"If you only knew the power of the dark side. Obi-Wan never told you what happened to your father."
"He told me enough. He told me you killed him."
"No. I am your father."
Darth Vader and Luke Skywalker[5]

Star Wars: Episode V The Empire Strikes Back, marketed as simply The Empire Strikes Back, is a 1980 film directed by Irvin Kershner and written by Leigh Brackett and Lawrence Kasdan from a story by George Lucas. It is the second part of the Star Wars original trilogy.

The film concerns the continuing struggles of the Rebel Alliance against the Galactic Empire. During the film, Han Solo, Chewbacca, and Princess Leia Organa are being pursued across space by Darth Vader and his elite forces. Meanwhile, Luke Skywalker begins his major Jedi training with Yoda, after an instruction from Obi-Wan Kenobi's spirit. In an emotional and near-fatal confrontation with Vader, Luke is presented with a horrific revelation and must face his destiny.

Though controversial upon release, the film has proved to be the most popular film in the series among fans and critics and is now widely regarded as one of the best sequel films of all time, as well as one of the greatest films of all time. It was re-released with changes in 1997 and on DVD in 2004. The film was re-released on Blu-ray format in September of 2011. A radio adaptation was broadcast on National Public Radio in the U.S.A. in 1983. The film was selected in 2010 to be preserved by the Library of Congress as part of its National Film Registry.

Opening crawl[]

Episode V
It is a dark time for the
Rebellion. Although the Death
Star has been destroyed,
Imperial troops have driven the
Rebel forces from their hidden
base and pursued them across
the galaxy.

Evading the dreaded Imperial
Starfleet, a group of freedom
fighters led by Luke Skywalker
has established a new secret
base on the remote ice world
of Hoth.

The evil lord Darth Vader,
obsessed with finding young
Skywalker, has dispatched
thousands of remote probes into
the far reaches of space....


The search for Skywalker[]

"We have thousands of probe droids searching the galaxy. I want proof, not leads!"
Admiral Kendal Ozzel[5]

It is now three years after the events of A New Hope. The Rebel Alliance has been forced to flee its base on Yavin 4 and establish a new one on the ice planet of Hoth.

An Imperial Star Destroyer, dispatched by the Sith Lord Darth Vader, continuing his quest for Luke Skywalker, launches thousands of probe droids across the galaxy, one of which lands on Hoth and begins its survey of the planet. Luke Skywalker, on patrol astride his tauntaun, discovers the probe, which he mistakes for a meteorite. After reporting to comrade Han Solo that he'll investigate the site, Luke is knocked unconscious by a deadly wampa.


Riding a tauntaun, Han Solo searches for Luke Skywalker.

When Luke fails to report in at Echo Base, Han Solo goes out on his tauntaun to search for him in an encroaching storm. Upon waking up, Luke finds himself hanging upside down in a cave; his eyes opening to the sight of a wampa eating his tauntaun. Using the power of the Force, Luke is able to pull his lightsaber out of the snow and to himself. After he ignites it, he cuts himself free and cuts off the attacking wampa's arm just in time, running out of the cave and escaping into the cold night of Hoth.

Luke tries to make his way to Echo Base on foot, but he finds himself lost in the blizzard and collapses in the snow. Suddenly, he sees the Force spirit of Obi-Wan Kenobi appear before him. Kenobi's spirit ghost instructs Luke to go to Dagobah to undergo training under Yoda, a Jedi Grand Master. After the spirit ghost disappears, Han arrives to find an almost unconscious Luke, who is mumbling indistinctly about Obi-Wan, Yoda, and Dagobah. Turning to his tauntaun, Han watches it collapse in the extreme cold. To keep Luke from freezing to death, Han uses Luke's lightsaber to cut open the dead tauntaun and places Luke in it. Han then sets about erecting a shelter for them both. They are forced to stay out during the night as the aircraft (snowspeeders) that the Rebels use for atmospheric flight had not yet been adapted for the extremely low temperatures of the planet and are therefore unable to mount a rescue operation.

The next morning, Rebel Pilots flying the snowspeeders set out from Echo Base to search for the missing men. Zev Senesca, one of the pilots in Rogue Group, makes contact with Han over comlink and the pair are rescued. When they are taken back to base, Luke is put in a bacta tank for healing under the care of medical droid, 2-1B.

Princess Leia Organa, urges Han to stay with the Rebels. When Han assumes it is because she has feelings for him, Leia loses her temper and calls him a "stuck-up, half-witted, scruffy-looking nerf herder."

Meanwhile, the probe droid has spotted signs that indicate Hoth is occupied and sends a signal to the Imperial fleet, shortly before being shot at by Han Solo and Chewbacca and triggering its self-destruct mechanism. Aboard the Executor, Admiral Kendal Ozzel dismisses the information as evidence of smugglers, nothing more. However, Darth Vader knows better and orders the fleet to Hoth. Han warns General Rieekan that the Empire is probably aware of their location, and Rieekan orders the evacuation of Echo Base to begin.

The Battle of Hoth[]


AT-ATs on Hoth.

Darth Vader and the Imperial forces set course for the Hoth system to set up the attack. The rebels load whatever equipment they can onto transports and plan a rear-guard action to secure their escape. Luke, now fully recovered from the Wampa attack and subsequent exposure, says farewell to Chewbacca and Solo, who have decided to leave the Alliance to resolve their debt to Jabba the Hutt. As the Imperial forces enter the Hoth system, General Rieekan orders full power to the energy shield that is protecting the base from orbital bombardment.

Aboard the Executor, General Maximilian Veers notifies Vader that Admiral Ozzel has emerged from lightspeed too close to Hoth. Ozzel intended to catch the Rebels unaware before they could set up their defenses. However, Vader realizes that the Rebels have been alerted to the fleet's arrival. Via video communication, Vader Force chokes Ozzel to death for his incompetence, then appoints Captain Firmus Piett the new Admiral on the spot. As Vader previously ordered, the Imperial ground forces, commanded by General Veers, land outside the Rebels' shield and march overland to destroy the power generator.

