Review/Commentary: Episode III: Revenge of the Sith


It’s what long time Star Wars fans like myself have looked forward to since the 1980s. It’s what younger fans have looked forward to since experiencing the first two prequels. It’s the culmination of nearly 30 years of hard work and dedication by George Lucas and his various crews and companies. It’s the end of an era and the bittersweet farewell to Star Wars on the silver screen (as far as we know). It is Star Wars Episode III: Revenge of the Sith and it is good. In this review/commentary I will tell you my thoughts on the film but I will also address some of the common concerns about Episode III based on reviews I’ve seen and fan gripes I’ve heard. Some are understandable but there are some with which I disagree.

It’s been a few years since the events of Episode II and you can tell immediately that much has taken place. War has taken its toll on the galaxy and in that time, Anakin and Obi-Wan have refined their relationship to the point where they’re just about in tandem at all times. They can anticipate each other’s moves and they know what to expect from each other in the first half of the film. They are quite like brothers, a comparison Obi-Wan will employ much later in the film. The first half of the film does a good job of making this very clear. You can see the love and respect between the two men, even though at times it’s a little rough around the edges. After the opening space dilemmas, which are quite enjoyable, Anakin kills Count Dooku by taking off his head, the whole time egged on by a restrained Palpatine. You can see that Anakin is torn here. He knows that he shouldn’t do this but does it anyhow, giving in to his hate and anger, prodded by a phantom menace that he doesn’t even know exists yet. The second half of the film, like Anakin, really takes a turn to the dark side. All hell breaks loose, and it’s like watching a different film entirely. Things deteriorate quickly, people die, a Republic falls, and the Sith have their revenge. Brother takes on brother in a battle to the (near) death; the whole situation orchestrated by an evil mastermind. Two Jedi go into hiding along with the offspring of Anakin Skywalker, the only hope for the future of the galaxy.



The acting in just about any Star Wars film, Harrison Ford withstanding, is usually pretty elementary. You take the lines you’re given and you do the best you can with them. Lucas didn’t direct The Empire Strikes Back, which many fans feel is the best film of the saga. They don’t have many problems with the dialogue in that film. In fact, it’s quite good thanks to the talents of Larry Kasdan. However, such headstrong actors like Ford had the luxury of taking time out with the director (Irvin Kershner) and rewriting lines. The actors in the prequels didn’t have that luxury, as far as I know. Lucas was there the whole time, he directed the films, he gave them the dialogue on the page, and for the most part, they delivered it without much variation. The script basically dictated the acting in the prequels. You have lines, you interpret them and deliver them, and Lucas tells you to either make it “faster and more intense” or to pull it back and make it more subdued. From the look of things, the subdued approach dominated Episode I and Episode II, but Lucas let everyone do their thing in Episode III. It’s almost as if the characters were let off their leashes. Jedi don’t lose their cool too often so it was refreshing to see Obi-Wan yelling at the top of his lungs at Anakin, or Mace Windu screaming at the loss of an arm.

The standouts here are definitely Hayden Christensen and Ian McDiarmid. This story is about the fall of Anakin at the hands of the Sith, so I am glad other characters didn’t outshine them. Hayden is wonderful in his scenes with Natalie, most noticeably the first time they’re together in the film. When Anakin says that it’s the happiest moment in his life, you really do believe him. As Qui-Gon warned him in Episode I, “It’s a hard life,” and Anakin sure has had it rough. This news about a baby really made him happy and it showed on his face.

