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The Phantom from 10,000 Leagues
The Beast with a Million Eyes

MGM Midnite Movies

The Phantom from 10,000 Leagues
The Beast with a Million Eyes


1955 / B&W
Street Date September 11, 2007 / 14.98

Reviewed by Glenn Erickson

MGM's fall 2007 Midnite Movies is a grab bag of latter-day horror and Sci-Fi efforts, with this 1950s double bill likely to receive attention only from confirmed monster fans. They're two of the initial chiller titles released by "American Releasing Corporation" just before its official name change to American-International Pictures. The movies tell us a lot about the birth of the '50s drive-in exploitation film, which really was the birth of commercially viable non-studio Hollywood filmmaking.

In 1954 the Hollywood trade papers took notice of a pair of shoestring-budgeted Sci-Fi movies made by industry outsiders. The ambitious Roger Corman did surprisingly well producing Monster from the Ocean Floor with only $12,000 in cash. He had a gimmick, the free use of a prototype one-man submarine vehicle. About the same time Walt Disney's lavishly expensive 20,000 Leagues Under the Sea was in release, Herman Cohen's patchy robot romp Target Earth! did respectable business at a tiny fraction of the cost. James Nicholson had contributed to the script of Cohen's movie and knew that the market could sustain more flaky monsters, provided they were properly promoted.

The Beast with a Million Eyes and The Phantom from 10,000 Leagues are two early examples of classic A.I.P. ballyhoo filmmaking: pictures barely acceptable as feature film fare sold with attention-getting poster art. They're a record of 1950s fringe filmmaking at a resource-challenged level of production.

The Beast with a Million Eyes
1:33 flat full frame / 75 min.
Starring Paul Birch, Lorna Thayer, Dona Cole, Dick Sargent, Leonard Tarver, Chester Conklin and the Beast
Cinematography Everett Baker, Floyd Crosby
Special Effects Paul Blaisdell
Art Direction Albert S. Ruddy
Film Editor Jack Killifer
Written by Tom Filer
Produced and Directed by David Kramarsky

Although Roger Corman's name does not appear on The Beast with a Million Eyes, his Palo Alto productions company does. After finishing his fourth inexpensive western, Corman apparently had to find a way to make Beast for under $30,000. He achieved that objective by filming non-Union in the low desert near Palm Springs, and hiding the production behind its billed writer-director David Kramarsky. In reality, we are told  1 that an assistant director named Lou Place directed most of the film while Kramarsky produced. Place later asked that his name be kept off the film.

The Beast with a Million Eyes is a case where an ambitious theme runs up against the wall of low-budget reality. The script is almost a schematic for Alfred Hitchcock's later The Birds, as interpreted by critic Robin Wood. Farm animals and a mentally impaired handyman are possessed by an unseen alien, and sent to attack the Kelley family. The Kelleys are helpless when acting as individuals; when they're emotionally united, they can withstand the alien's mental powers. Unhappy mother Sandra (Dona Cole) feels as if she's buried alive in the desert and resents her college-age daughter Carol (Lorna Thayer) for being young and having life options. Both her husband Allan (Paul Birch) and 'Him', the mute handyman Leonard Tarver), are getting on her nerves. The farm is soon plagued with animal attacks. Birds, livestock, chickens and even the family dog turn hostile. An aged neighbor (silent film comedian Chester Conklin) is murdered by his own milk cow, and 'Him' tries to kill Deputy Larry (Dick Sargent), Carol's boyfriend.

Some barely adequate farmhouse interiors stress a family in trouble, with Sandra ruining cakes in the oven and freaking out when a strange noise shatters every piece of glass in the house. The direction of the exterior scenes is simply terrible, with ragged pan shots over the uninteresting terrain and little sense of spatial relationships. Kramarsky and Place never find a good place to put the camera and the potentially interesting animal attacks are under-represented. When the family dog is supposed to be on a murder spree, it wags its tail. Most of the movie is taken up with characters entering and exiting the house, or wandering on and off the date ranch.

Paul Birch is good with his line deliveries and the frequently silly narration. "A date ranch in the off season is the loneliest place in the world", muses Allan, and we immediately wonder how thrilling an on-season date ranch might be. If the other actors seem awkward, it's most likely due to the rushed production that affords them little opportunity to present rounded characters. Poor Dona Cole is given an unfair share of awkward dialogue lines and comes off the worst. Paul Birch acts guilty throughout while offering ominous unmotivated speeches about unknown horrors just beyond the date grove. What, the freeway?

