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A
The year is 1977. If everything's ready here on the Dark side of the Moon, Play the Five Tones, The movie Close Encounters of the Third Kind. Hello, everyone, and welcome to Unspooled.
B
Yes, welcome to Unspooled. This is a podcast about good movies, critical hits, fan favorites, must sees, and in case you missed, ems, we have covered the AFI top one.
A
That's my line. I'm back.
B
Oh, you're right. My gosh, so sorry. I'm back.
A
That's you in a bit. I'm just back. I'll step off my line. Hello, it's Amy. Hi. We have covered the AFI top 100, and now we are checking out movies from three major lists. The Letterboxd top 250 films with the most fans, the IMDb top 250, and the New York Times 1000 essential films.
B
You know, Amy, if you listen to any of the episodes I did without you. I didn't even say that line when you were not here.
A
Really?
B
Yes.
A
Here I thought you were just waiting for me to go away so you could take over the whole intro.
B
Amy, welcome back. You've been gone for a very long time because you are doing your job as the film critic for the LA Times in Cannes. I was.
A
I was in France watching very long, very boring movies. And I was pretty mad that most of them made it to this year's Cannes. Last year's Cannes. Great. This year's Cannes. Can. Can it.
B
Wow.
A
Yeah.
B
All right. Hey, everybody. One of my favorite podcasts, Talking Pictures, is back for another season. You know this. It's from TCM and HBO Max. It's a podcast all about movies and memories, hosted by Ben Mankiewicz. And he gets to sit down with some Hollywood's most influential actors and filmmakers to discuss the movies that inspired them. I've been on the show. It was the most fun. And this season, he is talking to people like Edgar Wright about pacing and montages in film and Rosie Perez about her acting career and how it kind of just began on accident. He's also talking to Patton Oswalt, Susan Sarandon, Hiro Murai, who is a director who did a lot of Atlanta, and the great new show Widow's Bay, Sally Field, Tony Goldwyn, and so much more. This season, Ben and his guests are on camera. So you can also watch Talking pictures on HBO Max and Spotify or listen wherever you get your podcast. The 2026 Chevy Equinox is more than an SUV. It's your Sunday tailgate and your parking lot snack bar. Your lucky Jersey, your chairs and your big cooler fit perfectly in your even bigger cargo space. And when it's go time, your 11.3-inch diagonal touchscreen's got the playbook, the playlist, and the tech to stay a step ahead. It's more than an suv. It's your Equinox Chevrolet. Together, let's drive. I am Paul Scheer. I'm an actor, writer, director. I did not go to Cannes, but I did appreciate John Travolta's beret. And, you know, I was a part of that discourse. And I wanted to know, what do you think about John Travolta cosplaying as a director while he was there as an actual director for his short film, which is now currently on Apple, called. Wait, hold on.
A
I know the name of this. I know the name of this because I was there. I was there when he wore the beret and he got his little Palme d'. Or. It was very exciting.
B
Oh, my gosh.
A
Yeah. The movie is called Propeller One Way, Night Coach. It is the story based on a little kids book that he wrote, I think, like almost 20 years ago, and then did the audiobook for about thinly fictionalized version of his first gigantic plane trip across the country from the east coast to Los Angeles with his mother, who was an aspiring actress, on a Propeller Night Coach, which is not a jet that will take you all in one swoop, but more like a cute bus where you hop from thing to thing to thing. It's really like a nostalgia piece about how back in the day, airplanes felt so magical. They weren't such a grind. And the kid gets jaded and he hates chicken cordon bleu. And that becomes like a total runner. It's the strangest film I've ever seen. It's about an hour long. It was full of just childlike wonder and whimsy. In a way, it's his version of Close Encounters. It's just he loves planes and Steven Spielberg loves aliens. But I have to tell you, being at Cannes, sitting in that theater, waiting for whatever this movie was. Cause we had no idea really what to expect. They were playing John Travolta music the whole time. They were playing songs from Hairspray, they were playing songs from Grease. We were all getting pretty amped up. And then he came on stage in his little beret. And I don't know if people could really see this from the photographs, but not only was he wearing the little beret and the little pocket scarf, he was wearing shiny loafers without socks. He Was tre European. And he was just delighted. I think that's the thing I've always loved about Travolta is say whatever you want about anything about that man. He is so sincere. So sincere.
B
He's wearing his heart on his sleeve. He's an. I love everything about him. But I will say, this odd choice to be the narrator of a film where you are essentially the child that's like the adult version of the child, but then also be in the movie as a character.
A
Oh, yeah. He plays, I think, the pilot at the end. It's an incredibly Freudian movie. I think his daughter plays the airline stewardess that the little kid falls in love with. It's very much his mother's love life because she's insisting on dressing up and trying to flirt with rich men. Cause maybe she can get him a new daddy. And she gets some action on the airplane. Not the mile high, but, you know, they park, the plane stops, they get off, they get motels. Hey.
B
Whoa. Wow. All right, well, I gotta watch this one hour long movie based on the 42 page short story. Propeller. One way, night coach. Just rolls off the tongue.
A
And when he got his honorary poem, he was so surprised. And he even was spitting out some little French. He said, I think, tres incroyable. It was beautiful.
B
Wait a second. He was surprised?
A
Yeah. He didn't know. He didn't know. Terry. Terry, the head of Cannes. I think he really shocked him.
B
Okay.
A
So he got like kind of an. We know he's a tremendous actor, but
B
yeah, I mean, he got an honorary Palme d'. Or.
A
He did.
B
I mean, it wasn't based on his work for this film. It was based on his body of work.
A
I think it was based on getting his body to Cannes and having him in the room. Because it was a little bit of a celebrity thin year this year.
B
Yeah. Because I was gonna say another film in Cannes that got a little like Cannes Love was the Fast and the Furious. Number one. Number one. And I believe the head of Cannes said it represents the spirit of Cannes. Yes, the Fast and Furious.
A
You know that I was there too, because there was no way I was going to miss Vin Diesel walking the red carpet to the Grand Palais. The big theater. Yes. I mean, Travolta played the small theater. This is the big theater. And Vin Diesel, incredibly stoked, wearing a rhinestone jacket that was promoting the last. The upcoming Fast and Furious movie on the back. What is it? Fast Forever or whatever it's called. And yeah, and we should say, you know, the first Fast And Furious did not play. Cannes was definitely, I would assume, not invited to play Cannes.
B
Did any of them play Cannes?
A
No, but not that can is necessarily too highfalutin. I mean, the year that Fast and Furious came out, it did play Shrek in the main competition, I even believe. But Terry said that Fast and Furious represents, I think he called it like Le Cinema Universiel, which honestly. Yeah. And of everything I saw at Cannes, watching Fast and Furious was one of the better times I had because it was a lot of two and a half hour movies where nothing happened this year. Real bummer. But there is a movie everybody's gonna freaking flip out about. Can I tell you it's one?
B
Yeah, sure.
A
It's the newest film by Jane Schoenbraum. You know Jane Schoenbraum? They did. We're all going to the World's Fair. They did. I saw the TV glow. I was kind of meh, curious on those. I admired the effort, the intent. I didn't love the film. I flipped for teenage sex and death. And I am so stoked for people to watch it.
B
I love this. All right, well, great. Well, we will have a lot more to unpack. But you know what, Amy? We can't get obsessed about Cannes because today we have to get obsessed about aliens. Because the year is 1977 and Steven Spielberg is chasing a spaceship with a bumper sticker that says Blockbuster or bust. I mean, or honestly, I guess the question is how does a 31 year old director follow up Jaws, the biggest summer blockbuster in history? I mean, that's the question that's in front of him as he sets out to make his second film.
A
Yeah. I mean, especially when his buddy George Lucas just broke Jaws record with Star Wars. Especially when this story that he wants to tell about an alien encounter on Earth is Spielberg's passion project. This is the movie that he's been trying to make since he was a little kid with his first camera. He actually even sold the script first. But then Jaws happened to run into production like this was the movie. So the pressure is on. And it is not helping that Spielberg is very aware that he told a big lie to Columbia when they asked him how much Close Encountered was going to cost. And Columbia at this time is pretty broke not greenlighting anything over $3 million. So Spielberg says, oh, just $2.7 million?
B
Yes. And that number is just a little off. That's right. Close Encounters will cost 19 million. It will require the biggest soundstage Spielberg can find and major special effects by Douglas Trumbull, who worked on 2001 A Space Odyssey.
