Star Wars: Episode III Revenge of the Sith

"The long night has begun."

- Revenge of the Sith novelization

Star Wars Episode III: Revenge of the Sith is the third episode of the Star Wars film series, but the sixth to be produced. It was released on Thursday, May 19, 2005, and premiered (out of competition) on the 2005 Cannes Festival May 15th. The film was generally positively received by critics, especially in comparison to the two previous prequels. It broke several box office records in its opening week, and went on to earn over US$800 million worldwide, making it one of the top grossing movies of 2005. It is the second Star Wars film which used a high definition digital 24 frame system for most of the movie's live action scenes. The film was re-released in the Blu-ray format in September of 2011 and will be re-released in theaters in 3D on October 11, 2013.

Three years after the onset of the Clone Wars, the noble Jedi Knights have been leading a massive clone army into a galaxywide battle against the Confederacy of Independent Systems. The Supreme Chancellor of the Galactic Republic reveals his true nature as a Sith Lord as he unveils a plot to rule the galaxy by transforming the Republic into a Galactic Empire. Jedi hero Anakin Skywalker is seduced by the dark side of the Force to become Darth Sidious's new apprentice&mdash;Darth Vader. The Jedi are all but eliminated with Obi-Wan Kenobi and Jedi Master Yoda forced into hiding. The only hope for the galaxy is Anakin's own offspring – the twin children born in secrecy who will grow up to become Luke Skywalker and Princess Leia Organa.

As the final film to be released in the Star Wars saga, it concludes the prequel trilogy and sets up the events of the original trilogy.

Battle over Coruscant
"This is where the fun begins!"

- Anakin Skywalker

It is three years (16:5:20 ) after the events of Attack of the Clones. The Galactic Republic is in the midst of the epic war with the Confederacy of Independent Systems under the leadership of Count Dooku, who is also the Sith Lord, Darth Tyranus. The Confederacy's cyborg military leader, General Grievous of the Separatist Droid Army has infiltrated Coruscant and captured Supreme Chancellor Palpatine, leader of the Galactic Senate.

As the Separatist Droid Army attempts to escape the Galactic capital, a massive space battle erupts, into which race Jedi Master Obi-Wan Kenobi and his former padawan, now Jedi Knight Anakin Skywalker, leading a mission to rescue the Chancellor. The Jedi fight through the Separatist armada. In the process, Obi-Wan's interceptor is damaged by buzz droids and his astromech, R4-P17, is destroyed. Anakin attempts to shoot the droids off, though succeeds only in blasting apart the wing of his former Master's vessel. Obi-Wan tells Anakin to hold his fire as he's not helping. Anakin agrees it was a bad idea. Obi-Wan tells Anakin to go on and rescue the Chancellor, but Anakin says he won't leave without Obi-Wan. Anakin uses one of his fighter wings to knock some of the buzz droids off Obi-Wan's fighter, but one manages to crawl onto Anakin's ship although it is quickly disabled by R2-D2. As they approach Grievous's flagship, The Invisible Hand, Obi-Wan reminds Anakin their shields are still up and so Anakin breaks formation and attacks a shield generator, knocking out the shields on the docking bay of the ship and the two Jedi crash land.

Anakin and Obi-Wan make their way through the flagship, fighting through an army of droids. Meanwhile, R2-D2 aids them from the hangar bay while simultaneously fending off a pair of super battle droids.

Rescuing the chancellor
"I sense great fear in you, Skywalker. You have hate. You have anger. But you don't use them."

- Dooku to Anakin Skywalker

The Jedi reach the General's Quarters, finding the captive Chancellor Palpatine. They are confronted by Count Dooku himself, and a lightsaber duel ensues. The Jedi throw the Count off guard, by converting from basic attacks to more skilled tactics. During the battle, Obi-Wan is rendered unconscious when Dooku uses the Force to hold him in mid-air before hurling him against a railing.

Anakin continues the battle, and is repeatedly taunted by Dooku. Using his anger, Anakin taps into the dark side of the force, and renders the Count incapable of defending himself, by severing both hands. Palpatine urges Anakin to kill him, drawing him closer to the dark side of the force. Completely unaware of Palpatine's intentions, Anakin finishes off the Sith Lord with his own lightsaber.

An explosion occurs deep in the ship, brought on by the attack of the Venator-class Star Destroyer Guarlara, causing the Invisible Hand to begin an uncontrolled descent into Coruscant. Despite Palpatine's persuasions that he should leave him, Anakin carries the unconscious Obi-Wan on his back, and maneuvers through the ship with the Chancellor. Obi-Wan later regains consciousness.

Confronting Grievous
"That wasn't much of a rescue."

- General Grievous to Obi-Wan Kenobi

After Grievous has the bridge crew regain control of his flagship by firing the emergency booster engines, he makes certain the two Jedi and their ward are captured. Having fallen foul of a ray shield trap, the three are brought to the bridge under custody, but R2 successfully creates a distraction, allowing the Jedi to retrieve their lightsabers and break free.

Grievous then sends his powerful IG-100 MagnaGuards after the Jedi. Obi-Wan quickly beheads IG-101 with his blade, but the droid continues the fight, forcing Obi-Wan to slice the warrior apart before it deactivates. Anakin finishes off IG-102 and destroys the battle droids attempting to drag Palpatine from the bridge. The Jedi close in on Grievous, though the wily General smashes a window with his fallen guard's electrostaff, and is swept outside. Using a tow cable, Grievous latches himself to the ship and heads for the escape pods. Launching all other escape capsules, Grievous speeds for the safety of a Trade Federation Lucrehulk-class battleship. Once again, the flagship begins to descend in a free-fall into Coruscant, but Anakin takes the controls and pilots the ship into a hard landing, aided by emergency firespeeders, on one of Coruscant's industrial landing platforms.

Happy reunions
"Another happy landing."

- Obi-Wan Kenobi

On Coruscant, Anakin is praised for his heroics. He meets secretly with Padmé Amidala, and they share a kiss in the shadows of the Republic Executive Building, keeping their love secret. She reveals to him that she is pregnant with their child.

Elsewhere, Grievous arrives on Utapau, where Trade Federation Viceroy Nute Gunray, Geonosian Industries owner Poggle the Lesser, Techno Union head of state and Emir Wat Tambor and others on the Separatist Council remain in hiding. The General is contacted by Darth Sidious, who gives him instructions to move the Separatist leaders to a volcanic planet, Mustafar. He also explains that the war is almost over. Grievous is uncertain about this, given Count Dooku's death. Sidious assures him that Darth Tyranus's death and loss was necessary, for he would soon have a new apprentice: one far younger and more powerful.

Later, on Coruscant, Anakin awakens in a panic, covered in sweat. He reveals to Padmé that he has been dreaming about her dying in childbirth, and believing that he can't live without her, vows not to let this dream come true.

Chancellor Palpatine requests Anakin's presence, and they meet in the Chancellor's office. The Senate has granted the Chancellor further emergency powers, giving him direct control of the Jedi High Council. Palpatine confides in Anakin his fear, distrust, and contempt of the Masters. He appoints Anakin to be his personal representative on the Council.

The High Council begrudgingly accepts Anakin's appointment, but does not grant him the rank of Master. Anakin reacts angrily at this perceived slight. Ignoring his outburst, the Council goes on to discuss matters concerning the war. It is decided that Anakin will be assigned to protect the Chancellor, and Yoda will take a battalion of clones to reinforce the Wookiees on Kashyyyk. Anakin is angry and disappointed.

Obi-Wan later tells Anakin that the Council wants Anakin to report on all the Chancellor's dealings, essentially spying on him. Anakin is confused and upset, feeling torn between two friends and loyalties. Obi-Wan himself is unhappy with the situation.

The tragedy of Darth Plagueis
"Is it possible to learn this power?''" "''Not from a Jedi."

- Anakin Skywalker and Palpatine

At the Galaxies Opera House in the Uscru District, Anakin joins Palpatine in watching the Mon Calamari Ballet performing Squid Lake. Palpatine tells Anakin Clone Intelligence has located General Grievous hiding in the Utapau system. Anakin is delighted by this news as Grievous's capture will. Palpatine remarks that he'd question the competence of the Jedi Council if Anakin was not sent on the mission. Inviting Anakin to join him, Palpatine dismisses his aides: once they are gone, Palpatine continues to seduce Anakin to the dark side, making him mistrust the Jedi by telling him that the Order wishes to overthrow the Republic and that if he has suspected it, Anakin must surely have sensed it. Anakin confirms that the Jedi don't trust him, a fact that Palpatine expands to include the Senate, the Republic and democracy as a whole. Anakin tells Palpatine that his trust in the Jedi has been shaken and Palpatine deduces Anakin's distaste for the Council's mission to spy on the Chancellor. Palpatine takes Anakin back to some of the early political lessons Palpatine tried to teach him, about how all those who gain power are afraid to lose it and that includes the Jedi. Anakin tries to defend the Jedi by saying they use their powers for good, but Palpatine argues good is only a point of view, noting that in almost every conceivable manner, including a quest for greater power, the Sith and the Jedi are exactly alike. Anakin disagrees, remarking that the Sith depend on passions for strength, thinking only of themselves, whereas the Jedi are selfless, thinking only of others.

