Congratulations! you've just located the original digitally restored edition of . . .
The Phantom Empire
Mascot 1935 / 12 Chapters
Directed by: Otto Brower, B. Reeves Eason
Music: Arthur Kay (Director); Gene Autry and Smiley Burnette (Songs)
Starring Gene Autry as himself
Frankie Darro as Frankie Baxter
Betsy King Ross as Betsy Baxter
Dorothy Christie as Queen Tika
Wheeler Oakman as Lord Argo
Lester "Smiley" Burnette as Oscar
Cowboy
Gene Autry has no idea what's in store for him as he sings
"Uncle Noah's Ark" cheerfully on his daily Radio Ranch
program broadcast--he and his young friends Frankie and
Betsy are about to embark on some of the most amazing
adventures in serialdom. You see, not only do some crooked
scientists plan to run him off the property to gain the
rich radium deposits on the ranch, there's a whole
underground civilization that's ticked about getting
awakened in the middle of the afternoon by his singing--and
determined that no "surface people" discover the secret
cave entrance to their "scientific city." Frankie and Betsy
have seen the mysterious helmeted "Thunder Riders" with
their own eyes, and heard the ominous rumble of their
horses, and decided to create their own national Junior
Thunder Riders' Club in their honor. The gesture isn't
appreciated, though, as Gene, Frankie, and Betsy are
mistreated again and again by Queen Tika and her men, who
detest the selfish, violent ways of the surface people.
Finally, all three must escape imprisonment, giant ray
cannons and even execution to save each other from the
Queen's vengeance.
There's plenty to see and hear in this wild story--western
action, crazy sci-fi devices, music by Gene and others in
most chapters, comedy relief from the bumbling Oscar and
Pete, and some terrific no-faking trick riding by the very
capable Betsy King Ross. This world's first sci-fi Western
is sometimes quaint, sometimes nutty, sometimes suspenseful
and always surprising.
Ken Maynard was originally to have played the leading role
in this serial, however, the producers changed their minds
and in doing so launched Gene Autry to film stardom.
Legend has it that the story for
The Phantom Empire was
dreamed up by the producer while sitting in a dentist's
chair and experiencing the effects of nitrous oxide gas. We
believe it--the story's original, all right, and it
influenced many other films to come, from Flash Gordon to
the Star Wars films, for which it provided two title
inspirations.
The Squadron's film print of this serial has been digitally
restored here to as much of its original glory as possible
(many Mascot serial negatives, including this one, appear
to have been destroyed in a fire). Six months of
restoration work went into the production of this DVD:
-- The original film was imaged using the highest quality
digital wet-gate transfer possible
-- The sound is back in synch
-- Black slugs originally added to scenes with damaged
picture element have been eliminated
-- Missing or low sound has been replaced and/or normalized
-- Contrast and brightness has been adjusted
-- Reel change markers have been removed
-- Damage to certain key scenes has been minimized or
removed, by hand, frame by frame.
-- Chapter openings are restored to their original length,
and splice-free
-- Chapter ending graphics, originally missing, have been
restored
-- Scoring of action and cliffhanger sequences, completely
absent in the original, is now present, with cues from the
original serial, 1930s library music and 78rpm
The result is the most effective presentation of this
serial possible on the small screen. There is no finer
quality or more entertaining version of this serial
available anywhere, and never will be!

3
DVD Collector’s edition includes:
All
12 Chapters, painstakingly restored, with
sepia-toned Western scenes, and newly scored with
appropriate period studio music
Animated
menus
Mysteries of Murania
Restoration Notes
Cast Bios
Extended photo cast list
Music video of "Uncle Noah's Ark" (includes
bloopers)
All
pictures on this page are actual framegrabs from the
Squadron digital restoration.
Released
2003
3-Disk Set
List
price $24.95
Special
Squadron ;Sale Price
$14.95
Frame-grabs From the
Restoration
Frames of this shot were restored individually to remove
scratches
Contrast was also corrected.
Damaged frame (top) repaired
Splice tape on original master eliminated