shadows of the empire
LucasFilm/Bantam Spectra
LucasFilm/Bantam Spectra

The Story of 'Shadows of the Empire,' the 'Star Wars' Spinoff Movie That Was Everything but a Movie

In late 1994, LucasFilm held a series of top-secret meetings with Star Wars licensees. On the agenda: how to invigorate a lucrative movie franchise that hadn't released a movie for more than a decade. Out of those brainstorming sessions -- attended by Bantam author Steve Perry and representatives from LucasArts, among others -- emerged a 25-page outline for a multimedia event designed to achieve the scale of a new Star Wars movie... without actually making a new Star Wars movie.

"The Lucasfilm experience was all-encompassing," Perry told me over email this month, and he's not exaggerating. When the epic event -- dubbed Shadows of the Empire and set between The Empire Strikes Back and The Return of the Jedi -- launched in the spring of 1996, the closely tied-together pieces that made up the series could be found virtually everywhere except local cineplexes. First came Perry's Shadows of the Empire novel, Dark Horse Comics' Shadows of the Empire series, and the Shadows of the Empire concept album. By the end of the year, the lineup had swelled to include toys, trading cards, a Nintendo 64 video game, and even a trailer -- aired exclusively on QVC.

With the Star Wars machine running at full tilt once again, thanks to the gargantuan success of Rogue One, and no end of sequels, spinoffs, and marketing synergies in sight, the 20-year-old movie-without-a-movie, which featured unprecedented cooperation between Lucasfilm divisions and select partners, feels like an even bigger milestone. If George Lucas' movies served as the Star Wars universe's Big Bang, the Shadows of the Empire project was its first telescope, a device that focused the efforts of multiple authors, artists, and game-makers on creating a single story. This is how it happened, and then disappeared from Star Wars mythology forever.

A long time ago, in a boardroom far, far away

The all-hands effort's main goal was to expand the modern mythological Star Wars canon -- standard operating procedure in our current era of mining fan frenzy for coin, but an uncertain path to take two decades ago. With Shadows of the Empire, Lucasfilm was using the comic-book logic that now governs Marvel Studios' "cinematic universe" and the 2016 reality that every IP glows with spinoff potential. Lucasfilm has ventured back into this rich territory with Rogue One: A Star Wars Story, a "stand-alone" movie that depicts the theft of the Death Star plans, an event teased in the original 1977 movie and toyed with in brand-extending video games of yesteryear, like 1994's addictive Dark Forces.

swoop bike shadows of the empire art
LucasFilm/Greg and Tim Hildebrandt

But while Rogue One benefits from a relatively clean slate -- courtesy of Lucasfilm's 2012 decision, while prepping Star Wars: The Force Awakens after being acquired by the Walt Disney Company, to do a nearly total wipe of the canon -- Perry and fellow Shadows of the Empire creatives had to navigate a rat's nest of disassociated narratives. The conclusion of George Lucas' original trilogy, back in 1983, had set off a decade-long free-for-all for licensees, who happily chipped off chunks of the Star Wars monument to churn out novelizations, toys, and comics. These diversions could be individually entertaining, but without close collaboration with Lucasfilm, they didn't feel connected to the grand narrative in play -- a headache for canon purists.

With a few hit books behind it, including the popular Heir to the Empire trilogy, the Star Wars brand was a kind of controlled chaos in 1994. That year, Lucasfilm’s publishing director Lucy Autrey Wilson met Bantam editor Lou Aronica to discuss future directions for the publishing company.

George Lucas' Star Wars prequel trilogy percolated behind the scenes as the Special Editions readied for re-release. But 1996 was wide open.

"He suggested that because of Lucasfilm's licensing arrangements -- which cover everything from books to comics to toys and other merchandising as well as LucasArts Entertainment, our own interactive games company -- we were perfectly positioned to do a multimedia event, with one storyline going through different product categories," Wilson recalled for author Mark Cotta Vaz in the book Secrets of Shadows of the Empire. "We could see down the road and realized 1996 was the perfect year, since there were no other major Star Wars projects, such as a movie launch."

Lucasfilm seriously began collecting Star Wars stories into an "Expanded Universe" continuity in the early '90s, a necessity as their various licensing arms spun off new plots that revisited the content of the original trilogy for a new generation. Meanwhile, George Lucas' Star Wars prequel trilogy percolated behind the scenes as the Special Editions readied for re-release. But 1996 was wide open.