A
Yeah. Spielberg will eventually admit the production of Close Encounters was, quote, twice as bad and twice as expensive as Jaws. And you remember when we did our episode on Jaws, the meltdowns he had over the fact that the shark didn't work.
B
I mean, and you'll remember that the crew wanted to like dump him in the water at the end. Like he shot that final scene in Jaws when he was on an airplane because he didn't want the crew to basically kill him. I mean, not kill him, but to humiliate him. He, he knew he needed to get out of Dodge. So for him to say this is worse as a production experience, wow. And I haven't heard any of these stories. The thing that's interesting about this, and I feel like it's a blind spot for me for sure, is that this is not really what you would expect a follow up to be. I mean, it's not a traditional Alien movie. It's not even a traditional alien attack movie. It's something stranger.
A
Yeah. It's not this here's a shark coming to get the town. I mean, this is a story about a working class father of three. His normal existence just gets knocked sideways by this visit from a flying saucer. And instead of being an action packed adventure, it turns into this contemplative story about a man who gives up pretty much everything. His wife, his kids, his reputation, his existence on Earth, to chase this vision that almost nobody around him seems to understand.
B
Now, Spielberg has been through many drafts of the script. In some the guy was a cop, or in others, he's a government agent. And then, you know, he's like this kind of just makes him, I don't know, too standard heroic. He wants the spectacular to happen to someone ordinary. And his first thought was to cast Steve McQueen to play kind of against his type, to make that star of Bullitt, which we've done on the show as well, an average guy. And here's the thing, Steve McQueen tells Spielberg, I love this script. It made me cry. And that's exactly why I can't do it. He can't cry on command. James Caan, Dustin Hoffman, Al Pacino, even Gene Hackman and Jack Nicholson all say no as well.
A
Now I will say for Spielberg's benefit, he does finally get to pull this off when he makes War of the Worlds. Because then he cast Tom Cruise to play against type, to be the man who's running from the aliens and not trying to save the day. He finally accomplishes it, it takes him a minute. But here, when it comes to Close Encounters, he has Richard Dreyfuss from Jaws just on his jock begging for the part. Richard Dreyfuss is going by his office. He's even trash talking the other actors as a joke, being like, he can't do that. Al Pacino, you don't want him. He's not funny. Richard Dreyfus keeps insisting, hey, this part should not have a big star in it playing against hype. It should just have a common man like me. And Dreyfus finally convinces Spielberg to give him this role of Roy Neary by saying four magic words. You need a child. That's him. He's the big child.
B
Interesting. Wow. I would never think of him like that, but I love that he framed himself that way. Now Terry Garr is cast as his dubious wife Rani. Melinda Dillon as Gillian, a nearby stranger who knows that the aliens are real because they've befriended and abducted her son Barry. That's four year old Carrie Guffey, who. Wow, that performance is quite extraordinary.
A
It really is. And you've also got French filmmaker Francois Truffaut as Claude Lacombe, the scientist chasing after the alien strange activity with his interpreter, who is played by Bob Balaban.
B
Love it. Now the movie is sold using mystery. I mean, one trailer is just these phenomenal images with no plot or words and another doesn't show anything from the movie, not even the actors. It's just an empty road over this.
A
Close Encounters of the First Kind.
B
Sighting of an Unidentified Flying Object.
A
Close Encounters of the Second Kind. Physical evidence of a ufo. Close Encounters of the Third Kind. Actual contact.
B
Columbia Pictures in association with EMI presents
A
Close Encounters of the Third Kind. Now that mystery works because the movie is a major, major, major, major hit. It makes $300 million. That is enough for it to come in third at the year end box office after Star Wars. And I'll give you two seconds to guess what number two was.
B
Oh, I know this one only because I am very much versed in this lore. Smokey and the Bandit.
A
You are correct. And it gets nominated for nine Oscars, including director for Spielberg, supporting actress for Dylan. It loses those. It wins two though. One for cinematography and a special achievement for sound effects editing. And plus, it has zoomed onto the New York Times list of the 1000 essential movies of all time.
B
Now, Amy, I kind of alluded to this at the start of the episode, but this is not one of the Spielberg movies that I often revisit as a kid. I remember seeing these images of the film, but I don't really recall watching it. And then I distinctly remember watching it and being incredibly bored. And then maybe within the last 10, 15 years, I revisited it, and I was like, wow, this is good. And then rewatched it last night, and I was like, I think this is kind of great. Like, it is such a mature movie. It feels very different than the Spielberg that we know. It feels very adult. It kind of reminded me of the testament of Ann Lee in a way.
A
Oh, interesting. Let me give faith and believe me.
B
And yeah, I found the movie to be incredibly magnetic. And I was thinking about this because in 1979, Star the Motion Picture comes out, and that's a movie that takes a lot of time to give you these beauty shots of the Enterprise. Like, hey, everybody, finally enjoy it. You get to see it on the big screen, and it's boring. And all you want to do is, like, fast forward these shots of beautiful models. And here I found myself in rapt attention when you're seeing these miniatures and these ships. There's something about it with the music and the way that he shoots not only the models, but the people's reaction to the models that I found myself feeling like Richard Dreyfuss. I was completely sucked into this film.
A
Yeah, it feels like a movie that doesn't get bogged down. And actually the plot that you would expect, you know, yes, Melinda Dillon, she gets her son kidnapped, but the My Lost son story never takes over. It's never about, we have to get to the ship to get my last son. Right. What the movie really just drills into is this idea of, like, mystery, wonder, curiosity. Like, it is a straight emotion machine.
B
I mean, it really is obsession, too. And I think that's the thing that really is fascinating because he is trying so hard to figure out what happened and. And this event has affected him so much that he changes, right? Like, his life completely falls apart. And, you know, I was thinking about, like, Spielberg's life. And, you know, you could tie a lot of these, you know, thoughts into, you know, whether it's being an addict or being obsessed with making your first project. This idea that, like, the whole world goes by the wayside as you are just trying to excavate this idea. And that's what feels so personal to me, like, you know, beyond the sense that. I'm sure that, as we know now more a little bit about Spielberg, we see that he was fascinated by religion. And though the part that religion played on his family, like, there's a lot of themes here, but obsession is the one that he captures so well. And as an audience, you're kind of caught up in that obsession.
A
Yeah, no, I think that's so true. Cause there's, like, the biographical narrative of why this story matters so much to me, which kind of goes like this. I'm Spielberg. I'm born in, you know, 1946, 1947, which happens to be, like, the year that the United States goes into this big saucer craze. You know, they say that they see these ghost rockets that don't make any sense because World War II just ended. There shouldn't be these ghost rockets flying away. I grew up obsessed with the sky. You know, when I'm 10, my dad drives me out to watch a Perseid shower. And that's when I say I am in love with astronomy. I'm in love with science fiction. One summer, my Boy Scout troop goes on a scouting trip without me. I can't make it. And they all tell me when they get back that they saw a ufo. And this drives me nuts. And I missed it. I have to make this movie about UFO. UFOs. That's like the top line narrative of it. But then there's the one that I think you're picking up on that I'm picking up on, too, which I think we even get a glimpse of here. When you have Francois Truffaut, a filmmaker, you know, a very famous filmmaker, interrogating our hero. I'll say hero, with air quotes about what has brought him to this place. In coming here, you've exposed yourself to toxic gas.
B
Well, I'm alive.
