Everything You Need To Know About Close Encounters of the Third Kind

Added: 2026-06-04

[00:00:00]Barry.

[00:00:02]Barry.

[00:00:05]>> With the possible not so secret sequel, Disclosure Day, releasing in summer of 2026, it's time to look at what it may be a sequel to. Close Encounters of the Third Kind. The nearly 50-year-old sci-fi classic is one of the most recognizable movies of all time. But how did it come to be?

[00:00:22]>> No.

[00:00:25]What classic French director made his only American film appearance here? Who did Richard Drifus beat out for the lead role that would have totally changed the movie? Finally, how did this become one of the most screened films of all time?

[00:00:38]And does it hold up today?

[00:00:40]>> Aries 31, do you wish to report a UFO over?

[00:00:42]>> Let's find out why this means something and look at what the happened to Close Encounters of the Third Kind.

[00:01:00]Long before he brought dinosaurs back from extinction or won Oscars for his portrayals of World War II, Steven Spielberg was just a child who was aruck and inspired when he watched a meteor shower in New Jersey with his father.

[00:01:16]It stuck with him and at only the age of 17, he made a fulllength 135minute movie called Firelight that was released in 1964. With a budget of only $500, the young Spielberg used friends and family for the cast and shot in and around his house and garage. He wrote the music himself with his clarinet and his mother transposed it over to the piano for his movie. While he calls it one of the top five worst films ever made, it pushed him even further into his career as his father was able to help him get it screened at the local theater in Phoenix with an actual crowd. Only a few minutes of it remain and have ever been shown to the public, but even that footage is said to have some of the director's style and flare, including tracking shots. In 1970, he would write a short story called Experiences, which follows a group of teenagers in the Midwest who experience a light show on Lover's Lane.

[00:02:08]This now lost film would stay in the back of Spielberg's mind even as he made the big time. He would do TV series like Columbbo and Night Gallery before a wildly popular TV movie called Duel, which would lead to his first studio release theatrical film in the Sugarland Express.

[00:02:24]>> Do you love me?

[00:02:25]>> Oh, baby, we're in real trouble.

[00:02:29]>> What came next would not only be the biggest summer blockbuster of all time, but also an Academy Award-winning top grossing stunner. Jaws would become eternal and part of the zeitgeist for the next 50 years and truly announced Stephen Spielberg as one of the major filmmakers of the time.

[00:02:49]He now had the clout and the audience anticipation to make whatever he wanted to put out there. Why not take the childhood love and experience and take the movie he made for $500, expand it, and give it a budget of nearly 20 million? That's exactly what he did.

[00:03:06]It's also said that some of the shots and ideas from Firelight made it into Close Encounters nearly shot forshot.

[00:03:13]Oh, and the theatrical runtime for Close Encounters, 135 minutes, the exact same as Firelight. Let's jump back a bit, though. After Spielberg had finished the post-production work on Sugarland Express, he worked out a deal with Columbia Pictures on securing the rights to make a sci-fi film, which 20th Century Fox turned him down on.

[00:03:33]Something they would certainly regret later on.

[00:03:35]>> Jesus Pro. Look at that. Look at those suckers. They're glued to the road.

[00:03:41]>> It wouldn't have a huge budget, and he had to decide on the approach he wanted to take on it, even though he knew it would be UFO or extraterrestrial related. He pondered on making a documentary or low-budget feature film just about people that believed in UFOs, but then realized that to get his vision on screen with state-of-the-art effects would cost a heck of a lot more than 2.5 million. He would title the project, "Watch the skies," after the line at the end of the Howard Hawks produced Thing from Another World, >> Watch the Skies Everywhere, >> and tweak the story to focus on Project Blue Book, which was the code name used by the US Air Force to study UFOs and ran from 1952 to 1969.

[00:04:22]Spielberg would pitch his idea to Willard Hayek and Gloria Catz, who told them that having flying saucers land on Robertson Boulevard in West Hollywood was the worst idea they'd ever heard.

[00:04:32]>> Ronnie, I need you to see something with me. It's really important.

