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British actors/comedians/writers Simon Pegg and Nick Frost broke geek ground with their memorable, short-lived fandom comedy “Spaced” (1999-2001), which was cowritten and co-created with costars Edgar Wright and Jessica Hynes. Pegg, Frost and Wright would follow with a George Romero inspired horror-comedy “Shaun of the Dead” (2004), which is where they first came onto my radar. As a fan of Romero, I found “Shaun…” to be both witty homage and well-made horror film in its own right–adding a refreshingly wry, self-parodying aspect to the zombie genre.

On the success of “Shaun…”, Pegg and Frost went on to other genre-spoofing films, including the action-cop comedy “Hot Fuzz,” and the 2011 film “Paul,” which lovingly sends up popular sci-fi movies/TV shows such as “Close Encounters of the Third Kind,” “E.T.” and “The X-Files,” as well as the fandom they inspire. Cowritten by Pegg and Frost, “Paul” was directed by Greg Mottola (“Superbad”), who’s certainly tuned to Pegg and Frost’s frequency, as he transplants their sweet-natured British fanboys into the American wilderness of trigger-happy law enforcement, homophobic truckers and reactionary fundamentalists, while driving across wide-open desert vistas.

“Paul” is available in both its theatrical R-rated version and an unrated home video edition, which runs about 5 or so minutes longer. Much of that extra runtime adds heads and tails to scenes, with bits of extra dialogue. For this retrospective I watched the unrated version, though I’ve seen the theatrical cut twice in original release, and the differences are subtle enough not to matter for the most part.

“Paul” (2011)

Note: The sequence with young Tara Walton (Mia Stallard) losing her dog Paul to a crashed UFO makes her an almost darker version of the ‘Gertie’ character played by young Drew Barrymore in Steven Spielberg’s “E.T.” Insult is added to injury as the girl’s story of meeting an extraterrestrial makes her a social outcast with the stigma of presumed mental illness which ruins her life. The scene’s glowing, wondrously warm lighting is also right out of Steven Spielberg’s playbook.

Note: As someone who’s attended San Diego Comic Con for nearly three decades, the movie certainly gets the look right. In fact, it surprised me to learn the SDCC sequence of “Paul” was filmed at the Albuquerque New Mexico convention center, which makes a very accurate substitution. My only nit with the SDCC scene was that it was felt too quiet and uncrowded, even for the Artist’s Alley section of the Dealer Hall (which is where someone like the fictional Adam Shadowchild was presumably signing). Actor Jeffrey Tambor also worked on “Arrested Development,” which starred Jason Bateman, who plays Agent Zoil in this film.

Note: About seven years ago, I took a visiting Brit friend of mine (a graphic novelist, in fact) on a similar road trip from a Star Trek conventionin Las Vegas to my home in SoCal. Along the way, he told me his daughter asked him to text if we drove by Area 51. We passed some alien-themed roadside attractions, but I told him Area 51 itself was pretty far off our track. My friend knew that of course, but as we drove by an abandoned mine near the Nevada border, he took pics of it from the car window. He then texted his daughter that we’d just passed Area 51. Gave us (and her) a good laugh. That was our “Paul” moment.

Note: Actor Jesse Plemons would follow his role in “Paul” with roles in TV’s “Breaking Bad” “Fargo” and “Black Mirror.” His long list of movies include “Bridge of Spies” (directed by Steven Spielberg), “The Irishman” (directed by Martin Scorsese) and he was nominated for an Oscar in “The Power of the Dog.”

Note: This modestly budgeted movie ($40 million in 2011 dollars) got a lot of scope for its buck, shooting the Area 51 scenes at nearby Rachel, Nevada (population: 23), which is also home to the real-life Little A’Le’Inn Cafe, the exterior of which is used in the film. Sadly, the number of movies shooting on location in the United States has dropped dramatically in recent years, with many productions moving to Canada and Australia.

Note: The CGI for Paul’s alien visage was created by Double Negative FX, and it was (is) great work 15 years ago. In addition to his voice, actor Seth Rogen provided some of the motion capture performance (including mouth movements), along with actor/costar Joe Lo Truglio, who plays Agent O’Reilly. On set height/eyeline reference for the other actors was provided by a 4 ft. tall double.

Note: I must say that all of the actors playing Secret Service agents Zoil (Jason Bateman), Haggard (Bill Hader) and O’Reilly (Joe Lo Truglio) are ridiculously talented; particularly SNL alum Hader (“It,” “Trainwreck,” TV’s “Barry”), who does fantastic impressions. That said, I found agents Haggard and O’Reilly simply too ‘Gilligan’s Island’-stupid to be remotely believable as Secret Service agents, let alone sentient human beings. These two characters are my biggest issue with the movie. Their bumbling antics almost feel plucked out of an Ed Wood film. I had a hard time believing either of them could tie their own neckties without killing themselves. Their too-broad comedy undermines investment in the sci-fi story at the heart of this film.

