What The Heck Was Halloween III ? - This Movie had nothing to Do with Michael Myers

Added: 2026-05-31

[00:00:05][snorts] >> All right, so picture this. You've fallen in love with the first two Halloween movies. Every time you're walking home, you're checking over your shoulder for masked men watching you.

[00:00:14]And no matter how scary those movies were, you'd grown fond of Michael Myers and his little peekaboo tricks. Now, you go in for the third installment in this expanding franchise hoping to see Michael doing Michael stuff, but he's nowhere to be found. Yep, that's what fans got when they watched Halloween 3: Season of the Witch. An installment in a franchise built on the foundation of Michael Myers decided it would be a great idea to not put him in the film at all. Of course, it received a negative reception and currently has about 47% on Rotten Tomatoes time of recording. But then again, if you watch it as a standalone film, it's pretty good.

[00:00:51]Definitely worth your time. And even though we desperately wanted to see that pasty white mask pop up somewhere, sadly, the creators kind of misunderstood what audiences really liked about the Halloween films. And that's why today we're going to be delving into what actually went wrong with Halloween 3: Season of the Witch.

[00:01:10]It's going to be an interesting one, so let's get right into it.

[00:01:13]In 1982, Tommy Lee Wallace, who would later go on to become famous for directing movies like Fright Night Part 2, Vampires Los Muertos, the Stephen King's It miniseries, and episodes of television programs like Baywatch and The Twilight Zone, started his feature film directing journey with Halloween 3: Season of the Witch. Interestingly, Wallace did have some connection with the first movie in the franchise, namely 1978's Halloween, where believe it or not, he played Michael Myers in the closet scene. Also, Wallace, who was a childhood [music] friend of John Carpenter, worked as the production designer on the 1978 film and [music] created the iconic Michael Myers mask that we all know and love. And guess what? When a direct sequel was greenlit, John Carpenter and Debra Hill, the original writers of Halloween, even offered Wallace a chance to direct, [music] but he declined because he felt it was becoming a repetitive slasher film.

[00:02:06]Trust me, it wasn't that. If anything, Halloween is one slasher film we'll never get tired of re-watching. Wallace told Sci-Fi Wire, "We'd done such a classy job on the original and this just seemed like a slasher gorefest [music] kind of movie. I just couldn't get behind it. It felt like John and Debra deserved a director who was enthusiastic." And then, the franchise moved towards the idea of making a Halloween movie that [music] would depart from the slasher genre and the only way to do that was to bid goodbye to Michael. Carpenter and Hill weren't really excited about committing to another direct Myers sequel and only agreed to participate [music] if it wasn't a direct sequel to Halloween II. With that, Michael's exit was solidified in Halloween III.

[00:02:44]Basically, Carpenter was done with Michael Myers after the first film itself and reluctantly signed on for the second as a co-writer and producer because [music] of studio pressure. His comments on Halloween II were brutal and he famously described it as an abomination and a horrible movie. After this, both Hill and Carpenter took Michael Myers to be dead after the hospital explosion and Carpenter claimed, "The Shape is dead. Pleasence's character is dead, too, unfortunately."

[00:03:08]He and Hill ideally had plans to turn Halloween into a horror anthology because they believed enough stories have been told about Michael and Carpenter stated, "We thought we'd come up with a new story every year. We could call it Halloween, but it didn't have to do anything with Michael Myers." Hill, on the other hand, had a much worse reaction on learning about the plans for a third film. According to Fangoria magazine, she almost fainted when approached with the idea of a third Halloween flick. So, what could Wallace do with Myers out of the picture? The answer was simple. He had to help turn Halloween into a big screen horror anthology, just like Carpenter and Hill wanted. In Wallace's words, "It is our intention to create an anthology out of the series, sort of along the lines of Night Gallery or The Twilight Zone, only on a much larger scale, of course." And that's how Halloween 3: Season of the Witch was made with no in-universe trace of Michael Myers whatsoever, apart from a brief television reference to the original [music] film. The producers of the first two movies, Irwin Yablans and Moustapha Akkad, were connected to the third film, while John Carpenter and Debra Hill produced it. The budget is reported differently across sources, with some accounts listing the total cost around 4.6 million. Coming to the script, Hill said that it was supposed [music] to be a pod movie, not a knife movie, meaning Halloween 3 was designed as a sci-fi horror thriller, not another Michael Myers style slasher film, and that was a blunder when it came to commercial expectations. The only major similarity was the Halloween setting, while [music] the main concept was witchcraft meeting the computer age.