After a brief pause in their conversation, Palpatine makes a remark about the tragedy of Darth Plagueis The Wise. Palpatine describes Darth Plagueis as a Dark Lord of the Sith so powerful and wise that he could use the Force to influence the midi-chlorians to create life. Not only this, but having such power and knowledge of the dark side, Plageuis could use this ability to save people he cared about from death, a statement which gets Anakin's attention (which was Palpatine's desire) and Palpatine describes the dark side of the Force as a pathway to many abilities considered by some to be unnatural. When Anakin asks what happened to Darth Plagueis, Palpatine concludes that Plagueis became so powerful that all he feared was losing his power which he eventually did. Unfortunately for Plagueis, he taught his apprentice, who happened to be Darth Sidious, all he knew: after he had, his apprentice killed him in his sleep. (The Sith apprentice in the story, as implied by the film and explicitly stated in various Expanded Universe sources, is Palpatine himself). Palpatine notes the irony of how Plagueis could keep others from dying, but not himself. When Anakin asks if it is possible to learn the power to stop death, Palpatine simply replies, "Not from a Jedi," further alienating Anakin from the Jedi Order. On Kashyyyk, Yoda, Luminara, and Commander Gree, along with Tarfful and Chewbacca defend the planet against the Corprate Alliance Tanks, Dwarf Spider droids, Droid Gunships, and legions of Battle Droids

Later, in a meeting with the Jedi Council, Anakin relays the information about Grievous, explaining that a partial message was intercepted in a diplomatic packet from the Chairman of Utapau. Yoda says they should act quickly and decisively on this information. When Anakin expresses his interest in going at Palpatine's request, Mace Windu harshly tells him that the Council will decide who goes and not the Chancellor. Yoda believes that a Master with more experience is needed to confront, and defeat, Grievous. Ki-Adi-Mundi agrees and nominates Obi-Wan to go. With the nomination agreed on, the Council adjourns and Obi-Wan prepares to go to Utapau.

Obi-Wan vs. Grievous
"Army or not, you must realize&hellip; you are doomed!''" "''Oh, I don't think so."

- Grievous and Obi-Wan Kenobi

Anakin walks Obi-Wan to his star destroyer before he leaves. Anakin still believes he'd be needed on Utapau, and while Obi-Wan agrees, he also notes it might just be a wild Bantha chase. Anakin stops Obi-Wan and tells him that he knows he's disappointed Obi-Wan and that he's not been acting very grateful for the training he received. Anakin tells him he's just been so frustrated with the Council lately, but that he does apologize. Obi-Wan calls Anakin strong and wise and tells Anakin he's very proud of him and while Obi-Wan trained him since Anakin was a boy, he calls Anakin a far greater Jedi than Obi-Wan could hope to be. But Obi-Wan encourages Anakin to be patient and that it won't be long before the Council makes Anakin a Jedi Master. The two bid each other farewell and Obi-Wan leaves for Utapau. Little do they know that this is the last time they will see or speak to each other as fellow Jedi and friends...

Obi-Wan arrives in Pau City on Utapau, and begins his search for General Grievous, riding a varactyl named Boga. He finds Grievous on the Tenth Level, and the two engage in single combat, with Grievous surprisingly using four lightsabers at once. Obi-Wan quickly cuts off the lower halves of the General's hands, helping to even out the odds a little. During the battle, the Third Systems Army arrives under the command of CC-2224 (Cody). Obi-Wan manages to catch Grievous off guard and uses the Force to push the fiendish droid general into the ceiling. Grievous drops his remaining two lightsabers and attempts to flee on his wheel bike, while Obi-Wan pursues on Boga. During the chase, Obi-Wan drops his lightsaber, which Commander Cody happens to find during the massive battle against the droids.

On Coruscant, Anakin tells Palpatine that General Grievous has been found on Utapau. Anakin insists he should be on Utapau as well. Their conversation shifts to Palpatine's knowledge of the Force, and it is revealed that he is Darth Sidious. Upon realizing this, Anakin ignites his lightsaber and threatens to kill Palpatine, but then decides to expose him to the Jedi Council. He is still concerned with saving his wife, and believes only Palpatine's knowledge, learned from the late Darth Plagueis, will ensure this.

Obi-Wan continues to chase General Grievous on Utapau. He catches up with the General, and jumps onto his wheel bike. Using Grievous's electrostaff, he manages to destabilize the speeder, and it goes into a spin. Both Obi-Wan and Grievous are thrown off as the speeder topples over the edge of Grievous's secret landing platform. Grievous then draws his Grievance Striker blaster, though it is knocked from his hand by Obi-Wan, now wielding the electrostaff. He knocks Grievous down, and a brawl ensues, during which Kenobi tears open the General's stomach plates, revealing his living organs. Enraged, Grievous picks up the helpless Jedi and throws him over the edge. Obi-Wan manages to hang on, and uses the Force to retrieve the General's blaster, and fires at Grievous's organs. He hits, and they burst into flames. With his eyes flaming, Grievous falls to the floor, dead.

Sidious Revealed
"In the name of the Galactic Senate of the Republic, you're under arrest, Chancellor.''" "Are you threatening me, Master Jedi?" "The Senate will decide your fate." "I am the Senate!" "Not yet." "It's treason, then."

- Mace Windu and Palpatine

Anakin returns to the Jedi Temple and approaches Mace Windu, who tells Anakin that they have just been informed that Obi-Wan has destroyed General Grievous and so they are going to go to the Senate to ensure that Chancellor Palpatine gives back his emergency powers. But Anakin stops Windu and tells him that Palpatine won't give up his power. Anakin tells Mace that he's learned a terrible truth and that he thinks that Palpatine is a Sith Lord, a statement which shocks Mace and stops him dead in his tracks. Anakin confirms what he just said and says he believes Palpatine is the one they have been looking for. When Mace asks how Anakin knows this, he tells Mace that Palpatine knows the ways of the Force and has been trained to use the dark side and that he is absolutely sure. Mace says their worst fears have now been realized and that if the Jedi Order is to survive, they must move quickly. Anakin warns Windu that Palpatine is very powerful and they'll need his help to arrest Palpatine, but Windu urges him to stay out of it as he senses much fear in Anakin and it could cloud his judgment. Mace also adds that if what Anakin says is true then Anakin will have gained his trust but for now, he wants Anakin to wait in the Council Chambers until he returns. Masters Windu, Fisto, Kolar, and Tiin board a gunship and head to Palpatine's office.

Sitting in the Council Chambers, remembering Palpatine's promise of stopping death and the dreams of Padmé dying in childbirth, Anakin ruminates over his decision: in his mind, he hears Palpatine's voice saying that if the Jedi kill him, any chance of saving Padmé will be lost. Finally, he leaves and rushes after the four Jedi.

Mace Windu and the three other Jedi Masters arrive at Chancellor Palpatine's office and declare their intent to have the Chancellor arrested in the name of the Republic. Palpatine draws his lightsaber, and hurls himself at the Jedi with a screeching warcry. Agen Kolar is first to die, run through the chest. Almost immediately after, Palpatine turns and slices Saesee Tiin's torso, and a few seconds later, with more effort from Sidious, Kit Fisto is slain, killed by a slash across the gut. Only Mace Windu remains, alone against the Dark Lord.

Rise, Lord Vader
"The Force is strong with you. A powerful Sith you will become. Henceforth, you shall be known as Darth&hellip; Vader."

- Palpatine to Anakin Skywalker

Palpatine and Mace continue the fight, leading out of the Chancellor's antechamber and into the office proper. Meanwhile, Anakin arrives at the scene just as Windu disarms Palpatine, both combatants balancing on the edge of the large window shattered during the duel. As Mace threatens Palpatine, the Sith unleashes a torrent of Force lightning. However, Mace deflects it with his blade, casting much of the energy back into Palpatine's body. He becomes disfigured and ends his assault, claiming he is too weak to fight on. As Mace is deciding to kill Palpatine, Anakin enters, and claims Palpatine must stand trial: Windu disregards this, stating Palpatine is too dangerous to be left alive. Anakin is finally forced to choose between the Jedi Order or Padmé. As Mace is about to deliver the killing blow, Anakin makes his choice, intervenes and cuts off Mace's hand. Palpatine, cackling with glee, blasts the shocked Mace out of the window, and to his death hundreds of stories below.

Anakin is horrified by his actions, yet he knows now there is no turning back. He pledges allegiance to Palpatine, in return for the Dark Lord's power to stop death, in the hope of saving his beloved wife. Palpatine takes Anakin as his Sith apprentice, bestowing upon him the Sith name Darth Vader. Palpatine then gives Vader his first assignment: to launch an assault on the Jedi Temple, ensuring the so-called Jedi Rebellion is crushed.

Vader invades the Temple at the head of the 501st Legion. Vader brutally makes his way through the Temple, cutting down every Jedi that crosses his path, including swordsmaster Cin Drallig and even a clan of Younglings hiding out in the Council Chamber.

Order 66
"The time has come. Execute Order 66."

- Emperor Palpatine

Meanwhile, from his office, Palpatine broadcasts a command to the many clone trooper commanders spread throughout the galaxy; to execute Order 66, an action that effectively sets into motion the Great Jedi Purge and the Galactic Civil War.

