Universal, 12 Chapters, 1940. Starring Larry “Buster” Crabbe, Carol Hughes, Frank Shannon, Charles Middleton, Don Rowan, Lee Powell, Anne Gwynne, Roland Drew, Donald Curtis, Shirley Deane, Victor Zimmerman.

To the accompaniment of a flash of lightning and the thundering strains of Franz Liszt’s “Les Preludes,” we’re off again on another amazing Flash Gordon adventure. Once again, our Earth is in deadly peril, this time from a mysterious and lethal plague known as the Purple Death. And, as in the case of the onrushing planet of peril in the first serial and the Nitron Beam in the second serial, no one is able to stop the threat but Flash Gordon (Larry “Buster” Crabbe) and Dr. Zarkov (Frank Shannon). Zarkov and Flash, along with Dale Arden (Carol Hughes) discover that a spaceship from another planet has been dropping the dust that causes the Purple Death plague into the Earth’s atmosphere. That ship is from Mongo, and is spreading the plague at the command of the Emperor Ming (Charles Middleton)–reports of whose death have been greatly exaggerated. The Emperor has returned to his old palace on Mongo and is plotting to wipe out life on Earth and on any other planet that resists his planned conquest of the entire universe. Our heroes once more rocket to Mongo to battle with Ming, joining forces with rightful ruler Prince Barin (Roland Drew) to combat Ming’s horrible arsenal of deadly weapons, as the fate of the Earth and the universe hangs in the balance.

Above: Flash, flanked by Turan (Edgar Edwards, left) and Roka (Lee Powell, right) crashes into Ming’s lab to stop a Purple Death test.

Flash Gordon Conquers the Universe has often been unfairly branded as the weakest of the Flash Gordon trilogy, and sometimes even dismissed as an out-and-out failure. Part of this unwarranted negativity stems from the serial’s casting of new actors in the roles of Dale Arden, Prince Barin, and Princess Aura; it’s also traceable, however, to a myth set in motion by Jim Harmon and Donald F. Glut’s book The Great Movie Serials. Glut and Harmon inaccurately gave the impression that Universe was low-budgeted, largely took place in a frozen area of Mongo called Frigia, and overrelied on stock footage from the German film White Hell of Pitz Palu. This is quite simply untrue; only two of Universe’s chapters are set in Frigia, and the German stock is used very sparingly, being intercut with plenty of original footage of the serial’s stars. Despite its often lukewarm reviews, misleading or otherwise, Conquers the Universe can easily stand comparison to the other serials in the Flash Gordon trilogy; it might fail to match them in some areas, but it surpasses them in others.

Universe, though not as expensively-produced as the first Flash Gordon serial, was obviously made on a lavish budget by serial standards, the Frigia Myth notwithstanding.  Though no less visually interesting, the costumes this time out are somewhat different than in the earlier serials; Universal in this serial was attempting to catch up to the artistic alterations in Alex Raymond’s strip that had taken place over the years; thus, we have the good guys wearing Robin Hood-like forester outfits a good deal of the time, which had been featured in the strip as the national costumes of Prince Barin’s wooded realm of Arboria since 1935. Ming’s soldiers, again echoing the strip, also have a different look–being dressed in Ruritanian-style uniforms rather than clanking armor.

In the set department, the enormous throne room used in both serials is back, as are the winding palace hallways used in Trip to Mars, although the rooms opening off the halls are fitted with differently-designed doors, which prevents them from looking like a mere rehash of Azura’s palace rooms in the earlier serial. The barren, rocky portions of Mongo (called the Land of the Dead, as we learn for the first time in this serial), only briefly glimpsed in Flash Gordon, serve as the backdrop for a good deal more of the action in this outing, with some interesting chases over their mountains and rocky trails (portrayed by the Red Rock Canyon area). Between the Land of the Dead scenes and the Frigia sequences, the serial manages to avoid too much visual duplication of the first Flash serial’s palace scenes and the second one’s forest sequences.

Above: Ming’s followers fight a Rock Man at left, while Flash and Roka hurry up to join the fray at right, against the backdrop of the “Land of the Dead.”

The “televiewers” of the second serial are back on board in this cliffhanger–as are the spaceship miniatures of the first serial; this time out, the interior spaceship sets are designed on a more intricate scale, with complicated control boards, communication devices, and bombing equipment–all of which makes the ships’ operation seem a bit more plausible, if still quite impossible. Ming’s laboratory, rather than being the single and slightly barren room that serves so many serial mad scientists, is so full of sinister compartments and gadgets–the cabinets in which he tests his Purple Death dust on his victims, the chamber where he assembles his fire missiles–that universal conquest seems more feasible for him than for most chapterplay villains.