McDiarmid probably surprised a lot of people with his range. You don’t get to see him in many movies these days as he’s primarily a theater guy. I’m sure many people were wondering where all this great acting came from all of the sudden. He wasn’t much of a factor on screen in the first two episodes but now he’s the main villain, as intended by Lucas. The scene with him and Anakin in the theater, while talky, is wonderful and creepy all at the same time. One of my favorite McDiarmid moments in the film takes place during Palpatine’s rescue. When Anakin has the lightsabers crossed around Dooku’s neck, Palpatine laughs and says, “Good, Anakin. Goooood.” That in itself is quite enjoyable, but when he he tells Anakin to kill Dooku, he looks over at Dooku, stares him right in the eyes and says to Anakin, “Kill him now.” Dooku knows he’s been had and to casual viewers who don’t know that Palpatine is Sidious yet, this isn’t a big deal. However, when it’s revealed that Sidious is indeed Palpatine, this probably resonates deeply. You think back and remember that Sidious betrayed his own apprentice at the beginning of the film so he could seduce Anakin. I seriously enjoyed the opening rescue scenes. The parallels to Return of the Jedi seem endless, right down to the set design and the big windows with the battle raging outside.

The dialogue in this film is the best of the prequels by far. I was expecting a train wreck, but perhaps that’s the reason I found no problems with it. I admit to not completely enjoying the Anakin/Padmé dialogue in Episode II for the most part. There were moments that were good but on the whole it felt like they were just trying to get through the material. The happy couples’ dialogue in Episode III was like night and day to me. It felt natural and there was emotion and/or tension there, depending on the scene. The one scene that everyone seems to really harp on is the one when they’re on the balcony and Padmé is brushing her hair. She’s giddy with pregnancy and sharing playful banter with her husband. To me, it was absolutely crystal clear that they were teasing each other and, unlike in Episode II, the lines were not meant to be serious love professions. These are two married people teasing each other. I had no issue with it. Some fans have suggested that this scene could have been left out with no impact, but I think the tease about how love has blinded Anakin is quite foreshadowing. It’s his love for her that tips the scale of Anakin’s fate. He wants to save her and the only way to do that is to do some very bad things and rationalize them by thinking it’s for her.

One other moment that many people have an issue with as far as dialogue goes is the fact that Obi-Wan calls Palpatine “the emperor” after learning of Anakin’s dark deeds. Now, in the hologram, Sidious does mention the Empire so it could be said that Obi-Wan just put two and two together and used the term. I guess the real question there is would he really refer to him as the Emperor in a flash like that? The answer is yes, apparently.



Style is a broad term, but what I want to discuss is George Lucas’ actual deviation from style. After seeing the teaser and trailer, I noticed that Lucas had deviated from his usual style in some shots. Digital technology has really freed him up and it showed in Episode I and Episode II, but it really wasn’t until Episode III that I noticed he took a few different approaches visually, digital and otherwise. It seems that he was inspired by some of the sweeping exterior shots in the Lord of the Rings trilogy. I can’t verify that but after seeing certain shots in Episode III, it looks like someone took a page from the Peter Jackson notebook. In fact, you’d be hard pressed to find another shot in the entire saga that lasts that long without a cutaway. It’s beautifully done and makes for one of the best openings of any episode.

The shots in this film felt more fluid to me when compared to the first two prequels. The pans were broader and sweeping. You felt the camera moving around more, making use of circular shots, tilting shots, shots from below characters looking up, pseudo-helicopter shots, and much more. Visually, this film is beautiful, even though most of it was created in a computer. It’s exciting and fresh to fans of Lucas’ style. The panning shot of Aayla Secura, the low-angle up-shot of Mace and the Jedi on their way to arrest Palpatine, and the super-long opening shots that follow the Jedi Starfighters through the space battle are just small examples. Another slight deviation can be seen in the dream sequences. What I liked about them was that they looked like the old silent films, with the action fading into the background around the edges. Things were hazy enough so you could tell it was a dream. I’m not sure why I liked this other than the fact that it was very un-Lucas, but it broke things up a bit.

