Often when we hear a discussion of 1980’s The Empire Strikes Back, the participants tell us what a risky enterprise it was. They seem to feel its success wasn’t guaranteed and it easily could have flopped.

I call shenanigans on those claims. I was 13 when Empire hit the screens, which put me firmly in its prime demographic. After all, I was 10 when 1977’s Star Wars hit, so all of my peers and I eagerly anticipated the continuation of the story. Since that group included many millions of us - plus plenty of older folks too - there was little to no chance that Empire would flop. Yes, it was daring for George Lucas to put up his own money, but I still don’t think it was actually risky.

I desperately wanted to deny my inner nerd back then, and for a while, I frowned on and mocked the kids who liked this kind of flick. No matter - once Empire debuted, I got caught up in the fervor along with my own true nature and went with friends to see it on opening night. The immense crowd I saw indicated that any fears of failure in regard to Empire were totally unfounded. No, it didn’t make as much money as Star Wars, but it still raked in tons of cash and remains one of Hollywood’s all-time top moneymakers.

Note that because Empire comes as the middle part of a trilogy, my review inevitably will include some spoilers. Honestly, I doubt too many readers won’t already know these movies well, but if you fall into that category, you’ll probably want to skip my synopsis and movie discussion entirely.

Empire continues the story initiated in Star Wars, though not in a perfectly connected manner. We don’t watch the characters from the first flick immediately after its events, as we skip ahead a brief period to see the continued battle between the evil Empire and the freedom-loving Rebel Alliance. This takes us to an ice planet called Hoth, where the Rebels have set up camp. The Empire discovers their whereabouts there and sends troops in enormous walking tanks called AT-ATs to take down the Rebels.

Some intrigue occurs before this happens. Although rising Rebel star Luke Skywalker (Mark Hamill) and already-established leader Princess Leia Organa (Carrie Fisher) demonstrated some romantic involvement in the first flick, rascally rogue and pal Han Solo (Harrison Ford) starts to show more interest in Leia, and some sparks clearly fly. This sets up a love triangle that will mildly inform the movie, especially when Leia exhibits disappointment at Han’s stated plans to abandon the Rebels and do his own thing.

After an incident in which Luke goes missing and Han rescues him, the Rebels battle the Imperial troops but can’t keep them from overrunning the base. They flee, and because Leia can’t make her transport, she gets stuck with Han, his furry Wookiee co-pilot Chewbacca (Peter Mayhew), and their droid buddy C-3PO (Anthony Daniels). He plans to take her to the rendezvous point, but Imperial intervention prevents that and sends them on the run. They must attempt to avoid bounty hunters hired by chief baddie Darth Vader (David Prowse, voiced by James Earl Jones) and other perils. Vader doesn’t care about Han and the others outside of their importance to Luke, who he wants to capture. The bounty hunters do desire to nab Han to capitalize on the money offered by intergalactic gangster Jabba the Hutt.

In the meantime, Luke acts on a near-death vision of mentor Obi-Wan Kenobi (Alec Guinness) and flies with little droid assistant R2-D2 (Kenny Baker) to a world called Dagobah to meet with Jedi trainer Yoda (Frank Oz). There Luke learns the ways of the Jedi and gets forced to confront his own anxieties, most of which connect to Vader. Some bombshells emerge along the way as Luke eventually attempts to reconnect and assist his friends. All of this leads to an ultimate confrontation with Vader.

Since it came as the follow-up to such an enormously popular, successful and influential flick, Empire lacked the ability to knock us off our feet as something fresh and new. However, that didn’t prevent it from offering a better movie. One of the few flicks that consistently lands on lists of sequels that better their predecessors, Empire lacks the gleeful pop energy of Star Wars but it more than compensates with greater depth.

That aspect of Empire is what makes it so strong. As the middle portion of a trilogy, it suffers from problems inherent in that construct. In a way, Empire neither begins nor ends. Star Wars provides a concise introduction to all the characters and situations, while 1983’s Return of the Jedi ties up the story with a big, neat bow. Like The Lord of the Rings: The Two Towers, Empire picks up with a tale in progress and ends without any form of concise conclusion. No, the flick doesn’t just abruptly cut off, but it leaves far more questions that it resolves and leaves us with a strong sense of curiosity.

Star Wars acts much more as a self-contained product. Lucas may have wanted to make more of them, but at the time, he didn’t know he’d get the chance to do so. This means the first flick fits into the trilogy fairly well - some awkwardness remains - but it also stands alone without problem. The same can’t be said for Empire, which makes very little sense as anything other than the middle chapter of the story.

I always respected that. Empire assumes a high level of familiarity with the earlier movie and doesn’t baby the audience to give them a recap of the first piece. Actually, the text scroll that acts as the movie’s preface tosses out some general information, but this won’t suffice to placate newcomers. Empire wants you to know the first movie and doesn’t mollycoddle anyone.

