In the 1977 film Close Encounters of the Third Kind, director Steven Spielberg originally filmed the interior of the alien mothership on a $1.5 million budget for a 1980 special edition, but later regretted this decision and removed the footage from the definitive director's cut, believing the mystery of what lies inside should always remain unknown to preserve the film's emotional impact.
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Close Encounters of the Third Kind (1977): The Ending They Hid for Over 40 YearsAdded:
Close Encounters of the Third Kind is the film that made First Contact feel like a religious experience. A story where the aliens don't come to destroy us, but to invite us along.
But even after nearly 5 decades, this film is still hiding secrets. Did you know Spielberg filmed what's inside the mother ship, then buried the footage forever? Or that NASA sent Spielberg a 20page letter begging him not to make this film? Today, we're uncovering 16 hidden truths about Close Encounters of the Third Kind, 1977, including shocking Easter eggs that reveal a secret connection to the Star Wars and ET movies. Number one, the ending Spielberg wishes you never saw. In the original 1977 release, the film ends with Roy Ner walking into the mothership and the doors closing behind him. The audience never sees what's inside. That mystery was the whole point.
But when Spielberg wanted to release a special edition in 1980, Colombia Pictures saw an opportunity. They agreed to fund the new cut on one condition. Spielberg had to film what was inside the mothership so the studio would have a marketing hook to justify re-releasing the film.
Spielberg gave in. He shot new interior footage on a $1.5 million budget designed by visual effects supervisor Douglas Trumbull, showing a vast luminous cathedral-like space. But Spielberg regretted it almost immediately. In a 1997 documentary, he admitted, "I never should have done that because that should have always been kept a mystery." By 1998, when he assembled his final director's cut, the mothership interior was gone for good, relegated to a deleted scene on the DVD. The version Spielberg considers definitive is the one where we never see what Roy found on the other side. Number two, the droid hiding on the mother ship. The alien mother ship in Close Encounters is one of the most detailed miniatures ever built for a film. It was constructed by model maker Greg Jane and his team. And every inch of the surface was covered in intricate detail, but hidden on the underside of that model is a passenger nobody expected. An R2-D2 figure from Star Wars was affixed upside down to the bottom of the ship. The visual effects work was handled by George Lucas' ILM studio, and someone on the team slipped the little Astromemech droid onto the hull as a secret tribute. Spielberg's camera briefly captures the inverted R2-D2 during the climax as the mothership rises in front of Jillian's silhouette. But R2-D2 isn't alone. The original model is now on display at the Smithsonian's Udvar Hazy Center, and visitors can spot a TIE fighter, the small fighter ships from Star Wars, and a shark from Jaws. The mother ship is a treasure chest of Easter eggs that most viewers have never noticed. Number three, NASA called this film dangerous. Before production began, Spielberg reached out to NASA and the US Air Force hoping for their cooperation on the film. Both agencies read the script and said no. But NASA went further. They sent Spielberg a 20page letter warning him not to make the movie because it was dangerous. Instead of scaring him off, the letter had the opposite effect. Spielberg later said, "If NASA took the time to write me a 20page letter, then I knew there must be something happening."
In context, NASA's concern wasn't about real aliens. It was about Spielberg's track record.