As in the earlier Flash serials, there are plenty of colorful minor touches that help to give the world of Mongo a distinctive look and feel–examples being the excellent camouflage costumes of the Rock People and their undecipherable language (merely English-language dialogue played in reverse, but it works well), the horned horses ridden by Aura and her entourage, and the oddly plumed bird used by Ming’s spy Sonja (Anne Gwynne) to carry messages (a crow with a topknot of white feathers).

Above: One of the Rock Men passes sentence on Dale and Roka.

One area in which Universe surpasses Flash Gordon and equals if not surpasses Trip to Mars is in the pacing department; one action sequence follows another with real rapidity. There’s an elaborate fistfight in Ming’s dungeons in the first chapter, with Flash, Zarkov, and some of Barin’s officers taking on Ming’s men and Flash falling into a pit full of poisonous Purple Death vapor, several rocket chases and dogfights, a sequence in which Flash and Roka (Lee Powell) dodge rolling stones along a narrow trail while trying to rush Ming’s henchmen, and a very good fight between Flash and Dale on one side and Torch (Don Rowan) and Sonja atop one of the towers of Barin’s palace.

Another action highlight is a very eerie sequence in which Flash and his party, mining “polarite” in Frigia, are attacked by Ming’s “Annihilatons,” robots that either electrocute their opponents or destroy them by exploding themselves. The Annihilatons are merely men in robot costumes, but they are filmed at a jerkily undercranked speed that gives them an eerily inhuman demeanor; their attack is so creepily inexorable and devastating that even Flash and Zarkov seem to get a bit rattled.

Above: The Annihilatons on the march.

The Annihilaton sequence leads into a memorable chapter-ending cliffhangers; another memorable cliffhanger is the triple one that has Flash falling from a cliff, Dale about to be thrown into a fire pit by the Rock People, and Zarkov being attacked by an “Iguanatheon” (one of the enlarged lizards also used in the first Flash serial). Yet another memorable chapter ending has Flash, Zarkov, Barin, and Roka trapped in a flood in the tunnels beneath Ming’s palace; the real standout for me, though, is the Chapter Four ending, simply because of the way it illustrates all the recurring characters’ relationships and personalities. Zarkov is made a prisoner of Ming and, after refusing to abet his plans, is shackled in the path of a death ray. Flash heroically leaps through a window to save him, coming into the path of the ray and ignoring the no-less-heroic Zarkov’s pleas for Flash to leave him and save himself–while on the balcony above the scene a frantic Dale, robed to become Ming’s bride, vainly attacks the evil despot, who laughs maniacally at his apparent triumph.

Above: The Chapter Four cliffhanger.

As you can see by the description of Chapter Four’s cliffhanger, Flash Gordon Conquers the Universe does not short-change the personalities of the Flash Gordon characters we’ve come to know and love by now, despite the accelerated pace of the action and the presence of some new actors in important roles. Indeed, Universe features some character touches from the first Flash serial that were largely absent from the second outing: Ming has once again resumed his slimy pursuit of Dale, while Zarkov has much more to do than in Trip to Mars, again assuming the co-hero function he filled in the initial serial. These echoes of the first serial might be due to the fact that George Plympton and Basil Dickey, two of the writers of the original Flash Gordon, handle the writing here–along with Barry Shipman, a newcomer to the Flash trilogy but not to serials.

Buster Crabbe once again does a sterling job as Flash, balancing the character’s superhuman heroics with good-natured affability–bursting into a hearty laugh just as quickly as he leaps into battle. Frank Shannon, as already mentioned, returns to the prominence he enjoyed in the first Flash Gordon serial, devising most of the strategies that are executed by Flash and explaining nonsensical scientific principles with convincing seriousness.

Charles Middleton is also in fine form in his final turn as Ming–scheming slyly , ranting maniacally, and uttering numerous scornful and sarcastic lines at the expense of his own men and the good guys alike. Despite the fact that this serial was filmed in the early 1940s, a decade in which the vivid, flamboyant screen villains of the silent and early sound era were rapidly vanishing before more low-key bad guys, Middleton still plays his role to the hilt, and the serial is the richer for it.

