Considering the first two Superman movies made over $500 million at the worldwide box office, it was absolutely no surprise that a Superman III would take flight. Besides, it was promised in the closing credits of Superman II!

With the success of Superman and its sequel, superhero movies were in the earliest iteration of franchise mode. In short: strong box office numbers guaranteed another movie, no matter how bad it could possibly turn out. And Superman III is just about as bad as it could possibly turn out, generally ranking among the worst superhero sequels ever and a prime example of what happens to a series’ reputation when things go wrong with the script, cast and, hell, even the opening credits sequence!

So, let’s go from Superman to Super-Mean to Super-Machine as we find out: What Happened to This Movie?!

Superman III was announced at the 1980 Cannes Film Festival, well over a year before Superman II was even scheduled to hit North American theaters. It would even later be hyped at the following year’s Cannes Film Festival, with banners on biplanes declaring the movie was “NOW IN PRODUCTION”. It was determined this was a lie: Superman III was far from ready to take flight.

The plan for Superman III was for Richard Donner – who helmed Superman and Superman II (or at least the Richard Donner Cut…) – to write the screenplay, passing the coveted directing torch to Tom Mankiewicz, a key figure in shaping the first two Superman movies and who was then known for co-writing Bond movies Diamonds Are Forever, Live and Let Die and The Man With the Golden Gun.

By the end of 1980, Ilya Salkind – who, along with his father Alexander, was dominant in the franchise – turned in an eight-page outline. On these pages was a lot of material that would be discarded once official writers were put in place (but more on that in a moment). There was time travel and interdimensional shenanigans, with Brainiac and Mister Mxyzptlk as primary villains.

There, too, would be Supergirl, who was set up to be found by Brainiac, taking on a sort of surrogate father role. Also, on the family front, Salkind had it so Superman and Supergirl would eventually get married either at the end of Superman III or sometime in the planned Superman IV. The two would develop a romance throughout Superman III, with Salkind going out of the way to ensure fans that their canon relationship as cousins was not in play in the movie, lest there be some sort of Luke/Leia situation.

As for what Brainiac and Mister Mxyzptlk would be up to: one sequence would find Superman and Brainiac dueling it out as knights on horses, while sometime after that, Mister Mxyzptlk would betray Superman after a temporary truce and challenge him…to do a puzzle…To top it off, Mxyzptlk was designed to be played by Dudley Moore!

Ultimately, Warner Bros. thought there were too many minor characters from the Superman comics and so this script was basically gutted, although some elements do remain, like the good vs. evil Superman scene; here, Superman faces off against another version of himself in a scrapyard. Interestingly, the movie was actually originally titled Superman vs. Superman but this was ditched because it was too similar to 1979 Best Picture winner Kramer vs. Kramer.

Moving forward, script duties would fall on franchise stalwarts David and Leslie Newman, penning a script which Donner disliked and Reeve continued to find too campy, making it known that he wanted to sit this entry out. (That one subplot was later used in Office Space should tell you the tone here…) The studio reportedly considered a full replacement, with names like Jeff Bridges, John Travolta, Kurt Russell, and Tony Danza all linked at one point to the role. However, producer Pierre Spengler called the Danza rumor “bullshit.”

Moving into director duties would be Richard Lester, who famously took over from Richard Donner on Superman II – but that’s an entirely different episode of “WTF Happened to This Movie?!” Just to remind you of Lester’s style, he was really best known for lighter fare like The Beatles’ A Hard Days Night and Help!, as well as The Three and Four Musketeers.

Christopher Reeve would of course return as Clark Kent aka Superman (uh, spoiler alert?), while Jackie Cooper and Marc McClure would also reprise Daily Planet editor Perry White and photojournalist Jimmy Olsen, respectively. And there was Margot Kidder as Lois Lane…for a few minutes, anyway.

Things were so chaotic making Superman II that key cast members such as Kidder couldn’t help themselves but be outspoken about the behind-the-scenes drama. Lex Luthor himself, Gene Hackman, was also rumored to have been rather vocal but he later debunked this, which is easy enough to believe since he came back for Superman IV. But Kidder and Lois Lane would straight-up be written out other than a brief appearance, reportedly being on set for just five days. But those behind the scenes also defended her lack of screen time by saying they just didn’t have much more for Lois Lane to do…and so they shipped her off to Hong Kong, something mentioned in the very first sentence of Salkind’s outline, showing just how much they wanted Kidder out. Instead, we got Annette O’Toole as childhood friend Lana Lang, who was actually introduced in the first Superman.

We also have Robert Vaughn as Ross “Bubba” Webster, a role that Alan Alda was reportedly the top choice for, with Frank Langella also being considered. (Langella would get his spot in the franchise as Perry White in Superman Returns). Taking the lead antagonist spot from Lex Luthor, Webster is the sort of guy mixed up with supercomputers, missiles and, yes, cyborgs – you know, the usual supervillain stuff. There, too, is Annie Ross as his sister, Vera, who is turned into the aforementioned cyborg in a truly haunting scene.