They feared that since the director had already convinced millions of people there were sharks lurking in every swimming pool after Jaws, he could trigger a similar mass panic about UFOs. The Air Force had a different problem. The movie treated UFOs as real and made the military look like they were hiding the truth. To them, that went against official Air Force and Defense Department policy. Number four, The Hidden Pinocchio Connection. Disney's Pinocchio, the 1940 animated film about a puppet who wishes to become a real boy, is woven throughout Close Encounters at every level. In the story, Roy wants to take his family to see Pinocchio, but the rest of the family chooses miniature golf instead. During Little Barry's abduction sequence, a music box playing When You Wish Upon a Star can be heard. John Williams' score incorporates phrases from the same song during the final sequence with the mothership. And Spielberg originally placed the original 1940 recording of When You Wish Upon a Star over the closing credits. But during a test screening in Dallas, some people laughed at the choice, so Spielberg replaced it with John Williams's orchestral version. The connection is not random. Pinocchio dreams of becoming more than a wooden puppet. Roy dreams of becoming more than an ordinary man. And by the end of the film, both of them get their wish. Pinocchio becomes a real boy and Roy steps into the mothership to become part of something far beyond normal human life. Number five, the film is secretly about Spielberg's parents. During an episode of Inside the Actor's Studio, host James Lipton pointed out something to Spielberg that the director had never consciously realized. Liptin said, "Your father was a computer engineer. Your mother was a concert pianist, and when the spaceship lands, they make music together on the computer." The implication was startling. Liptton suggested that Roy boarding the mothership symbolically represents Spielberg's childhood wish for his divorced parents to be reunited. The aliens communicate through music, the mother's domain. The humans respond through technology, the father's domain. And the moment of contact is the moment those two worlds finally merge. Spielberg later admitted that he did not plan this meaning on purpose, but the idea may have come from his subconscious. As a young filmmaker still dealing with his parents' divorce, he may have unknowingly put that pain into the story. Number seven, the ghost ship that came back. The film opens in the Sonora Desert, Mexico, where a team of researchers stumbles upon something impossible. A squadron of World War II era Navy planes sitting perfectly intact in the sand. No wreckage, no crash site, just five planes that vanished 30 years earlier now returned without explanation. What many viewers don't realize is that this is based on a real event. In December 1945, a squadron of five Navy torpedo bombers known as Flight 19 vanished over the Bermuda Triangle during a routine training mission. Neither the planes nor any of the 14 crew members have ever been found to this day. And it doesn't stop there. Later in the film, a massive cargo ship is discovered stranded in the Gobi Desert, thousands of miles from the nearest ocean, sitting in the sand as if it had been plucked from the sea and dropped there by an unseen force. This too is based on a real disappearance. In December 1925, a cargo ship known as the SS Kotapaci vanished while sailing from Charleston to Havana. For decades, the ship's fate remained a genuine unsolved mystery. But then in January 2020, marine biologist Michael Barnett identified the actual wreck. It was found 35 mi off the coast of St. Augustine, Florida. It sank in a storm.
Reality gave the Kotapaci a storm. Spielberg gave it aliens and for 40 years Spielberg's version was the only answer anyone had. Number nine, the alien who launched a billiondoll franchise. Near the end of the film, a small alien puppet nicknamed Puck steps forward from the group and communicates with the scientists using hand signals. The puppet was designed by special effects artist Carlo Rambaldi with its facial expressions modeled on photos of child actor Carrie Guffy who plays Little Barry in the film. During filming, Spielberg became fascinated with Puck. He kept watching the puppet and asking himself one question. What if this little guy didn't get back on the mother ship? That single thought became the seed for ET the extraterrestrial released 5 years later.
And Remaldi, the same man who built Puck, went on to design ET himself. So, the most beloved alien in movie history wasn't born from a screenplay or a studio pitch. It was born from Spielberg staring at a puppet on a dark sound stage and imagining it left behind. Number 10, The Father Who Never Came Home. The film ends with Roy Neri boarding the mother ship and leaving behind his wife and three children to journey into the unknown. For decades, this was celebrated as a triumphant ending, a man choosing wonder over the ordinary. But Spielberg himself came to see it very differently. In a 2005 interview, he said, "I wrote that blly. Today, I would never have the guy leaving his family and going on the mothership." He later said this was the kind of ending he could only write when he was young and had no children of his own. Every film Spielberg made afterward quietly corrects this choice. In Hook 1991, Peter Pan returns home. In War of the Worlds 2005, Tom Cruz's character learns to be a better father. Even Indiana Jones, when he finally encounters an alien mystery in Crystal Skull, does not leave with it. He stays behind with his family. And yet, across three different official cuts of close encounters, Spielberg never changed the ending itself. Roy still boards the ship. Perhaps Spielberg understood that fixing it would mean admitting the film's greatest moment of wonder is also its crulest. Number 11, the star who said no because he couldn't cry. Steve McQueen was Spielberg's first choice to play Roy Neri. McQueen read the script and genuinely liked it, but he turned it down for a reason nobody expected. He said he couldn't cry on Q and he believed the role needed an actor who could. After McQueen passed, Spielberg approached Dustin Hoffman, Al Pacino, Jack Nicholson, and Gene Hackman.