Without a movie element, Lucasfilm producers wanted a story set between Star Wars and The Empire Strikes Back that starred the core Star Wars characters. But, in an early sign of the synergy of Lucasfilm divisions, Dark Forces and TIE Fighter game designer Jon Knoles suggested the project take place between Empire and Return of the Jedi, a period ripe for expansion thanks to a significant time jump. Luke Skywalker was in Jedi training, Han Solo was frozen in carbonite, Vader had another Death Star construction project in the works, and Leia and Chewbacca needed to wind up at Jabba the Hutt's palace. The pieces were in place.


Putting players in the swoop bike driver's seat

Dash Rendar was the obvious player proxy playable for the Shadows of the Empire game, which would be a challenge for the LucasArts team, who had to produce a hit for the yet-to-be-released Nintendo N64 Entertainment System. Perry's novel picked up after the events of The Empire Strikes Back, with Dash protecting Luke during a swoop bike race on Tatooine and breaking his ship, The Outrider, out of Xizor’s Skyhook space station, but the video game would go back further. Dash, fresh from smuggling supplies to the the temporary Rebel base on Hoth, jumped into a snow speeder for the first video-game portrayal of downing an AT-AT. (A brief mention between Dash and Luke in Perry's novel cemented the Battle of Hoth events as canon.) One asteroid-avoiding level later, N64 Dash was back on the main Shadows of the Empire plot.

LucasArts' Shadows of the Empire game pushed the rendering power of the fresh-faced N64 console with accurate designs of the Millennium Falcon, Star Destroyers, and the Tatooine city of Mos Eisley. This process benefitted from Lucasfilm and LucasArts sharing assets with Industrial Light and Magic, Lucas' special-effects house. The coordination worked both ways: LucasArts picked up classic designs from ILM, and the game division handed over its ideas; the Mos Eisley scenes of Star Wars: Special Edition include a swoop bike and a YT-2400 Corellian Cruiser that fans believe to be The Outrider.

star wars shadows of the empire comic
Dark Horse Comics

Taking over the entire entertainment galaxy

While the Shadows video game expanded Dash Rendar's arc, the comic version, from Star Wars licensee Dark Horse, devoted most of its pages to bounty hunters and criminals. In the novel, Leia and Lando descend upon the planet Gall to recover Han Solo to find Boba Fett's Slave 1 and a squadron of incoming TIE fighters. The encounter lasts a few pages. The six-issue limited comic-book series added a whole storyline about Boba Fett dodging IG-88, Zuckuss, 4-LOM, and the other bounty hunters introduced in non-speaking scene of The Empire Strikes Back. Dark Horse writers added a new character, Jix, who tracked Jabba's "Swoop Gang" members under orders from Vader. None of the other multimedia Shadows representations gave as much thought to Fett and Jix, making the comic-book series the third point in a triad of the Shadows narrative: novel, game, and comic.

To sell Shadows of the Empire as the movie-without-a-movie, Lucasfilm even commissioned a full orchestral soundtrack from producer Robert Townson of Varèse Sarabande Records, a Lucasfilm veteran from the days of The Young Indiana Jones Chronicles television show. In the early '90s, Lucasfilm and and the music producer discussed the possibility of scoring Timothy Zahn's Thrawn trilogy books as a way of promoting the Star Wars novels. When Shadows of the Empire took shape, Lucy Wilson told Townson to find a composer to score the the book, which Perry was still writing.

Joel McNeely landed the job, and instead of doing a straight rip-off of John Williams' Star Wars score, wrote almost 50 minutes of original material, including themes for Prince Xizor and Dash Rendar, recorded by the Royal Scottish National Orchestra and Chorus and mastered at the Abbey Road Studios in London. The resulting soundtrack was released on April 23rd 1996, a week before the Shadows of the Empire novel, making it the first core release for the Shadows of the Empire project. Only portions of the McNeely score made it into the N64 game, which was released in December of that year, signaling the end of Shadows of the Empire's six-month "release."

The Shadows of the Empire N64 game sold over one million copies by 1997 according to a post-mortem published in Game Developer on January of that year. The comic issues were among the most purchased paperbacks of the year. The impact of the rest of the Shadows of the Empire line, while hazier, seemed to reinvigorate Lucasfilm; in an interview conducted months after Shadows was released and weeks before the debut of the Star Wars Special Edition, Lucas signaled that he was in the process of writing and conceptualizing the prequel trilogy. Up until then, overseeing the business of Star Wars forced him to spend "35% of his time on his family, 35% on movies, and 35% on the company." The formation of an all-hands team for Shadows, who could collaborate and cross-check to bring balance of the franchise Force, meant Lucas could get back to making movies -- a decision that would change the franchise forever.