Across the galaxy, clone troopers turn against their Jedi Generals. As this happens, Yoda feels everyone who is dying. On Utapau, Obi-Wan Kenobi is flung off a cliff by a blast from an All Terrain Tactical Enforcer but he and Boga survive the drop; on Mygeeto, Jedi Master Ki-Adi-Mundi is gunned down by CC-1138 and the Galactic Marines; on the lush, tropical planet of Felucia, Jedi Knight Aayla Secura is murdered by CC-5052 and his 327th Star Corps; on Cato Neimoidia, Plo Koon's Jedi starfighter is shot down by ARC-170 starfighters, sending it smashing into a clone staging area; and on Saleucami, Stass Allie's 74-Z speeder bike is destroyed by CC-8826 and his wingman, riding BARC speeders. On Kashyyyk, Yoda is overlooking the ongoing battle as Commander Gree receives the order. He and his lieutenant attempt to sneak up to Yoda, but the aged Master senses their intent and beheads both clones with a slash of his lightsaber.

Senator Bail Organa arrives at the flaming Temple to witness the slaughter of a young Padawan named Zett Jukassa, by a squad of troopers led by Commander Appo. Organa, horrified, flees the scene and departs Coruscant in the Sundered Heart, in an attempt to make contact with any surviving Jedi.

Both Obi-Wan and Yoda survive Order 66, and are picked up by Senator Organa, having evaded pursuit. The Jedi decide to return to Coruscant to recalibrate the Jedi beacon calling for all Jedi to return to Coruscant, and into Palpatine's trap. Instead, Kenobi hopes to warn any surviving Jedi to stay away from the Temple.

Following the raid on the Jedi Temple, Vader returns to Padmé at the Senate Apartment Complex, from where the smoke rising from the wrecked Temple can be seen. He tells her the Jedi have tried to take over the Republic, and there are traitors in the Senate. He asks for her loyalty to the Chancellor, then tells her that he will go to the Mustafar system, where the remaining Separatists have gathered, to end the war.

Birth of the Empire
"So this is how liberty dies... with thunderous applause."

- Padmé Amidala, to Bail Organa following the Declaration of the New Order

On Mustafar, Vader is greeted by Viceroy Gunray, but quickly traps the Separatist Council in the bunker. He slaughters the Council, Poggle the Lesser, Rune Haako, Po Nudo, Wat Tambor, Geonosians, and battle droids, among others. He leaves Gunray until last, slicing the Neimoidian across the chest even as he pleads for his life. It is at this point that the first physical manifestation of the dark side in Vader begins to show itself, as his irises turn a pallid yellow, the rest of his eye taking on a bright crimson hue.

The Senate holds a special session where Palpatine tells them of the "plot of the Jedi to overthrow the Senate," but that it was foiled. Amidst thunderous applause, he informs the Senate that the surviving Jedi will be hunted down and defeated. He then states that in order to insure the security and continued stability that the Republic will be reorganized into the first Galactic Empire, which Palpatine describes as creating a safe and secure society. As the majority of the Senate screams their approval, Padmé Amidala and Bail Organa, who are shocked at the result, simply look around and Padmé can only remark "So this is how liberty dies, with thunderous applause."

In the meantime, Obi-Wan and Yoda go to the Jedi Temple, slaying clone troopers and walking in disbelief through the carnage. They recalibrate the Temple's signal to warn all Jedi to keep away from the Temple. At the Temple's control center, Obi-Wan looks into the security recordings. In disbelief, he watches Vader's slaughter of the Jedi. Yoda says they have no choice but to destroy the Sith; including Vader. Obi-Wan begs Yoda to let him take the Emperor; however, Yoda refuses, stating that Obi-Wan cannot win that fight; that Obi-Wan must instead fight his former apprentice; his "brother".

Obi-Wan, seeking information on Anakin's whereabouts, arrives at Padmé's apartment. He meets Padmé and tells her that Anakin has turned to the dark side and killed the younglings in the Jedi Temple. Despite her anguish, Padmé will not reveal where her husband has gone. Obi-Wan leaves, though not before expressing his regret to Padmé, whom he knows is carrying Anakin's child.

Later, Padmé leaves Coruscant in her star skiff, departing for Mustafar to find her husband, and the truth. Unknown to her, Obi-Wan secretly boards the ship just before it takes off.

Battle of the Heroes
"You were the Chosen One! It was said that you would destroy the Sith, not join them! Bring balance to the Force, not leave it in darkness!''" "I hate you!" "''You were my brother, Anakin! I loved you!"

- Obi-Wan Kenobi and Darth Vader

The star skiff lands on Mustafar, and Padmé is greeted by a smiling Vader. Padmé reveals her conversation with Obi-Wan; he tells her it is only lies, though he doesn't deny the accusations. When she begs him to run away with her to raise their child in peace, though Vader counters by telling Padmé that he has brought peace to the Republic, and when he states he can overthrow Palpatine so the two of them can rule the galaxy together, she backs away in horror. Padmé, realizing how much Anakin has changed, begs him to stop.

As she pleads, Vader sees his former master Obi-Wan emerge from the starskiff. He then accuses Padmé of lying about her love for him and that she brought his former master to kill him. Enraged, he force chokes his wife: Obi-Wan orders him to let her go, which Vader subsequently does only after he has throttled Padmé into unconsciousness. Vader accuses Obi-Wan of turning her against him but Obi-Wan retorts that Vader has done that himself through his anger, greed, and lust for power. Vader states that he had brought peace, justice, and freedom to his "new empire" and offers Obi-Wan a reprieve so long as he stands aside; however, Obi-Wan maintains his loyalty to democracy. Snarling that those not with him are his enemies, Vader draws his lightsaber; with no other choice, Obi-Wan prepares to battle his former pupil. The two then break out into a ferocious duel of Student vs. Master.

In the Chancellor's holding office within the Senate Building, Yoda confronts Darth Sidious. They engage in an intense battle using their Force abilities. The duel brings them to the Grand Convocation Chamber, the heart of the Senate. Sidious hurls Senate pods at Yoda, and the effort to avoid them exhausts the Jedi Master. Sidious then blasts Yoda with Force Lightning, but with the last of his strength the Jedi master repels it enough to send both himself and Sidious over the pod's edge. Palpatine was able to hold on to a senate pod, while Yoda fell to the senate floor leaving only his cloak. With Bail Organa's help, Yoda flees the Senate Building, intending to go into exile.

The epic duel between Obi-Wan and Vader leads them through the Separatist stronghold on Mustafar. A missed slash from Vader's lightsaber damages a computer console, resulting in the deactivation of the bunker's shields. The duel continues as the entire facility is bombarded by lava, and both combatants ride down a lava river atop a collection arm severed from the main structure. Kenobi and Vader leap from the arm and continue their intense duel atop floating platforms. Obi-Wan makes one last appeal to his old friend, trying to convince him of Palpatine's evil, but when Anakin snarls that the Jedi are evil from his perspective, Obi-Wan roars back "WELL THEN, YOU ARE LOST!", accepting his student, friend, and brother is beyond redemption.

Though on the defensive throughout the fight, Obi-Wan eventually gains the high ground by leaping to the safety of a black sand bank, and in doing so, the upper-hand. Obi-Wan warns Vader that he now holds an unassailable position, but Vader, enraged and bloodthirsty, shouts, "You underestimate my power!", and foolishly leaps up to meet his old Master. In the blink of an eye, Obi-Wan performs a lightning-fast mou kei maneuver, severing Vader's left arm and both of his legs at the knees. Vader tumbles down the embankment and rolls to a stop at the edge of the river of lava.

As Obi-Wan watches in despair, Vader, now only being kept alive by his hate, tries in vain to pull his crippled, smoking body up the embankment with his remaining mechanical hand. Obi-Wan is overcome with disgust and sadness at the pitiful fate of "The Chosen One", and is reduced nearly to tears. He angrily shouts that Anakin has failed in his life and destiny, and has hurt all those who loved him, including Obi-Wan himself. Vader, now completely helpless and consumed by his dark-side emotions, can only scream in pain and powerless rage, cursing his former friend and Master. The lava below Vader then catches his leg, setting him on fire. Obi-Wan, not willing to either watch his former pupil and best friend die or kill him in cold blood, takes Anakin's lightsaber and leaves. He then leaves with the badly injured Padmé and her droids on the star skiff.

Birth and Rebirth
"Obi-Wan, there is good in him. I know.. there is&hellip; still&hellip;"

- Padmé Amidala to Obi-Wan Kenobi as her final words.

Darth Sidious arrives at Mustafar with a group of shock troopers led by Commander Thire. They rescue Darth Vader from the edge of death using a stasis-pod and Sith medicines held in Sidious's shuttle.

On the isolated asteroid Polis Massa, Yoda meditates and hears the spirit voice of Qui-Gon Jinn. The voice tells him that there is a way to merge with the Force and retain consciousness after death. In order to learn this power, Yoda declares himself an apprentice to the spirit of Qui-Gon Jinn.

Obi-Wan arrives at Polis Massa with Padmé, who is given emergency medical treatment by the facility's droids. She is dying, having lost the will to live. The medical droids work to save her babies&mdash;she has twins, much to the surprise of Bail Organa, Obi-Wan, and Yoda. A boy and a girl are born. In her last few dying breaths, Padmé gives them the names "Luke" and "Leia."

As his children are born, Vader is placed into his life-support suit. At the Emperor Palpatine Surgical Reconstruction Center on Coruscant, Vader is given new legs, a new arm, mechanized lungs, and other "replacement parts". He is dressed in black armor, a face mask is sealed tightly, and his helmet is fitted. Darth Vader begins to breathe through his mask. Most, if not the entire surgery is carried out in true dark-side form, with Vader wide-awake and apparently unanesthesized, leaving him moaning, screaming, and writhing in excruciating agony.