Empire uses our presumed familiarity with the situations and characters to increase their depth. While Star Wars introduced the various participants, it didn’t have the time to delineate them in more than a sketchy manner. One shouldn’t expect intense navel-gazing and examination of the characters’ histories and experiences, but it opens them up considerably. We get a better sense of what makes them tick and their various fears and desires, and this helps strengthen their interconnections and relationships.

Much of this comes via the love triangle that involves Luke, Leia and Han. Actually, that component remains pretty one-sided, as it concentrates mainly on the developments between Leia and Han. To some degree, their connection feels a little out of the blue, but if you look at Star Wars, you can see the roots planted. During that movie, Luke and Leia take the obvious romantic forefront, but we definitely observe tension in that regard between Han and the Princess. Empire explores this side of things smoothly and believably.

In addition, Empire explores the connections between Luke and Vader. The first film mentions that Vader killed Luke’s father, and Empire depicts the bond between the villain and our hero. Some of this stretches credibility, but it mostly adds depth to the piece and helps set up confrontations and matters for the final chapter.

Don’t interpret all this discussion of character and subtext to mean that Empire skimps on the action. Indeed, it includes many excellent pieces that work even better due to the dimensionality of the rest of the movie. The opening battle on Hoth certainly excels, and though the middle portion of the flick lacks lots of slam-bang footage, the flight through the asteroid field brings us enough excitement to tide us over until the climax. That sequence gives us a great confrontation between Luke and Vader as well as drama that highlights the other relationships.

Is there anything that doesn’t work in The Empire Strikes Back? Not really. I can’t say that it offers a perfect film, but I also can’t think of anything about it that I’d like to change. With the richest exploration of the underlying story along with solid performances, excellent action and brisk though deliberate pacing, it creates a genuinely terrific experience.

Note that this DVD of The Empire Strikes Back presents an updated version of the flick. Many of the changes came with the 1997 “Special Edition” but Lucas continues to tinker with the movie, so some additional alterations appear here.

If you want a detailed examination of the changes, throw a stick anywhere on the Internet and you’ll find 100. I won’t get into that, as instead I’d prefer to provide my general impressions of the changes. Of the three flicks, Empire includes the smallest number of alterations. The most significant one comes during the chat between Vader and the Emperor. Originally, someone else played the holographic Emperor, and that conflicted with Return of the Jedi’s use of Ian McDiarmid in the role. Here the film presents McDiarmid in the holographic capacity, and it also expands the Emperor’s dialogue. He relates his suspicions about Luke’s heritage to Vader and directly refers to Anakin Skywalker. I don’t think these changes help but they don’t harm the scene either. (Oddly, the end credits still list Clive Revill as the voice of the Emperor.)

Otherwise, most of the alterations revolve around fixed special effects. The movie cleans up some of these, and it also makes some auditory alterations. We get Temuera Morrison as the voice of Boba Fett to tie in to his work as Jango in the Prequel Trilogy. One minor extra shot shows Vader as he takes a shuttle to his Star Destroyer. This seems unnecessary but essentially harmless.

I could live without the new Fett voice and the change in the holographic Emperor, but I won’t criticize these. They help make the Original Trilogy connect better with the three prequels and they don’t cause any problems with the prior movies. As I noted, the changes to Empire remain pretty minor, and it’s still an absolutely excellent movie.

The Empire Strikes Back appears in an aspect ratio of approximately 2.35:1 on this single-sided, double-layered DVD; the image has been enhanced for 16X9 televisions. My review of Star Wars included quite a few caveats and a discussion of various alterations and choices. I didn’t feel the need to do so again here, partially because Empire didn’t present as many overt changes. In addition, it offered a substantially more consistent package, especially in regard to audio. As for the visuals, Star Wars looked great and Empire continued that pattern with an absolutely stunning picture.

Don’t expect any concerns with sharpness, as you’ll find none. The movie consistently offered a crisp and well-delineated image. I noticed virtually no instances of softness in this rock-solid flick. As with the first movie, no problems with jagged edges or moiré effects occurred, and I also witnessed no signs of edge enhancement. Once again, source defects stayed far away from the movie, as it presented a wonderfully clean transfer.

Empire lacked the generally bright hues of Star Wars and used its tones to greater effect. It went with a mix of hues through its various settings. Whites dominated on Hoth, while Dagobah adopted a swampy gray/green and parts of Bespin took on an orange/red tint. Much of the rest of the movie used a moderately bluish tone. All of these were splendidly realized, with full, lush colors throughout the movie. Blacks continued to appear deep and dense, while low-light situations were concise and firm. Given that Empire was darker than Star Wars, that latter element became more important, and the transfer made the shadowy shots clear and smooth. I couldn’t find anything about which to complain, as Empire looked great.