Princess Leia gives the Rebel fighters instructions on the evacuation to leave Hoth two to three ships at a time past the energy shield to a rendezvous point, which is beyond the outer rim. Rieekan lowers the shields to fire the Ion cannon at one of the Imperial Star Destroyers allowing the first transports to escape. The Rebel pilots assigned to hold off the Imperial ground assault depart the Hoth base for the oncoming battle against heavily equipped Imperial forces, who are armed with agile AT-STs (All Terrain Scout Transports) and monstrous AT-AT (All Terrain Armored Transport) walkers, led by General Veers.

The Rogue Squadron snowspeeder group led by Luke commences the attack. Luke quickly realizes the AT-AT's armor is far too strong for blasters and decides to use attached harpoons and tow cables to tangle the walker's legs. Luke's gunner Dak Ralter is hit and killed during the first approach. This leaves Wedge Antilles and his gunner Wes Janson to make the first pass. They manage to topple one of the AT-ATs, which is destroyed as Rebel troops storm it. The main AT-AT, commanded by General Veers, prepares to take their aim at the Rebel base's main power generator. Suddenly, Luke's speeder is shot down by the Imperials, and crash-lands in the snow. Luke escapes before an AT-AT can step on and crush his ship.

The Rebel base is now under direct attack and Imperial snowtroopers have entered the base, forcing Han, Leia, Chewbacca, and C-3PO to escape. Leia gives the evacuation command for the base as they leave.

Rebels get pounded

The Rebels' desperate fight.

Luke, meanwhile, manages to destroy another AT-AT by using his hoist cable and lightsaber to get into the belly of the transport, tossing in a thermal detonator, and then detaching himself from the cable as a series of explosions neutralize the AT-AT. The Rebels suffer major casualties as the result of the battle. The main AT-AT, being driven by General Veers, gets within firing range of the power generator, then successfully blasts and destroys it.

Han, Leia, and company, now realizing they are being followed by Vader (who has arrived personally on Hoth), make their way to the Millennium Falcon in time to escape. As the Falcon flies off, Luke reaches R2-D2 and his X-wing starfighter and finally departs Hoth. Changing course from the rendezvous point, he sets his coordinates for Dagobah.

Han and company are pursued by Imperial TIE fighters. Flipping the switch to take them to lightspeed, Han realizes (with reluctant help from 3PO) that the hyperdrive has been damaged. While trying to fix the hyperdrive system, Han enters an asteroid field to hamper pursuit. He manages to land his ship inside a cavern on one of the larger asteroids to rest and find a way to fix the ship.

The way of a Jedi[]


Han Solo and Princess Leia kissing.

Luke lands on the marshy planet Dagobah, swamping his X-wing in the process, and R2 is nearly eaten by a Dragonsnake, which later spits him out, finding him inedible. There, he discovers a diminutive and eccentric figure who fiddles around with Luke's gear. After Luke tells him that he is looking for a Jedi Master, the being offers to take Luke to Yoda.

Back on the Falcon, while Leia tries to make repairs, Han makes his move on the Princess, drawing himself closer to her before both end up in a passionate kiss. When Threepio arrives, Leia withdraws and walks away.

Vader orders the entirety of Death Squadron to begin sweeping the asteroid field to find the Millennium Falcon. As the search continues, the dangers of the field begin to take their toll: an asteroid smashes into the bridge tower of a Star Destroyer, presumably killing all aboard. On the Executor, Vader communicates with the captains of the other ships (the captain of the demolished star destroyer throws his arms up in horror, and the transmission fades). One officer, Captain Lorth Needa, tells Vader that they should consider their damage. Vader firmly replies that they will continue the search. Shortly afterward, Admiral Piett informs Vader that Emperor Sheev Palpatine commands he make contact immediately. Vader orders his ship out of the asteroid field for a clear transmission.

In his private quarters, Vader receives a holographic message from Palpatine, alias Darth Sidious, who alerts the Dark Lord to a "new enemy who could destroy" the Empire - Luke Skywalker. Vader suggests that if Luke could be turned, he would be a "powerful ally". Lord Sidious agrees, saying that Luke would be a "great asset" and asks his apprentice if it could be done. Vader declares Luke will join the Empire "or die".

Instead of going straight to Yoda, Luke is brought to the creature's hut. Luke insists on going to find Yoda immediately, but the small creature only responds with "Not far. Yoda not far." The diminutive figure then declares the boy lacks patience, but the voice of Kenobi tells the figure that the boy will learn patience if he is to be trained. Only then does Luke realize that the small green figure is Yoda. Yoda asks Kenobi if he will finish whatever training he begins, then suspects that Luke will someday succumb to fear.


Yoda teaches Luke the way of the Jedi and to beware of the dark side of the Force.

The next day, while cleaning parasitic creatures called Mynocks off the Falcon, Solo and his companions are forced to escape what turns out to be a titanic space slug (which resided in the asteroid the Falcon landed on). Meanwhile, Luke begins a rigorous training regime from Yoda which includes moral lessons about the dangers of the dark side of the Force. That particular lesson is driven home when he is told to enter a cave that is strong with the Dark Side's power. Ignoring Yoda's counsel to leave his weapons, Luke enters the cavern armed. Once inside, he has a vision of himself angrily confronting Darth Vader and beheading him. However, the severed head's mask bursts apart and reveals Luke's face with a scared look underneath; it is a warning that if Luke battles Vader with no emotional control, he will become Vader himself, seduced by the Dark Side.

Back on the Star Destroyer, Vader enlists the bounty hunters, Boba Fett, Dengar, IG-88, Bossk, 4-LOM, and Zuckuss to find the Millennium Falcon for a "substantial reward". One of the Imperial commanders finally spots the Falcon, leading to another pursuit which results in the Falcon eluding the Empire by making the insanely counter intuitive move of attacking the lead Star Destroyer. However, at the last moment, the ship veers off and secretly attaches itself to the rear of the cruiser's command tower, which is not extensively covered by sensors, making it appear to have vanished from the Destroyer's point of view.

Days later, while training, Luke becomes distracted when he finds that his X-wing fighter has almost completely submerged into the swamp. Luke declares he will never be able to get the ship out, seeing that it is too big for him to extract from the water. Yoda says it is "no different, only different in your mind." Luke says he'll "try" to lift the ship, but Yoda says "No, try not! Do or do not, there is no try." Luke tries to use the Force, but to no avail. Yoda reminds him that "size matters not" and gives him wisdom about the Force. Luke denies all of this, then Yoda decides to use the Force to lift the ship out himself. Luke is dumbfounded and incredulous. Yoda senses the youngster's failures within his mind.