(spoilers) At its conclusion The Beast with a Million Eyes slips off the deep end, with the characters preaching lofty sentiments as if in a bad one-act play. Allan theorizes out loud that an unseen positive force between the humans can counteract the unseen malevolent alien. And sure enough, the alien 'appears' as a disembodied telepathic voice (Bruce Whitmore) that chortles about his people's imminent world conquest. But The Beast can't cope with the 'power of love' and is destroyed. The impressively intuitive Allan decides that the alien once had a soul, but lost it; in the end his spaceship takes off without him. The Beast appears to transfer himself to a desert mouse, which is pounced on by an eagle. Embracing his wife, Allan asks Sandra, "Why do men have souls?"

The Beast with a Million Eyes mostly bored its audiences, as the snarling multi-eyed creature of the poster never appears. Even the strange title artwork of eyes mounted in twisted trees has only a thematic relation to the film. Kids saw no beast and no million eyes, only a metallic doodad representing an alien spaceship. It looks more like a chrome-plated vacuum cleaner. Although Sam Arkoff embellished the story of a disastrous preview with tales of scratching the film to create 'alien rays', it's true that a distributor screening was received so poorly that investors like Joseph E. Levine demanded that the movie be re-shot. Corman hired artist Paul Blaisdell to make a little 'monster pilot' to be seen operating the ship. The unimpressive puppet was optically enhanced with a ripple effect and a superimposed eyeball, and A.I.P. created a new opening prologue by combining the unimpressive eyeball with clips from the film, a toy spaceship and more ripple effects.

With the addition of a few ponderous cues from classical record albums, The Beast with a Million Eyes was deemed acceptable for release. It carries some good lessons for first-time filmmakers. First, beware of scripts that read like radio shows. Second, realize that an atmospheric setting and an attitude aren't enough: in movies, things need to happen. And finally, although it's been done, it is highly unlikely that under-funded filmmakers can put across a minimalist genre piece with commercial appeal. Being entertaining is difficult enough on a reasonable budget.

With its clear theme and direct emotions The Beast comes across well when analyzed on the critical plane. Besides the Alfred Hitchcock association, the film writers have aligned it with the 'desert' films of Jack Arnold, where Cold War anxieties have morphed into unknown threats just over the next sand dune. (spoiler) The film even attempts a poignant statement about the plight of war veterans, when 'Him' is revealed to be Carl, Allan's old war buddy who lost part of his brain due to an accident in combat. Just the same, watching The Beast can be a real chore!

The Phantom from 10,000 Leagues
1:78 anamorphic widescreen / 80 min.
Starring Kathy Downs, Kent Taylor, Michael Whalen, Helene Stanton, Vivi Janiss
Cinematography Brydon Baker
Film Editor Dan Milner
Original Music Ronald Stein
Written by Lou Rusoff from an original story by Dorys Lukather
Produced by Dan Milner, Jack Milner
Directed by Dan Milner

The Beast with a Million Eyes is ambitious but embarrassingly slipshod, a creative script saddled with an entirely inadequate visualization. The Phantom from 10,000 Leagues is something entirely different, a grindingly unimaginative hackwork job that shows its monster but probably shouldn't have bothered. Much more professionally filmed, Phantom plods slowly through its 80 minutes of screen time. Compared to Phantom, Roger Corman's little pictures are minor masterpieces.

A scientist carries out genetic mutation experiments based on atomic energy from a strange radioactive deposit found on the sea bed. He's made a monster in his secret lab, but another mutated creature lurks underwater, feeding off the glowing energy source. It kills several hapless scuba divers. Various spies, a turncoat, a government agent and a scientist also working for the government converge on the scene, trying to learn the scientist's secret while concealing their own identities.

Taken at face value, that synopsis sounds like an adequate foundation for a monster potboiler. Unfortunately, The Phantom from 10,000 Leagues is an excruciatingly dull eighty minutes of repetitive scenes and unimaginative storytelling.