A
We're tossed. We're talking. Well, this is true, Mr. Neri. Prevailing winds were blowing from the south instead of the north. This conversation would not be taking place. There's nothing wrong with the air. What makes you say that? I just know. There's nothing wrong with it. Go outside and make me a. Look. I want to talk to the man in charge. Mr. Lacombe is the highest authority. He isn't even an American. Mr. Neri, are you an artist or a painter? No, that question, Are you an artist? Like, he's going to ask about your head wringing. He's going to ask about these physical symptoms. He's going to ask if you've been, like, burned from whatever it is that you saw with the sunburn effect. But are you an artist? Right. Like, he's been doing this sculpture of this mountain that's possessing him. We've been watching Melinda Dillon drawing this painting. He is sketching this mountain. Over and over again. The other guy too. There's something in the aliens that I think activated an artist. It drew them there. And I think that's exactly what you're talking about. You're Spielberg. You're 31. You haven't had kids yet. Maybe you're not even sure you'll have them because you are obsessed with this idea of the thing you have to create, the thing that you have to like, see for yourself, that you have to make exist. I mean, like he even said when he was making this film, I can't move my life forward until Close Encounters is behind me. Where are you off to this summer? Day trip, Weekend trip? Week, long trip? Whether you're thinking staycation or destination vacation, check out the travel section of Quint. To get going in style, throw a Nappa leather duffel bag in the back of your car. You got this classic old school look going on. Brown leather, black leather, very Paul Newman. You can head to a picnic with Quince's all day neoprene duffel bag which has enough space for a weekend hotel stay. And it comes in six colors including a gorgeous bright red. Last year I treated myself to Quince's Italian leather dual compartment toiletry bag. I got mine in cognac brown and now I have taken this thing to Australia, Canada, France, even just to this cabin in Big Bear. You would not believe how much stuff I fit in it while feeling organized. This toiletry bag. It's got holders for makeup, brushes, razors, toothbrushes, however you want to use it and it looks neat when you arrive and unpack. And of course if you're imagining what else to pack inside your bag, whatever bag you're in the mood for, you know that Quint has your effortless summer wardrobe from pajama sets to 100% European linen, shirts, shorts, dresses, pants, him, her. They got everything. And you know that everything at Quint is priced 50 to 80% less than similar brands because Quint works directly with ethical factories and cuts out the middlemen. So you are paying for quality, not brand markup. So elevate your summer look. Go to quint.com unspooled for free shipping on your order and 365 day returns. Now. Villa in Canada too. That is Q U I N C E COM unspooled for free shipping and 365 day returns. Quints.com unspooled starting or growing your own business can be intimidating and lonely at times. Your to do list may feel endless with new tasks and lists can easily begin to overrun your life. So finding the right tool that not only helps you out, but simplifies everything as a built in business partner can be a game changer for millions of businesses. That tool is Shopify. Shopify is the commerce platform behind millions of businesses around the world and 10% of all e commerce in the US from household names like Gymshark, Rare Beauty and Heinz to brands just getting started. Shopify has hundreds of ready to use templates that can help you build a beautiful online store that matches your brand's style. And you can tackle all the important tasks in one place, from inventory to payments to analytics and more. No need to save multiple websites or try to figure out what platform is hosting the tool that you need. And if people haven't heard about your brand, you can get the word out. Like you have a marketing team behind you with easy to run email and social media campaigns to reach customers wherever they're scrolling or strolling. Start your business today with the industry's best business partner, Shopify, and start hearing. Sign up for your $1 per month trial today at shopify.com realm. Go to shopify.com realm. That's shopify.com realm.
B
It's so interesting because I look at all of these, you know, quote, unquote great directors as directors who are wrestling with their own kind of desire to be the best and to make something and to, you know, put their mark on cinema. And that is really where I feel like he is capturing this voice. And to know that this is a production that is so plagued with problems and he's fighting through it in every single way. I mean, even till the end. And this movie is released under duress because, you know, essentially Columbia is collapsing, right? And they force him to kind of finish the film before it's done, which is why we have multiple edits of this film. But there is this true connection of, trust me, I know, I know what people need to see. And that's kind of what Richard Dreyfus is doing. Trust me, I am not crazy. This is, I'm doing something that's important. And what is he doing? He is the one human that the aliens have decided that, yeah, he is worthy to go up. Like, he is the pure of heart. He is the director that will lead the future. If you will, if you will.
A
But it comes at a massive cost. It's not like the movie ends with congratulations, you were right, we're applauding to you. Your wife's like, oh, sweetie, I'm so sorry. Go forth. Like he has to Give up everything to go there. He has to have this madness that
B
nobody understands and never second guesses. Like, oh, my gosh, I'm leaving my family and my children. Like, there is something about that character where you feel for him and never do you ever think, wait, wait, he's gonna get on this ship. What about his wife and three kids? Like, wait, wait, what's going on here? Like, and I'll tell you, as a father, I could not wrap my head around that at all. And then I go back one more step and go, yes, that's what's going on with the character. And they look at Spielberg and going, Spielberg's like, I want to make this movie and let me cast maybe one of the biggest directors of all time and let me direct him. So it's like, it's a power move over there as well. It's like, I'm going to take one of the biggest people and make them work for me in a field that they're not even fully versed in doing. And, like, make them watch you work.
A
Right.
B
I mean. Right.
A
Which I think was really frustrating for Truffaut because he made movies on a low budget that wound up being masterpieces. We've done, you know, 400 blows on this on the show before. And here he's like, wait, you're doing this one helicopter shot. It's taking you two takes. And for this one helicopter shot with two takes, I could have made a movie. And I think he's sitting there losing his mind.
B
Well, there's a great story also that, like, Spielberg was trying to show Truffaut how to act out the scenes because, you know, there's a language barrier. And Truffaut just started, like, imitating Spielberg on the first day and then watched the dailies is like, oh, you're making me into a terrible actor. I cannot follow your, like, physical direction anymore. And he's like. And Spielberg do his credit. Like, yeah, yeah, I know. I'm pretty bad.
A
That's true. Spielberg does not have the thing of, I must be in my own movies.
B
You know, I just find that, like, yes, you can sit here and go, oh, you know, I was wrestling with. Trying to make a blockbuster after Jaws, but he doesn't wrestle with it. He doesn't play it safe. He puts up these obstacles in every single way. Right. You know, Columbia is a studio who wants a hit. He. This is not. I mean, it is a hit. It becomes a giant hit. But this is not a straightforward hit. Like, you don't go from the Maker of Jaws, Close Encounters. Right. Like, it doesn't feel totally like the same movie. And in many ways, it feels like 2001.
A
Well, yeah. And also thinking about it coming right after the summer of Star wars, which has the audience hungry for more trips to space. But this is like, you're not going to hang out with aliens. Really? You're not going to go on this? Like, here's my hero doing the good thing, saving the galaxy, adventure. This guy's going to give up his kids. Which Spielberg has said, you know, once he had kids, he would have never done that. Plot point. Right. Oh, wow. Which, you know, fine. But I kind of love that he did.
B
Because I do, too.
A
Yeah. Because I have that. I guess I love that, like, coldness. No, he's giving it up. And that the movie doesn't even do that sentimental montage of watching his kids grow up without him or anything. They're just gone. They're just gone from the film.
B
Well, to me, one of the most powerful shots in this movie. I. I really was obsessed with it, watching it last night, and I found myself, I'll be honest, sometimes I'm not just sitting down and watching a film. I'm doing other things. And I've seen this a handful of times. And I was cleaning up my kitchen, and I had it on in my kitchen, and I found myself standing still in front of the TV in my kitchen for 20, 30 minutes, just glued to the TV. I was like, I should just take this in the other room at this point. But it kept on pulling me in. And this shot that I was thinking about is after Richard Dreyfuss has his first encounter. He's at home and he's playing with his potatoes. It's a very famous scene, right, like, where he's starting to carve this image that he's seeing. And his son knows something is wrong. And he's watching his dad, who's not even really talking. He's just kind of in his potatoes. And he just starts crying and weeping. And the camera just. It's still talk about crying. I mean, on this boy, trying to hold it together, but also being like, this is not my dad. This is not right. And I found that to be such a beautiful thing because he's oblivious to his son. His son is completely melting down. And it's for a guy who doesn't have a family at this point. He is capturing, I think, actually something from his own youth, like this, you know, child not being seen and this family life that feels so lived in. I Mean, I feel that way in ET we talked about that as well. But it's like, wow, he captures family perfectly.
A
Well, I guess you've noticed something that's a little strange with dad. It's okay. Though
B
still dead.
A
I can't describe it. Yeah, you're right. He's almost at this liminal age where he can see himself as the son even more than he would see himself as the grown up.
B
Right.
A
And what I love about how he does that scene, is it not only is it silent in that literal sense that you're describing, or just the few words that I hear, like what we played right now, but that Teri Garr, the wife, is watching this happen and she doesn't even have to say what she's thinking. By the way, we have talked about Teri Garr's career before that she had already done, you know, Young Frankenstein. That's not what gets her cast in this. What gets her cast in this is that Steven Spielberg sees her in a coffee ad and he loves how naturalistic she is in this coffee ad, playing a housewife that he's like, that's her. That's the woman. This is the ad. This is what it sounds like. Look, when it comes to coffee, I don't take any chances. I use MJB now. Heaven knows some of my friends don't really know the difference. I mean, to them, coffee is just something to drink. But I like coffee. I mean, I really get disappointed if it doesn't taste good. So I have to use MJP because. Well, because somehow it always tastes good when it should. And I'm not the greatest cook in the world. There is so much dialogue in this movie that goes unsaid. Right? You just see in her face everything that's happening. Like, he is so wise in this film with withholding information and not having to put everything on the nose that you are just living in this and kind of chasing up after these characters and understanding what they're feeling without them having to turn to the camera and say, help, my husband, is losing it.