Editing is something I’ve always enjoyed and taken very seriously. It was the focus of my major in college and I’ve made several short films so I’m no stranger to the process. In fact, it’s my favorite part of filmmaking. That’s where the payoff is. That’s where the film is actually created. When I see choppy editing, it usually stands out to me. Episode III has a lot of it, but then again so did Episode I and Episode II, so at least it’s consistent. I was a little hopeful when Lucas brought in Roger Barton. I thought that perhaps we’d have a fresh editor at the helm who’d inject a different style, perhaps not so quick or choppy. This wasn’t the case. The editing is too jumpy for my taste. There’s hardly a time where we linger on the end of a shot and when we do, it’s usually a shot that might benefit from a quicker cut away. For example, there’s a shot of Yoda on Kashyyyk avoiding a laser blast and before Yoda stops moving, a diagonal wipe is already taking us away. Vader’s big scream at the end of the film cuts away so fast we hardly have time to feel bad for him, resulting in many people complaining about the shot instead of appreciating it for what it is. You can tell that we’re coming in mid-scene at various points in the film. There’s a scene where Bail Organa walks down the hall of the Tantive IV with Captain Antilles and his assistant and you can see that they’re in mid sentence when the scene starts. That shot was basically cut in half and what little remained was too short in my opinion. We establish the ship, show Bail walk down the hall and we’re off to the next scene. There’s no time to process anything. In fact, I was talking to a friend at work who said he was so puzzled by the quick mention of Qui-Gon Jinn that he missed the entire next shot where Bail tells Antilles to wipe C-3PO’s memory. This was a fan, not a casual viewer. There simply wasn’t enough time for people to think about that Qui-Gon reference…but more on that later.

This is what happens when you choose the quick and easy path when editing. Strangely enough, I can understand the choices from Lucas’ point of view, I just disagree with some of them which is irrelevant since it’s not my film. Apparently, anything that didn’t have much to do with Anakin’s fall was either deleted or chopped up. Lucas needed to get to the heart of the matter and there was a lot of story to tell in this film. This, however, led to many other complaints that the film (especially the last 10 minutes) felt very rushed. For me, it wasn’t the feeling of being rushed, but the feeling that there was more to some of the scenes than what we saw. That feeling is many times a result of too much trimming of the beginnings and endings of scenes. Then again, that’s all subjective and the film does, in the end, work just fine. The first viewing for me felt very fast and jumpy, but subsequent viewings flowed much better.



Now I’d like to just forget all of the small stuff for a moment and focus strictly on what I call the “fun factor.” How enjoyable is the film to watch? Did it keep your interest? Was it entertaining? The answer to all these questions is a resounding YES. Although I loved Episode I and Episode II, they never gave me that feeling I had as a kid. After two prequels and not experiencing that feeling, I was beginning to think it wasn’t possible. Episode III proved me wrong. These prequels will never touch the originals as far as I’m concerned, but this one in particular tugged at a few childhood heartstrings and brought me back to a more innocent time in my life.

From the moment we pan down from the opening crawl to the traditional iris out to the credits, I was completely enthralled. As with many films, the first viewing has a bit of shock value attached to it. The film was so fast paced that the shock value almost doubled and there was hardly time to soak it all in. Subsequent viewings lessened that shock value and I was able to sit back and just enjoy it. The first viewing was too chaotic, which may have skewed some reviews of the film. I wonder if those who gave it a negative review would think differently about it if they saw it a second time.

Whatever your gripes, you can’t deny the fun factor in this film, dark as it is. Who says dark can’t be fun? In fact, aren’t most dark films a little more interesting even if you know how they’re going to end? Of course they are. Who wants happy dances through the flower patches all day. This is a deep, dark, emotional story about lust for power, falling from grace, betrayal, death, and survival. The only happy moment happens at the very end when you see the two babies begin their new lives. So yes, the fun factor is there even though this film makes the darkness in The Empire Strikes Back look like a night at the opera, which leads me to…



A Night at the Opera is a great Marx Brothers film and a classic Queen album, but it’s also one of the most important and surprisingly entertaining scenes in Episode III. Wrap your head around these questions. Was Darth Plagueis really Palpatine’s master? Did Palpatine use the secret of Plagueis to have midichlorians create life in the form of Anakin Skywalker? How does Palpatine know about Padmé and Anakin’s dreams? The film answers exactly none of these questions outright but gives us plenty of room to speculate.