[00:04:34]Somehow, Universal Studios and Dino [music] De Laurentiis were on board with this idea, and Joe Dante, who was initially attached to direct, brought in the British veteran sci-fi writer, Nigel Kneale, to pen an original screenplay because he and Carpenter admired Nigel's Quatermass series. Wait, why did Dante come into the picture? Well, that's because Carpenter initially wanted him to be the director, but Dante moved on to Twilight Zone: The Movie just before production, and Wallace was chosen to replace him. Principal photography was expected to begin on April 19th, 1982 in Eureka, California. [music] Kneale stated the main story had to do with deception, psychological shocks rather than physical ones, while De Laurentiis [music] wanted more graphic violence.

[00:05:13]Well, I guess the movie mogul was right this time. Wallace then came in to revise the script, and he took heavy inspiration from another classic pod movie, Don Siegel's Invasion of the Body Snatchers from 1956. In fact, the town of Santa Mira in Halloween 3 was directly borrowed from Siegel's film as a tribute. The similarities don't end there, either, as both movies revolve around people being secretly replaced by artificial or uncanny versions of themselves. I still can't wrap my head around how they thought this movie would work for audiences who were walking in expecting Michael Myers. Wallace, Carpenter, and Nigel had some disagreements over the script when they realized that Neil's script lacked the tone and pace needed for the '80s horror audience. The script was much slower and [music] darker than a typical horror movie, leaving very little room for jump scares, flashy kill scenes, or even moments of humor. The main character was an alcoholic trapped in a miserable home life dealing with a toxic relationship with his ex-wife and constantly irritated by his children. On top of that, the story included strange supernatural elements that were barely explained and some material that later critics would read as harshly anti-Irish because of the way Conal Cochran and his pagan plan were framed. When Carpenter and Wallace asked Nigel Kneale to make the script more exciting, he refused to compromise his vision just to appeal to younger audiences and eventually walked away from the project altogether.

[00:06:31]Carpenter then rewrote parts of the script himself. Wallace later added his own rewrite. While Carpenter chose to not take credit for his contributions, Wallace definitely wanted credit for his work. And Kneale, he wanted his name removed from the film entirely. And that's how Wallace ended up receiving the sole writing credit even though a major portion of Kneale's original story concept still remained by the time filming began. However, the actors had a great time working with him. And Stacey Nelkin, who played the role of Ellie Grimbridge, told Jason Paul Collum for his 2004 [music] book Assault of the Killer B's: Interviews with 20 Cult Film Actresses, "The shoot as a whole was fun, smooth, and a great group of people to work with. Tommy Lee Wallace was incredibly helpful and open to discussion on dialogue or character issues. Sure, music played a key role in setting the vibe of Halloween III as well, but it differed a lot from the familiar main theme of the original and sequel.

[00:07:22]Carpenter and Alan Howarth traded the piano-driven melody for a more electronic theme played on synthesizers with beeping tonalities. Sigh. However, there was one standout moment in the film's soundtrack, and it was the jingle from the Silver Shamrock Halloween mask commercial, which was set to the tune of London Bridge is falling down. Wallace himself voiced the announcer, and it went something like this. Now, the biggest shock that moviegoers experienced was realizing that their hopes of seeing Michael Myers stalking Jamie Lee Curtis's Laurie Strode and murdering his way through the small town of Haddonfield on Halloween night had been replaced with a warlock-like industrialist planning to harness the power of Stonehenge to murder countless children. Instead of a bleached Captain Kirk mask, we got silver shamrock masks, which would cause children's heads to dissolve into swarms of snakes, insects, and other horrors. It's pretty messed up, so let's talk about the story a little more. It begins with store owner Harry Grimbridge, who was running for his life after visiting a Halloween mask factory, and he had a good reason to run, too. Harry was being chased by some well-dressed silent assassins.

[00:08:25]Grimbridge then collapsed at a gas station and was taken to a hospital where one of the staff was an alcoholic playboy named Dr. Dan Challis. Challis also had an ex-wife and two kids he didn't seem to prioritize much. Coming back to Grimbridge, he was killed by one of the gray suited assassins in the hospital itself, and the killer [music] then blew himself up in the parking lot.

[00:08:44]Dan was baffled by this turn of events and got curious when Harry's daughter, Ellie, showed up searching for information on what the hell happened.

[00:08:51]Ellie and Challis then got caught investigating the mask factory, and of course, there was a pretty woman involved, so Dan didn't think twice before ditching his plans with his kids.