When I saw The Empire Strikes Back theatrically, its audio dazzled me. I still remember how impressed I was by the sound of that Star Destroyer at the start of the film. With all the stellar soundtracks over the last 26 years, the Dolby Digital EX 5.1 of the Empire DVD didn’t floor me as much today, but it nonetheless offered a very strong experience.

Whereas Star Wars presented an erratic set of auditory highs and lows, Empire boasted extremely few concerns. Its soundfield certainly excelled, as it consistently offered a smooth and dynamic environment. From start to finish, it created a great sense of place and movement, and the various elements were appropriately located. The “speaker specific” nature of Star Wars disappeared in this well-integrated track, and the pieces meshed together neatly.

The surrounds played a very significant role and added genuine life to the movie. Not surprisingly, the space flight sequences worked the best, but even quieter moments like the rain on Dagobah managed to make the audio immersive and involving. Other scenes like the Mynock encounter also utilized the rear channels in a rousing manner. In addition, the music all came from the correct speakers, unlike the reversed surrounds that marred the score of Star Wars.

The weakest link for the first film came from the quality of its audio, but Empire demonstrated massive growth in that area. Unlike the spotty dialogue of Star Wars, the lines of Empire consistently sounded natural and distinctive. They blended together smoothly, as we didn’t get the jarring variations that marred the earlier flick. A smidgen of edginess occasionally came with the speech, but those problems were exceedingly minor.

Music sounded well-balanced here, and the score presented a dynamic piece. It didn’t get lost in the shuffle, as the music was bright and vibrant. Effects also prospered. Those elements were clean and concise. They lacked the distortion that cropped up in the first movie and while they featured nice low-end response, those portions of the mix didn’t overwhelm like they did in Star Wars. Bass was deep and pretty tight; a little boominess still occurred, but not to the degree heard in the prior movie. Ultimately, the audio of Empire would be very strong for a modern movie, which meant it was really excellent for something from 1980.

Note that this presentation of Empire exactly duplicates what we found on the 2004 DVD release. Disc One of this package is identical to that set’s Star Wars DVD. No changes came with this version’s picture and audio.

That also means it includes all of the same extras, starting with an audio commentary with story writer/producer George Lucas, director Irvin Kershner, sound designer Ben Burtt, visual effects supervisor Dennis Muren and actor Carrie Fisher. As was the case for the Star Wars track, all five sat separately for this compiled commentary. Whereas Lucas dominated the prior chat, this one offers a more balanced affair, mainly because of Kershner. He and Lucas fill most of the discussion with their remarks. Muren and Burtt once again provide useful details about the specifics of their work, while Fisher pops up infrequently to toss out some anecdotes about the shoot. These are good, such as her tale about what she and Ford did the night before they shot the Falcon’s arrival on Bespin, but she still doesn’t show up as often as I’d like.

Lucas goes over fairly general notes connected to Empire. He concentrates less on the movie’s specific elements and more on its overall place in the series, its mythology and its themes. This leaves Kershner to get into the nuts and bolts, which he does well. The director occasionally devotes too much time to simply describing the action onscreen, but he usually does so for a reason, as this narration mostly leads into a discussion of the shot.

A broad, gregarious personality, Kershner adds life to the track and provides quite a lot of solid information. I’m especially happy to hear from him because oftentimes Lucas heavily overshadows his directors. Many may have the impression that Lucas really did all the work and the directors of the two sequels were little more than figureheads. Kershner lets us know all the leeway he had and the decisions he made. Overall, this becomes a very entertaining and informative commentary.

The Empire Strikes Back also features the THX Optimizer. Also found on many other DVDs, this purports to help you set up your system for the best reproduction of both picture and sound, ala stand-alone programs such as Video Essentials.

Lastly, the disc touts a DVD-ROM weblink. This promises “exclusive Star Wars content”. Unfortunately, this disc acted funky in my drive and I couldn’t access it. Hope you have better luck!

Since DVD One simply duplicated the original set’s presentation, all of the changes come on DVD Two. There we find a trailer and an XBox Demo for Lego Star Wars II. Since I don’t have an XBox, I can’t try out the game, but it looks like a lot of fun – I’ll have to grab it for my PS2.

Of much greater interest to fans – and the only reason most people will buy this release – is the original theatrical version of The Empire Strikes Back. That’s right – we get the flick as presented in 1980. Since I already went over the changes made for the special edition, I won’t detail those alterations here. Instead I’ll focus on the quality of the presentation. The Empire Strikes Back appears in an aspect ratio of approximately 2.35:1 on this single-sided, dual-layered disc; as most folks already know, it hasn’t been enhanced for anamorphic TVs.