With Padmé's final breath, she maintains that there is still good in Anakin. She dies still believing in the man she once loved, before his violent acts against the Jedi Order and the Separatist Council.

Vader is raised to a standing position at the EmPal SuRecon Center, his surgery complete. Vader begins to speak through his voice amplifier to Darth Sidious, asking about Padmé. Darth Sidious, seeking to cut Vader's last tie to his old life and permanently cement the Dark Side in his heart, lies to Vader, telling him that he accidentally killed his wife while Force Choking her on the landing dock. His last shred of hope and love now gone, Vader cries "Nooo!", and unleashes a powerful involuntary Force Scream of rage, shame, and grief, shattering the droids and equipment.

A New Hope
"Hidden, safe, the children must be kept."

- Yoda

On board the Sundered Heart, docked at Naboo, Obi-Wan, Yoda, and Bail Organa sit at a conference table. They agree to keep Padmé appearing pregnant, thus faking the children's deaths. For their own safety, Luke and Leia will be split up in hopes that the Sith would not sense their presence. Leia will be adopted by Bail Organa and Luke would be sent to his father's step family on Tatooine. Obi-Wan and Yoda will watch and wait until the time is ready for the Skywalker children to do their part. Yoda tells Obi-Wan to study the technique Qui-Gon learned to achieve immortality.

Bail Organa leaves R2-D2 and C-3PO in the care of Captain Raymus Antilles of the Sundered Heart. He orders a memory wipe of the talkative protocol droid.

On Naboo, Padmé's funeral takes place in a solemn ceremony in Theed. Her hands clasp the japor snippet given to her by Anakin following his departure from Tatooine some thirteen years previous. To protect her children, her body appears to still be pregnant.

In a deleted scene, Yoda heads to Dagobah to begin his self-imposed exile, which he partly owes as penance for his failure to defeat Sidious.

On the bridge of a gray-hulled Venator-class Star Destroyer, Vader, the Emperor, and Governor Wilhuff Tarkin oversee the construction of a certain moon-sized battle station.

On Alderaan, the infant Leia is brought by Bail Organa to his wife, Queen Breha.

On Tatooine, Obi-Wan brings Luke Skywalker to his new family: his uncle, Owen, and his aunt, Beru. Obi-Wan leaves on an eopie, heading to his exile in the Jundland Wastes. Owen and Beru, holding the infant Luke, look out to the horizon and watch the setting of Tatooine's twin suns.

Cast
George Lucas makes a cameo appearance at the Galaxies Opera House. He is the blue faced being, named Baron Papanoida, seen just outside Palpatine's private box. It marks Lucas's first and only appearance in any of the Star Wars films. His three children also play cameos: Jett as a young Jedi-in-training called Zett Jukassa at the Jedi Temple, his daughter Amanda as a senator called Terr Taneel, and Katie as blue-skinned alien senator called Chi Eekway, visible when Palpatine arrives at the Senate after being saved by the Jedi.
 * Obi-Wan Kenobi .... Ewan McGregor
 * Anakin Skywalker/Darth Vader .... Hayden Christensen
 * Darth Vader .... James Earl Jones (voice) (uncredited)
 * Padmé Amidala .... Natalie Portman
 * Supreme Chancellor Palpatine/Darth Sidious .... Ian McDiarmid
 * Mace Windu .... Samuel L. Jackson
 * Senator Bail Organa .... Jimmy Smits
 * Yoda .... Frank Oz
 * C-3PO .... Anthony Daniels
 * Count Dooku/Darth Tyranus .... Christopher Lee
 * Queen Apailana .... Keisha Castle-Hughes
 * Ki-Adi-Mundi/Nute Gunray .... Silas Carson
 * Captain Typho .... Jay Laga'aia
 * Tion Medon .... Bruce Spence
 * Governor Tarkin .... Wayne Pygram
 * Commander Cody .... Temuera Morrison
 * Mas Amedda .... David Bowers
 * Sio Bibble .... Oliver Ford Davies
 * Jar Jar Binks .... Ahmed Best
 * Captain Antilles .... Rohan Nichol
 * Captain Colton .... Jeremy Bulloch
 * Terr Taneel .... Amanda Lucas
 * R2-D2 .... Kenny Baker
 * Plo Koon .... Matt Sloan
 * Chewbacca ....Peter Mayhew
 * Breha Organa .... Rebecca Jackson Mendoza
 * Luminara Unduli .... Fay David (uncredited)
 * Owen Lars .... Joel Edgerton
 * Beru Lars .... Bonnie Maree Piesse
 * Zett Jukassa .... Jett Lucas
 * Agen Kolar .... Tux Akindoyeni
 * Senator Orn Free Taa .... Matt Rowan
 * Saesee Tiin .... Kenji Oates
 * Kit Fisto .... Ben Cooke (uncredited)
 * Aayla Secura .... Amy Allen
 * Clone Trooper .... Bodie Taylor
 * Ruwee Naberrie .... Graeme Blundell
 * Jobal Naberrie .... Trisha Noble
 * Sola Naberrie .... Claudia Karvan
 * Ryoo Naberrie .... Keria Wingate
 * Pooja Naberrie .... Hayley Mooy
 * Sly Moore .... Sandy Finlay
 * Chi Eekway .... Katie Lucas
 * Mon Mothma .... Genevieve O'Reilly
 * Fang Zar .... Warren Owens
 * Malé-Dee .... Kee Chan
 * Nee Alavar .... Rena Owen
 * Giddean Danu .... Christopher Kirby
 * General Grievous ....Matthew Wood (voice)
 * Moteé .... Kristy Wright
 * Whie .... Coinneach Alexander
 * Cin Drallig .... Nick Gillard (uncredited)
 * Bene .... Mousy McCallum
 * Cellheim Anujo .... T.V. Moore & Dean Mitchell (uncredited)
 * Tarfful .... Michael Kingma
 * Bana Breemu .... Bai Ling
 * Mas Amedda .... Jerome Blake
 * Bultar Swan .... Mimi Daraphet
 * Meena Tills .... Paul Davies
 * Ellé .... Chantal Freer
 * Janu Godalhi .... Pablo Hidalgo
 * Barriss Offee .... Nalini Krishan
 * Fema Baab .... Olive Levi
 * Papanoida .... George Lucas
 * Po Nudo .... Paul Nicholson
 * Stass Allie .... Lily Nyamwasa
 * Tundra Dowmeia .... Jeremy Prestoe
 * Shaak Ti .... Orli Shoshan
 * Ask Aak .... Paul Spence
 * Rune Haako .... Sandy Thompson
 * Lushros Dofine and Rute Gunnay .... Colin Ware
 * Passel Argente .... Marty Wetherill
 * Luke Skywalker .... Aidan Barton
 * Leia Organa .... Aidan Barton
 * William Sitts .... Unidentified Jedi

Much of the crew make cameos in the film, for example Nick Gillard, the stunt coordinator, plays a character named Cin Drallig (his name spelled backwards, omitting the k). Rick McCallum's daughter Mousy plays one of the Padawans killed by Darth Vader, named Bene. Visual effects supervisor John Knoll played the Coruscant fire fighter pilot. When Palpatine, Anakin, and Obi-Wan are falling down the elevator shaft in the beginning of the movie, it is John Knoll's hand that grabs the wire, not Hayden Christensen's. Also in the movie was Jeremy Bulloch (Boba Fett in the Original Trilogy), who played Captain Jeremoch Colton, the pilot of the CR70 corvette, and later CR90 Rebel Blockade Runner, Sundered Heart. This was a speaking role. A number of Lucasfilm and ILM employees also made cameo appearances on the balconies of the Galaxies Opera House, while on the steps Anthony Daniels reprised his Episode II cameo as Dannl Faytonni.

Production
Principal photography for Revenge of the Sith took place from June 30 to September 17, 2003. Most of the filming took place at Fox Studio, Sydney. Additional studio photography was filmed at Shepperton Studios and an Elstree Film Studio both in the UK. There is a short end sequence shot at Chott El Jerid in Tunisia. Second unit filming was at Grindelwald in Switzerland, Guilin in China, Phuket in Thailand, and Mount Etna in Italy.

Release and box-office performance
Revenge of the Sith premiered at the Cannes Film Festival (out of competition) on May 15, 2005. It was released in most other countries on May 19. It was predicted that the premiere of Revenge of the Sith would cost the US economy approximately $627 million USD because of employees who would take the day off or report in sick.

A copy of the movie leaked into p2p file sharing networks just hours after opening in theaters. The movie was a time-stamped workprint, along with a much higher fidelity Internal Xvid rip version nearly a month later (although it was still pre-telecined and was flawed with vibrations and frame-skips) suggesting it may have come from within the industry rather than from someone who videotaped an advance screening. It is widely spread and available in popular p2p networks.



The film earned an estimated $16.5 million from 2,900 midnight screenings in North America upon its release. In total, it earned a record $50 million on its opening day. Sith has since been bumped to the second highest grossing opening day. The film that beat Sith was Pirates of the Caribbean: Dead Man's Chest which earned $55 million on its opening day. Pirates eclipsing Sith records would become a trend except for two specific records.

Revenge of the Sith broke another couple records on its opening day, including:
 * Midnight screenings. Previously held by The Lord of the Rings: Return of the King, which earned $8 million from 2,100 midnight screenings.
 * Thursday gross. Previously held by The Matrix Reloaded with $37.5 million.