[00:09:00]And yes, they end up in bed together after traveling to Santa Mira, which seemed to be strictly controlled by Conal Cochran, owner of the Silver Shamrock Mask Factory. In no time, Dan and Ellie sensed that something is off about the factory, which basically translates to Cochran's plan of celebrating Halloween with human sacrifice. But how exactly would that happen? He had harnessed the supernatural [music] powers of Stonehenge and managed to distill them into computer chips, which he then hid in the silver badges on each and every one of his silver shamrock masks. And this is where the Silver Shamrock jingle came in as a TV commercial, which attempted to lure children by asking them to tune in for a big giveaway on Halloween night. When the innocent little kids did so, the magical chips in [music] their masks would be activated, and we already told you what that means.

[00:09:45]Those kids were getting their heads dissolved, and to stop Cochran's mega scheme, Ellie and Dan would have to deal with the gray-suited [music] assassins created by Cochran himself, or should we say the androids created by Cochran. We will not spoil the ending for those of you who haven't seen it. But, with that said, Wallace did retain some Halloween trademarks and attempted to connect the film stylistically.

[00:10:05]He chose visual themes to do so, like the film's opening title, which showed a digitally animated jack-o'-lantern, an obvious reference to the pumpkins that appear in the opening credits of Halloween and Halloween II. This was a clever nod to the sequence early in the first Halloween movie where the camera follows Michael Myers's POV while he murders his sister while wearing his clown mask. And, last but not least, the film contained a short reference to its predecessors by incorporating a scene from Halloween in a television advertisement that showed the original film airing for the upcoming holiday as a minor story within a story. True, these references were thought out and carefully made, but they still couldn't quench the audience's thirst for more Michael Myers. Now, let's take a look at the cast, or more specifically, how the actors were chosen. When Halloween was released, John Carpenter was dating his future wife, Adrienne Barbeau. Adrienne invited her friend Garn Stephens for the screening, and Stephens brought her husband, Tom Atkins. By the time the makers were looking for faces for Halloween III, Atkins and Stephens became [music] strong choices. Atkins's friend, Ralph Strait, played the store owner, Buddy Kupfer, who was killed alongside his wife and son, played by Bradley Schacter and Judine Barbeau, respectively. Jonathan Terry appeared just long enough to lose his head as a frustrated Santa Mira resident named Starker, and Dick Warlock, who played Michael Myers in Halloween II, appeared as one of Cochran's assassins. Wallace's then wife, Nancy [music] Kyes, also credited as Nancy Loomis, had a role in this film as well, making it something of a family affair. She played a Michael Myers victim in the previous [music] films and made an appearance in this one as Challis' ex-wife. Interestingly, one of the first people Wallace jokingly had in mind for the role of Conal Cochran was Johnny [music] Carson, the host of The Tonight Show. Ned Beatty was also reportedly on a list of possibilities.

[00:11:49]Another offer was made to Fred McMurray of My Three Sons and The Absent-Minded [music] Professor, but he never responded. It was then that Debra Hill suggested casting the Irish actor Dan O'Herlihy for the role, and O'Herlihy would deliver an incredible performance, almost like a James Bond villain.

[00:12:05]However, for someone who claimed that Halloween II was way too violent, Wallace decided to add in some really gory scenes. I guess somewhere deep [music] down he wanted the film to represent the brand as truly as possible and scrambled for last-minute changes.

[00:12:18]For example, shots like Strode's decapitation, Graham Bridge's face being crushed to death, or the destruction of the Kupfer family weren't [music] part of Neil's cleaner original script.

[00:12:27]Wallace and Carpenter added stronger horror material during the rewrites, and even the murder of Teddy wasn't in the earliest version of the filming plan.

[00:12:34]Her scenes were worked in with additional photography when it was decided that the movie could use another kill. Even that early on, they were already second-guessing what they were making. Wallace, too, played along, claiming violence isn't distasteful if shot artistically. Effects artist Tom Burman agreed with the as little as possible gore approach and told Fangoria, [music] "This movie is really not out to disgust people. It's a fun movie with a lot of thrills in it, not a lot of random gratuitous gore." [music] So, what am I complaining about? The fact that the makers didn't fully own up to their own choices because, hand to God, the deaths of Marge Guttman and the Kupfers were more disgusting than many of the things Michael Myers had done up to that point. Now, one of the biggest redeeming qualities of this film was the masks. The witch, pumpkin, and skull Silver Shamrock masks were supplied by Don Post Studios, and the mask company had also supplied the Captain Kirk mask that Wallace altered into the Myers mask for the original film. Guess what? They even let them film the Silver Shamrock scenes inside a real factory location, with the production also using locations around Loleta and Eureka, California.