I am not one of those people who think Palpatine “created” Anakin. I know if I were an evil Dark Lord and I wanted this Force-created apprentice that I could lure to the Dark Side, I wouldn’t make things complicated or harder for myself. I surely wouldn’t stick him on some remote desert planet and let him live a slave’s life, and experiencing a mother’s love. I wouldn’t risk it. I’d probably find a suitable, strong surrogate, perhaps on Coruscant, then snatch that kid up at birth and kill the mother right away to keep the secret safe. I’d hire a few nannies that don’t ask questions, killing them off as they get uppity. The point is, why stick the kid out there and risk, oh, I don’t know, some Jedi coming across him and snatching him up. Things worked to Palpatine’s advantage, of course, because the Jedi brought Anakin right to him, but I still don’t like the theory that Palpatine “created” Anakin.

I think Sidious is more of a great opportunist who makes the most out of every situation and can bend things to his will. He plans everything meticulously but I also think he lets the cards fall as they may, knowing how to play the better hand. I feel he’s a very powerful Dark Lord who can tap into Anakin’s feelings and get into his mind. I think he can do more than just “sense” Anakin’s feelings. Perhaps through the Dark Side he can read minds and even manipulate things that go on in Anakin’s head. What I’m saying is that it’s entirely possibly that Sidious is actually feeding the dreams of Padmé to Anakin somehow. We know that Palpatine, as he states in Return of the Jedi, has the gift of foresight. Does he see the future while inside Anakin’s mind, rebroadcasting those visions into Anakin’s dreams? Perhaps Anakin is just seeing the future, as he did with his mother? We don’t know, and that’s the fun part. It could be Anakin’s mind or it could be Sidious feeding him dreams.

My favorite part of the opera scene is when Palpatine tells Anakin the story of Darth Plagueis. He refers to him as “the wise.” That right there should have sent up a red flag in Anakin’s mind but he didn’t seem to notice. At one point, Palpatine tells Anakin about how the apprentice killed the Lord in his sleep. The look on Palpatine’s face is eerie as he says, “It’s ironic. He could save others from death, but not himself.” Studying his face, he almost looks wistful, as if he’s thinking back to when he killed his former master. I think that Palpatine was that apprentice. What I don’t think is true is that Palpatine actually knows the secret to cheating death. He just uses that lie to lure Anakin. In fact, later on when Anakin joins the Dark Side, he admits as much saying, “To cheat death is a power only one has achieved, but if we work together, I know we can discover the secret.” If I was Anakin, I’d be a little ticked off at that comment. Instead he pledges himself to Sidious on bended knee. While on the subject of cheating death…



Of all the gripes about Episode III, this is the big one and I have to say I agree with most fans on it. It started back in 1999 in an interview with George Lucas in Empire magazine:

Q: In Episode IV, R2D2 and C-3PO land on Tatooine and haven’t got a clue where they are. Yet in The Phantom Menace, R2 travels to Tatooine and C-3PO was built there. How so?

A: How so? That will be coming up. (laughs) There’s a lot of little things that’ll be cleared up. The other one that gets asked a lot is why doesn’t Qui-Gon disappear like everybody else. That’s a plot point that centers around Obi-Wan saying to Vader/Anakin in the first one, “If you strike me down, I will become more powerful than you can possibly imagine.” There is an issue about The Force and that will be revealed.

Q: Does this sort of retro reading get on your nerves?

A: A lot of it is just nit picky Most people don’t care about that stuff. There’s a lot of things that will be explained more. Some of it is important plot stuff — the Qui-Gon one is, 3PO isn’t.”

