TIME (US), May 12, 2003

Unlocking The Matrix

An exclusive look at the year's most avidly anticipated film epic.

by Richard Corliss
—Reported by Desa Philadelphia/Los Angeles

Strap yourself in for a road-rage theme-park ride in The Matrix Reloaded. Trinity, coolest of woman warriors, is revving down the street with an old Asian man called the Key Maker in the backseat, her boss Morpheus riding shotgun — and the Twins, remorseless computer-world Restoration fops, riding machine gun in an SUV pursuing her. Cop sirens keen, steel-belted radials scream bloody murder, as bullets decorate Trinity's car. She takes a sharp turn, hurdles a median and crashes onto a freeway. One Twin vaults into the car to battle Morpheus, while a dark-suited Agent leapfrogs onto the hood, his gun aimed at Trinity. Their car takes a few too many bullets and is totaled. As Morpheus plays matador with another Agent's car, Trinity spots a truck with a cargo of motorbikes about to pass on a lower level. She and the Key Maker jump, and now they're thigh-hugging a 140-h.p. Ducati. She blasts off the truck ramp, onto the road and scoots between two semis — where Morpheus is miraculously perched to scoop up the Key Maker! But now he must fight a deadly Agent atop one speeding truck. And where the heck is Neo?

By now we're only partway through a 14-minute chase scene that has plenty more stunts, fights and fatalities in store. And that's just the car candy in a movie the writer-directors, brothers Andy and Larry Wachowski, have vacuum packed with enough action and meditation, enough complications, conundrums and kung fu to keep viewers rubbing their eyes and scratching their heads until ... well, at least until Nov. 5, when their finale to the trilogy, The Matrix Revolutions, is released. (This second episode ends with a cliff-hanger and the legend, "To be concluded.")

Reloaded, which opens around the world next week, is the expansion of what Keanu Reeves, who plays the central character Neo, calls a modern myth: "The first film was the birth of a hero; the second and third are the life of that hero." With a sequelmaker's ambition that dates back to Homer (don't most readers prefer The Odyssey to its predecessor, The Iliad?), the Wachowskis worked for four years with the aim of outdoing their 1999 cyberepic The Matrix, as well as every adventure film since that devoutly imitated its computer wizardry and dense action scenes. They had the bankroll for it. The two sequels, shot back to back over 18 months in Sydney, Australia, cost more than $300 million, or about five times the original's budget.

The Matrix was, in the words of Laurence Fishburne, who plays Captain Morpheus in the trilogy, "a combination of science fiction, Hong Kong kung fu, cyberpunk and classic American action, with heavy doses of spiritualism and philosophy." It earned critical hosannas, popular wow-ees and $460 million at the worldwide box office. But unlike the new film, which comes encrusted with four years of anticipation and expectation, the first one had the advantage, initially, of relative anonymity. Arriving in March 1999 with no special fanfare or pedigree, and thus no outsize expectations, the Wachowskis' movie rose like a surprise sunrise.

That cinematic dawn revealed a grave new world where nothing was as it seemed. What we knew as reality in the late 20th century, the movie suggested, was a fiction imposed on human beings by intellectually superior machines. In fact, it was the late 22nd century, when humans, who provided bioelectric power to the machines, spent their entire existence in pods; they were nourished by the liquefied remains of their fellows and by The Matrix, a virtual-reality computer program of their lives. A few rebels had escaped The Matrix with the aim of destroying it and liberating humanity. Now if Morpheus and his insurgents from the underworld city of Zion could only find a savior, the One of an oracular prophecy. Perhaps this One is a young man called Thomas Anderson. Code name: Neo.

The money earned by The Matrix was nice, especially for a movie whose audience was limited by an R rating. The film's success on video was gratifying. But the cultural impact was near phenomenal. Cybernerds, proliferating like the film's men-in-black computer Agents, studied the Wachowskis' host of referents — to the Bible and Buddha, to novelist William Gibson (Neuromancer) and comic-book artist Jack Kirby (Captain America), to cybernetics and higher mathematics, to Hong Kong action films and Japanese anime — and filled more than 1,000 websites with gnarly exegeses. Half a dozen books have investigated the film's subtleties and invented still more. The Matrix stoked the adrenaline of millions of moviegoers and the intellects of many active, lonely minds.