The Imperials pursue the Millennium Falcon through an asteroid field.

When the fleet disperses to search for the Falcon, the Rebels wait for the ship to do its standard dump of refuse before jumping, then detach to float away with it. The Falcon's hyperdrive needs repairs, so Han decides to make their way to Cloud City, a gas-mining colony run by his "old friend" Lando Calrissian. Unfortunately, the bounty hunter Boba Fett had deduced the Falcon's escape method and had his ship jettisoned with the waste to stealthily follow the fugitives.

The next day, Yoda reminds Luke of the things the young Jedi will see in his mind, the future, the past, and of friends he recognizes. Luke loses concentration again and has a vision of his friends in danger. He wants to leave Dagobah to rescue them, but Yoda reminds him that if he leaves now, everything his friends fought and suffered for will be destroyed.

The city in the clouds[]

"I love you."
"I know."
―Leia Organa and Han Solo, on Cloud City[5]

Upon arrival at Cloud City, Han's party is welcomed by an old friend of his who goes by the name Lando Calrissian. However, there are numerous elements that make the Rebels suspicious, not the least of which being C-3PO being found deactivated, dismembered, and almost recycled.

Cloud City

Cloud City on Bespin.

That evening, Luke and R2-D2 prepare themselves to leave Dagobah, but are warned by both Yoda and the spirit form of Kenobi not to end training so soon for a fight Luke is not ready for. Ben declares that should Luke decide to face Vader, he will have to face him alone without interference. Luke understands this, promises to return and complete his training, and his ship takes off from Dagobah. Yoda is disappointed, declaring Luke is reckless. Ben tells Yoda "That boy is our last hope", however, Yoda answers back, "No... there is another..."

A day later, Han and company find themselves betrayed by Calrissian who was approached by the Empire just before the Rebels' arrival and threatened him and the city unless he cooperated. They became the captives of Darth Vader, who proceeds to torture Han and Leia to create a disturbance in the Force for Luke to detect.

Meanwhile, Chewbacca makes an attempt to rebuild C-3PO only to accidentally put the latter's head on backwards. After being tortured, the rebels are informed by Lando that Leia, Chewbacca, and C-3PO would be confined to Cloud City and Han would be given to Boba Fett. Leia believes Vader wants them all dead, but Lando tells her and the rebels otherwise and that he is after someone called "Skywalker." The rebels immediately realize that Vader wants Luke and has set a trap for him, using them as bait. After Lando announces that Luke was on his way, Han attacks his "friend," only to be restrained by Calrissian's security detail.

That afternoon, Vader enters a carbon-freezing chamber intending to freeze Luke Skywalker once he arrives. The Dark Lord uses the opportunity for Boba Fett to deliver Solo to Jabba the Hutt (to whom Han owed a debt) by testing the device on Solo himself. Han and company enter the chamber for the experiment. At first, Chewbacca resists the stormtroopers, but Han restrains him, saving his strength for another time. Han says goodbye to Leia with a passionate kiss before he is escalated into the carbon freezing chamber. When he is successfully entombed in carbonite in a state of suspended animation, Vader hands over Han to bounty hunter Boba Fett for transportation to Tatooine to receive a bounty from Jabba. One of the Imperial commanders informs Vader that Luke's starfighter has arrived on Bespin. The Dark Lord orders Lando to take Leia, Chewbacca, and C-3PO to his Star Destroyer, reneging on a deal he made with Calrissian. However, the Cloud City administrator has other plans.

Duel with the Dark Lord and escape from the Cloud City[]


The epic duel begins.

Luke makes his way to Bespin safely. He quietly walks down the corridors of Cloud City. He spots Boba Fett who is taking the now-frozen Solo back to his ship. He attempts to follow but is thwarted when the bounty hunter notices and opens fire. Luke narrowly escapes and runs down farther into the corridor. He finally meets up with Leia, Chewie, and Lando, who have been captured by stormtroopers. Luke tries to ambush the group of Imperials, but is unsuccessful. Leia yells at him and tells him that "it's a trap!" Luke runs after his captured friends, hoping to save them, but wanders into the carbon-freezing chamber. There, he meets with Vader and the two fight in an epic lightsaber duel, where Luke's undeveloped Jedi skills are no match for Vader's experience.

The Imperials (escorting the Rebel prisoners out of Bespin) are overpowered by Cloud City security, setting Lando and company free. Chewbacca turns against Lando for betraying Han and chokes him, but he manages to tell the Wookiee there's still a chance to rescue Han at the East Platform. C-3PO is reunited with his companion R2-D2. Lando and company arrive too late as Fett's ship takes off, then engage in a fierce battle with stormtroopers.

Luke and Vader continue the duel in the darkened rooms of the Cloud City. Luke didn't follow Han's sad fate when he fell into the freezing mine, but he manages to jump out of it with the help of the Force a moment before Vader activates the freezing system. The fight continues. Vader uses the Dark Side of the Force, hurling everything that comes to hand at Luke: equipment, construction elements and furniture. One of the items breaks the window, creating a vacuum. Luke is quickly pulled out and the fight moves to the emergency platform.

As the gunfight continues, Lando orders an evacuation of Cloud City before the arrival of the main forces of the Empire, then the rebel company manages to find their last hope of escape...the Millennium Falcon.

On the emergency platform of the Cloud City, Luke and Vader continue the duel. Vader knocks Luke off his feet and invites him to surrender so that he won't let himself be killed, like Obi-Wan. However, the young man is not yet defeated and continues to fight. During the duel over the abyss, Luke beats Vader with his saber in his right shoulder, slightly damaging his dark armor. Vader is furious and cuts Luke's right hand holding a lightsaber (the hand and the saber fall into the abyss). Then he reveals to Luke the fatal truth about his father:

"If you only knew the power of the dark side. Obi-Wan never told you what happened to your father."
"He told me enough. He told me you killed him."
"No. I am your father."
―Darth Vader and Luke Skywalker, on Cloud City[5]

Luke does not want to believe what he heard, and accuses Vader of lying, but he advises the young man to listen to his own heart, and thus understand that this is pure truth. Shocked and frightened by the cruel truth, Luke falls into despair, still not wanting to believe what he heard. Vader invites the young man to reunite with him in order to destroy the Emperor together and rule the galaxy as a father and son. However, Luke chooses suicide over being corrupted and throws himself down a deep shaft.


