Episode III- Revenge of the Sith

Episode III- Revenge of the Sith

 “The light side of the force- it empowers you.  It will obey your command and enhance your abilities.  But the dark side of the force- as soon as you submit yourself unto it, it enslaves you.  You are reduced to nothing but a servant of evil itself.”

            -Mace Windu, to a troubled Anakin Skywalker

About a year has passed since Episode II.

The opening crawl explains that only eight planets are left in the control of the Separatists, and the Republic is quickly moving towards a victory against them.  The Jedis are being killed by the second, as Palpatine tightens his grip on the Galaxy.

And it seems Palpatine has found himself a new apprentice- a vicious and stealthy warrior who is helping Palpatine weed out the Jedis.  The mystery Sith is referred to as the phantom.  Meanwhile, the Separatists try to hold out for as long as they can…

We open the film with a shot of the Republic Construction Yard, somewhere out in space where a multitude of ships are being constructed.  From a nearby ship, Tarkin (who is now pretty much the main General of all the Axis’ forces) and Chancellor Palpatine are watching the construction.  Palpatine is well on his way to looking like the pale, wrinkly-faced guy we met in Return of the Jedi.


^pretend that Darth Vader isn’t there, please!

Palpatine and Tarkin discuss their battle tactics and the Death Star in front of them- Tarkin talks about how long it will take:  a long time.

Then we go to General Kenobi, who is on a planet called Trunch at a Separatist base.  There with him is Mace Windu and all the folks.

And then we go to the Jedi Temple, where Anakin and Maddie (who is very much pregnant) have their own little private quarters together (Anakin mentions they were married several months ago).  Anakin, of course, is a Jedi, while Maddie has become a top defensive coordinator for the Separatists.  This means that she doesn’t have to do much fighting; she just gives advice and orders from the Jedi Temple.  Maddie and Anakin are discussing the Separatists’ unfortunate plight; Anakin casually says how he wouldn’t mind working for Palpatine- it would be better than what they are in now.

It should be noted that Anakin has the same personality as he did in Fall of the Republic– with one difference.  He’s darker.  You wouldn’t notice it right away, but you can see it in his eyes, like it’s a dormant snake.  Palpatine never thought Anakin would join him that day Dooku and he came to negotiate the end of the conflict (at the end of Episode II).  Anakin was too devoted at the time.  Instead, Palpatine planted seeds of thought that would spread and lead to Anakin’s eventual fall.

Maddie is a bit turned off by Anakin’s comments, and reminds him why they are fighting this war.  Speaking of the war, she notes that the Republic’s axis of Loyalists is likely going to attack the Separatists on Trunch very soon, and they need help- Anakin needs to go out there.  Anakin, like any husband, refuses.  He will stay here with her.  He doesn’t want to miss the birth of his child (Maddie is keeping the fact that she’s having twins a secret).  Also, there is a chance that the Axis will attack the Temple, and Anakin wants Maddie to be safe.  Maddie rebuts this notion, saying that the Axis will likely save the Temple for last, and that Anakin will have time to make it home in time.  So they continue to argue (not angrily).

Back on Trunch, Obi-Wan Kenobi notices that the Axis is sending in fighter planes, which start shooting at the Trunch base.  An air battle begins.

Even though Anakin practically has to be dragged out of the Temple, Maddie makes him go to the front lines on Trunch (she outranks him and can give him orders!).  So he flies there and gets to a battle that is already in progress.  It’s a pretty cool space battle, but the Axis is pretty much dominating the Separatists, who for some time now have been fighting for a lost cause.  We see Anakin’s amazing piloting skills, as he takes on dozens of ships all by himself.  As Maddie monitors the fight from the temple, she gets infuriated by Anakin’s showing off his skills and tells him to stop it.  Oh, don’t we love married couple banter.