The Matrix also caught the wrathful attention of moral watchdogs when the fatal shootings at Columbine High School occurred a few weeks after the movie's opening, and it appeared that the two perpetrating teens had seen the film — as had 15 million people who didn't kill anyone.

Anyway, the movie was a hit. And a hit, in the lower math of Hollywood, demands a sequel, whether or not the story has been completed. The brothers, though, had a vaster vision — one not easily contained in a single film. They had conceived The Matrix as a gigantic comic book, then stripped it down to movie form. "In the first version of the script," producer Joel Silver recalls, "you actually saw Zion. But they didn't have the time or the money to do that. If the first film hadn't been successful, nobody would have seen the rest of the story. But the boys had it in their heads. So when the studio said, 'Let's make a sequel,' they had already planned a lot of it."

The brothers' production scheme was as audacious as their narrative vision: two films shot as one, and more than two years in the making of the real (sound stage) and virtual (computer-generated) elements. They also planned a dvd package called Animatrix — nine short computer films by top Japanese and American anime directors, elaborating on the trilogy's themes and subplots (it hits stores next month) — and a nifty video game, Enter The Matrix (see box page 74).

Hoping lightning could strike thrice, the studio — Warner Bros., which, like TIME, is part of AOL Time Warner — said yes to the tandem of sequels. "The success of the first one created an environment for the producers to give the brothers a lot of resources," Reeves says. "It allowed them to pursue their use of a virtual camera, the time we got to spend on our fights. They could build whole worlds, like Zion. And they got the shooting schedule that allowed them to put all these things on film."

It was no holiday, those long months spent Down Under; often it was a nightmare. Reeves' sister had a cancer relapse. Fishburne severely sprained his wrist. Carrie-Anne Moss, who plays Trinity, broke her leg. Gloria Foster — the Oracle whose pronouncements goad Morpheus to find the One — died at 64 after finishing Reloaded. Aaliyah, the R.-and-B. thrush cast in a major supporting role, died in a plane crash before shooting; she was 22. (Nona Gaye, Marvin's daughter, replaced her.) The attacks of Sept. 11 increased the cast's fear and isolation. Jada Pinkett Smith, cast as Morpheus' ex-lover Niobe, tried to back out because she was afraid to take commercial flights. But the Wachowskis had earned the allegiance of the first film's cast and crew. Nearly all of them returned for the grueling sequels. It meant more months of arduous training, often under the supervision of Hong Kong fight choreographer Yuen Wo-ping, who devised the films' fabulous action scenes (he also masterminded the fights in Crouching Tiger, Hidden Dragon). The result of those workouts shows onscreen: the stars look fitter, more weathered and sinewy than in the first film — their bodies reveal what they've been through. Says Moss, whose hard-earned buffness approaches the Amazonian look Linda Hamilton sported in Terminator 2: "I genuinely wanted to serve these two guys who gave everything of themselves to write this story and then to make it happen."

In addition to the long slog on Sydney sound stages, the team shot on a 1 1/2-mile freeway track built for the car chase at an old naval base in Alameda, Calif. Cadillac was so eager to hitch a ride, it fast-tracked two new models, the CTS sedan and Escalade EXT sport-utility truck, so they could be in the movie. GM engineers even fished spare parts for the prototypes out of the trash where they were due to be compacted.

As the opening date neared, Silver and the brothers judiciously nixed inappropriate merchandising tie-ins. "This movie doesn't fit into the Happy Meals world," Silver says. "And we were very concerned about fan backlash. We haven't beat them over the head with T shirts and board games and coffee cups and underwear. We want everything we do to look cool." The team also works hard to keep secrets secret. Unlike the last two Star Wars films, Reloaded did not find its script posted on the Internet — though there are two complete, fake scripts. Says Silver: "One of them was actually pretty good."