B
Right.
A
You know, it's sort of like the Shining in that way. But the Shining hasn't existed yet. You know, there's. Nobody has seen the Shining. The Shining comes out three years after this, but you're just watching a family fall apart and you're seeing it through. Just the face of this woman trying to hold it together, the face of the child crying. And I love that. It's just a couple scenes after this where they're having that big fight. About, like, we have to go to family therapy. What it is, is family therapy. I mean, we all go, we all talk. No one is singled out. And maybe it's not your fault anyway. Oh, it's waterproof. It still works. Please. You cry, baby. You cry, baby. You cry, baby. Get out of here. Cry.
B
Get out.
A
Come on, you guys. Frog baby the cry.
B
Stop it.
A
I don't understand what this is.
B
Neither do I. Get out.
A
Go to your room and close the door. And this kid who's been crying starts calling him a crybaby. And you see that? It's, like, affecting this kid. He made the kid cry, and it's making the kid so angry that he has to turn it back on him. How dare you make me cry?
B
And I think what the movie does really beautifully is you're watching the family lose their father, but you're watching this man find a higher purpose that as an audience we are supporting. Like. Like, never do. I think, like, oh, he should stop. He should stop. Like, you can tell that he is absolutely possessed. And I know I talked about this earlier about the special effects, but what makes the special effects in this movie still hold up to this day is he's not shooting ships. He's shooting reactions to ships. A majority of this film is Richard Dreyfuss's face just telling us everything. And especially at the end when we get to, you know, this. This government facility, everybody is staring, but Richard Dreyfuss is, like, awe and wonder and joy. It does feel like he is having this, like, come to Jesus moment. And that is what I think makes the ending so powerful, because it's not like, oh, cool, aliens are here. It's like, oh, no, this is beyond that. It is like he's giving us an emotional reaction to it, which it's so funny because we see movies about aliens and spaceships and war and all these big things, but we really forget to have that awe of the moment. Wow. I was like, this is such a powerful filmmaking tool that I don't feel people use that much.
A
Yeah. You almost just have to get over it right away. And, I mean, this is absolutely no diss on Independence Day, which we had a lot of fun covering. But it's like, hey, there's an alien. I'mma punch it in the face. Right?
B
Right. Yeah, yeah, right, right. There's just no. There's even the awe of seeing the ships. Like, everyone's pausing, but it doesn't feel like there's a joy. Right. And I think, you know, this movie does a really Interesting thing. Cause as you're watching it, you're like, are they friendly or are they evil? And, you know, I've grown up in a time where, yeah, aliens are coming. You better fucking run, right? And this movie, I think, keeps that tension alive. But the end of the film is so. It still embraces that awe and wonder. I mean, I know it's edited out, but in the mid-80s, Spielberg got a chance to kind of tweak his vision. And one of the things that he added was a continuation of Richard Dreyfus going into the mothership. And that whole ending is really interesting. And he eventually realized that's a total mistake. I should never have shown that. Like, I've shown too much. But that ending is about him just standing in the middle of the ship and just looking at it. Just looking at it. And just, like, being home. It's a cathedral. It's a temple. It feels like something. Even though you're looking at nothing but lights and not, you know, just light and sound, you know, it.
A
I found that to be really special effects, where I almost feel like the ships aren't even there.
B
Right.
A
I just feel kind of like the glow. And to represent them with the glow. I mean, the version you're talking about is the one that I watch, which I always kind of regret when I do, because that's also the one that has, like, the really clunky use of Wish Upon a Star, which drives me.
B
Right? Yes. Yes. This one, the one that I watched. It's there.
A
Yeah. That just. I can't handle that. Like, when they were even doing the first test screenings of Close Encounters, audiences came back very polarized from the beginning. In the 70s, don't use wish Upon a Star. And Spielberg was like, I'm gonna use Wish Upon a Star. I don't know why. Maybe he's, like, acting like. I guess he's acting like Dreyfus, and he's like, we're gonna see Pinocchio. God damn it. I love Pinocchio. This is my movie. This can cause tetanus. What is this? Hey, you know who's playing in town? Pinocchio. I don't wanna remind you, kids have never seen Pinocchio. You guys have never seen Pinocchio. You're gonna luck. Aw, leave it.
B
Who wants to go watch the dumb cartoon?
A
Rated G for kids. All of you. Eight. You want to be nine?
B
Yeah.
A
And you're gonna see Pinocchio tomorrow night. Roy. That is a wonderful way to win over your children. I'm not serious. I'm Just saying. I grew up with Pinocchio, and my kids are still kids. They're gonna eat it up. Okay, okay, I'm wrong. I'm wrong.
B
I'm wrong. Roy.
A
All right, Toby, you are close to death. Come out here. But I think his obsession is a mistake, because that's the one thing in this movie that just does not belong to him.
B
Right?
A
You hear Pinocchio, you don't think of Spielberg. You think of Disney, of course, and it's just wrong. You just can't do that. You can't take away from his own vision with that. I think it's bad enough, honestly, that he makes the alien starships play a little bit of Jaws. That music right here.
B
Yes,
A
Sam. Yes. It's like such a bop. And then it becomes Jaws.
B
I know. I was so. And look, there's also something you can say for. Like, this is John Williams and him collaborating. And I feel like the iconic sound that do do, do, do. Is equally as impressive as the Jaws theme. Right? We are familiar with it.
A
You know that I got my cat to come when I whistle that, right?
B
Oh, really?
A
Oh, yeah. Cause you know that my cat loves John Williams. So when I whistle John Williams, he runs in from the backyard.
B
Wow.
A
That's our new one. I got him to do Close Encounters. It's pretty great.
B
I love that. But John Williams, I think, is playing with simple melodies. And there was a part of me that was like, is this cheeky or is this, like. Again, it's a little, like, showy, right? It's a cutie, right? It's cute. It's like, oh, yeah, I can do this now. I can do whatever I want.
A
You love me, right? Yeah, yeah. It's that little bit where I'm like you. Maybe you trust your own vision, which is great, but maybe you don't trust your own reputation because you have to remind me of it.
B
Right? And I also think what's so beautiful about it is the aliens are teaching this way to communicate through sound, right? And they're trying to connect with them. And I love how. I love, first of all, how the original sound is coming out of this chant, a very religious chant. You talk about, like, speaking in tongues and being, like, possessed. And the sound is coming out of that group of people, like, in. Is it India where they're all.
A
Yeah, it's in northern India.
B
Yeah. Where they're chanting together. It's like. And it's.
A
Wow.
B
And they're trying to capture that. And every group of people have been touched with a different part that kind of connects one to the other. And I love that. That's that communion of all voices as one. And I think the minute you start to add something that's familiar, it actually dilutes the new sound or the new. Like the, you know, the fact that that went from a chant to, like Casio style music, you know, that kind of synth music is kind of the really beautiful evolution of it. So you don't want to hear anything that sounds familiar. I get it, I get it. And I. Although it did make me smart when I was like, wait a second, is that Disney? I literally had the thought, is that Disney? And then I had the thought, is that Jaws? Yeah. It didn't seem cool, though, to me.
A
I love that you're talking about that village scene because to me, you really get the sense of, oh, Spielberg has all the tools now because the amount of extras in that scene, oh, my goodness, the amount of, like, running, taking in all of those real people chanting, singing, the costumes. This film feels huge because of those little shots like that, you know, Like, I love that he's keeping this in a small world where we're watching this, dad. And that we're seeing his emotional struggle. But every so often he pops out and you're like, whoa. Also weird, funny story about this scene. Apparently the guy that they hired to handle the extras in India taught them the five note chant, but taught them the wrong five note chant. For some reason, he screwed it up. And so they had to keep stopping because everybody was chanting the wrong one.
B
Oh, my God.