Lucas has also stated in subsequent interviews that this would indeed be a plot point that would be cleared up in Episode III. So in a way, he hyped up something that ultimately didn’t make it into the film and now fans are a little upset. Luckily the film is so good that the complaints are drowned out by praise. Still, I don’t think it was wise to leave out the scene where Qui-Gon Jinn talks to Yoda. It’s certainly not a long scene and if it was “important plot stuff” in 1999, what happened along the way to change that? I feel it was a poor choice to leave the scene out if it was a strictly editorial option. Perhaps Lucas thought this was information that would have been repetitive or redundant. I would have either kept it in or taken out Yoda’s mention of Qui-Gon, which was definitely not enough to get the point across to anyone but hardcore fans. Yoda basically says that Qui-Gon has found the path to immortality but we never get to see how Yoda found this out or why he can do it. Was Qui-Gon just keeping a big secret all those years? Did Yoda just find this out 20 minutes ago while in meditation? Does Obi-Wan even care about how Yoda found out? Does he want to talk to his former master? He lights up at the mention of Qui-Gon but the audience may have been confused. Then, before there’s time to process anything, we’re off the next scene.

It was too quick of a mention without much context that definitely needed to be paired with the earlier deleted scene, which you can still find in the novel, comic and script if you’re interested. Have faith, though, because as you know Lucas has fiddled with the DVD releases of just about all of his films and we certainly know he loves to change certain things so here’s to a later version with either the scene reinserted or included as a bonus feature.



There are some enjoyable similarities between the Qui-Gon/Obi-Wan and Obi-Wan/Anakin mentorship in this film if you look for them. There’s a great scene where Obi-Wan and Anakin walk in front of a window in the Temple that mirrors a similar shot in Episode I when Obi-Wan chides his master for not following the rules of the Jedi Order. There’s a scene in the middle of the film when Anakin apologizes to Obi-Wan for his behavior earlier in the Jedi Temple and expresses his frustration with the Council. Similarly, Obi-Wan apologizes to Qui-Gon for his behavior in Episode I and Qui-Gon is complimentary to Obi-Wan. Obi-Wan is also complimentary to Anakin at this moment in Episode III. The lines are different but the sentiment is the same: “You’re a good person and I’m proud of you.”

Obi-Wan, right before his epic duel with Anakin, echoes a line of Qui-Gon’s stating, “I will do what I must.” There are plenty of other little homages to the Qui-Gon/Obi-Wan relationship as well but these stood out the most for me and I really enjoyed them.



When I first heard about Order 66, it intrigued me. It wasn’t the nature of the order itself, but the actual number that Lucas chose. In Biblical numerology, the number 6 represents spiritual imperfection in man, the devil and/or the spirit of the devil in mankind. Hence, the reason the number 666 is considered the number of the beast, well known to Iron Maiden fans. The number 666 in religious terms is the perfection of imperfection just as 777 represents actual perfection and holiness.

The number 66, however, is even more interesting when you take the Biblical meaning and insert it into Star Wars. As previously stated, the number 6 is an imperfect number. The number 11, in Biblical terms, represents discord and destruction. So 6 x 11 (imperfection/the devil x destruction) equals Order 66! The evil in man (The Sith/Darth Sidious) combined with destruction (of the Republic) is exemplified in Order 66. This same formula is also used to represent the 66 books of the Bible but without so serious an end result. The sprit of Satan (6) times destruction (11) = Satan destroyed by God’s Word (66), so 6 x 11 = 66 Bible books. I guess that’s more of a positive spin on the whole thing, but if this is all a coincidence and the number 66 actually refers to the year of some car Lucas owns, then we’ll just chalk it up to coincidence.

The scene when Order 66 is executed is well done and consists of a very moving montage. It might be one of Lucas’ best artistic montages and reminiscent of one of Michael Corleone’s master strokes, all underscored by John Williams’ beautiful and moving music. While only a few major Jedi are killed on screen, you’re left with the impression that it was a major wipe out all across the galaxy. Some might survive, but they will be dealt with in time, says Sidious. There’s an Expanded Universe invitation if I ever heard one.