"No. I am your father."

Luke is sucked into an air vent, exits the underbelly of the city and catches an antenna beneath Cloud City. Facing clear death, Luke calls out to Ben Kenobi in vain (Kenobi had warned Luke that he would not be able to help Luke once he faced Vader). Then, he calls out to the only other one who could help... Leia.

Leia mysteriously senses Luke's telepathic distress signal. The Falcon turns around and comes back to Cloud City. Using an escape hatch, Lando manages to catch Luke and rescue him before the wounded Jedi falls helplessly to the planet as TIE Fighters race toward them. The Falcon finally leaves Bespin's gravitational field and is about to escape into hyperspace when the hyperdrive system again fails (as it turns out - this is the work of the imperial specialists, as reported by the city computer R2-D2 accessed). Vader asks for confirmation that the Millennium Falcon's hyperdrive system was deactivated to prevent their escape, then orders weapons be set to stun.

Empire endshot

The Rebels regroup and plan to rescue Han.

As the Imperials pursue the Falcon, the injured Luke telepathically hears the voice of Vader calling to him. He answers, "Father...", while Vader telepathically calls, "Son, come with me". Luke senses it is Vader, then cries, "Ben, why didn't you tell me?"

C-3PO commands that R2-D2 finish reconstructing him after his ordeal in Cloud City. However, with quick ingenuity, R2 manages to re-activate the Falcon's hyperdrive system just in time for the ship to flee to hyperspace. Vader is disappointed and retreats to his secret quarters in his Star Destroyer, ignoring Piett's failure.

On a EF76 Nebulon-B escort frigate at the Rebel fleet's rendezvous point, Luke is under the care of 2-1B again which includes the implantation of a prosthetic hand. Lando and Chewbacca begin their parts of a most dangerous mission...rescuing Han. Lando promises to Leia they'll bring her back the man she loves. The movie ends with Luke, Leia, and the droids looking on as the Falcon departs for unknown territories, setting the stage for Return of the Jedi.


On set dagobah

Mark Hamill on set at Pinewood Studios

Lucas hired screenwriter Leigh Brackett to write a screenplay based on his story treatment. Brackett finished the first draft on February 23, 1978, but she died soon afterwards. According to Lucas, he did not like the direction in which her screenplay went. Without a writer to fix it, he was forced to write the second draft himself throughout March.[6] Major plot changes were made compared to the first draft and the storyline that is in the film was formed in this draft. One of the most notable changes was making Vader Luke's father.[6] When Lawrence Kasdan finished writing the screenplay for Raiders of the Lost Ark he was hired to rewrite and improve Lucas' draft. He wrote a few more drafts before the script conference was held in November between George Lucas, Lawrence Kasdan, Irvin Kershner, and Gary Kurtz. After some additional input, the shooting script was finally formed. Minor changes to dialogues came from Kershner and actors throughout the filming and were mostly approved by Lucas.[6]

Majority of the concept art and designs for the film was done by Ralph McQuarrie, Joe Johnston, and Nilo Rodis-Jamero based on Lucas' ideas.[6] The Yoda puppet was designed by British make-up artist Stuart Freeborn. He said he based Yoda's face on his own face and added some of Albert Einstein's facial features to it.[7]

Filming lasted from March 5[8] until September 24, 1979. Some of the Hoth sequence was filmed in Norway, in the area from the railway station Finse to the Hardangerjøkelen glacier. The scenes on Dagobah, Cloud City, and inside the Hoth Echo Base were shot at Elstree Studios, England.

During the production, the film went seriously over-budget and over-schedule. When the film budget increased for $10 million the bank wanted to pull the loan. To secure the additional money required to complete the film, Lucas was forced to approach 20th Century Fox to negotiate a deal. The studio received more profit from the film while in exchange it guaranteed the loan. Despite this Lucas managed to retain the sequel and merchandising rights.[7]


After the fantastic success of the first film (and its highly-praised score), John Williams was once again brought back to be the composer. Unlike with the first film, we don't know the exact pieces used for the temp track, but we do know that Kershner intended to use pieces from "Stravinsky and Shostakovich, Hindemith and Copland, Prokofiev [his scores for Sergei Eisenstein's films] and Bliss".[9] The spotting sessions for Empire were held on an unknown date in early November, 1979.[10] Also present at the sessions were producer George Lucas, producer Gary Kurtz, director Irvin Kershner, editor Paul Hirsch, music supervisor Lionel Newman, and music editor Ken Wannberg.[9] Footage of the carbon freeze scene being spotted can be seen in the documentary Star Wars: Music by John Williams[11], and also in the Enhanced Edition of J.W. Rinzler's The Making of The Empire Strikes Back.[9]

Following the spotting sessions, Williams would get to work constructing his score. For this film, he would both reuse some themes from the first (Luke's theme, Ben's theme - now known as The Force Theme, and Princess Leia's Theme) while also creating entirely new themes (Darth Vader's Theme, Yoda's Theme, the Cloud City Theme, the Han/Leia love theme). It is unknown how long he would've spent writing the music for this film, but we know that he had at most 8 weeks, assuming the spotting sessions were in the first week of November. This is because recording started December 27th, 1979.[12]

Once again, the film's score was orchestrated by Herbert Spencer, this time assisted by Angela Morley[13], Al Woodbury, and Fred Steiner.[14]