A
Yeah, but I kind of love that because this is a film about, I would say, the difficulty of communication. So much of this film feels almost like a 70s movie with, like, overlapping communication, struggles in human communication, people talking over each other all of the time. I mean, it opens with this whole sequence of like, hey, we're in Mexico. Some people are speaking Spanish, some people are speaking English. Hey, we've got to translate to this French guy. There's this. This collision of languages before you even get to the musical language. He says, the sun came out last night. He says it sang to him. And then it cuts from there to a scene of these air traffic controllers trying to talk to these pilots who are experiencing some sort of unidentified flying phenomenon. And they're doing it like an Altman movie. I love that about it. It's like one controller talking on top of another controller talking on top of another controller.
B
And they're real controllers too. Like, he cast actual air traffic controllers, I believe, for that sequence.
A
Yeah, I think so because they had to shoot the sequence before anything else, because they had to somehow film something before this end of the year for like a tax break I don't even understand. And he didn't have the cast ready yet, so he was like, well, we gotta do a scene that has nobody in it. But to hear it almost feels like you're watching the 70s turn into blockbuster filmmaking again. And I love that in here. Okay, center, Gary's 91. The traffic has turned. He's heading right for my windshield. We're turning right immediately and leaving flight level 350 now.
B
Ares 31 descendant, maintain flight level 310.
A
Great. Gallagher, triple four, turn right 30 degrees. Jet descending to base. Do you have any test operations? Restricted area 2508. Ares 31, roger. I guess what I'm building to is like, yeah, this movie is so much at its core about communication too. We're trying to communicate with these aliens. We're learning their song and. But meanwhile we're back in this house where everybody there is like yelling on top of each other. Everybody there is fighting. And he and this wife cannot communicate about what he saw and why it's important. Or at least not in a way where she's willing to listen. Not in a way where he's able to understand how much he's scaring her.
B
Yeah, I mean, I don't think he can see anything else because he's so solely focused. The 2026 FIFA World cup meal at McDonald's is underway with one of nine legendary cups in the lineup. Christian Pulisic, David Beckham, Lamine Yamal, Ronaldinho, Thierry Henry, Son, Heung Min, Alfonso Davies, Santi Jimenez. And between the posts, it's Grimace. Get one of nine collectible cups with a FIFA World cup meal. Participate in McDonald's for a limited time while supplies last. All rights reserve 2026 McDonald's and FIFA World Cup 2026 this episode is brought to you by Google Chrome. You think you know a browser, but Gemini and Chrome, that's new. It can help you with practically anything on the web, like restoring a vintage motorcycle from a 50 page restoration block. Or finally break down that long article you've had open for weeks. Gemini and Chrome is here for it, ready to make anything online make sense. There's no place like Chrome. Check responses set up required compatibility and availability varies. 18
A
responsible.
B
I also think that the time in which this movie is being made is informing some of these decisions as well. Because we're coming off of Watergate and the government has lied to us. And they've lied to us in a major way.
A
The government lies?
B
No. I mean, my God, I can't believe it. And I think that that was an awakening for so many people. If that's true, what else are they doing? Like, what else is going on here? And this idea that everybody else is just following the path. Oh, it was this. Oh, it's a. It's a toxic waste leak. Like, people aren't questioning anything. And this movie is about, like, can you question the government? And it's interesting because this government is viewed in, I think, two different ways. Like, you would think that the government is out here to hurt the aliens. What we find out is the government is trying to learn from them. They have a bigger plan. We don't know what that plan is. So they're not.
A
We don't even necessarily know if it's just our government. Like, why is there this French guy there? What's happening?
B
Yeah, well, and I also think that the French element of it kind of represents this other side of government. Right There's. To your point, like, are you an artist? There's. There's two things. One is, we are a government. We are gonna take care of this. We are looking at this. And the other is, like, about the humanity of the experience. And it's interesting that that's the way that the movies split. Like, Truffaut's character, you know, when he looks over at Dreyfus is like, I envy you. I envy that you are able to be in this position. And then the US Government kind of uses him. You know, like, okay, great, we got our guy in here. Put him in a red suit, and we'll get him on the thing. And it's this battle of, who do we believe? Why do we believe? And yes, the government's using him, but he's also using the government. And, you know, can't we just be in this moment without actually doing anything? There's a lot going on here because. Yes. Does the government cover up things? Absolutely. But I would argue that, you know, in the last, you know, even six to eight months, we've seen so much stuff about UFOs. And whether or not you want to believe the extent of the footage that we've seen, at least we know, well, this footage is finally being released.
A
Can I admit that I haven't had the brainwave to look at it, which is so strange. I think I was going to wait my entire life to see alien footage. And for some reason, I'm like, I can't click on it. There's something in me that's just like, no, take it right now.
B
I mean, I think in many respects, it's very much unidentified flying objects is what we're seeing, and everyone can create their own story for that. But I do think that this is a movie about taking back your independence. Like, I'm going to follow what I want and I'm gonna get what I need, and I'm not gonna take everything lying down. Like, I think that that's an energy that definitely is coming out of this post Watergate era.
A
Well, it's funny because one of the script notes that. That Steven Spielberg got back when he was pitching this, because he wanted to pitch this movie as, this is UFOs in Watergate. And a news reporter that he was telling the story to was like, don't you think that if aliens were real, Nixon would be telling people so that people would stop talking about Watergate? And it kind of rattled him, like, oh, wait, that's a really good. That's a really good point. And what I find interesting about the way he writes the movie instead is that these people seem to know everything that's going on, or at least they have an idea, right? But they never tell us. Like, even within their own movie. We're watching them run around, but they're like, what's over there? How much fuel does that have? And nobody's stopping to explain what's happening.
B
Right. It's actually not even important. Right. It's. They're working on their own thing. Like, we don't need to know what their science is or what they have pulled together. And I love that they know that
A
these aliens are coming with all of these people, or at least they suspect that they're coming with all of these lost pilots, which are actually based on real things. Like, the pilots, the ships, everything that they're talking about are all real cases that disappeared. Back when people were talking a lot about the Bermuda Triangle, you know, Flight 19, that was like, I think six planes, 27 people vanished in 1945. The Cotopaxi, that boat that you see in the desert, that 1925. And, like, 35 people vanished. And so they have this board of everybody they expect to be on that they've already made. They've already made it, you know, but you just get these little glimpses that they know so much more than they're even telling us in the audience.
B
Well, I think that conspiracy is something that obviously has been with us for a very long time, but definitely now you can find so Many more voices to echo and support your own theories. And what he's kind of doing and what Richard Dreyfuss does here is he leaves behind the society that he knows, and he starts down this path. And in many respects, I think it is incredibly powerful about how a belief can make you act in ways that you would never act. And I'll go to, like, January 6th. You know, I think a lot of people who participated in January 6th were under this same kind of delusion. Like, when Richard Dreyfus is like, we're gonna drive through this, you know, fence to break into this site. Like, he's not a. That's out of character for him. Right. He's like, but I know there's something there. I'm gonna take off my mask because I know it's okay to breathe the air here. Right. Like, he's made all those same choices. It turns out that he's right, but you can also go down that path and be wrong. And I think that's the interesting side of conspiracy, too. Like, when do you stop believing? Because a movie like this will say, well, it's still happening. You just didn't catch it. Like, Right. He could have been. He could have been extracted, but he made a choice, and he stayed right. At every given point, they put those dead animals out there. And he was like, no, we're going to keep on going. Right?
A
There are these unconscious sleeping animals.
B
Okay. Yes.
A
Which really they did in real life. They knocked out animals in real life and hid them. And, like, they look so convincing in a. In a message of do not drive this way.
B
But I think that that's what's. So. That's what's so interesting to me is that idea that when you believe something wholeheartedly, you will move heaven and earth to see it through. And I think there's something really beautiful about that. It's dangerous, too. Right. I mean, the reason why we like this movie is because, well, he was right. But what if you're wrong?
A
Yeah. But even on the path, at least, right or wrong, he gets to build this new community. You know, he gets to befriend Jillian. He gets to even befriend that guy who he temporarily gets to hang out with, because they're, like, running up the mountain together until the guy gets exhausted and, like, falls asleep with the sleeping gas and skids down. And I love that little detail that when the buddy that they're running with skids down, like, Larry. That's his name, when Larry is trying to climb up that boulder and he gets too tired, he skids down, and you just see his awkward socks. Like, there's something so realistic in how sloppy everybody looks, how messy everybody looks. And even the movie, that the sloppiness of the emotions, that he's gonna go down there and talk to those aliens. And, yeah, Gillian's not gonna come with him, but they're gonna share that goodbye kiss. And the movie's not even moralistic about it. It's not like, are you cheating on your wife? It's like, hey, you have this connection with a person who actually believes you, you know, trust you, and you're saying goodbye to humanity and they have almost destroyed. I really love the connection that they have. And this conversation right here, that's like the build up to their kiss. You wanna see better? I can see fine. We can't stay here. I can. Why? Because Barry's not here. I'm just not ready. I can't. I can't stay here. I've gotta get down there. I know. I love that in his last moments on Earth, this character found understanding. And of course, I'm picturing, like, how does his wife even explain what happens? What does she know? The government is, like, lying and saying there's some sort of contaminant in the air. They're not going to tell her that her husband went to outer space.
