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When Mel Brooks watched Star Wars, he saw space penises

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Who’s ready for some dick jokes? Spaceballs is remembered as a silly send-up of Star Wars, Mel Brooks’ goofball ode to the outer-space adventure flicks of the ’80s. But a closer look at the film reveals the unstable fusion of two warring sensibilities. On the one hand, the film was clearly intended to be a kid-friendly romp, full of pratfalls, hammy one-liners, and trading on the still-burgeoning Star Wars fandom of a generation of young people. The movie plays up its youth-skewing tone early and often, which isn’t surprising for a film that all but announces it wants to be the big four-quadrant smash the studio was undoubtedly hoping for.

And on the other hand, there’s Mel Brooks.

Brooks has always had the soul of a Borscht Belt comedian, aiming for the cheap seats with the intent of getting adult-sized belly laughs. Beginning as a comic and writer for Your Show Of Shows, it wasn’t until his run of ’70s feature-film comedies that Brooks became a true household name. Three of those movies (Blazing Saddles, Young Frankenstein, and The Producers) are in the AFI’s top 20 American comedies of all time. The films are broadly populist, with a satirical bite that helps maintain their relevance decades later. But they’re also clearly movies intended for an adult audience, and it’s Brooks’ apparently unavoidable need to work blue that creates the jarring tonal shifts of Spaceballs. It creates a situation wherein crass sexual humor and prolific swearing are stacked among good-natured parody and family-friendly fun, meaning there’s really only one demographic to which the film is perfectly pitched: Spaceballs is catnip for 12-year-old boys.

Spaceballs tells the story of Han Solo-aping hero Lone Starr (Bill Pullman) and his half-man, half-dog sidekick Barf (John Candy, perfectly meeting the level at which the humor is aimed—namely, someone who would find a sidekick named “Barf” to be inherently funny). Lone Starr is hired by King Roland (Dick Van Patten) to rescue his daughter, Princess Vespa (Daphne Zuniga), and her C-3PO knockoff of an aide, Dot Matrix (voiced by Joan Rivers). See, they’ve been captured by Spaceballs—a race of beings that are in dire need of fresh oxygen, after using up their planet’s supply. Kidnapping the princess was part of a scheme to steal the oxygen from Vespa’s home planet of Druidia. The plot follows our heroes as they rescue the princess; Lone Starr and Vespa engage in some “I hate you/I love you”-style banter, fall in love, and win the day; and the bad guys are thrown halfway across the galaxy. But the real winners are the teenage boy audience.

Lets’s start with the dick jokes. Oh, the endless dick jokes. We’re introduced to our lead Spaceball villains with a dick joke, as though it were a contractual obligation. Ship commander Col. Sandurz (George Wyner) is informed of the arrival of Dark Helmet (Rick Moranis), who enters accompanied by hammy reaction shots of fear from the crew, until his Darth Vader-esque air intake ends with a raising of his mask and a gasping, “I can’t breathe in this thing!” But when he learns of an underling’s failure to inform him of something, he puts on a power ring (like a prize you might find in a Cracker Jack box), and fires a laser-like beam of energy at… the guy’s genitals. For the rest of the movies, any scenes of a frustrated Dark Helmet are accompanied by everyone around him clutching their privates. Honestly, maybe this is Brooks’ way of writing to kids.

The introduction of Brooks’ President Skroob is similarly lowbrow, if a little more absurdist. First seen denying any sort of air crisis (before cracking open a can of “Perri-Air” and breathing deeply), Skroob is beamed, Star Trek-style, into his ship’s control room. “Snotty, beam him down,” is an actual line of dialogue, the commitment to childishly dumb names that wouldn’t feel out of place in a Mad Magazine parody clearly being a priority. In the beaming, Skroob’s head is put onto his body backward, leading to a very Brooks-like gag: “Why didn’t anybody tell me my ass was so big?” Likewise, Dark Helmet encounters a crewman whose last name is Asshole (“Major Asshole”), who in turn reveals that most of the ship’s crew are his relatives. “Great, I’m surrounded by Assholes,” Helmet complains, in a succinct metaphor for what seeing this film in a theater was probably like—because, let’s face it, most teenage boys are total assholes.