But we have yet to hit on the star of Superman III. And if you’re thinking, “You already covered Christopher Reeve!”, then you’re mistaken as to who the real lead of the threequel is. Enter Richard Pryor as Gus Gorman. By this point, Pryor had a successful movie career with flicks with Stir Crazy and The Toy. Naturally, he provided much of the movie’s comedic relief – or at least the intentional kind. Already a successful presence on the stage and screen, Pryor went so far as to declare his love for Superman on The Tonight Show with Johnny Carson, which gave producers the idea to cast him in the crucial role. But so much attention and screen time was given to Gus that it feels less a Superman movie than a Richard Pryor comedy, one of the biggest problems with Superman III.

Oddly, though, Pryor was hardly featured on any tie-in merchandise, which some have perceived as racism on the part of the studio. Christopher Reeve fared much better despite feeling like a supporting player, landing top billing for the first time in the series, as he was previously outshined by Gene Hackman and Marlon Brando (wasn’t it bad enough he was already making $3.7 million for 12 days of work?!).

On the truly supporting role front, versed viewers will notice Aaron Smolinski – who played Baby Clark Kent in the 1978 original – in the opening sequence. Frank Oz also originally had a cameo but this was cut, only later used in the extended TV version (more on that later…).

Filming on Superman III began on June 21st, 1982, more than two years after it was first advertised at the Cannes Film Festival. Locations included London’s famed Pinewood Studios, with other various locales as diverse as Calgary and Utah. As for the coal mine sequence, that was shot at Battersea Power Station, which you might recognize from the cover of Pink Floyd’s Animals album. No, the sequence where Evil Superman is being a bit of a dick was not actually shot at the Leaning Tower of Pisa – that was merely a special effect…

Speaking of VFX, video game pioneers Atari actually did the effects for the scene in which a computer is used to shoot missiles at a flying Superman, even using a 35 mm film recorder, a major meshing of mediums for the time. And, OK, it looks lousy 40+ years later, but it still looks a hell of a lot better than that godawful Nintendo 64 game!

On the music front, Ken Thorne is credited, using part of John Williams’ iconic original score as a launching point, although he did create his own numbers from scratch. Giorgio Moroder, then known for his American Gigolo and Cat People scores, made minimal contributions on the song front but of course brought his trademark synth sounds. The bulk of his work can be heard on side B of the soundtrack.

Superman III would be released on June 17th, 1983, opening at #1 with $13.4 million, finally bumping Return of the Jedi from the top spot after three weeks. During its run, it would pull in $60 million domestically, which wasn’t quite enough to put it in the top 10 highest-grossing movies of the year, coming in at #11 just behind National Lampoon’s Vacation. It would take in another $20 million internationally, which would put it at #8 worldwide. Compare that to the first Superman– with a take of $134 million – and the first sequel – with its own $108 million – and you’re looking at a super dud.

But it wasn’t just the box office numbers that made it a disappointment: it was the quality of the movie itself. As Spengler put it: “The sequel was not as successful as the first or the second, probably because of us trying to be too smart and not delivering to the audience basically the same movie as the first two. It’s something which we’ve analysed since. If you look at a series like Rocky, you’ve got five times the same movie, basically and the audience is happy with that.”

Christopher Reeve himself disliked it, calling it “the Harvard Lampoon version” of the Superman movies. To give you an idea of what he means, the script originally had a moment where Superman mistakes Telly Savalas – as Kojak, no less – for Lex Luthor. Richard Pryor said, “For a piece of shit, it smells great,” no doubt referring to his $5 million paycheck. Pryor would also land one of the movie’s two Razzie nominations, for Worst Supporting Actor, “losing” to Jim Nabors in Stroker Ace. This other would be for Worst Score, credited to Moroder.

Like the first two Superman movies, Superman III had its own TV version, this one clocking in close to 20 minutes longer. There are a handful of cut scenes and shots, but the only true improvement was an updated opening credits sequence that mimicked the first two movies’ instead of the obtrusive version in the original which blocked portions of the onscreen action. Even still, one of the most criticized elements of the movie remained: Martha Kent’s death was still an afterthought. Believe it or not, Batman v Superman ended up having the right idea: Save Martha!

More than four decades on, Superman III holds a 29% on Rotten Tomatoes, well below the original’s 94% and Superman II’s 83%…but it is at least quite a bit better than The Quest for Peace’s score, which rests at 10%…But at least Superman III had the brain to not tease the next installment like its predecessors. After all, who really wanted Superman IV? Hm…wonder WTF Happened to That Movie!

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