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Whenever a new movie prequel is announced, even the core audience that loved the original work sometimes responds with a resounding ugh. Who can blame anyone for dismissing out of hand the marketing formulation that gave us 2007’s Hannibal Rising, 1979’s Butch and Sundance: The Early Days, or 2004’s Exorcist: The Beginning? Prequels tell stories where the end has been predetermined, often without beloved key actors, prompting unflattering comparisons to inimitable classics. (Like what happened with the Star Wars prequel movies.)

But once in a long while, prequels can also tell new stories that experiment with stylistic shifts and new characters. At their best, they can deepen an existing story, or offer additional dimension and insight into familiar characters. (Like what happened with… the Star Wars prequel movies.)

Prequels have become an overly familiar go-to move for anyone hoping to reverse-engineer a hit. But maybe the form has gotten a bad rap. A good prequel can be an escape hatch from dead-end sequels and tangled continuity. Sometimes they’re just baggage-shedding fun. With that in mind, let’s have a look at 10 prequel movies that actually are surprisingly worth your time.

A few ground rules: No Star Wars movies, because at this point, nearly half the Star Wars feature films in existence are prequels, and they’ve been discussed to death. Also out: alternate-timeline reboots (like the 2009 Star Trek), retellings with ambiguous relationships to previous films (like Rise of the Planet of the Apes or the 2006 James Bond movie Casino Royale), and movies set years before an iconic original film, but with no particular narrative or character connection to the earlier film (like the Predator prequel Prey). In other words, we’re keeping it challenging! You can say Wonder Woman is technically a prequel to Batman v. Superman because it comes before it in the same continuity, but that isn’t really what Wonder Woman is doing on a narrative level. Here, on the other hand, are 10 pure prequel movies that prove jumping back in a story doesn’t have to be a doomed, last-ditch effort.

The Hunger Games: Ballad of Songbirds & Snakes (2023)

Director: Francis Lawrence
Where to watch: Currently in theatrical release

Has there been a 21st-century film series as successfully built around a single star as the Hunger Games movies are built around Jennifer Lawrence? The original Hunger Games movie quadrilogy features a stacked cast of Oscar nominees, but Lawrence’s steely resolve sells the humanity behind the world-building. So how the hell does a Hunger Games prequel manage without Katniss Everdeen?

Songbirds & Snakes makes the attempt by shifting character focus, turning the villain (President Snow, previously played by Donald Sutherland) into a good-looking, young pre-fascist, caught between a corrupt institution and more idealistic friends, and falling for an irresistibly feisty brunette. (Sound familiar? It’s the Attack of the Clones approach.) While Suzanne Collins’ books and Lawrence’s performance gave Katniss a directness and aversion to artifice that made her a compelling and unwilling Tribute, Coriolanus Snow (Tom Blyth) and his Hunger Games mentee Lucy Gray Baird (Rachel Zegler) have more complicated, less clear-eyed relationships with their respective worlds — and with each other. That adds an element of unpredictability to a story whose ultimate ending has already been dramatized.

Circling back to explain how certain aspects of series lore developed in-world can be a risky, hardcore-fans-only strategy, so it’s all the more impressive that The Ballad of Songbirds & Snakes is by turns brutal (for a PG-13 fantasy) and entertainingly daft. (At some points, it resembles a musical.) It’s also notable that the movie, perhaps owing to its literary source material, doesn’t tease a whole world of prequels, sequels, and spinoffs, even if some fans will hope for them anyway. The book and movie simply tell a compelling, sometimes haunting story that feels complete even in its ambiguities. In that way, it even outdoes its predecessors, none of which were expected to stand alone the same way.

Pearl (2022)

Director: Ti West
Where to watch: Showtime, Paramount Plus

Knowing the full backstory of Pearl, the elderly killer who picks off the cast and crew of a porn movie in Ti West’s superior slasher X, can diminish the way X evokes a lifetime of thwarted dreams. But at least West and his star Mia Goth came by Pearl’s story honestly: While quarantining prior to filming X in 2021, they wound up working out a character history and accompanying screenplay, shooting this companion prequel on the fly alongside the original film.