Note: Moses’ treatment of his adult daughter Ruth is terribly abusive, particularly denying medical treatment for her left eye. While Ruth is presented as a sheltered, pitiful figure, the character feels a bit mocking of disabled and emotionally abused persons. Talented comic actress Kristen Wiig (another SNL alum, along with Bill Hader) has had other roles in sci-fi/fantasy films, including “The Martian” (one of the best sci-fi films of recent years) and the infamously awful “Wonder Woman 1984.”

Note: For Ruth, Paul represents freedom. He literally opens her blind eye (and her mind) in a matter of moments. At first, Ruth is overwhelmed by the knowledge of the universe as it truly is, and she resists it, until she understands that knowledge is power. That is what enables her to flee her abusive father and pursue her budding relationship with her “kidnapper” Graeme. During Paul’s mind-meld with Ruth, it’s implied Paul’s species might be a co-progenitor of ours, with a near-subliminal shot of an alien enjoying a quickie with an early hominid during the “dawn of man.” I can’t remember if the shot is in the R-rated theatrical cut, but it’s definitely in the unrated edition.

Note: The band at the country bar plays an absolutely hilarious, countryfied cover of John Williams’ ‘Cantina Band’ theme from 1977’s “Star Wars.” Williams’ original “Cantina Band” track was, according to the original soundtrack LP jacket notes, an homage to the swing band music of Benny Goodman, though it translates surprisingly well to fiddles and twangy guitars. Who knew?

Note: The homophobic bullies from the Little A’Le’Inn finally get their comeuppance with a bit of culture shock from seeing Paul that sends them crying and traumatized into an ambulance. Personally, I adore the sweet-natured friendship between Graeme and Clive, whom Graeme affectionately calls “Sausage.” Earlier in the film, there’s a scene where Graeme and Clive are in their San Diego Comic Con hotel room (clad in complementary bathrobes) and they instinctively deny how their arrangement might appear to the bellhop. 15 years later, I hope no denial would (or should) be necessary. Even Paul tells the guys that everyone on his planet is bisexual, and it no big deal if they are, as well.

Note: Naturally, the “Big Guy” is played by the one woman with guts enough to take on the alien queen with a power loader in “ALIENS.” Much as she playfully skewered sci-fi in “Galaxy Quest,” Weaver does so once again, but with the more interesting twist of being the movie’s villain.

Note: The ‘getting high around the campfire’ scene directly homages “Easy Rider” (1969), where Peter Fonda, Dennis Hopper (who also directed) and Jack Nicholson also got high around a campfire where, naturally, their conversation skewed towards aliens and government conspiracies. I suspect younger viewers (or those who’ve never seen “Easy Rider”) might not have caught the reference, but it’s definitely there.

Note: As stated earlier, I found agents O’Reilly and Haggard too stupid for words, even for a comedy about an alien escaping from Area 51. In hindsight, it makes sense Agent Zoil deliberately chose them for their incompetence, but it defies any believability, even for a comedy.

Note: The movie’s heart returns with Paul’s trip to Moorcroft, Wyoming, where he hopes to make amends to the much-older Tara Walton, now played by veteran actress Blythe Danner. Tara’s tearful bitterness towards the alien soon yields to forgiveness. Sadly, Tara’s poignant reunion with Paul is interrupted by the bumbling Secret Service agents converging on her home. They destroy her house, of course, because they’re impossibly stupid. The two agents die, the movie continues…

Note: With the bumbling G-men out of the way, the movie moves on to its “Close Encounters of the Third Kind”-inspired climax at Devil’s Tower (which itself was inspired by the Mt. Rushmore sequence at the climax of the Hitchcock thriller, “North by Northwest”). The movie filmed at the real iconic American landmark, though the tower itself only appears onscreen in wide shots that could’ve been simulated with visual effects. However, the production’s use of genuine locations for this road trip/sci-fi comedy truly adds to its overall scope, and it’s appreciated.

Note: Moses, who’s been in hot pursuit of his ‘kidnapped’ daughter Ruth for much of the movie, arrives for the climactic Devil’s Tower scene, along with Agent Zoil, who is revealed as the Area 51 mole who arranged Paul’s escape. Zoil’s first name is then revealed as Lorenzo; a surprisingly obscure and bizarre reference to the 1992 George Miller drama “Lorenzo’s Oil,” which has about as much connection to this movie as “Inherit the Wind” does to “Star Wars,” but, as Paul might say, “Yeah, whatever, dude…”

Note: Sigourney Weaver–a formidable presence and sci-fi icon–is squashed like a damn bug on a windshield. I gotta admit, this the movie’s darkest laugh and best comeuppance of them all.

