Claim: Natalie Portman stars in the Star Wars prequel trilogy.

Star Wars : Episode I -- The Phantom Menace is a 1999 American epic space opera film written and directed by George Lucas , produced by Lucasfilm and distributed by 20th Century Fox . It is the first installment in the Star Wars prequel trilogy and stars Liam Neeson , Ewan McGregor , Natalie Portman , Jake Lloyd , Ian McDiarmid , Anthony Daniels , Kenny Baker , Ahmed Best , Pernilla August , Brian Blessed , Ray Park , and Frank Oz .   The film is set 32 years before the original film , and follows Jedi Knight Qui-Gon Jinn and his apprentice Obi-Wan Kenobi as they protect Queen Amidala , in hopes of securing a peaceful end to a large-scale interplanetary trade dispute . Joined by Anakin Skywalker -- a young slave with unusually strong natural powers of the Force -- they simultaneously contend with the mysterious return of the Sith .   Lucas began production of this film after he determined that film special effects had advanced to the level he wanted for the fourth film in the saga . Filming started on June 26 , 1997 , at locations including Leavesden Film Studios and the Tunisian desert . Its visual effects included extensive use of computer-generated imagery -LRB- CGI -RRB- ; many of its characters and settings were completely computerized . The film was Lucas 's first directorial effort after a 22-year hiatus following Star Wars in 1977 .   The Phantom Menace was released to theaters on May 19 , 1999 , almost 16 years after the premiere of the previous Star Wars film , Return of the Jedi . The film 's premiere was extensively covered by media and was greatly anticipated because of the large cultural following the Star Wars saga had cultivated . It received polarizing reviews ; critics praised the visuals , action sequences , score and many of the performances , but criticized the writing , characterization , and Ahmed Best 's -LRB- as Jar Jar Binks -RRB- and Jake Lloyd 's -LRB- as Anakin Skywalker -RRB- performances . It grossed more than $ 924.3 million worldwide during its initial theatrical run , making it the second-highest-grossing film worldwide at the time , behind Titanic . It became the highest-grossing film of 1999 and the highest-grossing Star Wars film -LRB- until the release of Star Wars : The Force Awakens in 2015 -RRB- , and is currently the seventeenth-highest-grossing film in North America unadjusted for inflation . A 3D reissue , which has earned an additional $ 102.7 million at the box office and brought the film 's overall worldwide takings to over $ 1 billion , was released in February 2012 . The film was followed by two sequels , Star Wars : Episode II -- Attack of the Clones in 2002 and Star Wars : Episode III -- Revenge of the Sith in 2005 .