Well, I guess we have to bring up Frankenvader and the big, “Noooooooo!” scream, right? Well, fear not. I liked it. I will admit that it was a little weird the first time I saw it, partly because it’s out of character from the in-suit Vader we know, but mostly because (once again) Lucas cut away so fast that we hardly had any time to feel bad for the guy. I was a tad surprised to see that Anakin was awake during the reconstruction scene. You would think they’d knock him out for something that serious. I guess in my head I always thought he’d pass out as Anakin and then wake up in this suit with no idea how he got there or how it happened, surprised not only to be alive but to be in this walking life suit.

The fact that he’s breathing without the suit is a little strange since he’s supposed to have lungs that are not working. Plus they emphasized that first in-suit Vader breath so much that to me it lost a little of its effect knowing that he was breathing just seconds before on his own. Had he been in a coma or hooked up to a breathing machine, and then transferred to the mask, that would be striking! By the second viewing of the film, anything that I felt was strange or awkward completely disappeared for me. I just wish Lucas would have lingered a little longer on that scream.



Star Wars films are historically fast paced. Shot to shot, scene to scene, keep the story moving at all costs. Some would argue that things like character development can get lost that way, and that may be true, but in Episode III I don’t think this is the case. The characters have been developed in the previous two films so we’re poised to move quickly in this one.

A common fan complaint is that Anakin’s turning and subsequently the last few minutes of the film feel very rushed. I’ll respectfully disagree. Anakin was turning to the Dark Side since that Tusken slaughter in Episode II. The events of Episode III just sped up the process starting with Dooku’s execution, moving on to his dreams, then to Mace’s demise, and ultimately to Sidious himself. I’m not sure why everyone’s so surprised, thinking his turn was too quick and it didn’t take much. It took a lot, actually, and his main reason was Padmé. The one he loves is partially the reason why he turns. It’s not even because he believes in the Sith or that way of life, he just wants the secret to save Padmé.

His turning also gave way to a lust for power, as Palpatine more or less predicted. All those who gain power are afraid to lose it and once Anakin tasted this power, his dreams of overthrowing Palpatine were spawned. Those dreams would again resurface in a duel with his son nearly 20 years later. “Join me, and together we will rule the galaxy as father and son,” he tells Luke. Hasn’t he tried this trick before? Oh yes, on his wife! It didn’t work then, and didn’t work on his son. Luke may have no memory of his mother, but he sure takes after her.

Anakin didn’t have many other choices after Mace’s demise. He realized that the Jedi were over and he was one of them. It was either join the Sith at that moment or be destroyed, and he knew this. His turning was about the survival of Padmé and himself. He had to align with this guy for the time being until he could overthrow him and do things his way. At least he was alive for now. But why did he kill the younglings? Failure was not an option. Sidious would just kill him outright. Can you imagine Anakin going back and saying, “I couldn’t do it.” It would be force lightning city. Padmé is placed above everyone else, including little Jedi kids. He will do anything for her and to get this power to keep her alive. It’s as simple as that.

As far as the end being too rushed, I don’t really think it’s that bad. I don’t need to see more of Padmé’s funeral, although there’s a line of earlier dialogue in the script that I miss. Yoda tells Obi-Wan and Bail Organa, “Pregnant, she must still appear. Hidden, safe, the children must be kept.” I don’t think we need to see the Organas holding baby Leia any longer than we do. The Death Star scene was damn near perfect and felt a lot like The Empire Strikes Back to me, especially the establishing shot. The final shot of the film was great although I was hoping that it would end on Obi-Wan, but who cares. I saw the subtle tension there between Obi-Wan and Owen and that was cool. Then the ending on the twins suns was perfect.

There was originally supposed to be a shot of Yoda arriving on Dagobah, but it was deleted. Some say it works better because then you don’t know where he went until The Empire Strikes Back if you’re watching the films sequentially. That works. Either way, I wanted to see the little guy looking around in wonder at his new surroundings and resigning himself to the fact that now he has to live there. Not a big deal, just a “nice to have” moment. The ending of the film works just fine as is.



