-Tact, samples the voice in the prayer booth ("my time is yours").
  • "My Time Is Yours" by L.S.G. (Oliver Lieb, 1995) samples it as well
  • 1991's "Man Amplified" and "Memories of Sound" by Clock DVA contain samples.[28]
  • The song "Regime of Coincidence, State of Gravity" on Laibach's 1992 album Kapital is made up nearly entirely of samples from THX 1138.
  • The opening sounds of "Mr. Self Destruct" on the Nine Inch Nails 1994 album The Downward Spiral is a sample from THX 1138 in which a man is being beaten by a prison guard.[29]
  • The 2005 Corrupt Souls & Hyx's drum and bass track “1138”, found on the Black Sun Empire double album Cruel & Unusual, uses several samples from THX 1138, including “What's Wrong?”.[30]
  • The track "I Need Something Stronger" on Unkle's 2005 release Edit Music for a Film: Original Motion Picture Soundtrack Reconstruction is almost entirely composed of THX 1138 samples. (The packaging artwork for the album also borrows heavily from the THX 1138 2004 DVD release packaging.[31])
  • The song "Psy-Storm" on Decoded Feedback's 2005 album Combustion consists of THX 1138 samples.
  • "Out there somewhere" by Orbital, on their 1996 album In Sides, samples the voice in the medicine cabinet ("What's wrong?").
  • Several samples are used in Front 242's Geography album.


  • The lyric content of Toto's 1979 single release "99" was inspired by THX-1138's society, in which people are given numbers instead of names. The music video features the band in an all-white room dressed in white, a set piece inspired by the film's "limbo".[32]
  • The music video for Queen's 1982 release "Calling All Girls" features Freddie Mercury dressed all in white in a stark white setting with robot police performing tests on him until the band rescues him.
  • The music video for Gang Starr's 1997 single "You Know my Steez", directed by Terry Heller, is a faithful homage to THX 1138, from the costuming and iconic cinematography to an upside-down miniature BART tunnel and the duplication of the famous extreme telephoto sunset ending.[33]
  • The music video for the song "I Have the Touch" by Peter Gabriel is based on the movie.
  • In the 1997 film Gattaca, the staircase in the Gattaca space center resembles the staircase in the underground city of THX 1138. Both films were shot in the Marin County Civic Center, with many similar shots visually.
  • The album cover for Daft Punk's 2013 single, "Get Lucky", was inspired by THX 1138's iconic ending scene.


  • The intro sequence for each episode of Pinky and the Brain shows The Brain writing equations on a blackboard, one of which is "THX=1138".
  • In the 2012 movie Iron Sky, Renate writes the number 1138 on the Moon Nazi helmet at the end.
  • Two androids in the sci-fi anime series "Eve no Jikan" are called LUH and THX; the series refers to "Law 1138."
  • In "Futurama" season 7, episode 22, "Leela and the Genestalk", the name of the redneck bar is "TEX 1138's."
  • In the Dexter's Laboratory episode "Blackfoot and Slim," the tag that the observation team places on Dexter's ear reads "1138."
  • In the movie John Doe Vigilante, the prisoner number of John Doe is "8311 XHT"


See also[edit]


  1. ^ a b c d e f g h i j k l m Artifact from the Future: The Making of THX 1138 (DVD [on the bonus disk accompanying THX 1138: The George Lucas Director's Cut]). USA: Warner Bros. 2004. 
  2. ^ Pollock 1983, p.89. Seven was Coppola's lucky number.
  3. ^ Compare with this image from IMDb.
  4. ^ Pollock 1983, p.88.
  5. ^ Louise Sweeney, "The Movie Business is alive and well and living in San Francisco", Show, April 1970.
  6. ^ Pollock 1983, p.89.
  7. ^ a b Lucas 2004.
  8. ^ Pollock 1983, p.92.
  9. ^ Lawrence Sturhahn, "Genesis of THX-1138: Notes on a Production", Kansas Quarterly, Spring 1972.
  10. ^ Pollock 1983, p.90, 280.
  11. ^ Pollock 1983, p.90.
  12. ^ a b Pollock 1983, p.91.
  13. ^ Breeze, Joe (5 January 2015). "The police drove Lola T70s in George Lucas’s directorial debut". Classic Driver. Retrieved 5 December 2015. 
  14. ^ a b Pollock 1983, p.96.
  15. ^ a b Pollock 1983, p.97.
  16. ^ "THX 1138", FilmFacts, Vol XIV, No.7, 1971.
  17. ^ "THX 1138". Rotten Tomatoes. Retrieved 2013-04-08. 
  18. ^ "THX 1138 Reviews". Metacritic. CBS Interactive. Retrieved 12 September 2015. 
  19. ^ Pollock 1983, p.98.
  20. ^ Alternate Versions of the film at the Internet Movie Database
  21. ^ "THX 1138 (1971) - Changes", Maverick Media. Retrieved 2012-09-24.
  22. ^ Calonge, Juan (May 10, 2010). "Warner Announces Sci-Fi Blu-ray Wave". Retrieved 2010-07-26. 
  23. ^
  24. ^ Reel Talent: First Films by Legendary Directors, DVD, 20th Century Fox, 2007
  25. ^ Sheerly Avni (2006). Cinema By The Bay (Hardcover ed.). New York, NY: George Lucas Books. p. 36. ISBN 978-1-932183-88-7. 
  26. ^ Lithgow, John (host) (1995). American Cinema: The Film School Generation (Television Production). 
  27. ^ Lucas, George (1978). American Graffiti: A Screenplay- The Complete Scenarios of the film with 70 illustrations. Grove Press. ISBN 0-394-17072-5. 
  28. ^ "Clock DVA Samples". 2004-01-05. Retrieved 2011-08-26. 
  29. ^ "Nine Inch Nails - The Downward Spiral at Discogs". Retrieved 2010-09-09. 
  30. ^ "Corrupt Souls Feat. Hyx – 1138 / Skullfucked, Black Sun Empire.". Retrieved 2012-08-15. 
  31. ^
  32. ^ "Toto official website: Band History". 1992-08-05. Retrieved 2009-12-13. 
  33. ^ Gangstarr - You Know My Steez on YouTube
  34. ^ "Star Raiders, by Doug Neubauer. Trivia about Atari Star Raiders". Retrieved 2010-03-30. 


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