Complete cue list (as written) with orchestrator credits where known
Cue # Cue Title Orchestrator Notes
1m1 Main Title unknown
1m2 The Imperial Probe Herbert Spencer
1m2 New Start Angela Morley Rewritten opening of 1m2 The Imperial Probe
1m2 (Insert Bar 80) Angela Morley After it was decided to edit out most of The Imperial Probe from the movie, this was written as an insert to replace the music for Han entering Echo Base
1m2 (Insert Bar 109) Angela Morley Tweaked transition between bars 109 and 110
1m3-2m1 Luke's Escape Al Woodbury
2m2 Ben's Instructions unknown
2m3 Luke's Rescue Herbert Spencer
2m4 The Probe Scanner unknown
3m1 Drawing the Battle Lines unknown
3m2 Leia's Instructions unknown
3m3 The Snow Battle Herbert Spencer
3m4-4m1 Luke's First Crash Fred Steiner
4m2 The Rebels Escape Again Herbert Spencer
4m3 The Asteroid Field Herbert Spencer
5m1 Crash Landing unknown
5m2 Yoda Appears unknown
5m3 Yoda's Entrance Herbert Spencer
5m3 End Fix Angela Morley Re-written ending to 5m3 Yoda's Entrance
5m4-6m1 Solo and the Princess Fred Steiner
6m2 Yoda's Teaching Herbert Spencer[15]
6m3 This is Not a Cave unknown
6m4 Training a Jedi Fred Steiner
6m5-7m1 The Magic Tree Herbert Spencer
7m2 Attack Position unknown
7m3 Yoda Raises the Ship Herbert Spencer
7m4-8m1 Vader's Command unknown
8m2 City in the Clouds Al Woodbury
8m3 Lando's Palace Al Woodbury
9m1 Luke to the Rescue unknown
9m2 Vader Shows Up unknown
9m3 Putting Threepio Together unknown
9m4 Trouble in Prison unknown
9m6-10m1 Carbon Freeze unknown
9m6-10m1 (Insert Bar 57) unknown Re-written section of 9m6-10m1 Carbon Freeze
10m2 Luke Pursues the Captives unknown
10m3 Chewie Chokes Lando Herbert Spencer
11m1 Through the Window unknown
12m1 Losing a Hand unknown
12m2 To Hyper-Space Herbert Spencer
12m3 Finale Angela Morley
12m4 End Credits Herbert Spencer
12m4 End Credits Insert Herbert Spencer Re-written portion of 12m4 End Credits
N/A Darth Vader's Theme Herbert Spencer
N/A Yoda's Theme Angela Morley


We don't know the exact recording schedule for Empire, but we know it was recorded on December 27th, 28th, 29th of 1979, and January 7th, 8th, 9th, 10th, 17th, and 18th of 1980.[12] Once again, the score was recorded with the London Symphony Orchestra at Anvil Scoring Stage by engineer Eric Tomlinson, and his assistant Alan Snelling. This time, the score was recorded with an upgraded Neve mixing console supporting 24 channels, that was hooked up to a 24-track 2" MCI recorder using Dolby A. Instead of recording the live mix to the multi-track masters like he had with Star Wars, Tomlinson recorded his live mix for Empire to an 8-track Struder A80 machine also using Dolby A. The first 6 tracks were used for his live surround mix, and the 8th channel had a film synchronization tone. The 7th channel was left empty to prevent cross-talk. No 35mm magnetic film master was created for the Empire sessions, unlike for the original Star Wars.[10]


Like its predecessor, the score to Empire has had several releases over the years. While many of these releases have been straight reissues of previous releases, there are currently four releases with unique programs that were independently mastered from the original session tapes:[17]


In the lead-up to the release of The Empire Strikes Back, various cast members made in-character television appearances to promote the film; Mark Hamill and Peter Mayhew on Jim'll Fix It,[18] Anthony Daniels on Sesame Street, and Daniels, Hamill, and Mayhew on The Muppet Show.

The world premiere of The Empire Strikes Back was held on May 17, 1980, at the Kennedy Center in Washington, D.C. (as a special Children's World Premiere event).[2] The film had a Royal Charity Premiere in London at the Odeon Cinema in Leicester Square on May 20th. The special event was dubbed "Empire Day," a playful take on the British Commonwealth Day holiday (known as Empire Day prior to 1958), where legions of stormtroopers were unleashed across the city.[19] A series of other charity benefit premieres were held in numerous locations on May 19 and 20. The film went on to official general release in North America and the U.K. on May 21, 1980. The first wave of release included 127 70 mm prints of the film,[2] before a wider release in June 1980 (which were mostly 35 mm prints).[20] A tv documentary entitled Star Wars: Music by John Williams was released to coincide with the film. Similarly, in September 1980, CBS aired the official making-of documentary, SPFX: The Empire Strikes Back.


A novelization of the film was written by Donald F. Glut and was published on April 12, 1980. The film was adapted into comics form by Marvel Comics as part of their ongoing Star Wars series. Released in six parts (issues 39 to 44), the adaptation was scripted by Archie Goodwin and illustrated by Al Williamson. (Years later, a manga adaptation illustrated by Toshiki Kudo was released in Japan in 1998 and in the United States in 1999.) Kenner launched a toyline based on the film. A radio drama adaptation was written by Brian Daley and produced for broadcast on National Public Radio in 1983.


TESB 30th Anniversary logo

2010 marked the film's 30th Anniversary

Along with the other two films of his original trilogy, George Lucas issued a Special Edition of The Empire Strikes Back in 1997, making a number of changes and additions, including replacing a piece of music from the closing scene.

On September 21, 2004 the three original movies were finally released on DVD. There have been a few further minor changes to the film on this release—such as sound effects and improvements to the visual quality of the film. One highly noticeable change involving visual quality improvement is that the odd pink glow was removed from the Cloud City entrance scene, where the Cloud Car was replaced with a Tibanna refinery in the 1997 theatrical version.

In addition, the scene in which Darth Vader speaks with the Emperor was altered for the DVD release. Originally, Palpatine was portrayed by a woman wearing a mask with a chimpanzee's eyes superimposed over her own, with an elder male's voice dubbed in later. Clive Revill, who performed Palpatine's voice, and Marjorie Eaton, who portrayed Palpatine physically, were both replaced with Ian McDiarmid, who would eventually be cast for the same role in Return of the Jedi and all three prequels. However, Revill's name still appeared in the movie's credits as the voice actor for Palpatine. McDiarmid re-recorded the dialogue with James Earl Jones and they both added more lines for this scene.

Another addition was Temuera Morrison providing the voice for Boba Fett, further establishing the fact that Boba is indeed a clone of Jango Fett.


In addition to multiple home video re-releases, the film underwent numerous theatrical re-releases.

