Eva Mendes, Samantha Mumba, Brandy Norwood and Tatyana Ali were all rumored to be possible replacements for the character of Zee, after the initial choice Aaliyah died in a plane crash on 25th August 2001. Nona Gaye (daughter of late Motown legend Marvin Gaye) was eventually cast in the role.

Gloria Foster died before she could complete any scenes for the third film as well as Enter the Matrix. Mary Alice took the role of the Oracle for both the third movie and the game. In “Revolutions”, the initial conversation when Morpheus and Trinity meet the “new” Oracle was adapted to reference her changed appearance. The alternative was to have Morpheus and Trinity pretend not to notice, which perhaps would have been even more awkward.

The first film to premiere in the brand new Walt Disney Concert Hall in downtown Los Angeles.
In an unprecendented simultaneous global release, this film opened at exactly the same moment in every major city in the world on November 5: 6am in Los Angeles, 9am in New York, 2pm in London, 5pm in Moscow, 11pm in Tokyo, 1am in Sydney and at corresponding times in over 50 additional countries worldwide.

The special effects crew spent two months designing the apparatus to make the perfect rain drop.

The street corner where Neo and Smith fight in the crater is the same corner from which Neo made his phone call at the end of The Matrix – the corner of Pitt, Hunter and O’Connell Streets in Sydney, Australia. You can see the phone booth to the right when they hit the ground.

In the scene where Morpheus, Trinity, and Seraph are chasing the Trainman, an advertisement for Tastee Wheat can be seen. Tastee Wheat was mentioned in The Matrix when Mouse was trying to describe the food in the real world.

When Neo goes to see The Oracle in her apartment, the jazz standard “I’m Beginning to See the Light” is playing in the background; a different version of the same song also plays in the corresponding scene in The Matrix.

The ship referred to as the Hammer was actually named the Mjolnir, after Thor’s hammer. The hammer in the Norse legends always returned to its master, sparking lightning and thunder along the way. Like the hammer, the ship returned to its master (Zion), with its own lightning and thunder.

The brand of cigarettes the Oracle smokes is “Double Destiny”.

While Trinity is chasing the Trainman in the subway, an advertisement for Powerade can be seen. When The Matrix Reloaded was released in theatres, Matrix-based commercials for Powerade aired on US television.

The Matrix Reloaded, Enter the Matrix, and this film were shot back-to-back.

During the final fight sequence between Neo and Agent Smith and also during the credits, the following Sanskrit sloka is recited in a westernised style: “Asatoma Sat Gamaya, Tamasoma Jyotir Gamaya, Mrityorma Anritam Gamaya”, which means “Lead me from the unreal to the Real, Lead me from the darkness to the Light, Lead me from the temporary to the Eternal”.

Sati is the ancient Hindu practice of a widow immolating herself on her husband’s funeral pyre. This practice is now illegal in India. According to Hindu mythology Sati is the name of a Hindu goddess who burns herself as she could not bear the insult heaped upon her husband Lord Shiva

Composer Don Davis thought it would be wasteful for the choir to be singing simple “ooohs” and “aaahs” during the climactic battle cue, “Neodämmerung”. He asked that the Wachowski Brothers (Andy Wachowski and Lana Wachowski) bring him some sort of text appropriate to the movie, which the choir would sing. They returned with extracts from the Upanisads which reflect the themes of the trilogy. The full lyrics of Neodämmerung are available on Davis’s website.

Ian Bliss was cast as Bane in part because of his dead-on impression of Hugo Weaving (Agent Smith), and for his partial resemblance to Weaving.

The face of the “Deus ex Machina” was modeled after photographs of Andy Wachowski’s infant nephew.

There are 804 special effects shots, almost all of them containing some kind of a live-action element.

A machine called “The Tuning Fork” (rotatable at 360 degrees) was specially constructed for the effect of Neo and Smith fighting in the air, heading upwards into the sky

The name of the station between the Machine World and The Matrix is called Mobil Ave. Mobil is an anagram of Limbo, the traditional station between Heaven and Earth.

The key of the beginning theme you hear at the beginning of every Matrix movie (rousing strings and horn blasts) ascends by one semitone with each movie. The Matrix starts in the key of E, Matrix Reloaded in F and Matrix Revolutions in the key of F-sharp.