That explains why Pearl feels like a bit more of a low-key creative exercise compared to the fully developed X — but what an exercise! Pearl pulls from 1950s Technicolor melodramas, its Silent Era period setting, and its status as a contemporary pandemic production, all tied together with Goth’s fierce performance. It avoids killing X’s vibe because Pearl never feels especially opportunistic: It’s a prequel that stays true to its conception as an artistic experiment.

Orphan: First Kill (2022)

Director: William Brent Bell
Where to watch: Prime Video, Paramount Plus

Orphan: First Kill is undoubtedly cheaper-looking than the slick 2009 original. It also has a counterintuitive reversal worthy of Benjamin Button: While the first movie has then-tween Isabelle Fuhrman playing a little girl who’s secretly a murderous grown woman with proportional dwarfism, the 2022 prequel uses camera tricks and good old-fashioned great acting to have now-adult Fuhrman play the same character when she’s supposed to look even younger.

Orphan: First Kill uses the audience’s presumed knowledge of the first movie’s wild twist as a distraction, unleashing a second, unrelated but brilliant twist upon a seemingly straightforward story that has Esther (Fuhrman) claiming to be the long-missing daughter of a well-to-do suburban couple. It’s a too-rare case of a horror prequel playing better — cleverer, weirder, more daring — for viewers who keep the original’s triumphs in mind.

300: Rise of an Empire (2014)

Director: Noam Munro
Where to watch: DirecTV; streaming rental

Following up Zack Snyder’s influential megahit 300 was always a fool’s errand, one especially unlikely to succeed without Snyder directing or Gerard Butler starring. (In retrospect, it seems amazing that this seven-years-later prequel made it past the $100 million mark at the box office essentially on branding alone.) That said, maybe fool’s errands would have a better reputation if more of them featured Eva Green.

In 300: Rise of an Empire, Green plays Artemisia, naval officer and secret architect of an ongoing conflict between the Greeks and the Persians. For Green, that entails kissing a severed head on the lips, wearing a shiny dress while occupying a boat-throne, and having rough recruitment sex with the enemy. (She even gets a mini-prequel-within-the-prequel to explain her origin story.) Her movie-star energy may make the rest of the movie dim by comparison (the Snyder-knockoff battlescapes had greater exploitation-movie kick in the film’s 3-D theatrical release), but that makes sense — she dominates the original 300 in the same way.

Prometheus (2012)

Director: Ridley Scott
Where to watch: Streaming rental

George Lucas must have felt a lot less lonely in the decade following the end of his Star Wars prequel trilogy, as a host of directors beloved of surly Gen-X males, like Peter Jackson (The Lord of the Rings) and the Wachowskis (The Matrix), made their own ill-regarded prequels and sequels. In 2012, it was Ridley Scott’s turn to make an underappreciated prequel to his sci-fi classic Alien. Like another film on this list, Prometheus feels meaner than its predecessor. (Though Alien: Covenant, also good but less of a prequel, is even nastier).

That alone feels like a refreshing rejection of the fan service prequels often represent. The movie itself has a menacing, terrible grandeur, using xenomorph-related imagery and mythology to explore the idea of creations and creators pitted against each other in an impossible struggle.

X-Men: First Class (2011)

Director: Matthew Vaughn
Where to watch: Starz

You know what’s worse than a prequel? A movie hastily reconfigured as a trilogy-capper, against all evidence to the contrary. The X-Men comics contain vast numbers of characters and stories for potential adaptation, yet for some reason, Fox hedged its bets with X-Men: The Last Stand, positioning it as an abbreviated grand finale that killed off major characters abruptly, treated famous storylines carelessly, then cravenly left a few doors ajar for the future sequels the studio seemed to be spurning.

So it was a blessed relief (and, at the time, surprise) that the mainline X-Men series went into prequel mode instead, with this stylish, zippy period story about how Professor X (James McAvoy) and Magneto (Michael Fassbender) met as young men in the 1960s and formed an early iteration of the superhero team.