The trilogy was re-released on separate two-disc Limited Edition DVD sets from September 12, 2006 to December 31, 2006; the original versions of the films were added as bonus material. Controversy surrounded the release because the unaltered versions were from the 1993 non-anamorphic Laserdisc masters, and were not retransferred with modern video standards.[21] The Empire Strikes Back was re-released for a Blu-ray format re-release in September of 2011.[22]

On April 7, 2015, Walt Disney Studios, 20th Century Fox, and Lucasfilm jointly announced the digital releases of the six released Star Wars films. As Lucasfilm had retained digital distribution rights to Episodes I through VI, Walt Disney Studios Home Entertainment released The Empire Strikes Back for digital download on April 10, 2015.[23]

Despite the Walt Disney Company's 2012 purchase of Lucasfilm Ltd. and the release rights to all future Star Wars films, Fox was to retain original distribution rights to Star Wars: Episode IV A New Hope, which they co-produced and co-financed, in perpetuity in all media worldwide. Fox was also to retain theatrical, nontheatrical, and home video rights worldwide for the franchise's five subsequent films, which Lucasfilm produced and financed independently, through May 2020, at which time ownership was to transfer to Disney. This complex relationship between Fox and Disney, particularly in regards to Fox's perpetual rights to Episode IV, was to create an obstacle for any future boxed set comprising all nine films.[24] On December 14, 2017, The Walt Disney Company announced that it was acquiring most of Fox's parent company, 21st Century Fox, including the film studio and all distribution rights to A New Hope.[25] On March 20, 2019, the deal was officially completed.[26] On April 12, 2019, a Blu-ray box set containing the nine main installments of the Star Wars saga remastered in 4K was reportedly announced to be in development for a 2020 release.[27]


The film's 40th Anniversary was celebrated with official posters by Matt Ferguson

Alongside every other Star Wars saga and anthology films, The Empire Strikes Back was released in 4K HDR10 format on the Disney+ streaming platform. The films were also each given a new poster, with Episode V's poster having an overall light blue color scheme.[28] For The Empire Strikes Back's 40th Anniversary, Lucasfilm hired Matt Ferguson to create new official anniversary posters for the film.[29]


The Empire Strikes Back initially received mixed reviews. Many critics had problems with the story, but at the same time said the film was a technical achievement. Critics also had various reactions to changes introduced in re-releases of this film.[source?]

According to the actors, Irvin Kershner would encourage group discussions and improvisations from the actors, and would do many takes of each scene, in contrast to Lucas, who would always stick to the script, usually do about three takes, and offer little direction to the actors.[source?]

The film is the highest grossing sequel of all time when adjusted for inflation.[source?]

The film was selected in 2010 to be preserved by the Library of Congress as part of its National Film Registry.[30]

At theaters in Australia, the United Kingdom, and Scandinavia, the short film Black Angel was shown before The Empire Strikes Back's theatrical release. Black Angel was the directorial debut of Roger Christian, the art director for A New Hope. The film was shot in Scotland, Autumn 1979, for £25,000, a gift to Christian from George Lucas for his work on Star Wars.[31][32]

Deleted scenes[]

The Death of General Veers[]

General Veers is about to destroy the shield generators when Hobbie, a Rebel pilot, flies his damaged snowspeeder toward Veers's walker. One of Veers's men says, "Look out! He's going to..." Hobbie crashes his fighter into the cockpit of Veers's AT-AT Walker, which is blown up, killing both Hobbie and Veers. (The Expanded Universe shows both of them alive after the Battle of Hoth.) This scene was likely cut because Veers succeeds in destroying the shield generators, and the filmmakers would have found it difficult to alter the scene so it takes place after Veers destroys them.

Wampa attack[]

Wampa attack top

R2-D2 escapes a wampa

According to the fourth version of the script for The Empire Strikes Back, there is some extra dialogue concerning the wampas and a scene involving R2 getting chased down a hallway by one while the Rebels blast it. One of the Rebels calls in the report saying, "We got it, sir, but there may be more," (talking to General Rieekan). Alarms are buzzing and Leia inquires if the creature has been examined yet. The general tells her they are working on it and then they are alerted to a "visitor"—the Imperial probot. Since it is revealed to be metallic, Leia remarks, "Then it couldn't be one of those creatures"—referring to the wampas, of course.

Wampas infiltrate Echo Base[]

Wampas infiltrate top

2-1B attends to the dead tauntaun

In the scene where Han Solo is about to go after Luke Skywalker on a tauntaun, a dead tauntaun is seen on the floor being examined by 2-1B, the medical droid. On the wall is what appears to be some blood, presumably from the dead animal. In the fourth draft of the script, one of the rebels says to his deck officer, "...I can't imagine, sir. Their necks are broken." (The script refers to three dead creatures, not one.) The wampas have already broken into the base at this point and have obviously attacked some tauntauns. They break in once around the time of Han and Leia's argument in the hallway (see the picture below from the comic adaptation) and again when C-3PO and R2-D2 are walking towards the hangar and commenting about the temperature in Leia's chamber. Later, when Han is wondering where Luke is, he comes across the Rebels examining the dead tauntaun. They are wondering what happened to this creature as they have no idea yet that wampas have infiltrated the base. It can be noted however, that this scenario is present in the instant action mode of Star Wars: Battlefront II.

The Wampa Pen[]

Wampa pen top

The pursuing snowtroopers enter the wampa pen

Out of all the cut scenes featuring wampas, this one is the most well-known, perhaps because this scene has left the most evidence behind. Sometime during the Hoth scenes, it's discovered that R2-D2's beeping noises attract the wampas—just like in the famous "Pied Piper" fairy tale. R2-D2 leads the wampas into a large room and the Rebels then place a red and yellow warning sign on the door so Rebels will not wander inside unaware and get eaten. This scene with R2-D2 was allegedly filmed, but never made it into the final cut. Later on, while on their way to the medical center to see Luke, R2-D2, and C-3PO pass by the wampa pen and discuss the creatures briefly.

Jumping ahead to the Rebel heroes' exodus from Echo Base during the Battle of Hoth, Han, Leia, and C-3PO are scurrying to get Leia to her transport. On the way out, they pass a door with a familiar yellow sign with red lettering. Han gives the door a quick look and almost stops but continues on past it after recognizing the warning (the quick shot is in the finished film; it appears directly after General Veers destroys the power generators). What was not included in the film was C-3PO (who is running behind Han and Leia, trying to keep up) trudging up to the door after them. He stops and tears off the yellow warning sign (C-3PO is seen tearing off the sign on the "bonus features" DVD of the Trilogy box DVD set and in the trailer for Episode V). He then proceeds to catch up with Han and Leia as they make their way to the Millennium Falcon.