B
But you know, what I found so fascinating about her story is how when her son comes back, it feels like part of that obsession fades away too. Right. I think if Richard Dreyfuss's kids came off that ship, they weren't abducted, but if they did, he would still be going towards it. And so they are, like, in the same boat, but they're going in different directions, or, you know, they have different destinations, I should say, because she, I think, is appreciating the aliens and was called to them to get her son back, but she wasn't as obsessed. And we don't even know what Richard Dreyfus is feeling. Cause it is an internal movie. Like, what is he feeling? What is he? What does he know? What do they see of him? Is he more special than the others? And he clearly is, but we don't know why.
A
Yeah. Or is. Is he maybe even not that much more special? He's just the one who made it there. Like, I bet they would have wanted to take her, too, if she'd wanted to go, you know, I mean, even at the end, I think he's still getting interrogated by Truffaut. What do you want? Right like here, right? What do you want? I just want to know that it's. It's really happening. The idea that he just wants to know that. He just wants to know that it happened, that it was true. That sounds so powerful, right?
B
Yeah.
A
Well, I mean, to know that you're not crazy.
B
I think he wants to. What else is out there? Right? Like, my life changed. That one moment where he is in the truck and the light comes on and he has that moment, he is forever changed because it's like his mind has been opened to something that he had never conceived or could conceive.
A
And I love how he stages it. Right where you have, oh, it's a set of headlights behind you, go forth, go forth. A car drives by. Oh, it's a set of headlights before you or behind you, go forth, go forth. And then they just raise and float up above him like, oh, my goodness. What? It's so perfectly creepy. I was thinking about it because, you know, with backrooms coming out and all sorts of things, things. I've been thinking a lot about how scary it is when the mundane does something unexpected. You know, entering those worlds where I know how a stop sign is supposed to behave. Why is that stop sign rocking back and forth? That I find that eerier than if a gigantic, you know, fang on fang on fang alien came out and was like, look at me, I want to bite your face off. Like, I don't care. You know, I love how Spielberg takes the normal tactile and makes that unnerving, all the toys turning on, being inside the house when all of the appliances suddenly come alive. And you're hearing. I love how you're hearing, like kind of the split reaction of Melinda Dillon screaming because Spielberg has not told her that any of this is going to be happening. So she's like actually finding out in real time that her stove is going to be coming alive and yelling at her. And the little kid who has gotten his secret private walkthrough of, no, this is all gonna come alive. And it's amazing just being delighted in that contrast between, like, her screams, his giggles, like, can we listen to that for a second? You know what it kind of reminded me of? It reminded me of who Framed Roger Rabbit, that opening cartoon where baby Herman is crawling through the kitchen and, like, causing disaster and Roger Rabbit is the adult who's panicking.
B
Yes, yes, I love that. Well, I want to just talk about that kid, the 4 year old, because, you know, I think at the core of this movie, this is a film about communication lack of communication, how you communicate, what you communicate. And the first moment that we really get to explore in this is this boy's reaction to waking up in the middle of the night. He comes downstairs, he sees the fridge is open, everything's on the floor, like E.T. i mean, there are almost beat for beat visuals in this movie that look
A
like ET and poltergeist Aliens like to raid refrigerators. Kids with single mothers are very prone
B
to befriending aliens and a lot of stuff.
A
Single mothers are kind of losing it a little bit. They're blonde, they're crazy, they go to sleep in their jean shorts.
B
By the way, that kid does look like one of the aliens too. At the end of the movie you're like, oh, did they get him? Because he looks like them, but in a cute way. I think he's cute. But the aliens are too.
A
Yeah, I mean, the aliens are little kids in costumes. I think it's like 56 year old girls from Alabama, they just put them in these little costumes where they couldn't take them off easily if they had to pee. So having to take 56 year old girls into the bathroom, very difficult. Very difficult. And also the first time they saw the masks, some of them cried and they had to make them less scary.
B
But this moment when he first looks at the alien, I don't know what they were doing off camera. And I think that the one thing you can say about Spielberg is his talent for directing child actors is unmatched. The kids in this movie look like kids. It's before this era of child actors that look like they're, I don't know, like 30 year old, you know, or they're held together a little bit more. These kids look ragtag. But that performance of the boy reacting to. We don't see what he's reacting to, you know, but we see it all in his face. The same way that Richard Dreyfuss looks at the ship. He's so happy. And there's this communication here. And that clip that you just played is like this. What may be scary to some is pleasant to others. That's look, you know, that's Truffaut's point of view too. It's like this idea of how do you communicate in a world where your no might be somebody else's yes or your scary is somebody else's happiness.
A
Yeah, totally. And I mean, I know how they got their performances out of at least those actors. I mean, one thing that Spielberg told the actors on set, the adult ones, is he said, just imagine the person that you love most in the world when you look up at the sky, you know? So Melinda Dillon said that she was imagining her grandmother. But for the kid, what they did is they waited. They honestly waited for that little kid to fall asleep. Like, for real. They put him in the prop bed. Everybody waited until he fell asleep, and then they woke him up naturally with the toy. So they're getting his actual reaction to what's happening. Oh, wow. And this kid is not an actor. Like, this kid was. I think he was, like, in preschool or something. And one of his classmates was the niece of the casting director. And so she just saw him in the Classro and she was like, that's the kid. Like, just complete random look that they just thought he had the right face. And so they wake him up from this nap, and he's seeing all of these toys, and he's like, oh, my goodness. And he walks downstairs, and what they are doing is they're hiding some people behind a giant piece of cardboard, right? So he would look at the cardboard, and then they'd lower the cardboard, and it would be Steven Spielberg dressed up as a clown. And then they'd raise it back up, and then they'd lower it again, and it would be somebody dressed like a gorilla. And he'd be like, oh, no. And then they'd raise it up again and it would be a friend of his. And like, okay, I trust that guy. And then he'd look more natur. And you would smile.
B
Wow, I love that sequence. And it's. Again, it sets the tone for the movie, right? Like, you don't feel like this kid's in danger. And I think that that even helps you with the boy being taken. You're like, all right, he'll be cared for. Something good is happening here.
A
Unless it's an evil trick, but it doesn't feel like it. But you get that tension. The sky looks so red and so scary that you're not sure what to expect. I mean, Spielberg has said, like, if he could sum up his career in a shot, it would be that little kid from behind staring at this red sky, and you don't know what to expect. I love that the mom is like, I'm locking the door. And the kid's like, but I'm opening it. These are my friends, by the way. Tiny fun fact about this kid, Carrie Guffey. He, after this, was offered playing the kid in the Shining, and he turned it down because his parents were like, school's really important. When he turned 18, they gave him all of the money that he had earned from acting turned out to be about a hundred thousand dollars. He burned through pretty much all of it. He bought, like a car. He was an 18 year old who had just gotten a gigantic amount of money by that point. He was done with acting. So he became a financial planner.
B
Oh, interesting.
A
Yeah. He's still a financial planner. You could hire him to help you
B
get him on there. It'd be great.
A
Yeah, he's like, I made mistakes with my money from acting. Let me teach you how not to do that.
B
You know, I also want to just go back to communication for one second and think about how that also ties into Spielberg as a person who is directing these big ideas. And whether that's Jaws or Close Encounters, he has these things in his head and he's trying to communicate them. And sometimes people don't get it. I mean, famously on this, Julia Phillips, a very big producer who wrote a book about her, you know, her substance abuse problems. Like, she was so cracked out on this set that he had to, like, fire her. She was the producer of the film and she was, like, banned from the Columbia lot. Like, so he was dealing with just different people. He's in India. The person gets the wrong notes. Right, Exactly. It's all this stuff where I think what the movie might be saying is like, go slower, tolerate people. Like, there's. There is something there. If you actually stop and listen or if you try to get away from yourself and your own preconceived notions, you can maybe find a deeper meaning. And I could see a guy who, you know, his first two sets are nightmares where no one is really fully getting him. Like, wow, like what. What that means for him to be like, no, no, no. You may not get me, but just listen to what we're trying to do. And we could work together. And you know so much about filmmaking in this.