[00:04:38]>> With pre-production moving along, Spielberg brought in eventual famed writer Paul Schrader in December of 1973 to work on the script. With the movie not nearly close enough to being made, the young director had to delay Watch the Skies and moved on to what would eventually be his christening into Hollywood royalty with Jaws.

[00:05:00]The mega success of Jaws gave him a much higher degree of creative control from Colombia, as in he could do pretty much whatever he wanted. With the movie ready to start its production again, Shrader delivered a script that Spielberg would later call one of the most embarrassing screenplays ever professionally turned into a director or studio. He hated that it took all the love and mysticism out of the phenomenon. It was called Kingdom Come and followed a 45-year-old Air Force captain named Paul Van Owen who worked on Project Blue Book, but whose entire job was to debunk the idea of UFOs and flying saucers.

[00:05:39]One day he would finally have an encounter himself that couldn't be debunked and he and the US government would spend the next 15 years trying to contact the entities. That failure would be a long way from the eventual Oscar nominees work with Martin Scorsesei.

[00:05:54]After the script started creative differences between the writer and Spielberg, the director brought in screenwriter John Hill to attempt a rewrite. Hill would eventually pin the oddball sci-fi comedy Heartbeats starring Andy Kaufman and the underrated Tom Celic Alan Rickman Western quickly down under, but this would be the first script that he would work on. Hill would make the main character a police officer and that's when Spielberg rejected this script as well. He felt that it was becoming almost like a James Bond movie and he also felt it difficult to connect with a main character in a uniform like the cop in his script or Air Force captain from the previous one. Eventual Alien series producer and writer of the parallax view, David Ger, would also take a shot at the script with extra odds and ends added from Hal Barwood and Matthew Robbins, including the idea of the child being taken by the extraterrestrials.

[00:06:48]Even with that many people taking stabs at the screenplay, it would be Spielberg that would fine-tune it and end up with sole credit. It was also here in pre-production that the finalized title of Close Encounters of the Third Kind would be installed.

[00:07:02]>> Bye.

[00:07:05]>> A scientific consultant was hired to look over the script and be involved in the movie and he happened to work for Project Blue Book previously. He stated that while the movie was fiction, it was based on all the known facts about UFOs and captured the culture perfectly.

[00:07:19]Spielberg also hired on film title designer Dan Perry to come up with the logo type. It is technically the first special effect as the designer only had the script to go by, but came up with the now iconic ad campaign and title sequence using handle gothic type face.

[00:07:35]Spielberg liked it so much that he added it to all the production stationery and even the crew t-shirts. With the script done, it was now time to bring in a cast that could turn his ideas into movie magic. For main character Roy Neri, ' 60s icon Steve McQueen was the first choice and offer that the director made.

[00:07:52]While he was very impressed with the story and script for the movie, McQueen turned it down because he couldn't cry on command. Richard Drifus, who had worked with Spielberg on mega hit Jaws, became obsessed with the source material and spoke constantly about it during the filming of Jaws.

[00:08:09]>> Trick or treat.

[00:08:11]>> He listened to about 155 days of Close Encounter Stories and even suggested things to the director. When casting came up, he heard about the other actors considered and became his own biggest hype man. Pacino, no sense of humor.

[00:08:24]>> Now I'm just getting warmed up.

[00:08:26]>> Nicholson way too crazy to have on a film set.

[00:08:29]>> But this rat, this annoying, he eating rat.

[00:08:35]>> Originally, Spielberg didn't think Drifus could pull off the character, but had his mind changed when he thought he could actually embody the childlike tone in the script and his own head cannon.

[00:08:45]The studio though, they had other ideas.

[00:08:48]Producer Julia Phillips and Colombia bulked at the actor's asking price of 500,000 and gross points for the role.

[00:08:55]So after McQueen turned it down, they considered Dustin Hoffman, and Robert Dairo, but offered it to Gene Hackman, Al Pacino, and Jack Nicholson.

[00:09:04]>> WHAT THE HELL IS GOING ON AROUND HERE?

[00:09:06]WHO THE HELL ARE YOU PEOPLE?

[00:09:08]>> Pacino just flat out wasn't interested.