I’ll admit that the Anakin/Obi-Wan duel was not what I had expected. That’s not to say it wasn’t great. I just have all these memories in my mind of Rick McCallum and George Lucas hyping up this duel as if it was the biggest and baddest of the saga. Somewhere in the editing things must have gotten lost. This duel is great and visually stunning, but I think the reigning champion of lightsaber duels is Luke vs. Vader in The Empire Strikes Back.

The Episode III duel was well done, fast and furious, and held my interest completely. I just didn’t feel any of those creepy moments like in The Empire Strikes Back when Vader was lurking in a corner waiting for Luke to pass. The dialogue was reduced to the beginning of the duel and the end of it. With the way they taunted each other in A New Hope, you’d think they’d be constantly trying to outwit the other in a war of words. I thought perhaps Obi-Wan would try a little harder to make Anakin turn back to the good side. “Obi-Wan once thought as you do.”

So the duel didn’t do what I thought it was going to do or wasn’t what it was hyped up to be, but it was still breathtaking and a fitting “end” for Anakin Skywalker. I especially loved the beginning from when Obi-Wan is on the ramp to those first furious strikes that almost drive Obi-Wan off the edge. “You have allowed this Dark Lord to twist your mind until now…until now you have become the very thing you swore to destroy.” I loved that delivery. The line, “Only a Sith Lord deals in absolutes. I will do what I must,” was also stunning, especially with that great framing of Obi-Wan and the sun just above his shoulder in the distance. Intercutting it with that absolutely fabulous Palpatine/Yoda duel was a great idea. You can’t beat Star Wars when it’s at its best. Senate pods are flying (a metaphor for Sidious destroying the Galactic Senate?), Yoda is blocking the Sith lightning, Palpatine is cackling and drunk with power. No one but George Lucas could pull this stuff off the same way.



How could I forget the sinister droid General Grievous? I have to say I was pleasantly surprised with the General from his multiple arms right down to his chicken walk and cough. I especially loved his voice and accent. He’s a lot of fun to imitate. Try yelling, “Whaaaaaats de seechuashun, captin!” a few times. He has a kind of metallically processed Transylvanian/Dracula voice which Matthew Wood pulled off quite nicely. As Mace Windu says to Palpatine, “He’s a coward.” He’s definitely one of those villains who turns tail when the chips are down. It occurred to me that he walks like a chicken because he’s is just that, a chicken! He finally shows some backbone later on in the film when Obi-Wan drops in out of nowhere with his familiar, “Hello there.” In the beginning of the film, however, when he’s cornered by Anakin and Obi-Wan, he makes an exciting escape and blasts off in an escape pod, laughing and coughing the whole time.

I like what they did with Grievous and how he was more than just a villain. You get the impression that he was the prototype of Darth Vader—a being who was almost killed and then placed in a walking life support system. When he split his arms apart and lit his four lightsabers one at a time, the whole theater lit up and I couldn’t help but crack a smile. It was pure fun. When I took my five year old son (who is enamored with Grievous) to see the film, he started clapping and thought it was the coolest thing. That made me smile even bigger. It was like watching myself as a kid.



After Anakin informs Mace Windu that Palpatine is a Sith Lord, he goes to the temple to await the Chancellor’s arrest at the order of Windu himself. He doesn’t want to do this, but listens and obeys considering his past outbursts and frustration. I guess he feels he shouldn’t push things. During that time he’s waiting in the Council Chambers, a wonderful scene occurs where Anakin is thinking to himself, hearing Palpatine’s voice while Padmé is across town looking out her window at the temple where Anakin is waiting. It’s one of those silent, beautifully shot scenes where you realize that you are invested emotionally in this film. Can Padmé sense Anakin? Is he trying to communicate with her through the Force? Are they just sharing a strange feeling they can’t identify? Are they just coincidentally staring out the window at the same time? It doesn’t matter because the scene is so beautiful with those slow push-ins and the creepy music in the background that you don’t notice C-3PO coming in to ruin the whole moment.