A
Yeah. I mean, luckily, the movie he makes after this, everything goes really well and it's thought of as a gigantic hit. Sorry, that's me making a terrible joke about 1941.
B
Oh, my gosh. I thought ET was the next one. Oh, my gosh, no. Oh, wow.
A
Wow. It's 1941. And then Raiders, which I feel like you could really see them working out a lot of the tone of Raiders when they're traveling abroad.
B
And then it's ET So fascinating. And look, I have a feeling that, you know, sometimes I was talking about this with a friend. You get into a position where you're like, you know what? Yes, that production was Flawed. And we. But we got it. And the quality was great. You run out of those every now and then, right? Like, you can sometimes pull it out of your ass couple times. But it's not the only way to do it. 1941 does feel like one of those movies. Like, I got it. It. I got it. And you don't. You don't got it.
A
You don't got it. I mean, he could do humor. He can do humor. But I like it when he mixes the humor into the craziness that's happening. Like 1941, the jokes do not land here. You got a guy trying to sell gas masks to people, that lands. And now you're going to be real disappointed and sorry if you don't have one of these early warning systems such as a bird, a gas mess. Why, even my dog has a gas mask. And any of you folks are worth more than a dog. By the way, just speaking of, like, random bits of humor in this film, I love how people's reactions to the spaceship when they see them or when they're even just hearing the stories is to try to figure out how to relate it to something they know. Like that conversation he has with Terry Garr where he's trying to describe what it looks like and she's just clinging to normal things. Like a taco. Right? I mean, trying to translate the unknowable is so difficult. I love how the kid is just saying stuff like ice cream. You have these things that sound like non sequiturs, but those non sequiturs make it feel real well.
B
And I think that, like, you know, most communication is like, that house is full of chaotic communication. Like, everyone's yelling at each other, but they're not. They're not angry at each other, but, like, just wires are constantly getting crossed. And, you know, it says something about humans. Like, they're limited. And I think that that's the whole idea of, like, the music. Like, music is a little bit more finite. And Truffaut, you know, does that hand gesture because it's like, at least we can't misinterpret this because he's somebody also who is having a hard time being understood and a hard time understanding. Right. When he's talking to the old man who saw the plains appear in the desert, right? Like, he also doesn't understand what's going on. Right. There's a constant level of Lost in Translation very much that, you know, and humans are innately going to be flawed with it because they are. They can't Explain something bigger. Right? They can't. Like, he can't. Like you said, he can't explain exactly what he's seeing. So it comes to, like, literally bringing the trees in from the outside or drawing these images. Like, it. It is a. How do you articulate this feeling, this belief? And, you know, I think that that's, you know, what probably some of the best religious figures and not influencers, but people like Tony Robbins are great at, which is articulating a feeling that is hard for people to put words to.
A
Wait, that's exactly right. Yeah. That's what brings these two parts of this film together. Because it's about obsession among a family man among an artist. And it's about communication. You're exactly it. That's exactly it. Spielberg made this movie to communicate what it's like. Because if you couldn't use words, which they can't, and you have to do it through sculpture, you have to do it through film. Making the movie is just the next way. It's making it dimensional. I like that little bit where they're saying, oh, Devil's Mountain. Oh, I thought it looked like this from the other side, but I guess I only drew this one angle. Cause this one angle's all I have. But because Dreyfus is a sculptor, he's like, no, I saw it from all the directions. Making a film about that then is every direction. You can do the whole thing. You can tell the whole story.
B
And I think there's something really interesting about this film because it feels very mature. It feels like a very adult film. And it actually is a lot more in line with the Spielberg of Schindler's List and of Munich and. And you know, this not to say that he's incapable of making adult films, but for such a long time, he was making movies that were these giant family friendly blockbusters that were beautifully shot and wonderfully acted. But I'm really curious about, you know, what pulled him in that direction, because it seems like 1941's a failure. So he. He kind of leans into how can we create a hit and does that. And I wonder if he. Like, there's a fear of failure again, right? And so you go on this path and then he works up enough to, you know, on Jurassic Park 2 to be like, all right, now I'm actually gonna start making these movies that I wanted to make. Not to say that he didn't want to make these other ones, but it does feel like he's going in one direction. Maybe I'm totally misreading it. But that.
A
No, but I can hear that. I can hear that. I think you're queuing into the anxiety of. I have to remind you guys that I made Jaws.
B
Right?
A
I mean, in a way, what you're. As you're describing, that kind of psychology, What I'm picturing is here's a man who just made a film about how even this adult man with connections to the Earth and a wife and three kids has D8 belief, has the ability, has the freedom, should have the freedom to dream. Right?
B
Right.
A
To have an imagination to explore his own desires. He's making this argument that imagination and wonder doesn't only belong to the young, that it belongs to the young and the middle aged and the old alike. You get all of the generations in this movie. But then maybe he doesn't seem to believe that for himself. He's almost making a movie about like, I deserve to do this. I deserve to tell stories and to disappear into my imagination. Part of why he said he was nervous to even cast Dreyfus in the first is that Dreyfus reminded him too much of himself, you know, that it was like casting himself in this role and it made him uneasy. But it is a biography of him in a sort, as we're explaining, you know, it's a biography of a young kid his age in love with aliens. And then the adult man risking his mature life story to chase his dreams. And yeah, it is interesting that then he doubles back and he's like, I'm getting off this spaceship. Here's 1941. Oh, dear, what have I done? Let me get back on the spaceship. Let me make Raiders, which I've proven that I can do. I know that I can marshal to foreign lands and command a set of giant extras. But it's fascinating. I guess you aren't born with the confidence always, or you have the confidence only in flickers and flashes.
B
Well, I mean, also, 1941 was such a disaster that you do feel like, I don't want to be in that position again. I mean, even though Jaws is a gigantic success, I think we've all seen that clip and we talked about it in the episode where he thought he was gonna like sweep the Oscars and barely got nominated. Right. Or I don't think he did get nominated. Right. So that's.
A
But he's like recording it. Cause he's certain that he is right.
B
And so there must be on some level, like, he failed there.
A
Yeah, right. You know, I don't mind that because I feel like you have to Fail in order to learn from failure. Like, maybe he had to make 1941 in order to come back to earth. Ooh.
B
I just really love this film, and I think that it's a more accessible 2001, and I love 2001, but I think you can see his influences there. And I think you can also see what he brings to things that Kubrick doesn't. We talked a lot about the Shining in this. I think there's a humanity to it. There isn't this humanity in the Shining with Jack Nicholson as much as there is with Richard Dreyfuss. And I would love to see, like, if Spielberg tackled the Shining. I bet you would feel more for Jack Nicholson's character.
A
He probably would. He probably would. Although, yeah, I guess Kubrick doesn't care if people identify with how much he gives up his entire life to make art. Who knows? Maybe that's a quip. I don't know if I believe it, but I'm gonna say it right now.
B
But I guess what was so interesting to me was that this movie actually did work. And I think it was partly because of the time, and audiences probably had a lot more patience to sit and watch something like this. I think it preyed upon their fear of what else is the government hiding? And this want to break free of this malaise. Like, you know, I think this is also a story about middle age. Where are we? What are we doing with our lives? Like, am I meant for something higher? And I think that it was at a time, you know, we talk about, like, oh, the great 70s directors. This movie fits in that mold really well.
A
Very much. Very much, very much. And with this context, it makes me really curious to see Disclosure Day and to see how an older statesman, Spielberg, relates to aliens and wonder, like, I haven't seen it yet. You haven't seen it yet. But I am curious if it has any connection to the fact that when he made this film, he said, you know what? People have asked me to do a sequel to Close Encounters or a prequel. I don't think I can. Because he feels like doing a story about this coverup that he's alluding to is so big that it would take somebody else making the picture to give it the equal time that it deserves. I don't know yet if Disclosure Day is a sequel or a prequel. I'm imagining that it is just because. Cause I think that would be sort of fun.
B
Well, I think the idea that. That it exists in the same world is really fun. Right. And I keep on hearing this Idea that it is about shedding more light on this world, but it's not necessarily, like, you're not gonna see, like, Richard Dreyfus get off a ship. You may just see him slip off a chair on a Bill Maher.
A
Whoa. Richard Dreyfuss has been on this ship longer than these 1945 pilots, though.