Note: While the look of the alien rescue ship has an overall aura of Spielberg’s “E.T”, the ending itself directly references Ron Howard’s “Cocoon,” as well; Paul’s race offers Tara a second chance at life–the life she was denied after she was hospitalized and ostracized following her original close encounter with Paul, decades earlier. This is very similar to the immortal Antareans of “Cocoon” offering the Florida seniors of “Cocoon” an opportunity to be both students and teachers well past their golden years. It’s possible that with the aliens’ regenerative capabilities, Tara might just live for another full lifetime.

Note: Coming full circle for Graeme and Clive, we see them at San Diego Comic Con a year later, where they’re unveiling a graphic novelization of their experience with “Paul” (which is presumably being released as fiction, despite its authenticity). Their experience is made even sweeter as the duo are introduced by their pompous ‘hero,’ Adam Shadowchild, who sees his own star eclipsed in real time. There’s also a fully liberated Ruth sitting in the audience cheering Graeme on, with waitress Pat (Jane Lynch) from the Little A’Le’Inn sitting next to her (and playfully flirting with her, too). With Paul returned, Ruth liberated, and Graeme and Clive revered by their fellow Comic Con attendees, “Paul” ends on a mega-happy note.

The End.

Summing It Up

The sci-fi/fantasy references fly fast and loose in this comedy/sci-fi flick from the guys behind “Spaced” and “Shaun of the Dead.” “Paul” is shoulder-deep in geek culture references such as “The X-Files,” “Battlestar Galactica” (“No, Boomer, it’s forbidden…”), “Star Wars,” and “ALIEN,” including a surprising nod to the counterculture classic “Easy Rider.” However, the greatest inspirations come from legendary American filmmaker Steven Spielberg. Spielberg is in on the joke as well, providing a voice cameo in a 1980 flashback scene where we see Paul giving him firsthand advice on his new movie about an an alien with healing powers. Some of these references might get lost on a first-time viewing, but like “Shaun of the Dead,” this is a film that practically demands repeat viewings. Writers/stars Simon Pegg and Nick Frost are clearly as in love with the material as their target audience.

In addition to the culture shock between extraterrestrial and humans, there is also the more immediate culture clash between understated Brits Graeme and Clive with the loud, gun-toting reactionaries of rural America. Reportedly, the filmmakers actually took a cross-country trip across America before production began to get an authentic feel, and it’s difficult to say if the onscreen results were exaggerated or not. There are certainly places in the United States (including my corner of it) with folks much like those seen in the movie. With that, the movie’s underlying theme of ‘aliens’ working together in common cause works on several levels.

Perhaps my biggest criticism with “Paul” is that it relies a bit too heavily on eighth grader sex jokes, and some astonishingly dumb characters. I can understand the need to lure broader audiences into the fold with lecherous snickers and loud guffaws, but there is a more clever, wittier sci-fi comedy at this movie’s core that didn’t need so much augmentation to work. I wish the creatives had trusted their core concept instead of pushing to make it more palatable to “Superbad” fans (which Greg Mottola also directed). Seth Rogen is nicely cast against type as the diminutive alien wise-ass, but some of his pursuing government agents are too broadly farcical. I realize it’s a fantasy-comedy, but it’s hard to believe Paul could be held for 40 minutes by such people, let alone 60+ years. Nevertheless, the charm of the movie’s cast helps in smoothing over a few tonal rough patches.

Just as “Shaun of the Dead” managed to keep the horror element alive and screaming in its satire, “Paul” similarly keeps the sci-fi element afloat, as well. There is the fascinating idea of Paul’s image being drip-fed into mainstream culture over 60 years (via movies, comic books, etc) to make the culture shock of the two species’ eventual first contact less traumatic. I also enjoyed the touching full-circle arc of outcast Tara from a heartbroken, shunned little girl into a wiser, forgiving older woman. It’s very Spielberg.

Pegg and Frost could’ve just as easily made a few alterations and turned their story into a more straightforward sci-fi film. However, given that Spielberg broke so much of that ground already, and with the increasing misery of today’s world, perhaps it’s best to simply enjoy a few Area 51-sized laughs and give “Paul” another close encounter.

Where to Watch

“Paul” doesn’t seem to be currently available on any US-based streaming service, though it is available to rent/buy digitally on YouTube, GooglePlay, AppleTV and PrimeVideo. The movie is available to buy on physical media (DVD/4K/Blu-Ray) in both theatrical and extended cuts from Amazon, Barnes & Noble and other retailers (prices vary).