Every single one said no. Around that same time, Spielberg was working on Jaws with Richard Drifus, and Drifus overheard him talking about the new project on set. From there, he launched his own quiet campaign to win the role. Drifus later said he would casually walk past Spielberg's office and drop comments like Pacino had no sense of humor or Nicholson was too wild, hoping to make himself look like the better choice. Eventually, Spielberg gave in. Six major stars passed on the role and somehow that led to one of the most perfect casting decisions in science fiction history. Number 12, the bet that made Spielberg millions. During production, George Lucas visited the Close Encounters set in Alabama and was overwhelmed by the scale of what Spielberg was building. At the time, Lucas was deep in post-prouction on Star Wars and was convinced his own film was going to flop, so he proposed a gamble. They would each swap 2.5% of their film's net profits. Spielberg agreed. Close Encounters went on to gross $34 million worldwide, a major hit by any standard, but Star Wars earned $775 million. Because of that deal, Spielberg's small share of Star Wars profits may have been worth as much as $40 million today. Lucas honored the bet, and the two men remained close friends, later collaborating on four Indiana Jones films.
For Spielberg, saying yes to that handshake on a muggy Alabama soundstage turned out to be one of the best financial decisions of his career. Number 14. The set that created its own weather.
The climactic Devil's Tower sequence wasn't filmed at the real Devil's Tower in Wyoming. Spielberg built it inside a decommissioned World War II derigible hanger at the former Brookley Air Force Base in Mobile, Alabama. The hanger was enormous, around 300 by 300 ft, far bigger than any normal Hollywood sound stage. It was so huge and humid that clouds actually formed near the ceiling, and sometimes it even rained indoors. Spielberg also had to manage dozens of giant lights to make the landing site feel like a massive government operation. The lights helped create the glowing, otherworldly look of the mother ship's arrival. Even though these Devil's Tower scenes make up only a small part of the final movie, they took almost half of the entire shooting schedule to film. Number 15, the three-year-old who outperformed everyone. Carrie Guffy was cast as Little Barry at age three. He had never seen a movie in his life. Spielberg needed authentic reactions from him, so he used creative tricks instead of traditional direction to get the look of wonder. When the aliens first approached the house, Spielberg slowly unwrapped a present just off camera. Guffy smiled and exclaimed, "Toys, toys!" And that became the final take. To get fear, Spielberg surprised him with a clown and a gorilla off camera. Guffy's fear was real.
And when the gorilla revealed a familiar face underneath, he burst out laughing. Guffy nailed so many scenes on the first attempt that the cast and crew nicknamed him One Take Carrie. and Spielberg had a t-shirt printed with the name on it. His performance was so impressive that Stanley Kubri considered casting him as Danny Torrance in The Shining. Kubri ultimately went with Danny Lloyd instead, but the fact that the greatest perfectionist in cinema wanted a three-year-old from Alabama says everything about how remarkable Guffy was. Number 16, a tugofwar between two mothers. In one of the film's most intense scenes, little Barry is dragged through a dog door by an unseen alien force while his mother, Jillian, played by Melinda Dylan, desperately tries to hold him back. The scene looks terrifyingly real because in a way it was. The force pulling Barry from the other side of the door wasn't a stage hand or a mechanical rig. It was Carrie Guffy's actual mother. The production placed her outside the door while Dylan held on from inside and the two women physically pulled the child back and forth between them. Guffy later described it as a tugofwar between my real mom and my fake mom. The result is one of the most visceral moments in the film and it works because the physical struggle is completely genuine. The boy wasn't acting, he was being pulled. Close Encounters of the Third Kind isn't just a film about aliens.
It's about the ache of wanting something so badly that you're willing to lose everything you have to reach it. So, here's my question for you. If that mother ship landed tonight and the door opened, would you walk through it? If this video surprised you, hit like and subscribe because every week we uncover the secrets that Hollywood buried inside the films you thought you knew.
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