We can tell that career editor Dan Milner  2 and his brother Jack are simply trying to repeat the no-budget success of Roger Corman's Monster from the Ocean Floor. Jack had worked on two of Corman's pictures, as had writer Lou Rusoff. Clearly deciding that reducing the number of setups would result in faster work, the Milners strip the story down to its basics and stage multiple scenes from the same point of view. Most of the character interaction takes place on the same stretch of Southern California seashore. Two or three sets of monster victims appear to tumble off the same rowboat, and wash ashore on the same spot on the same beach. The G-Men and other agents talk about activities at a nearby University, but almost without exception conduct their business walking up and down the same sandy shoreline. The shots all look the same, as if the movie were filmed a few steps off the lanai of somebody's beach cottage. Even when working on one location, it can take twenty minutes to move a camera from one setup to the next; we can imagine the filmmakers leaving their camera rooted in one spot and facing different directions to film different 'scenes'.

The two interior sets are the scientist's home and his office. The house has one room and a bathroom for the scientist's daughter to accidentally come out of wearing a towel. A dozen repetitive scenes take place in the office; over and over again, the scientist enters and removes his coat, or alternately retrieves his coat and prepares to exit. A research assistant in the pay of a Natasha Fatale-type female spy tries but cannot coax a suspicious secretary into letting him enter the scientist's lab -- he does this at least three times, with the same result (no dice). The no-suspense script keeps people with spear guns skulking around for at least an hour, before someone finally opens the secret lab so the plot can progress.

The movie is a prime example of no-budget minimalism at the lowest tier of 'professional' Hollywood filmmaking. Our characters examine dead bodies on the sand and nobody seems to notice, even though normal beach activities continue a few yards away. The actors engage in inconsequential small talk, make entrances and exits, and do plenty of walking up and down the beach. (spoiler) The spies eventually meet their just ends. After the energy source blows up a passing ship, the scientist repents and destroys his underwater creature, making the beach safe for nosy scuba divers. The unfocused drama plays out in a vacuum of weak performances and general non-reality. The feeling of static emptiness is so strong, Phantom seems to unfold in another dimension. Seen late at night, with commercials, it goes on forever.  3

The Phantom monster is a rubbery joke, a man wearing a fish suit and a mask that looks nothing like the poster illustration. Phantom probably got released on the strength of its bubbly underwater scenes, which in 1955 were still fairly novel. Frankly, young filmmakers with low-budget ambitions can learn a lot from this pair of impoverished monster films. The makers of Beast and Phantom strived to emulate the production values of mainstream Hollywood films and failed miserably. Most of the successful independent filmmakers brought something fresh to the screen, either new subject matter or a new point of view.

The Phantom from 10,000 Leagues is a splendid enhanced transfer that shows the film in the best possible light; for almost fifty years we've seen it on TV flat open-matte, leaving a good 1/3 of the screen with empty sky and ceilings above, and sand or carpeting below. As most of the beach scenes were filmed without fill light, it was often difficult to see the faces of the actors as they stand talking in the sun. The cinematography isn't pretty, but in this sharp transfer we can at least see who's who.

The transfer for The Beast with a Million Eyes is flat full frame. As the copyright notice hugs the bottom frame line, 1:37 would seem to be the only practical screen ratio. This title doesn't look as sharp as the other one and the transfer dates from around 1999, but it's still far better than old TV copies. Both films carry a few blemishes and scratches, but Sci-Fi monster fans can rest assured in the knowledge that, unless they want to hold out for HD copies of these babies, MGM's Midnite Movies DVD is a good buy.

On a scale of Excellent, Good, Fair, and Poor,
The Phantom from 10,000 Leagues & The Beast with a Million Eyes rates:
Movies: Beast Fair + or Good ---; Phantom Fair
Video: Beast Good ---; Phantom Excellent
Sound: Very good
Supplements: none
Packaging: Flipper disc in Keep case
Reviewed: October 21, 2007


1. Sleaze Creatures, D. L. Worth, Fantasma Books 1995.

2. Among Dan Milner's editing assignments are Douglas Sirk's Hitler's Madmen and Edgar Ulmer's The Naked Dawn, so he's no amateur.

3. The Phantom is what Savant calls a real Test Pattern movie. You try to watch the film on an old commercial station, late at night. You rest your eyes once, and when opening them, realize that only a couple of seconds have gone by. You nod off a bit more, and tell yourself to pay attention or you'll fall asleep. The picture just seems to get slower, as if nothing is happening. The monster has to show up sometime soon ... Just one more eye-rest, just for a minute ... After what you thought was just a 'blink', the movie is over and you're staring at white noise. The station has signed out for the night and gone off the air! Missed it again!

DVD Savant Text © Copyright 2007 Glenn Erickson

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