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"They're heeeere." Those two words, from Steven Spielberg's production of Poltergeist, entered the public consciousness almost immediately after the film's release on June 4, 1982. Uttered by little Carol Anne, the five-year-old girl who is the focus of attention throughout the movie, they initially referred to the ghosts haunting her house. It's a measure of the film's impact that they became, practically overnight, a part of the American lexicon.

Spielberg, then 34, was the filmmaking wunderkind who had already made the shark thriller Jaws (1975), the UFO epic Close Encounters Of The Third Kind (1977), and the stunt-filled adventure Raiders Of The Lost Ark (1981). In 1981 he embarked on two movies at the same time: He would direct the touching science-fiction tale E.T. The Extra-Terrestrial, but cowrite and coproduce the lavish, special-effects-filled ghost story Poltergeist.

Dozens of movies had already touched on the spirit world, including such classics as The Uninvited (1944), The Ghost And Mrs. Muir (1947), and The Haunting (1963); some added humor to the mix: Topper (1937), The Ghost Breakers (1940), and The Canterville Ghost (1944). Poltergeist's closest antecedent may have been a 1962 episode of television's The Twilight Zone called "Little Girl Lost," a frightening Richard Matheson script about a child who falls into another dimension and must be ferreted out by her distraught parents.

That, however, was not strictly a ghost story. Poltergeist was conceived as a scary excursion into the supernatural. With a story by Spielberg and a script credited to Spielberg, Michael Grais, and Mark Victor, Poltergeist concerned a Southern California family of five who are contacted by spirits waiting to cross over into the next world.

The setting is Southern California suburbia, a favorite Spielberg locale. Steve Freeling (Craig T. Nelson) is a successful real-estate salesman for the Cuesta Verde subdivision, which consists of dozens of look-alike tract homes, where he lives with his wife Diane (JoBeth Williams) and three children: Dana, 16 (Dominique Dunne), Robbie, 8 (Oliver Robins), and Carol Anne, 5 (Heather O'Rourke).

They wake up in the middle of the night to find that Carol Anne is talking to the TV set in the living room. No one pays much attention until things start to go awry in the house: kitchen chairs mysteriously arrange themselves atop a table, a roomshaking disturbance occurs, an ancient tree smashes into Robbie's bedroom window. Then the unthinkable occurs: Carol Anne disappears.

Although the rest of the family doesn't see it happen, we do. The adorable little girl has been sucked into a vortex of blinding light, and powerful wind currents transport her into the world beyond. Only when Robbie hears cries of "Mommy! Mommy!" emanating from the TV set does everyone begin to understand that the forces involved are beyond traditional scientific understanding.

Dr. Lesh (Beatrice Straight), a parapsychologist, arrives with her team to investigate. They are not prepared for the bizarre phenomena they witness in the Freeling home: beds spinning, toys flying around, an entire room in motion. Eventually they see and videotape the "poltergeist intrusion" that is plaguing the house and guess that Carol Anne – whose presence can still be felt – has been abducted by the spirits still in transition between life and death.

Lesh consults with a psychic named Tangina (Zelda Rubinstein), who determines that Carol Anne is among "souls not at rest, not aware that they have passed on. . . . They linger in a perpetual dream state, a nightmare from which they cannot wake." Together, the scientist and the mystic concoct a plan to rescue the little girl.

In an extraordinary special-effects sequence, Diane enters the next world, tethered by a rope that spans the dimensions, and retrieves Carol Anne. Although Tangina pronounces the house cleansed of evil spirits, the Freelings' nightmare is not yet over. While Steve is off making preparations to move the family elsewhere, the bedroom-closet vortex returns, nearly capturing Carol Anne and Robbie. Again, Diane rescues her children, but in a hair-raising finale, tombstones, caskets, and skeletons pop up all around.

It turns out that Steve's boss has built the entire subdivision atop an old cemetery, disturbing the sleep of the dead. The family speeds away to find lodging in a nearby Holiday Inn – and, in a final gesture of defiance (or nervousness), Steve shoves the portable TV set out of the room and onto the walkway outside.

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"I took the premise that poltergeists are disembodied spirits or souls from people long since passed, who come back or who never left," Spielberg said in 1982. "In our film, they are spirits or ghosts who don't know they are dead, and who need a guide to take them into the next plane of existence through a gateway of spectral light. The terror is intensified with the notion that the phenomenon could happen to anyone."