[00:09:11]Nicholson said no because of scheduling conflicts and told them that any actor was going to be overwhelmed by the number of special effects for the film and Hackman was trying to salvage his marriage and felt he couldn't be away for that many weeks to shoot it. The studio still said no to Drifus though and instead went after James Khan.

[00:09:29]Khan's agent must have spoken to Richard's agent though because they asked for a million dollar salary and 10% of the film's gross. Knowing Columbia was trying to give Spielberg a lot of control and that he wanted Drifus to be the lead, Phillips went back to the actor and reworked the deal to make it happen a little more closely to their expectations.

[00:09:49]For French government scientists Claude Lome, Gerard de Part, Phipe Noret, and Jean Louie Tringent were all considered, but it was eventually offered to and accepted by one of Spielberg's cinematic heroes and French director, Francois Trufo. He told his young fan that he was only coming on as an actor and wouldn't contribute to the production in any kind of assistant director or advisory role.

[00:10:13]This would be the only movie he would appear in that he didn't direct and the only English-speaking film period. He made the best of his time during production, though, as not only did he start a novel called The Actor that he would eventually abandon, but he would also write the script for a movie called The Man Who Loved Women. He would also see the other side of the process as he struggled with acting scenes at times.

[00:10:34]His English was not very good and he had trouble remembering his lines. So, he would attach cards with the scenes onto the other actors in the scene with him that would be blocked from the camera's view. Royy's wife Ronnie would see Amy Irving and Meyer Street auditioning for the part. if you can imagine Meyer Street having to audition for anything.

[00:10:51]But it would ultimately go to Terry Gar, who Spielberg saw in a 30-second coffee commercial and was amazed with how she was able to express so much in so little time.

[00:11:02]>> ALL RIGHT.

[00:11:06]WHILE she wanted to portray the character of Jillian, that would eventually go to Melinda Dylan, who not only was cast just 3 days before filming after Hal Ashby suggested her, but was also nominated for an Academy Award for best supporting actress when it was all said and done. Rounding out the main cast would be Bob Balaban, who plays a French interpreter for the project.

[00:11:27]Balaban hadn't spoken French since high school, and after getting the part with a self-described audition in poorly spoken French, he attended classes to get back into the rhythm. It also helped that Truoe was on set with him to practice. Balaban kept a diary during the entire production and eventually released a book about his experiences.

[00:11:46]While Carl Weathers and Lance Henrison also have small parts, the biggest surprise of the film had to be Carrie Guffy as the young Barry.

[00:11:58]>> He was just four years old during production and was so good that Spielberg rarely had to do more than one or two takes and even called him one take Carrie, going so far as to print it on a t-shirt to give to the young actor later. While there was some early awards buzz that would have made him the youngest actor ever nominated, he was eventually sought out by Stanley Cubri to portray Danny Torrance in The Shining.

[00:12:21]>> Don't want to.

[00:12:23]>> Unfortunately, he was already signed up for other projects and was unable to make it work. The young actor had such a natural charisma and joy to him that the director used that easy ability by almost creating a method studio for him.

[00:12:36]When he says toys looking outside, it's because Spielberg had someone holding up actual toys for him to see. With the on-screen talent assembled, Spielberg sought out the right fit for his behind-the-scenes crew. Having worked with John Williams on Jaws, he brought the legend back and the score was done in a very unique way. Instead of the composer creating the score based on the scenes in the movie, Spielberg edited the score into the film based on what part of the music he felt gelled with the scene. The now iconic five note medalley that is crucial to the story of the film was a joint decision by Spielberg and Williams which they chose out of hundreds of different combinations.

[00:13:15]Vilmo Ziggman, who was the cinematographer on Sugarland Express and probably regretted passing up Jaws, filled the same role here, but with a much different experience. They ran into multiple problems while shooting the movie. And as the man states, it wasn't anyone's fault, but rather because they were doing things no one had ever attempted before.

[00:13:39]>> He was fought by producers, especially Julia Phillips, on how to shoot, how much light to use, and what approach to take. In one instance, he deliberately overexposed the shots featuring the aliens at the end so they would appear fuzzy and diffused, you know, to look cool. and Phillips ordered the footage to be scrubbed. This resulted in a Teimu version of the aliens where the rubber could be seen on their hands and faces, and she blamed him yet again for the screw-up. He had it changed, and the dailies looked as they were supposed to.