Sith added $33.5 million on the second day from 3,661 theaters. At $83.5 million in two days, the movie was the highest grossing two-day movie, well on its way to becoming the highest three-day grossing movie in history.

Star Wars Episode III: Revenge of the Sith crossed $100 million and tied Spider-Man and The Matrix Reloaded as the only movies at the time to make $100 million in three days. Being that Sith grossed the highest amount in the three day period, it was given the number one rank as "fastest movie to $100 million." This record would also be broken by Pirates of the Caribbean: Dead Man's Chest which would reach the $100 million mark in just two days.

Revenge of the Sith totaled $158.5 million in its first four day period, surpassing the previous four day record held by The Matrix Reloaded ($134.3 million) and making it the second highest grossing movie of 2005 after just four days in release (Hitch, $177.6 million). The four day total by Sith is one of the records that Pirates of the Caribbean: Dead Man's Chest did not beat. The four day gross was beaten in 2007, by Spider-Man 3. Sith, however, It would still hold the five day record for another three years until The Dark Knight would beat it.

The movie was so popular in the UK, that in the second week of release Revenge of the Sith sold more tickets than the next twenty movies released would combined.

Star Wars Episode III: Revenge of the Sith was released in over 100 countries. As of October 21, 2005, the movie had grossed $380,270,577 in the US and $469,727,028 Internationally, giving it a total of $849,997,605 worldwide.

(All box office information from Box Office Mojo)

Critical reaction
The critical reaction to Revenge of the Sith was very enthusiastic receiving mostly very positive reviews, especially in comparison to the last two prequels. Many critics have noted that they view it to be the best of the prequels.


 * Roger Ebert of the Chicago Sun-Times recommends the movie because he claims it to be a successful entertainment, with its point being the visuals, imagination, story, and action. This is contrary to Star Wars Episode II: Attack of the Clones, where Roger Ebert claimed the point of the movie to be the dialogue and love scenes, which he wrote were flat and banal.
 * Richard Roeper of the Chicago Sun-Times hailed it as the best since Star Wars Episode V: The Empire Strikes Back.
 * A.O. Scott of the New York Times hailed it as even better than A New Hope.

While many critics noted George Lucas's continued weakness with dialogue, Hayden Christensen's depiction of a more mature Anakin Skywalker and his slow descent to the dark side was praised, and Ewan McGregor and Ian McDiarmid's performances as the noble Obi-Wan Kenobi and the evil Palpatine respectively received rave reviews. Various critics have made note that they feel that the actors did a better job in general; though they, like in earlier prequels, have been displeased with Natalie Portman's performance.

Ratings
Due to its dark undertones and violent nature (mainly the scene where Anakin is burned alive in a rather graphic and realistic manner), Revenge of the Sith is the first and only Star Wars film to receive a PG-13 rating from the MPAA. All previously released films in the series were rated PG. In contrast, A New Hope was originally rated G, but its rating was deliberately pushed up in order to attract a broader audience and because of the addition of Owen and Beru Lars' remains.

This is a listing of existing ratings for the film:

Political connotations
Since early viewings, many have stated that there is a critique of President George W. Bush in the film. Examples cited included Darth Vader's line to Obi-Wan Kenobi "If you're not with me, then you're my enemy!", mirroring a quote Bush made after the September 11, 2001 attacks "Either you're with us, or you're with the terrorists." However, Vader also had a similar line in Star Wars Episode V: The Empire Strikes Back. Kenobi's reply is an accusation that "Only a Sith deals in absolutes." Some observers have commented that this line of dialogue seems like a none-too-subtle political jab at Bush; the light and dark sides of the Force and Kenobi's line seems forced in that way. The sentence "Only a Sith deals in absolutes," is itself an absolute. However, the key word to keep in mind is the word deal. This Sith only "deal" with joining the dark side or death (ex. Episode VI dialogue between the Emperor and Luke Skywalker). The Jedi do not "deal" with the "join us or die" idea.

The anti-Bush connotation goes one step further in the novelization, with Mace Windu saying that the new laws decrease liberty in the name of security, but he doesn't feel safer (not so long after the PATRIOT Act was voted). Additionally, Palpatine's speech before the Senate in the novel includes the line, "It is morning in the Republic!", which may be a play on one of Ronald Reagan's 1984 campaign slogans, "It's morning in America."

But in interviews, George Lucas said that Bush was no influence in writing the movie. Rather, he wrote the basic story outline in the 1970s during the Vietnam War, thinking of President Richard Nixon. He stated at Cannes, "The parallels between what we did in Vietnam and what we're doing in Iraq now are unbelievable." Lucas added that in more general terms, his story represents how any democracy can turn into a dictatorship with the consent of the people, like Caesar Augustus and Napoleon I of France. It could also be likened to how democratic freedom can be taken away using fear, much like Adolf Hitler or Hirohito. A line given by Senator Amidala upon Chancellor Palpatine's reorganization of the Republic as the First Galactic Empire reflects Lucas's observation: "So this is how liberty dies&mdash;with thunderous applause."

In addition, the Jedi attempting to assassinate Palpatine is similar to Plutarch's account of the assassination of Julius Caesar. In both cases, the assassins attack because they fear the politician has or will have too much power for a republic to function properly. However, Caesar was unsuccessful in defending himself, and there was no premeditation on the Jedi's part on killing the Chancellor.

Death Star I
In the DVD commentary for Revenge of the Sith, Lucas makes an offhand comment regarding the Death Star seen in the final moments of the film. He explains that it was the exact same one as seen in A New Hope, and goes on to say that it would be "a bit of a stretch," but explains that due to "union disputes and supply problems," it took 19 years to build. However, Kevin J. Anderson's novels Jedi Search and Champions of the Force explain that a prototype Death Star was built in preparation for the construction of the first Death Star in A New Hope. These conflicting accounts were retconned in The New Essential Chronology, which stated that the former was a testbed prototype for the superlaser to be installed on the latter.

In addition, the Chronology also makes mention of the fact that in order to ensure protection from sabotage, the construction site was moved to various locations throughout the nineteen-year gap between Revenge of the Sith and A New Hope, indicating that there were various attempts by unknown persons to disable or even destroy the massive battle station, a theory supported by a line from A New Hope where Vader proclaims that "There will be no one to stop us this time" in regard to the Death Star and its plans. Such events, however, have yet to be chronicled, but they might be thanks to the upcoming TV series.

The release of the Force Unleashed video game reveals that Galen Marek greatly damaged the Death Star while infiltrating the station to rescue the rebel leaders. This might be a partial explanation for why it took so long to build the Death Star as well as Vader's line "no one to stop us this time."

DVD release
Star Wars Episode III: Revenge of the Sith was released on DVD on November 1, 2005 (in Canada and the United States). The DVD is a two-disc set that has picture and sound mastered from the original digital source material. It includes a new full-length documentary as well as two featurettes, one which explores the prophecy of Anakin Skywalker as the Chosen One, the other looking at the movie's stunts. The 15-part web documentary series, "Making Episode III", and a playable Xbox demo of Star Wars: Battlefront II (which was released simultaneously with the DVD) are also included in the set. A trailer which previews the DVD's features can be downloaded here. The DVD itself has a blooper on its cover. If you notice, on the cover of the DVD it shows Anakin with a different look. In the movie, it is shown that Anakin has a scar from the Clone Wars; however, on the cover of the DVD the scar is not visible.

During the opening battle sequence, parts of the sequence's themes have been removed and replaced by heavy drum beats. This is most noticeable immediately following the opening credits. In the theatrical release, the song immediately began to play, whereas in the DVD, the song is preceded by heavy drum beats.

Blu-ray re-release
It's been re-released in the Blu-ray format in September of 2011.

Notable firsts

 * Unlike every other release of a Star Wars film, Revenge of the Sith was released without any noticeable [upon first viewing] alterations by George Lucas from the film's digital theatrical cut. A closer inspection will reveal one change. There used to be a fading between the scene where Obi-Wan leaves Mustafar, and the scene where Vader climbs away from the lava, but this was removed from the DVD release.
 * The DVD cover art is the only cover of the six films not to include a central character brandishing a lightsaber with evident lens flare on the blade itself shining towards the viewer. This also could be done to illuminate on the darker storyline, with a character holding a lightsaber too much like a fairy tale.
 * This release is notable because, due to marketing issues, it was the first Star Wars film (and the first major film of all time) never to be widely released on VHS (for example, it was released on VHS in Australia). This caused some backlash from fans collecting both the DVD and VHS versions, who complained that their VHS set was not complete without Episode III.
 * This was the first release not to contain a secret blooper reel of footage from filming as an easter egg. Instead it contained a rap video with a dancing Yoda and clone troopers.