Initially budgeted at $9.5 million, the film eventually cost $10.8 million to make. Most of the scenes were shot on three soundstages at M-G-M Studios in Culver City, California, with eight days of location shooting in Simi Valley, north of Los Angeles, necessary to establish the suburban setting.

Because Spielberg would be busy directing E.T., he chose Tobe Hooper to helm Poltergeist. Hooper was then best-known for his grisly, cult-favorite horror film The Texas Chainsaw Massacre (1974), although he had also made one of television's scariest miniseries, the four-hour Salem's Lot (1979), based on the Stephen King novel about vampirism in a New England town.

The issue of who actually "made" Poltergeist became the subject of controversy throughout production and, in the weeks prior to the release of the film, intense media scrutiny. Spielberg emphasized that he "designed" the movie via elaborate storyboards and involvement with camera setups (since he was on the set nearly every day), while Hooper maintained that he directed the film while collaborating in a normal fashion with the producer and cowriter, both of whom happened to be Spielberg. "The creative force on this movie was Steven," insisted coproducer Frank Marshall who, with Spielberg, supervised all of postproduction, including editing, special effects, sound, and scoring by Jerry Goldsmith. Ultimately, Spielberg attempted to quell the controversy by writing an open letter to Hooper via a full-page ad in the Hollywood trade papers, claiming that "some of the press has misunderstood the rather unique, creative relationship, which you and I shared throughout the making of Poltergeist."

"I enjoyed your openness in allowing me, as a producer and a writer, a wide berth for creative involvement, just as I know you were happy with the freedom you had to direct Poltergeist so wonderfully," Spielberg wrote, thanking Hooper for "perform[ing] responsibly and professionally throughout."

Still more controversy erupted when, a month prior to release, Poltergeist received an R rating from the Motion Picture Association of America's Classification and Rating Board based solely on the film's "intensity." Spielberg and Marshall appealed and won a PG rating.

The "intensity" that concerned the ratings board was due in part to the remarkable visual effects – more than 100 optical shots in all – created by George Lucas' Industrial Light and Magic operation. The skeletal hand reaching out from the TV set for Carol Anne, the ghostly visions that descended the stairs in the Freeling house, the strange creatures that menaced the children: many were created by ILM with then-state-of-the-art technology.

The visual effects credited to Richard Edlund, Michael Wood, and Bruce Nicholson were responsible for one of the film's three Academy Award® nominations. The other two were for sound-effects editing (Stephen Hunter Flick, Richard L. Anderson) and the film's original score (by Jerry Goldsmith). In all three cases, Poltergeist lost to Spielberg's own E.T.

Critical reaction was largely favorable. The New York Times called it "a marvelously spooky ghost story. . . a film in which childhood wishes and fears are made manifest. . . a thoroughly enjoyable nightmare." The Los Angeles Times referred to it as "an epic bump in an apocalyptic night." Time found it "a riveting demonstration of the movies' power to scare the sophistication out of any viewer." Newsweek declared, "Spielberg's pacing is up to his highest tingle-and-jolt standard. . . Poltergeist works as a superior, spectacular ghost story." New York hailed it "a sensationally effective horror spectacle. . . the effects are luminous, exhilarating, fully imagined."

Poltergeist succeeded because it was wonderfully entertaining, offering satirical comment on contemporary society at the same time it scared the wits out of moviegoers. Wickedly funny moments about TV abound (from the family's skepticism about Carol Anne's "TV people" to the remote-control war being waged by next-door neighbors). Suburbia, initially depicted as a happy place to raise your kids, is poised at the gates of hell. Common childhood fears are magnified (a grinning toy clown turns menacing at night, a gnarled old tree becomes a shadowy threat during a thunderstorm). Ultimately, the strength of the family and the power of a mother's love for her children triumph over the forces of darkness.

In an article featured in the Los Angeles Herald-Examiner just before the film's release, Spielberg reminisced about his childhood, thinking specifically of a crack in his bedroom wall. "I remember lying there, trying to go to sleep," he said, "and I used to imagine little Hieronymus Bosch-like creatures inside, peeking out and whispering to me to come into the playground of the crack and be drawn into the unknown there, inside the wall of my home in New Jersey.

"Poltergeist is the darker side of my nature," he said. "It's me when I was scaring my younger sisters half to death. In Poltergeist, I wanted to terrify, and I also wanted to amuse – I tried to mix the laughs and screams together."

[From Rhino's re-release of Poltergeist soundtrack]

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