So what happens in Reloaded? You've been very patient, waiting for four years and wading through 240 lines of this story. You deserve a full description of the new movie. WARNING: The secrets are finally out. Gentler Readers who wish to view the film in blissful ignorance may turn this page now. We'll call you when it's over.

Reloaded begins as The Matrix did, with green computer code drizzling down a black screen and Trinity kicking beaucoup booty as the Agents pursue her over and off rooftops. She demolishes several drone Guards with a virtuosic fury: fabulous helmet smashes and back-leg extensions. Soon she is hurtling streetward as an Agent blasts away at her. Thwock! One bad-guy bullet hits home. Trinity falls onto a parked car, terminally smashing it and her.

Neo is jolted awake from this dream, or prophecy, as Trinity sleeps next to him. The Nebuchadnezzar, Morpheus' ship, heads for Zion, the one city on Earth whose humans are not under the spell of The Matrix. Except for Neo's fight with three upgrade-generation Agents, the film's first hour is spent on political wrangling among the Zion elite. Morpheus tangles with his rival Lock (Harry Lennix) and realigns with lost love Niobe (Pinkett Smith). If you thought the Jedi Council debates were the high points of the Star Wars films, you'll love this part of Reloaded. The red-meat brigade will have to wait a bit for their action satisfaction.

Agent Smith (Hugo Weaving), Neo's nemesis, has been busy. At the end of the first film, he thought he had killed Neo; in fact, he was witness to the birth of the hero. Now that Neo has learned to fly, Smith has acquired a trick of his own: this computer virus can invade any form, human or Agent, and take it over. After invading Bane, a Zionite, Smith cuts a gash in his hand. He's fascinated by the humanity he has assumed—by the blood, the vulnerability, the pain. Smith was always more warped than we gave him credit for.

Neo is summoned by the Oracle and realizes that she's "a program from the machine world." She gives Neo a quest: find the door to the Source. To do so, he must find the Key Maker (Randall Duk Kim), imprisoned by a desiccated French dandy, the Merovingian (Lambert Wilson).

First, Neo has a date with Mr. Smith — a lot of him — in a courtyard. Neo fights eight, then two dozen, then 100 Smiths. (He's a twist on an Austin Powers villain, the Many-Me.) In the "Burly Brawl," as the filmmakers call this sequence, numerical size doesn't matter. Neo deflects his assailants with his superior pole fighting or by swinging a spare Smith like an Olympic hammer to knock over many others.

Flanked by Trinity and Morpheus, Neo meets the Merovingian and his luscious wife Persephone (Monica Bellucci). The Merovingian is a Frenchman out of the Bush Administration bestiary: cruel, supercilious, with a love of cursing in French — which he describes as like "wiping your ass with silk." He refuses to release the Key Maker.

Persephone, livid at her husband's infidelities, tells Neo she will help him — at the price of a passionate kiss. Reluctantly, he gives her one, and she leads the Zion Three to the Key Maker. They are set upon by eight of the Merovingian's goons, including those fierce wraiths, the Twins. Neo grabs some ancient weapons and bests the bunch. Trinity and Morpheus depart for their wild ride with the Key Maker.

Having survived their freeway adventure, Neo, Morpheus and the Key Maker enter a skyscraper — the building in Neo's Trinity dream. Neo insists Trinity remain behind, to stay alive. "One door leads to the Source," the Key Maker says; he adds that the door will be accessible for exactly 314 seconds. Eventually, after more fighting, Neo finds the right door and walks into a room where an old man (Helmut Bakaitis) sits."I am the Architect," he says. "I created The Matrix. I've been waiting for you."

Watching the first film, skeptical viewers had to wonder: In a world where nothing was as it seemed, were Morpheus and his band the only realists, or were they the victims of a monstrous delusion? The Architect tells Neo he is a dupe: a false hope that springs among the tiny group of rebels who believe in a superman, a One, as their salvation. The coming of Neo and his five predecessors — for this is the sixth version of the Matrix, the sixth revolt of Zion — was programmed by "the mother of The Matrix." The Oracle.