DVD features (USA)
Disc 1
 * DVD Menu themes based on planets from the movie: Coruscant, Utapau and Mustafar
 * Available subtitles: English
 * Available Audio Tracks: English (Dolby Digital 5.1 EX), Spanish (Dolby Digital 2.0 Surround), French (Dolby Digital 2.0 Surround)
 * Commentary by writer-director George Lucas, producer Rick McCallum, animation director Rob Coleman, and ILM visual effects supervisors John Knoll and Roger Guyett
 * Hip hop Yoda music video

Disc 2
 * Main DVD Menu's theme is based on the Invisible Hand
 * Exclusive deleted scenes with introductions by George Lucas and Rick McCallum
 * "Within a Minute" documentary film about the making of the Mustafar battle
 * "The Chosen One" featurette: George Lucas traces the myth of Darth Vader through episodes 1-6
 * "It's All for Real: The Stunts of Episode III"
 * A 15-part collection of Lucasfilm's Web documentaries
 * Star Wars: Battlefront II trailer and Xbox game demo
 * Star Wars: Empire at War PC game trailer
 * "A Hero Falls" music video
 * Poster and print campaign
 * Trailers and TV spots
 * Production photo gallery
 * DVD-ROM content includes a free trial of Hyperspace

Bonus discs
Wal-Mart stores included an exclusive bonus disc, entitled The Story of Star Wars, with some copies of Revenge of the Sith, when it arrived on DVD. As with many previous Star Wars "history" featurettes, it is hosted with newly shot footage by the droid duo, R2-D2 and C-3PO. The sticker on the cover describes it as "R2-D2 and C-3PO's chronicles of Luke and Anakin Skywalker". Presented in full frame with Dolby Digital 2.0 sound and running 1 hour in total, it was originally produced and released in 2004 as a 3-disc collection for the VideoNow Color personal video player. The DVD version contains the content from the first two discs: The Story of Anakin Skywalker and The Story of Luke Skywalker. The footage used contains no scenes from Revenge of the Sith nor does it have the changes contained in the 2004 DVD Special Edition releases.

Target stores also offered a bonus disc with the Revenge of the Sith DVD. The disc contained Star Wait, a documentary about Star Wars fans who had waited in line for Episodes II and III.

Retailer exclusive freebies
As well as the bonus DVD given away at Wal-Mart, other retail stores gave away a few collectors items. At Target, Collectors would receive a collectors coin from Revenge Of The Sith, featuring Darth Vader on the "heads" side of the coin, and the Mustafar duel on the "tails" side of the coin. A $5 gift card was also given to the buyers of the DVD. The gift card features Vader, and has lights and sound added to it. Finally from Target, a bonus CD-Rom came with the episode III soundtrack. At Best Buy, Fans who belonged to the Rewards Zone would receive a Star Wars print by the artist Shepard Fairey.

Deleted scenes
There are six deleted scenes included with Disc 2 of the DVD and are as follows:
 * Deleted due to time constraints, and because the story was changed that Grievous left Shaak Ti on Coruscant alive, and she didn't die.
 * The death of Shaak Ti by General Grievous onboard the Invisible Hand


 * Deleted because they took away from the central plot of Anakin Skywalker
 * The First Meeting of the Rebel Alliance
 * The Second Meeting of the Rebel Alliance
 * The Presentation of the Delegation of 2,000 to Palpatine


 * Deleted due to time constraints and the point was already known
 * Mace Windu senses the destruction of the Jedi Order


 * Deleted for fear it would clutter up the endings instead of making it just "father, mother, and the kids"
 * Yoda lands on Dagobah
 * Rick McCallum is quoted as saying that this was the biggest loss for him to the film and he hopes to see it on a future edition.

Not all deleted scenes are included on the DVD Bonus Disc. Here are a few more scenes cut from the movie but not released to the public.
 * Obi-Wan visits Senator Amidala to discuss Anakin, and tell her that he knows of her marriage. This scene features in the script, novel and comic book adaptation of the film, albeit differing slightly in each.
 * Obi-Wan selects Boga from the other varactyls. An animatic of this scene was put on starwars.com in November 2007.
 * The Deaths of Luminara Unduli and Barriss Offee; note, this scene was never shot.
 * The Order 66 "death" of Quinlan Vos; note, this scene was never shot.
 * Another death of Shaak Ti, elaborated in the novelization: Ti is stabbed in the back by Darth Vader during his raid on the Jedi Temple while she is meditating. She asks Anakin what happened to Windu, Fisto, Kolar, and Tiin. Skywalker replies by stabbing her in the back (a similar death of Shaak Ti appeared in LEGO Star Wars: The Video Game).
 * Obi-Wan eluding the Nos monster, a natural predator of Utapau, after falling into the sinkhole on Utapau.
 * Talk scenes between Aayla Secura and Bly, and Plo Koon and Jag.
 * An ambush scene by Yoda, Tarfful, and Chewbacca. A Clone Walker passes by a lake. Tarfful is lying dead on Wookiee boat. The clone stares at him for a moment and a furry creature covered in mud all over comes out of the water on to the boat. The clone asks the creature if anything is there. "Wookiee good, eat Wookiee." replies the creature. The clone decides it is just a native Kashyyyk creature and decides to leave. Immediately, Chewbacca jumps out of the water and pulls the clone underwater, killing him. Then Tarfful wakes up and the creature reveals itself to be Yoda. He tells the Wookiees to give him a second to bathe. Yoda jumps into the water and scrubs all the mud off. Yoda emerges and puts on his robes. They then continue towards the emergency escape pod.
 * A scene in which Yoda speaks to the voice of Qui-Gon Jinn's spirit. Yoda dedicates himself to Qui-Gon's teachings. This scene was featured in the novelization.
 * Darth Vader kills Wat Tambor.

Soundtrack


The soundtrack to the film was released by Sony Classical on May 3, 2005, more than two weeks before the release of the film. The music was composed and conducted by John Williams, and performed by the London Symphony Orchestra and London Voices. John Williams was also composer and conductor of the score for the other five films in the Star Wars saga. A music video titled A Hero Falls was created for the film's theme, Battle of the Heroes, featuring footage from the film.

The soundtrack also came with a collectors' DVD, Star Wars: A Musical Journey, at no additional cost. The DVD features 16 music videos set to remastered selections of music from all six film scores, set chronologically through the saga.


 * 1) "Star Wars And The Revenge Of The Sith" (7:31)
 * 2) "Anakin's Dream" (4:46)
 * 3) "Battle of the Heroes" (3:42)
 * 4) "Anakin's Betrayal" (4:03)
 * 5) "General Grievous" (4:07)
 * 6) "Palpatine's Teachings" (5:25)
 * 7) "Grievous and the Droids" (3:27)
 * 8) "Padmé's Ruminations" (3:16)
 * 9) "Anakin vs. Obi-Wan" (3:57)
 * 10) "Anakin's Dark Deeds" (4:05)
 * 11) "Enter Lord Vader" (4:14)
 * 12) "The Immolation Scene" (2:41)
 * 13) "Grievous Speaks to Lord Sidious" (2:49)
 * 14) "The Birth of the Twins and Padmé's Destiny" (3:37)
 * 15) "A New Hope and End Credits" (13:05)

Major musical themes

 * Star Wars Main Title
 * The Emperor's Theme
 * Battle of the Heroes
 * Force Theme

Novelization
A book version of the movie was written by Matthew Stover. The novelization includes much more dialogue than the movie. The duel between Obi-Wan and Anakin is lengthened and is much more exaggerated. It also contains many references to Expanded Universe characters such as Raith Sienar or Garm Bel Iblis, for example, and some details, like the way Shaak Ti meets her fate, and Captain Needa's appearance at the Battle of Coruscant differ from their movie counterparts. Aside from Anakin and Obi-Wan's duel, however, the final act is very compressed, especially in comparison to the opening space battle, which encompasses the first third of the book.

Video game
A video game, based on the film, was released on May 5, 2005, two weeks before the film. The game followed the movie's storyline, for the most part, integrating scenes from the movie. However, many sections of the game featured cut scenes from the movie, or entirely new scenes for the game. The style of the game was mostly lightsaber combat and fighting as Obi-Wan or Anakin/Vader. One unique and popular aspect of the game was that it included an alternate ending, which functioned as such to both the game and the movie, which involved Obi-Wan warning Vader about having the high ground, to which Vader leaps and dodges Obi-Wan's attempted Mou Kei and subsequently stabbing his former master in the back, and killing him. After his death, Vader kicks Obi-Wan's lifeless corpse down the black sand bank, grins, and walks off, as Sidious arrives on Mustafar to congratulate Vader on his victory. Vader proceeds towards Sidious' docked shuttle, and the new emperor declares the Galaxy to belong to the both of them, and gives Vader his new, red-bladed lightsaber. After quickly examining his new lightsaber, Vader ignites it and impales his Sith master, declaring the Galaxy to belong only to him.

References to other Star Wars films
Of all the films in the prequel trilogy, Revenge of the Sith has the most references to the original trilogy.