After the snowtroopers burst into the base, they come across the door, left with only a small piece of the original warning sign. They open the door, only to be attacked by the already annoyed wampas inside.

Luke: Gunner[]

Luke gunner 01

Luke Skywalker mans a heavy artillery weapon against the attacking wampas.

There have always been rumors and images that state there was originally a scene from Empire inside Echo Base where Luke mans a gun and blasts a few wampas. The only thing that really makes most fans believe this scene was actually shot is the following quote from Jon Knoles in the Star Wars Insider 33 (page 59) talking about the game, Shadows of the Empire for Nintendo 64: "We knew, for instance, of the scene where a wampa actually broke through into Echo Base and mauled a tauntaun (and possibly some Rebel troops) and a scene where Luke actually took over an auto-laser cannon and blasts a wampa or two. The wampa filmed in this shot looked absolutely hilarious with a big fluffy face and metallic round eyeballs. We saw the picture in a Kodak shoebox Photo CD that Lucasfilm Ltd. provided us with some time ago."[source?]

Later, Pablo Hidalgo stated that the images of Luke manning a turret were not deleted scenes. According to him, they were simply on set photos taken with the "Rebel cannon sled" prop.[33] Legends sources named this vehicle the LC-10bW,[34] while canon has dubbed it the laser-ice cutter.[35]

Release gallery[]


By type
Cast Uncredited cast Crew Uncredited crew Special thanks


Supporting Cast
Imperial Forces
Rebel Forces

Uncredited cast


Studio Second Unit
Location Second Unit
Production and Mechanical Effects Unit
Miniature and Optical Effects Unit
Special Edition
Industrial Light and Magic
  • Visual Effects Producer — Tom Kennedy
  • Visual Effects Supervisor — Dave Carson
  • Computer Graphics Supervisor — Tom Hutchinson
  • Visual Effects Art Director — George Hull
  • Visual Effects Editor — Michael McGovern
  • Color Timing Supervisor — Bruce Vecchitto
  • Visual Effects Coordinator — Lisa Todd
  • Digital Effects Artists — Don Butler, Michael Conte, Howard Gersh, Marshall Krasser, Tia Marshall, Stuart Maschwitz, Terrence Masson, Julie Neary, Ken Nielsen, Eddie Pasquarello, Ricardo Ramos, Tom Rosseter, Lawrence Tan, Paul Theren, Hans Uhlig, Li-Hsein Wei, Ken Wesley, Ron Woodall
  • Digital Matte Artists — Ronn Brown, Eric Chauvin, Brian Flora, William Mather
  • 3D Matchmove Artist — James Hagedorn
  • Digital Paint & Roto Artists — Lisa Drostova, Heidi Zabit
  • Chief Creature Maker — Howie Weed
  • Model & Creature Makers — Carol Bauman, Don Bies, Giovanni Donovan, Wendy Morton, Anne Polland, Mark Siegel, Steven Walton
  • Sabre Group Supervisor — Daniel McNamara
  • Sabre Artists — Rita Zimmerman, Chad Taylor, Mary McCulloch, Grant Guenin, Caitlin Content
  • Software Research and Development — David Benson, Jim Hourihan, Zoran Kacic-Alesic, Florian Kainz, Jeff Yost
  • Digital Scanning Supervisor — Joshua Pines
  • Digital Scanning Operators — Randall Bean, Michael Ellis, Earl Beyer
  • Negative Supervisor — Doug Jones
  • Negative Line-up — Andrea Biklian, Tim Geideman
  • Projectionist — Tim Greenwood
  • Digital Plate Restoration — Melissa Monterrosa, Mike Van Eps, Wendy Hendrickson
  • Assistant Visual Effects Art Director — Alex Laurant
  • Assistant Visual Effects Editor — John Bartle
  • Video Editor — Angela Leaper
  • Animatic Artist — Jonathan Rothbart
  • Digital Effects Technical Assistants — Okan Ataman, Peter Chesloff, Joshua Levine, Dawn Matheson, Daniel Shumaker
  • Digital Effects Resource Assistant — Daniel Brimer
  • Visual Effects Production Staff — Julie Creighton, Joshua Marks
  • Video Assistants — Dawn Martin, Wendy Bell
  • Production Engineering — Ken Beyer, Ken Corvino, Gary Meyer
  • Aerial Camera System by Wesscam Camera Systems (Europe)
  • Aerial Cameraman — Ron Goodman
  • Assistant — Margaret Herron
  • Helicopter Supplied by Dollar Air Services Limited
  • Pilot — Mark Wolfe
  • Cloud Plates Photographed with Astrovision© by Continental Camera Systems Inc.
  • Snow Vehicles Supplied by Aktiv Fischer
  • R2 Bodies Fabricated by White Horse Toy Company
  • Special Assistance from Giltspur Engineering And Compair
  • Photographed on the Hardengerjekulan [sic] Glacier, Finse, Norway and at EMI-Elstree Studios, Borehamwood, England
  • Music Recorded at Anvil Studios, Denham, England
  • Re-Recording at Samuel Goldwyn Studios, Los Angeles, California
  • Special Visual Effects Produced at Industrial Light And Magic, Marin County, California

Uncredited crew

  • Music supervisor — Lionel Newman[6]


By type
Characters Organisms Droid models Events Locations
Organizations and titles Sentient species Vehicles and vessels Weapons and technology Miscellanea


Canon characters

Legends characters

Unidentified characters


Canon organisms

Legends organisms

Droid models

Canon droids

Legends droids


Canon events

Legends events


Canon locations

Legends locations

Organizations and titles

Canon organizations and titles

Legends organizations and titles

Sentient species

Canon species

Legends species

Vehicles and vessels

Canon vehicles

Legends vehicles

Weapons and technology

Canon technology

Legends technology


Canon miscellanea

Legends miscellanea


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Notes and references[]