The Matrix Reloaded is sure to fuel avid speculation. Scholars will note that the Merovingians were a European tribe from the Dark Ages, and that Morpheus paraphrases King Nebuchadnezzar in the Book of Daniel. That strange number, 314: Could it refer to pi (3.14); or to Cerebral Cortex 314, the website for the Commander Keen computer game; or to the lifetime batting average of White Sox outfielder Bibb Falk? As for the Architect's apparently crushing revelation: Couldn't this be another lie — the biggest?

Warning over: All right, Gentler Readers. You can come back now.

To get answers on Matrix arcana from the first film, TIME went to the Source: the Wachowskis, who cheerfully illuminated their dense, allusive text. But now, after just three features as writer-directors (their first was the darkly comic femme-revenge thriller Bound), the brothers have turned Trappist, gone Garbo, pulled a Pynchon — they've refused to speak to any journalists. At least that's what we're told. And if we hear they have broken their vow of silence, we'll be on them like a thousand Smiths.

Some of their actors are also reluctant to break the code. Fishburne: "I can't talk to you about them." (The brothers not only created a cult, they practically are one.) Others are less guarded. "They're not comic-book nerds," Pinkett Smith avers. "They're intellectuals. These cats study. Larry reads everything! When you think you've got him figured out, he pops something else out on you, like... Cornel West!?"

Larry was such a fan of West's books Prophesy Deliverance and Race Matters that he wrote a role for West in Reloaded. So last April, the Princeton professor flew to Sydney to play Councillor West in an action blockbuster. For the teacher, it was quite an education. "Larry and I got into these great philosophical discussions," West recalls. "We talked about the history of the epic, from Homer to Nikos Kazantzakis. The brothers are very into epic poetry and philosophy — into Schopenhauer and William James. It was unbelievable! We'd shoot from 6:30 a.m to mid-afternoon — 50, 75 takes — it was hard fun and hard work. Then we'd go off to a restaurant and have a philosophical discussion. I was impressed with their sheer genius, their engagement with ideas. Larry Wachowski knows more about Hermann Hesse than most German scholars."

Hesse, Homer — Wachowski films contain multitudes. But not everyone goes to The Matrix for the articles. A few like the glossy pictures — the vivid color schemes, the pirouetting camera and, most of all, the special effects. The first Matrix introduced Bullet Time, the process that allowed us to see Neo outfoxing his opponents in super-slow motion. In Reloaded, which has some 1,000 virtual-effects shots (compared with 412 in the first film), special-effects supervisor John Gaeta trumped that effect with such devices as Universal Capture (putting five high-definition cameras on an actor so he can be duplicated or, in Agent Smith's case, centiplicated, and shown from any angle, as in the Burly Brawl) and Virtual Cinema (which can give emotion, in the anime style, to elements like fire and water). The idea was to make the effects so dauntingly sophisticated, says Silver, "that people can't just rip us off again."

That's the problem with being instant superstar auteurs. Hollywood has become a cult of Zion, and for just this moment the Wachowskis are a Neo duo: saviors of the intellectual action film. Now everybody expects everything — in box office (if it's less than a smash, it's a disaster), in artistic achievement (if it's less than a masterpiece, it stinks). Silver is already trying to deflect expectations: at the TIME screening last week, he said, "Remember, it's only half a movie." (But you will pay full price.)

Already audiences are in a show-me mood. At a screening for exhibitors, the courtyard fight and the big car chase raised the room temperature but didn't earn the spontaneous gasps and applause that mark a movie sensation. The reaction was less "Wow!" than "Huh?" Some thought it was half a terrific action movie — the second half — with a sluggish buildup. A few compared the film unfavorably to X-Men 2. That's unfair for a film as ambitious and demanding as this one. Reloaded is a six-month cliff-hanger: the plot points in its slower early scenes may pay off in Revolutions. But, hey, it's tough being an action hero. And it's even harder being two brothers who, we'll bet, just want to make terrific movies.




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