The shadow of greatness is a cold place to dwell. When Paramount greenlit Airplane II: The Sequel after the 1980 original‘s phenomenal success, the Zucker-Abrahams-Zucker trio declined to return, pursuing Police Squad! instead. Writer-director Ken Finkleman (who would go on to write Grease 2) inherited an impossible task: replicate lightning in a bottle without the magicians who first captured it.

Released at Christmas 1982, the sequel earned $27 million against a $15 million budget—commercially disappointing after the first film’s $83 million haul. Critics panned it, audiences shrugged, and the Airplane III promised in the closing credits never materialized. Yet thirty years later, this maligned sequel deserves reconsideration as flawed but fitfully funny—a noble failure rather than a cynical cash grab.

This time, the disaster takes place not on a 747, but on the maiden voyage of the Mayflower One — a commercial space shuttle headed to the Moon. The setup mirrors the original with sci-fi trappings: Ted Striker (Robert Hays) escapes a mental institution to stop the maiden lunar shuttle flight, convinced the spacecraft is a “flying death trap.” After boarding, a malfunctioning computer system kills the crew, leaving Striker and ex-girlfriend Elaine (Julie Hagerty, Marriage Story) to pilot the runaway vessel. Air traffic controller Steve McCroskey (Lloyd Bridges) and Commander Buck Murdock (William Shatner) must talk them through landing on the moon before a suicide bomber’s device destroys everything.

There’s a certain audacity to Airplane II going to space — the sets are shiny, the FX are charmingly outdated, and the jokes come at warp speed. But the problem isn’t just that many gags don’t land — it’s that they feel airlifted in from other, better comedies. Finkleman recycles too many gags from the original—a fatal flaw when comedy sequels should expand rather than repeat. It leans harder into one-liners and sexual innuendo, but less into story, timing, or surprise. There’s little of the visual absurdity that made Airplane! feel so original.

The diminished returns are obvious, yet scattered moments still land and Airplane II isn’t entirely without laughs. Hays and Hagerty understand their characters, Bridges milks his escalating panic perfectly, and Peter Graves gamely returns for more innuendo-laced dialogue. The problems emerge elsewhere. Leslie Nielsen’s absence leaves a gaping hole that newcomers fail to fill. Chad Everett, Rip Torn, and particularly Shatner don’t grasp the deadpan delivery essential to this humor. Shatner especially seems lost, playing broad when the role demands restraint. The veterans maintain the tone; the newbies sink it.

The $15 million budget (up $12 million from the original) doesn’t register onscreen. Where did the money go? The sets feel cheaper, effects lackluster, and overall production lacking the first film’s dazzle. Technically, Kino Lorber’s 4K scan from the 35mm camera negative looks spectacular—the restoration work is impeccable, revealing every detail with HDR/Dolby Vision enhancement. The film simply doesn’t have the visual pizzazz to fully exploit that pristine transfer.

The dual commentaries provide the release’s real value. Mike White’s affectionate track details why ZAZ declined to return, the original sequel concept Francis Ford Coppola rejected, Finkleman’s troubled relationship with Jeffrey Katzenberg, and connections to Grease 2. Patrick Walsh’s commentary compares the films’ comedy styles, discusses the softer tone, and addresses the genre’s disappearance from modern cinema—a valid point as spoofs feel increasingly rare.

Airplane II represents Hollywood’s recurring miscalculation: mistaking commercial success for simple formula replication. The original worked through inspired madness and perfect casting chemistry. The sequel has decent ingredients but lacks the alchemy. Still, even diminished Airplane humor beats most comedies’ best efforts.