X-Men: First Class provided a badly needed reset for the franchise, not in terms of timeline (Days of Future Past attempted that a few years later), but in form, casting aside various Canadian locations in favor of a globetrotting James Bond-esque fantasy. It felt capricious to swerve the story into a prequel world, but the approach let the X-Men series open up a whole new avenue, resulting in one of the best superhero movies of the modern era.

Underworld: Rise of the Lycans (2009)

Director: Patrick Tatopoulos
Where to watch: AMC Plus

On paper, Underworld: Rise of the Lycans represents everything wrong with prequels. It jettisons the charismatic star of the first two movies, Kate Beckinsale, to retell a story the earlier movies covered in mere minutes of exposition. In this case, it’s a historical rundown on the werewolf uprising that led to a generations-long conflict between werewolves and vampires.

Yet returning to the origin of the werewolf-vampire battles lends Rise of the Lycans a medieval-fantasy kick; it’s pulpier, lustier, and more all-around entertaining than any other Underworld entry, and one that best fulfills the lizard-brained promise of supernatural creatures in love and at war.

Indiana Jones and the Temple of Doom (1984)

Director: Steven Spielberg
Where to watch: Disney Plus, Paramount Plus

A lot of folks first heard the term “prequel” in connection with Indiana Jones and the Temple of Doom, one of the highest-profile pure prequels that had yet been released in 1984. At first, it feels strange that Spielberg and Lucas bothered situating this movie before Raiders of the Lost Ark. It’s not as if the first film had such a neatly resolved happy ending that it precluded further adventures, and Indiana Jones’ nature suggests his whole life is a series of adventures. The reason it makes sense for Temple of Doom to take place before Raiders turns out to be what put off some audiences. (Not exclusively; there’s also the racism.)

As it turns out, this is a meaner movie, with a more callous Dr. Jones pursuing “fortune and glory,” bickering with a lady, and repeatedly endangering his child sidekick. Anyone who felt they were acclimated to Indiana Jones’ rhythms might still be thrown off: Temple of Doom is grosser, more violent, and eclectic enough to accommodate a James Bond homage, a musical number, and a literal rollercoaster ride. Apart from its racial insensitivity (which will understandably not be easy for many viewers to hurdle), it’s still the most interesting and best-crafted of the four post-Raiders Indy movies.

Conquest of the Planet of the Apes (1972)

Director: J. Lee Thompson
Where to watch: Starz

The original Planet of the Apes series is so dependent on time-travel that you could claim it doesn’t contain any true prequels, just stories kicked into gear by a potential temporal paradox. That feels truer of Escape from the Planet of the Apes, though, than it does for Conquest, which dramatizes the story of ape oppression and uprising that eventually leads into the 1968 original.

The first wave of Apes movies notoriously decreased in budget with each entry, but director J. Lee Thompson stretches his resources impressively far in this fourth installment, creating an evocative future city that gets absolutely and satisfyingly trashed by the apes resisting slavery to humanity. Sometimes actually witnessing the watershed event from a film series’ lore is as powerful and exciting as it’s supposed to be.

The Good, the Bad and the Ugly (1966)

Director: Sergio Leone
Where to watch: Streaming rental

The surprising part about this one isn’t the quality — the third in Sergio Leone’s “Man with No Name” trilogy is an acknowledged classic. But how often is the third movie in a trilogy the best one, and how often is a third movie in a trilogy set entirely before its predecessors?

It seems unlikely that the intent was to add backstory to Clint Eastwood’s nameless character (here nicknamed “Blondie”), even if the movie does show him acquiring his iconic poncho. Leone probably just wanted to set his three-hour epic during the Civil War, allowing for more epic sweep than the comparably smaller post-war stories of A Fistful of Dollars and For a Few Dollars More. That decision gives The Good, the Bad and the Ugly some extra weight without sacrificing his stylizations.

If anything, those go even further than the film’s predecessors, with close-ups, exaggerated perspectives, and drawn-out confrontations galore. But having the film’s trio of gunslingers (Eastwood, Eli Wallach, Lee Van Cleef) repeatedly crossing through the ongoing wreckage of the Civil War on their competing quests for graveyard treasure gives the story a sense of real-life scale that also makes their violence seem small compared to the senseless slaughter around them.