  1. 1.00 1.01 1.02 1.03 1.04 1.05 1.06 1.07 1.08 1.09 1.10 1.11 1.12 1.13 1.14 Star Wars Year By Year: A Visual History, Updated and Expanded Edition
  2. 2.0 2.1 2.2 This Week in Star Wars logo This Week! in Star Wars The Empire Strikes Back Turns 40, Queen's Peril Gets a Voice, and More! on the official Star Wars YouTube channel (backup link)
  3. This Week in Star Wars logo This Week! in Star Wars Star Wars: The Rise of Skywalker Comes Home, the Child Lands at New York Toy Fair, and More! | This Week! In Star Wars on the official Star Wars YouTube channel (backup link)
  4. Star Wars: Galactic Atlas
  5. 5.0 5.1 5.2 5.3 Star Wars: Episode V The Empire Strikes Back
  6. 6.0 6.1 6.2 6.3 6.4 6.5 6.6 6.7 6.8 6.9 The Making of The Empire Strikes Back
  7. 7.0 7.1 Empire of Dreams: The Story of the Star Wars Trilogy
  8. This Week in Star Wars logo This Week! in Star Wars Our Galactic Starcruiser Voyage, New Comic Previews, and More! on the official Star Wars YouTube channel (backup link)
  9. 9.0 9.1 9.2 The Making of The Empire Strikes Back
  10. 10.0 10.1 Recording the Star Wars Saga (PDF) by Malone, Chris on Malone Digital (March 18, 2012) (archived from the original on June 19, 2022)
  11. Star Wars: Music by John Williams
  12. 12.0 12.1 Liner notes of the 1980 LP soundtrack release, notes written by Alan Arnold
  13. Angela Morley about Arranging for John Williams on Star Wars by Augie on John Williams Fan Network (April 17, 2012) (archived from the original on November 12, 2020)
  14. 14.0 14.1 Orchestrator credits are known for some cues due to sheet music leaks.
  15. TwitterLogo JoAnn Kane Music Svc (@JKMSlibrary) on Twitter (backup link)
  16. THE EMPIRE STRIKES BACK (1980) – Complete Cue List by Takis, John on www.jwfan.com (March 16, 2009) (archived from the original on June 19, 2022)
  17. By comparing the credits for all releases from 1980 to present (7/19/22), we can conclude that the only teams that went back to the original masters were the OST (1980 - led by John Williams), Anthology (1993 - led by Ford A Thaxton), SE (1997 - led by Michael Mattessino), and Remastered (2018 - led by Shawn Murphy). Every other release is a reissue of one of these four
  18. YouTube Lucky kid Visits the set of The Empire Strikes Back Dagobah set. Meets Mark Hamill on the Filmumentaries com YouTube channel (backup link)
  19. StarWars An 'Empire Day' to Remember on StarWars.com (backup link)
  20. The Empire Turns 25: A 25th Anniversary Tribute To 'The Empire Strikes Back' by Coate, Michael on www.fromscripttodvd.com (March 25, 2005) (archived from the original on July 20, 2020)
  21. Anamorphic Star Wars and Other Musings by Ian Dawe on Mindjack Film (archived from the original on July 20, 2020)
  22. StarWars Bring the Complete Collection Home: Star Wars: The Complete Saga on Blu-Ray on StarWars.com (content now obsolete; backup link)
  23. StarWars The Star Wars Digital Movie Collection Coming April 10 on StarWars.com (backup link)
  24. Tangled Rights Could Tie Up Ultimate 'Star Wars' Box Set (Analysis) by Masters, Kim on The Hollywood Reporter (October 30, 2012) (archived from the original on February 15, 2020)
  25. DisneyCompany-favicon The Walt Disney Company To Acquire Twenty-First Century Fox, Inc., After Spinoff Of Certain Businesses, For $52.4 Billion In Stock on The Walt Disney Company official website (backup link)
  26. Disney Closes $71.3 Billion Fox Deal, Creating Global Content Powerhouse by Georg Szalai, Paul Bond on The Hollywood Reporter (March 19, 2019) (archived from the original on June 11, 2020)
  27. Exclusive: Disney are working on a 4K Blu-ray box set for Star Wars: The Skywalker Saga (updated) on The Digital Fix: Film (April 12, 2019) (archived from the original on May 6, 2019)
  28. Disney+ in NZ – Your Questions Answered by G., Matt on www.swnz.co.nz (November 16, 2019) (archived from the original)
  29. StarWars Empire at 40 | Matt Ferguson Discusses the Making of His Incredible Star Wars: The Empire Strikes Back Poster on StarWars.com (backup link)
  30. 'Empire Strikes Back,' 'Airplane!' Among 25 Movies Named to National Film Registry by Barnes, Mike on www.hollywoodreporter.com (December 28, 2010) (archived from the original on July 13, 2020)
  31. Exclusive interview: The worlds of Roger Christian by Anderson, Martin on www.shadowlocked.com (March 9, 2010) (archived from the original on March 6, 2016)
  32. Once-lost Star Wars-related short to screen for the first time in 33 years by Matisse, Nathan on arstechnica.com (September 10, 2013) (archived from the original on July 15, 2020)
  33. TwitterLogo Pablo Hidalgo (@pabl0hidalgo) on Twitter: "You may occasionally find photos of Luke in his snowspeeder pilot manning the guns online labeled as a 'deleted scene'. It's not. It's more like a photo opportunity, as this prop / vehicle was on set that day" (backup link)
  34. Star Wars Blueprints: Rebel Edition
  35. Star Wars: Complete Locations
  36. Alister Cameron-Hoth Rebel Autograph on planetdagobah.com (archived from the original on September 24, 2021)
  37. Topps logo 2019 Topps Star Wars Black & White: The Empire Strikes Back (Card: Mark Capri as Officer M'Kae) (backup link)
  38. Ian Durrant-Hoth Rebel Autograph on planetdagobah.com (archived from the original on December 3, 2022)
  39. Ian Durrant-Stormtrooper Autograph on planetdagobah.com (archived from the original on December 5, 2022)
  40. Mike Houston-Hoth Rebel Autograph on planetdagobah.com (archived from the original on October 23, 2021)
  41. Mike Houston on planetdagobah.com (archived from the original on October 23, 2021)
  42. SWInsider "Ralph McQuarrie: Dreamer & Visionary" — Star Wars Insider 134
  43. SWInsider "Trail of the Bounty Hunters" — Star Wars Insider 49
  44. Peter Ross-Hoth Rebel Autograph on planetdagobah.com (archived from the original on October 24, 2021)
  45. YouTube Le Plus GROS MYSTÈRE de STAR WARS Enfin Résolu ! (après 43 ans) on the Nicolas Delage YouTube channel (backup link)

External links[]

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