Jumping to spinoff hyperspace

In September 1994, Allan Kausch and Sue Rostoni, continuity editors for Lucasfilm, answered one of Star Wars fandom's biggest questions: What in the vast "Expanded Universe" really counted? The franchise canon, they told Star Wars Insider magazine, "includes the screenplays, the films, the radio dramas, and the novelisations," said Rostoni. "These works spin out of George Lucas' original stories, the rest are written by other writers. However, between us, we've read everything, and much of it is taken into account in the overall continuity. The entire catalog of published works comprises a vast history -- with many off-shoots, variations and tangents -- like any other well-developed mythology."

Lucasfilm deemed Shadows of the Empire canon in 1996. Today it's the Star Wars equivalent of Greek myth. After the Walt Disney acquisition, Lucasfilm downgraded the Expanded Universe to "Legends" status, in order for a new set of film and TV storytellers to go in their own directions. "While Lucasfilm always strived to keep the stories created for the EU consistent with our film and television content as well as internally consistent, Lucas always made it clear that he was not beholden to the EU," Lucasfilm wrote in a press release. "He set the films he created as the canon … [and] now, with an exciting future filled with new cinematic installments of Star Wars, all aspects of Star Wars storytelling moving forward will be connected."

In announcing the Star Wars "Story Group," a team that would do what Shadows did years ago and work to align all co-existing storylines in the Star Wars universe, Lucasfilm President Kathleen Kennedy delivered her own death blow to the EU. "We're set to bring Star Wars back to the big screen, and continue the adventure through games, books, comics, and new formats that are just emerging. This future of interconnected storytelling will allow fans to explore this galaxy in deeper ways than ever before."

shadows of the empire action figures
Star Wars/Amazon

Shadows of the Empire... Awakens?

Is there a future for Shadows of the Empire in Lucasfilm's new vision? Only in remnants. There are the teases in Star Wars Special Edition. The Micro-Machine Prince Xizor action figure was technically used in crowd shots during The Phantom Menace podracing sequence (not that anyone can tell). Players of the Star Wars LEGO video games can land Dash Rendar's ship The Outrider on Takodana, Maz Kanata's pirate planet from The Force Awakens.

Steve Perry, though his days in the proto-Story Group have passed, still thinks the movie-without-a-movie could become a great movie -- or a TV show. It's possible the latter was actually considered; in the mid-2000s, George Lucas and Lucasfilm developed a live-action Star Wars television series that reportedly dealt with the world's criminal activity, a Sopranos for a galaxy far, far away. Lucasfilm scrapped the plans after the Disney acquisition, but there's a glimmer of hope in animation: Dave Filoni has already begun to develop another cartoon series to follow his current Disney XD show Star Wars: Rebels. There's an entire underworld to draw from in Shadows of the Empire.

The problem: new Star Wars canon paved over most of Shadows canon contributions. In Marvel's canon-approved comic line, set between Star Wars and Empire Strikes Back, Luke Skywalker has already returned to Ben Kenobi's Tatooine cabin -- where he spends a good chunk of Shadows of the Empire -- and fought with Boba Fett. Turns out, Fett is the one who tells Vader that Skywalker was his son. The Luke storyline in Shadows is even further complicated by the fact that he constructs a new lightsaber while hanging out at Obi-Wan's old place, including cutting into a kyber crystal, a plot device established in Rogue One.

Shadows of the Empire will exist forever, not as a canon story, but as a business model. The multi-medium push will now come once a year, as Lucasfilm releases annual Star Wars movies on a never-ending timeline. In the last few months, Rogue One received its own "Force Friday" toy release event, prequel tie-in novel, and central panels at Star Wars Celebration 2016. The complete theatrical run of these films is but a fraction of the time spent inhabiting the other works built around the movies. The idea of supporting a Star Wars story entirely on licensing seems like an afterthought when you can predict that May 2017 will unveil a new Kylo Ren costume and May 2018 will have a new Millennium Falcon LEGO set (to promote an upcoming Han Solo spinoff film).

But for the legion of Star Wars fans who survived on EU between 1983 and 1999, Shadows of the Empire was a bright beacon of Lucasfilm unity. For an entire year, we got our Star Wars movie, told entirely outside the theater.

Sign up here for our daily Thrillist email, and get your fix of the best in food/drink/fun.

Dave Gonzales is an entertainment writer and podcaster. Find him on Twitter @Da7e.