That becomes the main complaint about this release of the original theatrical edition. It’s the same transfer created for the 1993 laserdisc boxed set and doesn’t match up to more modern images. Always the best looking of the three “Original Trilogy” films, this Empire looked noticeably superior to the non-anamorphic Star Wars but it still suffered from more problems than I’d like.

For the most part, sharpness seemed pretty good. No, we didn’t find the same crispness we’d get in a good anamorphic transfer, but most of the film looked reasonably distinctive and well-defined. A minor feeling of softness permeated much of the film, but not to a distracting degree.

In addition, although I saw occasionally instances of jagged edges and shimmering, they decreased after the rough-hewn strobe-fest that was Star Wars. Again, a nice anamorphic image would have eliminated these altogether, and they created more nuisances than I’d like, but they weren’t nearly as intrusive as during the first flick.

Source flaws also decreased. Though I still noticed more than a few instances of specks and marks, they weren’t as pervasive this time. The movie appeared relatively clean throughout much of its length. Grain was an occasional distraction, though. This sometimes gave the film a blocky appearance and led it to seem murkier than expected.

Colors fit the film fairly well. Empire wasn’t the brightest of the series, and the colors were affected by the grain I sometimes saw. Those made the tones even less dynamic. Nonetheless, the hues were generally good and never less than acceptable. The same went for the decent but unspectacular blacks, while shadows appeared adequate. Though some low-light shots were a bit dense, they never became problematic.

Based on all that, I gave the 1980 Empire a “C+” for picture quality. That doesn’t sound like much of a step up from the “C-“ I slapped on the 1977 Star Wars, and in truth, this Empire was significantly more attractive than the original Star Wars - more than a change from “C-“ to “C+” might indicate. However, I held Empire to a higher standard. As I mentioned, it always was a more attractive film – it came with a much greater budget – so I cut it less slack.

If anything, the non-anamorphic Empire created a bigger disappointment for me. Sure, it looked better than Star Wars, but that was inevitable. With just a little polish and a new anamorphic image, Lucasfilm could give us a great looking 1980 Empire, so this mediocre non-enhanced transfer left me cold.

Happily, I felt much more pleased with the solid Dolby Surround 2.0 soundtrack of Empire. It certainly held up well in comparison with the 5.1 mix found on the Special Edition version. Both offered pretty similar soundfields since the original 1980 track was so well-developed and involving. The SE’s mix might be a little more active in the rears and a bit broader, but not by much. The 1980 version offered a simply marvelous soundfield that seemed radically more ambitious and satisfying than the average movie from that era.

Unfortunately, the quality of the audio wasn’t as good as with the SE version. The track clearly could use a nice clean up, as some issues emerged. Actually, the material still sounded much better than most 1980 films, but I thought high-end was iffy at times. Speech could be a little brittle and edgy, and those qualities also crept into music and effects. There was a bit of distortion in both those realms. Low-end was quite good, and the audio usually remained more than satisfying. Nonetheless, the moderate roughness meant I didn’t think the 2.0 audio deserved a grade higher than a “B+”. I considered an “A-“ but felt too distracted by the less satisfying parts of the mix.

Very few sequels clearly surpass their predecessors, but The Empire Strikes Back outdoes Star Wars in almost every manner. As fantastic as the original remains, Empire seems even more dazzling and memorable. The DVD presents stunning picture quality, excellent audio, an educational and compelling audio commentary and the flick’s theatrical cut. Movies don’t get much better than this.

When it comes to recommendations, matters turn complicated since this is the third DVD release of Empire. First we got the deluxe Original Trilogy 2004 boxed set, and 2005 produced a three-flick package that included this version’s DVD One along with similar takes on Star Wars and Return of the Jedi. This is the first individual release of Empire and also the initial issue of the movie’s original theatrical edition.

That cut remains the primary attraction here. For most people, I’d endorse one of the boxed sets. Some people only want to own Empire - my Dad doesn’t like any of the others, so this’d be perfect for him – but most will want to have the full trilogy.

You could get all three individual releases, of course, but I think the deluxe boxed set remains the most appealing. This Limited Edition will appeal solely to Empire-only fans like my Dad or die-hard morons like me who want to own the theatrical cut of the flick. Of the three Original Trilogy movies, Empire’s SE-version is easily the most tolerable since it makes the fewest changes.

That makes this LE an even more difficult sell, as unlike Star Wars, it doesn’t offer a clearly superior rendition of the film. The archivist in me is glad to own this package, and if it included a nice anamorphic transfer of the theatrical Empire, I’d heartily endorse it. As it stands, I’ll watch the SE version in the future; I maintain a marginal preference for the theatrical cut of Empire, but the SE looks and sounds better, so it’s the way to go.

To rate this film visit the original review of STAR WARS: EPISODE V - THE EMPIRE STRIKES BACK