 * The title is a reprise of an early working title of Return of the Jedi, "Revenge of the Jedi", altered by Lucas with the rationale that Jedi do not take revenge (since revenge is a path to the dark side of the Force).
 * In the start of the movie, after Obi-Wan and Anakin board the Invisible Hand, two droids come and inspect the Jedi's fighters. R2 beeps, to which one of the droids says "What's that?" and the other replies "That's nothing". This mirrors the scene in A New Hope, where Obi-Wan is disabling the tractor beam, and the stormtroopers say the exact same thing.
 * The opening scene is in space, and the camera features a Republic Star Destroyer, mirroring the openings of the original trilogy, all of which featured Imperial Star Destroyers. It also retains the theme of the prequel films to open with a Republic starship.
 * Both Revenge of the Sith and Return of the Jedi are the third installments of their respective trilogies, and in either case are the only movie of that trilogy to feature large-scale capital-ship-on-capital-ship fighting (all other space battles feature fighters against fighters or fighters against large capital ships). The two movies are also the only ones to begin with a rescue mission involving a Skywalker. Anakin rescues Palpatine from General Grievous (Revenge of the Sith), and Luke rescues Han from Jabba the Hutt (Return of the Jedi).
 * Both Anakin and Obi-Wan's callsigns reference their family connections to the original trilogy. In the novelization, Anakin's callsign is Red Five, the same as his son Luke in A New Hope. Obi-Wan's callsign is Red Leader, which in Return of the Jedi is used by Wedge Antilles, played by Ewan McGregor's uncle Denis Lawson.
 * Clone commander Odd Ball's omo-pilot gives the "Set S-foils in attack position" command to pilots of Clone Fight Squad Seven. This echoes Garven Dreis and Wedge Antilles giving similar commands in A New Hope and Return of the Jedi respectively.
 * The Duel on Mustafar, featuring Darth Vader vs. Obi-Wan Kenobi, marks the last lightsaber duel of the entire saga. Ironically, the first ever lightsaber duel in the saga is between them on the Death Star I in A New Hope. The musical track "Anakin vs. Obi-Wan" contains samples of the track "Clash of the Lightsabers" from the soundtrack of The Empire Strikes Back.
 * Many vehicles and technology in the film appear to be predecessors (at least in terms of design) of their counterparts in the original trilogy. Examples include (predominantly): the ARC-170 starfighter and the T-65 X-wing starfighter; the Jedi Interceptor and the TIE Advanced x1, TIE/In starfighter and Scimitar; the V-wing starfighter and the TIE/ln starfighter and A-wing interceptor; the AT-RT and the AT-ST; and the Venator-class Star Destroyer and the Imperial I-class Star Destroyer.
 * During the Opening Space Battle, Anakin Skywalker says, "This is where the fun begins". In A New Hope, Han Solo says the same line during the escape from Tatooine.
 * Obi-Wan Kenobi says the traditional "I have a bad feeling about this" as his interceptor approaches the Invisible Hand.
 * R2-D2 operating the elevator aboard the Invisible Hand to help Anakin and Obi-Wan mirrors his shutting down of the garbage mashers aboard the first Death Star in A New Hope to save Luke and his companions.
 * The scene where the elevator falls and Anakin has to hold on to the ledge is similar to the scene where Luke Skywalker has to hold on when he falls through an air shaft on Cloud City in The Empire Strikes Back. Also when Anakin, Obi-Wan and Palpatine drop in the same scene the sound when falling is the same when Luke is dropped out.
 * Palpatine watches as his current apprentice (Dooku/Darth Vader) and his intended new apprentice (Anakin/Luke) duel to the death, while behind them can be seen a massive space fleet battle, both in this film and in Return of the Jedi.
 * In the duel aboard the Invisible Hand, Anakin kicks Dooku down off the staircase while Palpatine sits and watches. Luke does the same thing to Darth Vader in their duel aboard the second Death Star while Palpatine sits and watches.
 * When Anakin defeats Dooku, Palpatine exclaims "Good, Anakin, good!" In Return of the Jedi, when Luke overpowers Darth Vader in a lightsaber duel, Palpatine laughs and exclaims "Good!" He also cries "good, good!" when Vader knocks Luke from a gantry over the throne room.
 * Anakin gets revenge on Count Dooku for severing his hand in their lightsaber duel in Attack of the Clones by responding in kind. The process is repeated by Anakin (now Darth Vader) and Luke in The Empire Strikes Back and Return of the Jedi.
 * Anakin tells Palpatine that Obi-Wan's fate "will be the same as ours". All three characters die onboard a Death Star; Kenobi on the first incarnation, Skywalker and Palpatine on the second. Additionally, in the novel Obi-Wan muses that he had always assumed Anakin would be with him when he died. Also, all three are killed by Darth Vader; he strikes down Obi-Wan in a lightsaber duel, throws Palpatine into the bottomless pit, and by doing so seals his own fate.
 * During the rescue of Palpatine, Anakin dangles him perilously over a seemingly endless chasm, perhaps foreshadowing Palpatine's death in Return of the Jedi, while also mirroring Han Solo's dangling over the Sarlacc pit during his own rescue.
 * After Palpatine, Anakin, and Obi-Wan exit the elevator shaft, they are trapped by a ray shield. In A New Hope, the exhaust shaft which leads to the reactor core of the Death Star is ray-shielded.
 * As Palpatine arrives at the Republic Executive Building, the Millennium Falcon can be seen approaching the docking platform. An anonymous YT-1300 freighter is seen at the Theed Spaceport at the end of the movie, just as three of these vessels are seen at the same location in Attack of the Clones.
 * Anakin Skywalker tells Padmé Amidala, "You're trembling" upon their reunion. Han Solo says the same thing to Princess Leia Organa in The Empire Strikes Back.
 * In Padmé Amidala's first appearance in this movie, her hairstyle is similar to Princess Leia Organa's hairstyle in her first appearance in A New Hope. However, Amidala wears black, while Leia wore white, signaling their own respective fates.
 * The planet name Utapau was one of Lucas's original names for Tatooine. Also, in an early draft of The Phantom Menace, Utapau was the original name for Naboo.
 * Anakin's prophetic vision leads him on a path to the dark side. Luke's vision in The Empire Strikes Back tempts him to take a similar path, though he, unlike his father, resists the temptation.
 * Padmé Amidala tells Anakin Skywalker, "Hold me", and he embraces her for comfort on Coruscant. In Return of the Jedi, Princess Leia Organa tells Han Solo the same thing, and he embraces her for comfort on Endor.
 * In the Galaxies Opera House, before disclosing his "distrust" of the Jedi Council, Palpatine tells his aides to "leave us" (himself and Anakin), just as he tells his Royal Guards in Return of the Jedi. (himself, Luke and Vader).
 * In convincing him that the Jedi are trying to oust him as Chancellor, Palpatine urges Anakin to "search your feelings...you know, don't you?" This mirrors The Empire Strikes Back, in which Vader convinces Luke that he is his father, urging the boy to "Search your feelings. You know it to be true".
 * Clone swamp troopers wear armor similar to that of Imperial scout troopers from Return of the Jedi. Additionally, Galactic Marine armor appears similar to that of the Imperial snowtroopers from The Empire Strikes Back.
 * In the original Star Wars script treatment, the climactic battle was between Wookiees and Imperial forces as in Revenge of the Sith. This was adapted for Return of the Jedi as the Battle of Endor between Ewoks and Imperial stormtroopers. During the Battle of Kashyyyk, a distinctive Tarzan yell can be heard, just as in Return of the Jedi, when Chewbacca and two Ewoks swing toward an AT-ST on Endor.
 * When Obi-Wan confronts General Grievous on Utapau, he says "Hello there". This is Obi-Wan's first line in A New Hope, directed at R2-D2. Grievous's response ("General Kenobi. You are a bold one") is similar to Princess Leia's words upon first meeting Darth Vader in A New Hope; "Darth Vader. Only you could be so bold".
 * Palpatine closes his eyes and tells Anakin, "I can feel your anger." Aboard the second Death Star, he says the same line, directed at Luke, in Return of the Jedi.
 * Obi-Wan hangs on over a deep pit, just before grabbing a weapon to kill an enemy, just as he did in The Phantom Menace.
 * Obi-Wan remarks that the blaster used to kill Grievous is "so uncivilized", echoing the line in A New Hope when he talks about the lightsaber being "not as random or as clumsy as a blaster...an elegant weapon, for a more civilized age".
 * When Palpatine declares "I am the Senate!", Mace Windu retorts "Not yet." On Dagobah, when Luke Skywalker declares himself a Jedi, Master Yoda retorts "Not yet". (Return of the Jedi)
 * Anakin cuts off Mace Windu's weapon hand, as Palpatine looks on, and joins the dark side. In Return of the Jedi, Luke cuts off Darth Vader's weapon hand, as Palpatine looks on, but refuses to join the dark side.
 * Yoda's response to both Order 66 and Anakin's turn to the dark side echo Obi-Wan's reaction to the destruction of Alderaan. Both Jedi sense disturbances in the Force, and have to prop themselves up or sit down to recover.
 * In the Order 66 sequence, Commander Neyo and his BARC Trooper drop back on their BARC speeders to open fire on Stass Allie on her speeder bike. This same tactic is employed by Luke Skywalker in Return of the Jedi to kill a scout trooper.
 * When Obi-Wan makes his rendezvous with the Sundered Heart, the Soulless One enters the hangar on the vessel's underbelly. This echoes the ultimate fate of the Tantive IV in the opening scenes of A New Hope, where it is dragged into the belly of the Devastator.
 * Yoda says, "Twisted by the dark side, young Skywalker has become. The boy you trained, gone he is, consumed by Darth Vader", to persuade Obi-Wan Kenobi to duel his former apprentice. In Return of the Jedi, Obi-Wan says to Luke, "Your father was seduced by the Dark Side of the Force. He ceased to be Anakin Skywalker, and became Darth Vader. When that happened, the good man that was your father was destroyed."
 * Darth Vader's offer to Padmé Amidala to join him and rule the Empire mirrors his offer to Luke Skywalker in The Empire Strikes Back, and Count Dooku's offer to Obi-Wan Kenobi to join him and destroy the Sith in Attack of the Clones.