Carol Hughes, as Dale Arden, is the most successful of the new actors; though not as lovely as Jean Rogers, she’s quite attractive and very spunky and likable; she seems to fit in instantly with Crabbe and Shannon and does a fine job following in Rogers’ footsteps.

The slick, suavely dignified Roland Drew as Prince Barin is a somewhat less successful replacement; though Drew is a competent actor, he can’t make us forget the more distinctive Richard Alexander. It’s true that Barin here is not the rough-and-tumble adventurer of the previous serials, but a ruler installed in his own palace; Drew is certainly appropriate casting for this more aristocratic version of Barin , but I think Alexander had enough dignity to have pulled off the part as well. Shirley Deane, as Barin’s wife Aura, is the most jarring of the replacement players–being blonde, mild-mannered, and generally as far from Priscilla Lawson as possible. Personally, I would have cast Jeanne Kelly–who has a bit as a vixenish handmaiden here–in the Aura role instead; a heroine in the serial Riders of Death Valley and an antagonistic suspect in several of RKO’s Falcon B-mysteries, Kelly could have kept the character sympathetic while suggesting some of her old aggressiveness. That said, neither Deane nor Drew damage the serial; they just keep it from connecting completely with the earlier Flash outings.

Don Rowan, taking over the part of Officer Torch played by Earl Askam in the first serial, is a fine action heavy; while Askam’s elderly and sententious Torch seemed more like a harried middle-management official than a villain, Rowan is tough, callously mean, and very physically intimidating. Anne Gwynne, playing Ming’s female accomplice Sonja, is excellent; though she doesn’t have much to do in the first half of the serial, she gets a lot of screen time in the second half, carrying out treacherous and murderous deeds with a perpetual sneering smirk on her pretty face.

Above: Sonja up to no good.

Michael Mark is very good as Karm, a scientist imprisoned by Ming who secretly aids Dr. Zarkov; he gives the character a kind of bitter dignity in the face of his continuing mistreatment by Ming. Lee Powell, hero of Republic’s The Fighting Devil Dogs and The Lone Ranger, has a nice supporting role as Barin’s aide Captain Roka, getting in on plenty of action and displaying a good rapport with Buster Crabbe. Enormous and energetic Donald Curtis, usually a villain, does a fine job as another Barin aide, Captain Ronal (if the serial had to recast Barin, Curtis might have made a more convincing replacement than Drew, since his size approaches Richard Alexander’s). Edgar Edwards, another usual villain, has a smaller role than Powell and Curtis but is also very good as another of Barin’s officers.

Earl Dwire is wonderfully demented as a scientist minion of Ming’s in the first chapter; he is so gleefully fiendish that it’s a disappointment when he’s killed off at the end of the episode. Austrian actress Luli Deste plays the haughty Queen of Frigia, and Ben Taggart is her rather pompous chief general. John Hamilton, TV’s blustery Perry White, takes over the role of Flash’s father, and is surprisingly calm and dignified. Tom Chatterton appears as Dale’s scientist father (a brand-new character), and Herbert Rawlinson is a grouchy, skeptical scientist who refuses to trust in Zarkov’s plan to save the Earth. Victor Zimmerman is Captain Torch’s sneaky lieutenant Thong, and the great character actor Byron Foulger puts in an appearance in the last two chapters as Drulk, another scientist-captive of Ming’s. Chief Yowlatchie and Mala appear briefly as (respectively) the king and prince of the aboriginal Rock People, and William Royle is Ming’s Captain of the Guards–a secret follower of Prince Barin who saves the good guys’ lives on more than one occasion. Lane Chandler, who also played bits in both previous Flash outings, appears as a Ming officer, and Roy Barcroft, his face almost always concealed behind visored helmets but his voice immediately recognizable, appears as multiple Ming soldiers and once as a Barin soldier. Eddie Parker and Tom Steele pop up in several minor roles, and also provide stunt work (Parker doubles Crabbe in the various action scenes).

Ray Taylor and Ford Beebe, who worked (respectively) on Flash Gordon and Flash Gordon’s Trip to Mars, fittingly combine here to direct the final entry in the Gordon series–an entry that, despite the criticism it’s encountered from some reviewers, deserves to rank alongside its two predecessors as one of the most entertaining and imaginative serials ever made.

Above: Dr. Zarkov, disguised as a Ming soldier, watches as the similiarly disguised Flash boards a rocket in a desperate gambit that will spell the end of Ming and the conclusion of the Flash Gordon trilogy.