But all of this is mere prelude to something far, far worse. For Spaceballs contains one of the most disgusting characters I’ve ever encountered onscreen, and that includes the Brundlefly. A creature so hideous, so nauseatingly unpleasant, I realized I had completely blocked it from my mind, the better to spare my young brain the trauma of its memory. In another direct riff on Star Wars’ storyline involving Han Solo owing money to Jabba, the reason for Lone Starr to take the princess-rescuing gig is based on a similar debt he owes a gangster in this universe. I refer, of course, to the eternal visual nightmare that is Pizza The Hutt.

Preceded by weird Max Headroom-referencing gangster Vinny, Pizza The Hutt is a dripping, bubbling, oozing mass of grease, cheese, and sauce, and basically resembles your worst possible interpretation of a person turned inside out and dipped into ingredients from an average Papa John’s assembly line, only to slowly congeal. As a child, this was horrifying. As an adult, it’s just really, really upsetting. I had to pause the movie and walk away for a few minutes, after Vinny started nibbling on his boss’s body. Even now, just describing it, I’m getting sick to my stomach. Let’s move on, because it’s starting to come across like the movie is unpleasant. And it’s not all bad; it’s just all over the place.

One of the proud traditions of many of Brooks’ films, and something Spaceballs does especially well, is breaking the fourth wall. There are repeated instances that still register as quite funny. After an early scene where Col. Sandurz lays out the bad guys’ entire plan, Dark Helmet turns to the camera and leans in: “Everybody got that?” Similarly, the film goes meta when our villains grab a VHS copy of Spaceballs, and fast-forward to the very moment of the current scene, which blows Helmet’s mind, just a little.

These moments are nice touches, ones that link Spaceballs with Brooks’ earlier, superior films. (A slow transition from one scene to another earns an admiring, “Nice dissolve!” from Barf.) When our heroes discover Yogurt, the Yoda-like guru who trains Lone Starr in the ways of the Schwartz (Brooks never met ridiculous Jewish wordplay he didn’t love), he reveals that his main responsibilities involve Spaceballs merchandising. “God willing, we’ll all meet again in Spaceballs 2: The Search For More Money,” he avers, telegraphing his real-life counterpart’s undoubtedly honest intentions. (The film made money, but not enough during its theatrical run to stir up interest in a sequel.)

But mostly, it feels like the film is a grab bag of scenes, hastily assembled and wedded to the frame of the narrative. Many scenes come across as though they’re present in the story simply because that’s who the film could get. For example, human sound effects generator Michael Winslow plays a Spaceballs radar specialist, so naturally we get a couple minutes of him doing his thing. The famous diner scene, which lovingly turns the chest-burster from Alien into a soft shoe song-and-dance man, seems like nothing so much as a case of, “Hey, we got John Hurt, let’s do this thing.” The movie-ending Planet Of The Apes gag features Michael York in an ape costume, because why not? This isn’t to suggest that these scenes were written on the fly; it’s just that the whole movie embodies a disjointed, throw-it-at-the-wall-and-see-what-sticks mentality, for better and worse.

Still, the movie has some deservedly memorable moments, lines of dialogue and visual gags that resonate because they capture Brooks’ mischievous spirit and a sharp comedic pop. “So you see, Lone Starr,” Dark Helmet intones, “evil will always triumph, because good is dumb.” A command to “comb the desert” is taken all too literally. A chase scene ends when the Spaceballs accidentally captures the heroes’ stunt doubles, instead of the protagonists themselves. For every stupid moment—Joan Rivers is largely wasted, never more so than when touting her android’s “Virgin Alarm” function during a romantic scene between Pullman and Zuniga—there’s a good-natured bit of slapstick absurdity, like the villains’ spaceship bypassing hyper-speed, to go straight to “Ludicrous speed.”

But the movie never lands on an even tone—unless, of course, you’re part of that aforementioned teenage boy demographic, eager to pair kid-pandering yuks with graphic sexual humor. At one point, a scantily-clad nurse exits the room, and Helmet, paired with an equally leering Sandurz and Skroob, says lustily, “I bet she gives great helmet.” It’s a line you wouldn’t want to have to explain to your child, but which a middle-school-age kid probably wishes were in more family-targeted entertainment. Back and forth bounces Spaceballs, merrily trafficking in Jewish stereotypes and cartoonish Star Trek references alike; substituting juvenilia for jokes, but then winning you back by having its hero accidentally lightsaber a cameraman on the film crew. If the film works, it’s because it maintains the giddy, free-associative spirit of early adolescence: old enough to be acutely aware of the silliness of everything you’re watching, and young enough not to care.