[00:13:35]Despite that, this was still a Halloween movie after all, to make sense of that, Wallace referred to the Silver Shamrock masks as the Halloween 3. I mean, yeah, okay, sure, whatever floats his boat, but then a test [music] screening of the movie was held in Las Vegas, and the audiences weren't happy with the ending, which was kind of a cliffhanger.

[00:13:53]Universal then requested the ending to be changed, but both Carpenter and Wallace refused [music] to do so.

[00:13:58]Carpenter had final cut, and when Wallace said he was okay with the climax, Carpenter supported him. The studio thus couldn't do anything, and Halloween 3: Season of the Witch got reviews like Halloween 3 manages the not [music] easy feat of being anti-children, anti-capitalism, anti-television, and anti-Irish all at the same time, from New York [music] Times reviewer Vincent Canby. Jason Paul Collum pointed out the absence of Michael Myers and the film's pessimistic ending [music] as reasons why it dissatisfied both critics and audiences.

[00:14:26]However, Wallace and the team apparently had no idea that the film might fall flat with audiences expecting to see Myers. Believe it or not, Neil even had an idea for a Halloween 4 before he left, and that wouldn't have been a Michael Myers story either. Wallace told Sci-Fi Wire that I don't think that Universal or any of us prepared the audience adequately for the idea that, "Hey, this isn't going to be Michael Myers. It's not going to be the shape, the big knife, Jamie Lee, etc. [music] So, get ready for something new and different." None of that really quite happened the way it might have, and as a result, we had a lot of disappointed fans and backlash. Cut to 40 years later, all that's part of the past. It's really a popular movie, and seems to be picking up fans all the time, probably because it's really and truly about Halloween. Yes, Halloween 3 has gained a cult following over the years, but before we get into that, here's what really went wrong with the movie. Had it been a standalone film, it might have worked just fine, but basing it on the very platform that audiences associated with Michael Myers and then not having him in the film at all was arguably one of the riskiest decisions in franchise filmmaking history. On top of that, the marketing for the film didn't clearly prepare general audiences for what the movie was actually about or how far it had deviated from its predecessors.

[00:15:37][music] Anyone who didn't read magazines like Fangoria had no clue what was going on with Halloween 3. Sure, some of the marketing material tried to suggest that this was something different, but it was definitely not enough to explain the entire situation to viewers who made the logical assumption that Halloween 3 would give them some of that magic Myers action. Halloween 3: Season of the Witch premiered in theaters on October 22nd, 1982 and opened to a respectable $6.3 million weekend. However, many reports claim that some audience members left the theater once they realized Myers would not be appearing in the film and others went so far as to ask for refunds. After that initial weekend, ticket sales dropped sharply. By the end of its domestic run, the movie had earned around $14.4 million, which was well below the $25 million plus domestic gross made by Halloween 2, which itself was far below the cultural impact of the original Halloween. But, if we overlook the commercial confusion and the expectation problems, the movie did provide a fresh perspective, which is exactly why some critics, like Tom Milne of Time Out, praised it by saying, "With the possibilities of the characters of the previous Halloween films well and truly exhausted, Season of the Witch turns more profitably to a marvelously ingenious Nigel Kneale tale of a toy maker and his fiendish plan to restore Halloween to its witch cult origins."

[00:16:57]Movie lovers realized this over time and reassessed the film. [music] The point is, if you can manage to push Michael Myers out of your mind and give this film a try on its own merits, you might realize Wallace actually made a good Halloween-themed film. It [music] brought together the traditional customs of the festival with modern trick-or-treating and it had an unlikely hero played by Tom Atkins who gives a pretty entertaining performance. Also, the movie had a fantastic performance by Dan O'Herlihy, and I know it's difficult [music] to get over Michael Myers, but for what it's worth, there are a whole lot of movies about him, and a lot of them are really bad. So, here's one friendly reminder if you plan to watch Halloween 3. That Silver Shamrock jingle will definitely be getting stuck in your head. All right, guys, that's all we got for you today. Halloween 3 probably didn't make the best marketing choices, and it definitely didn't justify its Michael Myers free direction clearly enough to the audience. That was a heartbreaker for sure, and honestly, we were pissed not getting to see him in the movie. However, as we said, there is light at the end of the tunnel, and once you watch the movie without thinking about the title, it's actually pretty solid. Let us know your thoughts in the comments down below, and if you enjoyed this video, don't forget to like, share, and subscribe if you want to see more content like it. Those three small clicks mean an awful lot to us, and they mean that we get to make more videos like this. And trust us, that's something we really want to do.

[00:18:12]Otherwise, thanks for watching, stay safe out there, and we'll see you in the next one.