 * When Darth Vader arrives in the Separatist bunker on Mustafar, earlier forms of the MSE-6 droid can be seen coming into the room before him, presumably trying to flee from his presence. The MSE-6 is scared off by Chewbacca onboard the Death Star.
 * Darth Vader uses the Force to choke Padmé on Mustafar, but Obi-Wan stops him from killing her saying "Let her go!". Similarly, in A New Hope, Wilhuff Tarkin stops Vader from choking Admiral Motti to death aboard Death Star I saying "Enough of this! Vader, release him!". However, both victims die later in the respective films, and Vader loses a battle and suffers. Padmé loses the will to live, and Admiral Motti dies through the destruction of Death Star I.
 * When Darth Vader releases Padmé after choking her, Obi-Wan checks her vitality by placing his hand on her head. He does the same thing to Luke in A New Hope after the Tusken Raider attack, and Palpatine will do the same to Anakin on Mustafar.
 * When Yoda enters in the office of Palpatine to fight him, he uses the Force to disable his royal guards. In Return of the Jedi, Luke uses the same trick to disable Jabba's guards when he enters his palace.
 * Just before their duel, Palpatine says "Now you will experience the full power of the dark side" to Yoda, much as he will tell Luke that his "feeble skills are no match for the power of the dark side" during the Battle of Endor in Return of the Jedi.
 * Obi-Wan and Vader duel in front of a window on Mustafar that bears a striking resemblance to the window seen behind Vader and Luke in their duel on Cloud City (The Empire Strikes Back).
 * The warning klaxons on Mustafar activated during Anakin and Obi-Wan's duel are the same as the warning klaxons that sound in Return of the Jedi on the second Death Star as it is being destroyed.
 * Yoda's escape through the emergency tunnels in the Senate Building is similar to Luke's fall through Cloud City in The Empire Strikes Back. They both drop from a vane-studded structure, and land in vessels piloted by a member of the Organa family; Bail saves Yoda, and Leia rescues Luke.
 * In Return of the Jedi, Obi-Wan tells Luke, "You will find that many of the truths we cling to depend greatly on our own point of view". This mirrors words Darth Vader told to him on Mustafar, "From my point of view, the Jedi are evil." Vader in turn had been told this from Palpatine earlier in Revenge of the Sith, "Good is a point of view, Anakin."
 * Darth Vader uses quotes in Revenge of the Sith that he would later use in the Original Trilogy but slightly altered. An example is just before he engages in his duel with Obi-Wan, he says, "Don't make me kill you." This echoes a quote in The Empire Strikes Back when he says to Luke Skywalker at the end of their duel, "Don't make me destroy you."
 * During the Duel on Mustafar, in Revenge of the Sith, Obi-Wan releases a lightsaber lock with Vader, and leaps to an elevated position, followed by Vader yelling, "You underestimate my power!" and leaping to Obi-Wan, only to be de-limbed and defeated. During the Duel on Death Star II, in Return of the Jedi, Luke releases a lightsaber lock with Vader, and also leaps to an elevated position, to which Vader says, similarly, "You underestimate the power of the dark side!", only this time, Vader throws his lightsaber at Luke instead of leaping at him, showing that Vader apparently learned from his previous mistake.
 * Also, Vader's quote of, "You underestimate my power" is the first of two Skywalker instances where that phrase is uttered. The second is in Return of the Jedi while Luke is talking to Jabba the Hutt. Both cases resulted negatively, with Vader getting three of his limbs cut off by Obi-Wan and Luke getting dropped down Jabba's trap door.
 * Darth Vader's left arm and both legs are severed by Obi-Wan. There has been an amputation in every film, except in The Phantom Menace, where Darth Maul's body was bisected.
 * Both Anakin and Luke are given prosthetic limbs to replace those lost in duels with their patriarchs; Obi-Wan on Mustafar and Darth Vader on Bespin, respectively.
 * The blue-bladed lightsaber Anakin uses in Revenge of the Sith is the same lightsaber Obi-Wan gives to Luke in A New Hope. Luke loses that lightsaber in a duel with Darth Vader in The Empire Strikes Back.
 * Near the end of the film, Obi-Wan Kenobi observes the birth of the Skywalker twins. His physical position and facial expressions mirror, almost exactly, those of Luke Skywalker when speaking to his redeemed father in Return of the Jedi.
 * A 2-1B surgical droid operates on Vader on Coruscant. A 2-1B unit will also rehabilitate his son on Hoth and later aboard the Redemption.
 * Padmé's last words are, "There is good in him. I know, I know there is still...", referring to Darth Vader. She says it to Obi-Wan on Polis Massa, momentarily after bearing Luke and Leia. This mirrors words that Luke told Obi-Wan, Leia, and Vader in Return of the Jedi. In a scene on Dagobah, Luke says to the spirit of Obi-Wan, "There is still good in him", also referring to Vader. He later says the same to Leia on Endor. Finally, he says to Vader, "I know there is good in you. The Emperor hasn't driven it from you fully".
 * The scene at the end of the movie, when Darth Vader is given his mask and helmet for the first time mirrors the end of Return of the Jedi, when Vader's mask and helmet are finally removed by Luke Skywalker, for the last time.
 * Darth Vader's cry of "Noooo!" upon learning he killed Padmé is echoed by similar cries in the other films; by Obi-Wan at Qui-Gon Jinn's defeat in The Phantom Menace; by Obi-Wan as Anakin rushes to attack Dooku in Attack of the Clones; by Luke at Obi-Wan's death in A New Hope; and by Luke upon the revelation that Vader is his father in The Empire Strikes Back.
 * The first line spoken in A New Hope is "Did you hear that?" by C-3PO (Anthony Daniels). The last line spoken in Revenge of the Sith is "Oh no!", also by C-3PO, played by the same actor. This gives C-3PO the distinction of speaking both the first and last words in the Star Wars film series, going by the order that the films were produced in. Also, both scenes were filmed at Elstree Studios in the UK.
 * A young Wilhuff Tarkin witnesses the early stages of the Death Star's construction at the end of the film. He will take charge of the project by the time of A New Hope. George Lucas originally intended to have Peter Cushing reprise his role as Tarkin, years after his death, through the use of stock footage and digital technology. The footage of Cushing was deemed unusable, and the idea was scrapped. Eventually, however, the film's casting director was able to find a very close look-alike, Wayne Pygram, and use a few cosmetic prosthetics to complete the illusion.
 * The final shot of Owen and Beru Lars holding Luke and looking into the Tatooine twin sunset mirrors a similar scene with Luke in A New Hope (as well as a similar scene of Anakin in Attack of the Clones). The music is also the same in all three cases ("Binary Sunset", or "the Force Theme"). Tatooine is also the last planet seen before the end credits. In A New Hope, it is the first planet seen following the opening crawl.
 * As with the Original trilogy, the first and last episodes of the Prequel trilogy were released on the same day, 6 years apart. The only difference is that for the Prequel trilogy, the day is May 19 and for the Original trilogy, the day is May 25.
 * Onboard the Invisible Hand, Obi-Wan and Anakin are confronted by two destroyer droids when they are about to enter the elevator. This resembles a scene at the beginning of The Phantom Menace, where Obi-Wan and Qui-Gon are trying to enter the bridge on the Trade Federation flagship, and are confronted by destroyer droids in a similar manner. Obi-Wan and Qui-Gon were unable to get the door open in time, though, and were forced to flee when the destroyer droids arrived, while Obi-Wan and Anakin simply entered the elevator while parrying the blaster bolts.
 * Before Anakin and Obi-Wan make it onto the Invisible Hand, Obi-Wan informs Anakin that the shields are still up. It is at this point that Anakin flips over Obi-Wan's starfighter and fires at the shield generator, a maneuver that Anakin performed during the second lap of the podrace to get around an aggressive opponent in The Phantom Menace.
 * When Obi-Wan and Yoda return to the Jedi Temple and discover the corpses of their fellow Jedi, Yoda's closer inspection of the bodies reveals that not all of them were killed by clone troopers and that a lightsaber was used as well, implicating one of the Jedi as a traitor. Obi-Wan decides to look at the security holograms despite Yoda's warning that he will find it painful, and he is dumbstruck to find that Darth Vader led Operation: Knightfall, and after the massacre, the bodies of the slain Jedi were publicly burned in a massive pyre in front of the Jedi Temple Public Entrance. This is paralleled in A New Hope when Luke, Obi-Wan and the droids come upon the ruins of the Jawas' Sandcrawler and find all of them slaughtered. Luke at first suspects the Tusken Raiders, but Obi-Wan's closer inspection shows that Imperial Stormtroopers were actually responsible. Luke realizes what this means and races home, despite Obi-Wan's warning that it is too dangerous, and he is dumbstruck to find that Owen and Beru Lars were slain by Imperial Stormtroopers and their bodies were semi-cremated with a flamethrower.
 * Anakin's use of his lightsaber to stop Mace Windu from assassinating Chancellor Palpatine by a split second mirrors Vader's use of his lightsaber to stop Luke from assassinating Emperor Palpatine by a split second in Return of the Jedi. Both instances result in Palpatine's evil grin of power.
 * After Sidious last sentence with Grevious a transition occurs by building, rather the traditional wipes, to the scene to Padme's Balcony. In the 2004 dvd release of Return of the Jedi, a similar transition appears during Tatooine and Naboo celebrations.
 * Coruscant is never referred to by name, similar to the treatment of Tatooine in A New Hope.

Collectibles
Hasbro, celebrating the 30th anniversary of Star Wars, released a series of commemorative tins dedicated to the six films. The third in the series, dedicated to Episode III, contained Commander Cody, Anakin Skywalker, General Grievous, and a clone pilot.