B
Wow. I mean, wouldn't it be great if he hasn't, like, completely lost his mind that he would be on there? But I also don't know if you need it, because I think that what Spielberg is really obsessed with is talking about, you know, are we preventing an opening of our own minds culturally by not letting us see the aliens and making all the people who have had these experiences feel like they're absolutely crazy? Right. Are we preventing a true contact? And I love that at the time that this is released, and you mentioned this before, like, why wouldn't Nixon release alien information? Because it would distract from Watergate. We're in a time where our president is releasing alien information to distract from Epstein, and Spielberg basically gets to do a press tour around real new alien information about a movie about the government hiding alien information.
A
I think what I could have never predicted as a kid is that we would get alien information and we would not care. That's still the startling thing to me, like, that there could be a disclosure. We're like, okay, cool. Anyways, back to reality. Why is gas $6? But, yeah,
B
but, you know, I am excited. I'm very excited to see this film. And if anything, if the aliens simply just look like the aliens from Close Encounters, I'll be happy, you know? And I think.
A
I mean, it might be as stealth of a callback as, like, a tiny R2D2 on the ship. That happens here.
B
I'll take it. And again, just, you know, watching this and seeing that he's, like, answering his own movie, but I didn't realize how much of a stamp this movie put on the future of alien films. Like, he personified certain things in mainstream culture that took off as the way that we view aliens in movies. You know, whether it's these ships or these creatures, this look, you know, everyone put their own spin on it, but I really feel like this. He laid down, like, the next 15 years of alien movies right here.
A
Okay, well, you know what? I want to take that thought that you're having, and I want to do an Alien movie that I've been wanting to revisit. I think we should do. Nope.
B
Ooh, I would love to do. Nope. I haven't thought about Nope. Since I saw it in the theater and I loved it but I'd never have revisited it.
A
Me neither. I really loved it in the theater too and I would be thrilled to do it. I'm kind of on a Keke Palmer kick right now. Now that I've seen I love boosters.
B
Oh, I can't wait to see that.
A
Oh, you gotta see it. I think Kiki's the best so I wanna do a full on Kiki movie.
B
All right. I love it. So nope is available wherever you get your streaming films. I'll tell you this much. We have brand new shirts, unspooled shirts that I'm loving. Check them out. You just go to Unspooled Dashery. Also, if you want to continue this conversation about close encounters, you can check out our substack. Every week we go a little bit deeper on all the movies that we were talking about. Amy, great to have you back and we will see you next time. Unspooled is produced by Amy Nicholson, Paul Scheer, Molly Reynolds and Harry Nelson. Sound engineered by Corey Barton, music by Devin Bryant, episode art by Kim Troxall, show art by Lee Jamison and social media production by Zoe Apple Bomb. This is a Realm production. See you next week. Bye for now. The Right window treatments change everything. Your sleep, your privacy, the way every room looks and feels. @blinds.com, we've spent 30 years making it surprisingly simple to get exactly what your home needs. We've covered over 25 million windows and have 50,000 five star reviews to prove we deliver. Whether you DIY it or want a pro to handle everything from measure to install, we have you covered. Real design professionals free samples zero pressure right now. Get up to 50% off with minimum purchase plus get a free professional measure@blinds.com rules and restrictions apply. Athletic Brewing Company crafts award winning non alcoholic beers for those who want to
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Hosts: Paul Scheer & Amy Nicholson
Date: June 18, 2026
In this episode of Unspooled, Paul Scheer and Amy Nicholson dive deep into Steven Spielberg’s 1977 sci-fi classic, Close Encounters of the Third Kind. The discussion explores the film's unique position as a follow-up to Jaws, its innovative approach to alien encounters, the personal themes embedded by Spielberg, and its lasting influence on both filmmakers and pop culture. Along the way, Paul and Amy consider the movie's connection to Spielberg’s own obsessions, its depiction of family breakdown, and its mature, almost mystical tone. The conversation is rich with production anecdotes, character insights, and thoughts about the film’s enduring place in cinema history.
Setting the Scene (08:33):
“Close Encounters will cost 19 million. It will require the biggest soundstage Spielberg can find and major special effects by Douglas Trumbull...”
— Amy (09:45)
“Spielberg will eventually admit the production of Close Encounters was, quote, twice as bad and twice as expensive as Jaws.”
— Amy (10:05)
The film zeroes in on obsession—how a regular man’s life unravels in his drive to chase the unexplained.
“It is not a traditional alien movie… it’s something stranger… a story about a man who gives up pretty much everything… to chase this vision that almost nobody around him seems to understand.”
— Amy (11:06)
Paul draws parallels between Spielberg’s own artistic compulsion and Roy Neary’s journey.
“This idea that, like, the whole world goes by the wayside as you are just trying to excavate this idea. And that’s what feels so personal to me…”
— Paul (17:16)
The movie explores failure of communication, particularly within families, and uses visual storytelling and reactions over dialogue.
Spielberg’s insistence on precise vision caused strain even for famed French filmmaker-actor François Truffaut, who played scientist Lacombe.
"For this one helicopter shot with two takes, I could have made a movie. And I think he’s sitting there losing his mind."
— Amy (26:57)
The famous potato scene is highlighted as a prime moment of silent, emotional family fallout (see [29:04]).
“He just starts crying and weeping. And the camera just—it’s still—talk about crying. I mean, on this boy, trying to hold it together, but also being like, this is not my dad. This is not right.”
— Paul (29:04)
“What the movie really just drills into is this idea of, like, mystery, wonder, curiosity… it is a straight emotion machine.”
— Amy (16:52)
“What makes the special effects still hold up… he’s not shooting ships. He’s shooting reactions to ships. A majority of this film is Richard Dreyfuss’ face just telling us everything.”
— Paul (34:16)
John Williams’ five-note alien theme becomes an iconic musical motif, comparable to “Jaws.”
The hosts debate Spielberg’s decision to blend in music from “Pinocchio” and “Jaws,” with Amy noting:
“That’s the one thing in this movie that just does not belong to him… you hear Pinocchio, you don’t think of Spielberg.”
— Amy (39:44)
The global, musical nature of alien-human communication is connected to broader themes of language and misunderstanding.
“I kind of love that because this is a film about, I would say, the difficulty of communication.”
— Amy (44:30)
The post-Watergate context is discussed; loss of faith in government, secrecy, and longing for “truth out there” feeds the narrative.
“This is a movie about taking back your independence. Like, I’m going to follow what I want and I’m gonna get what I need, and I’m not gonna take everything lying down.”
— Paul (50:38)
The ambiguity of the government’s motives towards the aliens—cooperation or containment—mirrors Cold War anxieties and contemporary conspiracy thinking.
Spielberg’s approach set the template for how aliens and UFOs were depicted in cinema for decades.
The conversation closes by linking Close Encounters to future films—including Spielberg’s own ET, the trend towards more nostalgic and family-centered blockbusters, and a nod to increased governmental UFO disclosures.
“He laid down, like, the next 15 years of alien movies right here.”
— Paul (79:30)
On Spielberg’s creative drive:
“I can’t move my life forward until Close Encounters is behind me.”
— Amy (19:36, quoting Spielberg)
On the depth of Dreyfuss’s performance:
“A majority of this film is Richard Dreyfuss's face just telling us everything…”
— Paul (34:16)
On artistic vision and obsession:
“He is the one human that the aliens have decided that, yeah, he is worthy to go up. Like, he is the pure of heart. He is the director that will lead the future. If you will, if you will.”
— Paul (25:05)
On the emotional punch of family dynamics:
“You just see in her face everything that’s happening. … He is so wise in this film with withholding information and not having to put everything on the nose.”
— Amy (31:39)
On Spielberg’s legacy:
“This movie actually did work. … I didn’t realize how much of a stamp this movie put on the future of alien films.”
— Paul (79:25)
Paul and Amy celebrate Close Encounters as a film that, despite tumultuous production and studio interference, became a culturally transformative event. Spielberg’s mix of personal obsession, reverent awe, and family dynamics carved out a tone that was both adult and deeply magical. The hosts track how its legacy still infuses genre storytelling today and set the stage for their next alien feature: Jordan Peele’s “Nope.”
Next Week:
Nope (Paul: “I haven’t thought about Nope since I saw it in the theater and I loved it but I never have revisited it.”)
For More:
Check out the Unspooled Substack for a deeper dive on Close Encounters of the Third Kind.