[00:14:12]Phillips even tried to fire him when he asked for extra time to prep certain shots, but thankfully he had the full backing of not only Spielberg and special effects artist Douglas Trumble, more on him in a minute, but even his peers. Phillips contacted John Alonszo, Llo Kovac, and Ernest Lazlo, but they all declined, saying if Ziggman couldn't do it, then they wouldn't bother.

[00:14:35]>> Now, how do you like them apples >> to find all these places to shoot the film and give Vilos many heart attacks?

[00:14:45]Spielberg and Joe Alves. Yes, Oscar nominated production designer and director of Jaws 3D, Joe Alves to You and I, first wanted Monument Valley in Utah to be the area for the main landing site for the end of the film.

[00:14:59]Unfortunately, they realized this wouldn't work as controlling both the lighting conditions and climate control would be impossible to predict. So, they picked the next obvious place, Mobile, Alabama. They found a place larger than a football field that was over six times the size of a standard Hollywood sound stage. The place wasn't without its faults, but that was mostly due to the very nature of the set with over 200 extras involved and all the lighting.

[00:15:26]The scene takes up very little screen time, but amounted to about half the film shooting schedule and became a headache for the creative team.

[00:15:34]Alves also drove nearly 3,000 miles over the western part of the US to find exterior shots and eventually settled on Devil's Tower in northern Wyoming. It gave the flavor of a John Ford Western, but was also far less familiar to the public in general. Ironically, the locals hated this exposure at first, but tourism doubled the next summer and continued to rise, and the movie is now shown every night during the summer at the Devil's Tower campground. Filming began on May 16th, 1976 and was an international affair with locations all over the US and over into the outskirts of Mumbai. The hardest part for everyone involved were the special effects.

[00:16:19]Not only did the budget call for them to be over $3 million, more than the proposed budget of the original project, but it was going to be very experimental. A couple things they tried for the aliens at the end, which sound like I'm making them up, but I promise you I'm not, are mimes and orangutans on roller skates.

[00:16:41]>> How cruel does one person have to be to subject their audience to mimes? I mean, jeez. The movie used matte paintings and miniatures for a lot of the backgrounds, and the mother ship was based on an oil rig that Spielberg saw while in India.

[00:16:58]For the little aliens that appear at the end of the movie, the production hired 50 local six-year-old girls that lived in mobile. Spielberg requested girls because he felt they were more graceful than boys. And well, he's not wrong.

[00:17:11]Other cool practical effects were the menacing clouds that were created by Trumbull putting fresh water on top of salt water in a tank and then putting paint inside of it. Roy Ner's car appearing weightless by putting it on a turntable and rotating it 360°.

[00:17:26]and the overly complex larger alien that comes out of the spaceship first. He was eventually named Puck and was built by a marionette maker while needing eight puppeteers to move him around. He became a favorite on set and Spielberg would often play with it between takes while Trufo would greet it daily. The real trick for the effects team was the fact that the actors and even the director didn't know exactly what the finished product would look like. Spielberg had to direct the actors while telling him what he thought would appear later. And the actors spent a lot of time acting opposite nothing. Drifus was disappointed at the end of the day, not with the effects, but with his reactions to what he couldn't see, stating that if he knew what they eventually would have looked like, his reactions would have been much different. Others, like Melinda Dylan, found it refreshing and a great exercise in acting, while Trufo found it very difficult to conceptualize. The movie was a gamble.

[00:18:22]It was a gamble with the never been done special effects and it was a huge gamble for Colombia that was on the brink of going under.