Only one full-size APU was ever built. It was completely rendered in Auto-CAD and parts were made detachable so that for scenes involving different pilots/APUs, the detail work could be altered. The full model weighed around 2 tons.

Many of the “raindrops” in the final fight between Neo and Smith are actually single lines of Matrix code, similar to those on displays seen in the “real world” throughout the trilogy. This subtle effect was added to imply the Matrix was beginning to destabilize. This visual trick was easily seen on IMAX and larger movie theaters, but can be seen on smaller televisions as banded rain that seems to “jump” like static during close ups of the fight scenes.

In the score for the first film, some cues were given names which were anagrams of “The Matrix” or “Wachowski Brothers”. Here, the cue backing Neo and Trinity’s approach the machine city is named “Saw Bitch Workhorse”.

The last scene of the movie set in the park is the only time in all three movies that greenery and a blue sky are seen inside the Matrix.

Seraph is the singular of Seraphim, a Hebrew word that literally means in English: “the burning ones”. However, the word in Hebrew is another name for “Angels”

Merovingian refers to the first Frankish dynasty reigning from about A.D. 500 to 751.

Zion, from Hebrew, refers to the citadel in Palestine which was the nucleus of Jerusalem, or the Jewish homeland that is symbolic of Judaism or of Jewish national aspiration. However, the word has also been adopted by the Rastafari, referring to their promised land (which is thought to be Ethiopia), and given the vibe, music style, robes etc. of the underground dwelling of Zion, this is probably the meaning that inspired its inclusion in the movie.

The twin handguns Seraph uses in the coat check shootout are Browning BDM pistols.

The “product placement” billboards in the subway chase scene were added in post-production – during shooting, the poster spaces were occupied by dilapidated posters for a fictional movie called “Burly Men”, starring Keanu Reeves, Laurence Fishburne and Hugo Weaving.

Sati means “friend” in Nepali, the most common language in the country of Nepal.

Maggie and Capt. Rowland both briefly mention the term “VDTs” to describe a possible cause to what happened to Bane and why he has self-inflicted cuts (not knowing that Bane is possessed by Agent Smith) however VDTs are never defined or explained throughout the entire movie. Several sources claim that VDTs stand for “Virtual Delirium Tremens”, which is the virtual form of “Delirium Tremens”, a form of delirium caused by the absence and/or withdrawal of certain substances.

The highway chase scenes were filmed at the closed Alameda Naval Air Station (Latitude 37°47’26.69″N Longitude 122°19’8.08″W). The main East/West runway and part of another were partially repaved and striped as a restricted-access highway complete with entrance and exit ramps. The “sound barrier” walls restricted the viewing angles and made it easier to insert a CG skyline. Satellite/aerial imagery still shows the remains of the highway but it’s very clear with a viewer that shows past images (circa October 2002).

Despite the fact that this was filmed in Super 35, “Filmed in Panavision” is listed in the end credits.

Though never mentioned by name, based on information from The Animatrix the Machine City is actually called “Zero-One” and located in the Empty Quarter in Saudi Arabia. This, as well as Zion as the last human settlement, would imply most of the main action of the film series takes place in the Middle East.

All three Matrix movies have at least one dance-club type scene. In this movie, it is within the Merovingian’s dwelling after the shoot-out.


John Gaeta: An APU operator.


The trivia items below may give away important plot points.

The black cat at the end of the film is the same one in the “déjà-vu” scene from The Matrix. It even meows in the same way.

In the last scene of the film, the bench the Oracle sits on has a small metal dedication plate on it that says “in Memory of Thomas Anderson”.

The name of the climactic battle cue, “Neodämmerung” is derived from the German word Gotterdämmerung, literally “twilight of the gods”. It was the title of part of Richard Wagner’s opera “Der Ring des Nibelungen” (“The Ring of the Nibelung”) on Norse mythology. Gotterdämmerung told the story of the Ragnarok or Ragnarokkr (“twilight of the gods” or “fate of the gods”), a final, fatal battle which destroyed the home of the gods – and the gods themselves – forever. Even though they knew what would happen, the gods fought for the survival of mankind. The title is appropriate not just for its thematic content, but also Wagner’s strong influence on the music of this movie.

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