Another tense moment occurs when Anakin first figures out that Palpatine is a Sith Lord. Palpatine asks if Anakin is going to kill him to which Anakin replies that he’d certainly like to. “I know you would. I can feel your anger. It gives you focus, makes you stronger,” says Palpatine in a bone-chilling voice that runs down your spine. It’s definitely one of my favorite moments of the entire film.

A great parallel to Return of the Jedi takes place during a tense scene in Palpatine’s office when Mace Windu and Palpatine are battling. Anakin, like Luke many years later, finds himself at a crossroads and has to make a choice about what to do. Does he let Windu kill Palpatine and therefore let Padmé die? Does he protect Palpatine and destroy the Jedi in the process? Anakin chooses the Dark Side ultimately, but for reasons not entirely selfish which may give us a small clue as to why he could be redeemed in the end. He did it to save someone else but couldn’t turn back when all was said and done. Luke also had to make a choice. He was put in almost the same situation as Anakin was years before. Does he kill his own father and take a dark place at the Emperor’s side as his new apprentice? Does he hold true to the light side and take his chances with the Emperor and a beaten-down Vader? Luke chooses the honorable path and defies the Emperor, which almost proves fatal until Anakin Skywalker finally steps up fulfills his destiny by killing the Emperor and bringing true balance back to the Force.

Palpatine tells Anakin he’s fulfilling his destiny after Mace dies, but this is not true. His true destiny is fulfilled years later on the second Death Star. Palpatine the snake strikes again. It was all part of his plan to seduce Anakin and it worked…for a few years at least.



With things like film or music, it’s easy to listen to something or watch a film and say it’s great or it stinks. When you actually go through the process of making a song or film, however, you can’t listen to any song or watch any film the same again. You’re listening for the bass track or the harmonies in a song, or you’re thinking about the lighting and editing. You have a different perspective which makes it a little harder to just sit back and enjoy a song or a film. That said, my perspective is a bit skewed based on the fact that I’ve created both films and music and know the processes involved. However, the real test of a good film has nothing to do with all the little technical details, but whether it holds up with the general public who don’t care how it’s made and only want to be entertained. I want to emphasize that Episode III is not just a beautiful film but a remarkable and classic piece of artwork. It’s visual poetry with a foundation in mythology and morality. Most of all, though, it’s a fitting end (or middle, depending on your point of view) to a saga that will live forever in the hearts and minds of human beings so long as they walk this earth.

May the Force be with them…always.

Top 5 Individual Shots

  1. General Grievous splitting his arms apart and igniting four lightsabers
  2. Low-Angle shot of Mace and crew looking mean and walking into Palpatine’s office
  3. Yoda taking out the Red Guards
  4. Palpatine throwing Mace Windu out the window with Sith lightning
  5. Obi-Wan saying, “I will do what I must.”

Top 5 Scenes

  1. Yoda takes off the turncoat clones’ heads and then hops up on Chewbacca’s back
  2. Anakin and Padmé looking out their windows at the same time as the Jedi are on their way to arrest Chancellor Palpatine
  3. The Pre-Duel warm up: Anakin, Padmé, and Obi-Wan on Mustafar
  4. Palpatine’s “tragedy of Darth Plagueis” story
  5. Palpatine vs. Yoda

Top 5 Lines

  1. “I know you would. I can feel your anger. It gives you focus, makes you stronger.” — Palpatine
  2. “You have allowed this Dark Lord to twist your mind until now…until now you have become the very thing you swore to destroy.” — Obi-Wan
  3. “I have failed you, Anakin. I have failed you.” — Obi-Wan
  4. ” I have waited a long time for this moment, my little green friend.” — Darth Sidious
  5. “You were the Chosen One! It was said that you would destroy the Sith, not join them. It was you who would bring balance to the Force, not leave it in darkness.” — Obi-Wan

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