[00:18:32]>> The movie itself was shot with extreme secrecy. And even though Spielberg wanted it to come out in summer of 1978, the studio pushed him for a year earlier. The director would later say that editing, which he did under guard with editor Michael Khan in a rented house in Marina del Rey, was the hardest thing he's had to do in his career. When it was all said and done, though, the movie was a smash success. Releasing on November 16th, 1977, Close Encounters of the Third Kind would go on to gross almost $290 million and land in the top 10 box office of all time until Spielberg himself knocked it out of that list with his own sequel to Raiders: The Lost Ark. Critical praise would come flowing as well. In addition to science fiction luminary Ray Bradbury calling it the greatest sci-fi film of all time, it was nominated for eight Academy Awards and won for best cinematography, which I'm sure made Ziggman feel nice and vindicated and was awarded a special Oscar for sound effects editing.

[00:19:34]>> Go away.

[00:19:36]>> The movie made the most money any film ever had for Colombia and saved the studio. So when Spielberg, after feeling rushed to get it out in 1977, but having Final Cut privileges, asked for another stab at it, the studio happily gave him an additional 1.5 million to tweak it.

[00:19:54]This became one of the first ever instances of a revision by a director, and when released in 1980, it made an additional 15 million while getting even better reviews in some cases. While he added 7 minutes of never-before-seen footage, he also excised and shortened another 10 minutes of the movie, making it 3 minutes shorter than the original.

[00:20:14]Unhappy with showing the interior of the ship in this version, which was a requirement from Colombia, Spielberg again cut the movie 18 years later into the longest version and called it the collector's edition, but this was really his director's cut. The movie has been added to multiple all-time lists, including multiple by AFI, added to the National Film Registry and cited by countless directors as an inspiration for their own work. So, how does it hold up nearly half a century later? To these 41-year-old eyes, it's quite frankly astounding. Yeah, the 4K transfer does make the special effects look slightly dated, but they're still charming as ever. It captures the allure and mystery of alien and UFO culture of the time and is only held back from being Spielberg's best movie of the 1970s by one particularly large shark. Although I do like Duel quite a bit, too. It sits on the pantheon with other late7s sci-fi movies like Richard Donner's Superman and Star Wars in bringing the genre the right kind of attention. It also has the timeless feeling that the others have.

[00:21:20]From a technical standpoint, it's brilliant. through the door.

[00:21:27]>> The score doesn't stand shouldertoshoulder with Williams' other masterpieces throughout the direction of the film, but it has some seriously great sections, and the five note tune that they used to communicate with the aliens is almost akin to comfort food and its auditory pleasure.

[00:21:46]While Melinda Dylan was the only acting Oscar nomination, funny considering she was hired just 3 days before shooting started, this may be the best Drifus has ever been. On top of that, it's very hard to get a good performance out of a child actor at times. And yet, this movie has multiple. While Carrie Guffy certainly steals the show, the Nerie children all show great emotions, either with their comedic timing or their pain and anguish at watching a father lose their mind or the marriage of their parents falling apart in front of them.

[00:22:17]As a fan and student of cinema now, it's also really cool to see Truo in his one acting role. Even though he's struggled with it personally, I'm sad we didn't get him in more movies of that era.

[00:22:28]Close Encounters also balances multiple genres effortlessly. It has the standard Spielberg hallmarks in spades, but also has that amlin scariness to it with the abduction scene, which was also terrifying for Dylan and Guffy as it wasn't rehearsed, and the third man that climbs the mountain with the two leads getting gassed and dying. It's probably Spielberg's most personal movie, too, outside of The Fablemans. But boy, does it not hold back. It deals with grief, too. grief of a descent into madness that we see with a sad filter where Roy is simply lost in the shower and the shouting match that he gets into with his wife and kids and one through uncomfortable laughs as he gathers the materials to make his shrine of the vision he can't get out of his head.

[00:23:13]There's an emptiness thinking about how his wife and kids will probably never see him again or even know his fate, but also that he achieved something more than just being a father and husband.

[00:23:24]both admirable but something undefinable even to him. Close Encounters becomes heavier when you watch it as you get older, but that weight is a satisfying one that leaves you thinking about your own existence far more than even the existence of intelligent life out in the far reaches of space. The movie has a legacy that will outlive its creators and studios and even the audiences that first experienced it all those years ago. With tons of stories to tell and hardships to go through in its creation, you can fully enjoy the movie while finally knowing what the happened to Close Encounters of the Third Kind.

[00:24:04]This is nuts.

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