So the surviving Separatists are forced to move and join another base on a moon with a toxic atmosphere (so they always have to use low-pressure space suits and masks).  Anakin and Obi-Wan are there for a couple days.  This is when Anakin first finds out that Owa has been lost by Obi-Wan a month ago, and was presumed dead.  Anakin gives Kenobi his condolences.

Someone suddenly rushes into the base and pulls off his spacesuit, panting.  He has seen the Phantom!  Everyone gets out of the base as soon as they can.  Hiding behind the rim of a crater, they see a cloaked figure.  They start shooting at it and the Phantom topples to the ground.  The run towards it and turn the cloaked figure on its back.  Suddenly, they realize that this was not the Phantom- it was a ruse, a robot dressed in a cloak.

And that’s when the real Phantom Sith comes from behind them.  He’s wearing a space mask that conceals his face.  He seems virtually indestructible and kills several Jedi before escaping away.

Back at the Jedi Temple, Maddie is feeling queasy, so she checks herself into the labor unit at the medical center.

Obi-Wan tells Anakin that they must hunt down the Phantom and kill him; he is too dangerous to be ignored, so they leave to go after him.  Following behind them, unnoticed, is Mace Windu.  And the hunt begins.


On Coruscant, there is a meeting going on between poeple such as Senator Bail Organa, Mon Mothma and others.  These people are those who are either leaders of the Separatists or Separatist sympathizers.  They all agree that the war is lost, and they announce that the time has come to surrender themselves to the Republic’s Axis.

Obi-Wan and Anakin are still chasing the Phantom, and he knows it.  That’s when the Phantom (his face still concealed by his mask) is contacted by Palpatine, who instructs him to lure Obi-Wan and Anakin to the planet of Sigma Vulcanus.  The Phantom escapes and Obi-Wan and Anakin give chase.

Meanwhile, in the Temple, Maddie is sweaty and exhausted- she has just given birth to two twins, who she has named Luke and Leia.  A friends of hers comes in to talk mother talk with her.  Maddie expresses her sadness that Anakin had to miss this, but she knows that he’ll be back soon enough.  Maddie also reveals that she was keeping the fact that she was carrying twins a secret so she could surprise Anakin.

And now we see the Republic’s Axis of Loyalists silently deploying troops all around Baroonda… A battle is coming…

Anakin and Obi-Wan arrive on Sigma Vulcanus and land in a tiny mining village inhabited by strange creatures that don’t seem to mind the fact that Sigma Vulcanus is practically a planet full of lava and volcanoes.  Obi-Wan meets them and they are quite friendly.  Obi-Wan tells them that they are hunting a strange hooded man that they call the Phantom, and asks them if they know the whereabouts of such a creature.  The creatures tell them that they know of such a person- he is greatly feared by them.  He has been filling their village fear for the past years, and telling them that his master will come after them if they “disobey him”.  They believe that this Phantom and his master reside somewhere to the east of the village.  So, Obi-Wan and Anakin board their ship and start flying around, trying to spot it.  As they do this, Anakin makes a comment that he wouldn’t mind working for Palpatine.

It was just an off-hand comment, but Obi-Wan is offended by it and starts giving Anakin a passionate lecture about how he’s being selfish, near-sighted, foolish, etc.  Anakin gets greatly irritated by this lecture, and snaps to him that “it was just a joke!”

Maddie is resting on a couch holding one of her children, when the same friend from an earlier scene approaches her and notifies her that the Axis has deployed troops all around the temple and are preparing for an all-out assault.  Alarmed, Maddie says that she must fight, even though after giving birth several hours ago she’s not in the best condition.  Her friend tries to discourage her, but Maddie ignores her please, saying that they’ll need all the help they can get.

Obi-Wan and Anakin land their plane, and decide that they will split up (“because as we all know,” says Anakin, “all good plans involve splitting up.”) and search for the Phantom.

And the battle of the Jedi Temple begins, with the super-powered Axis army attacking the battle-worn Separatists.  It’s a hopeless fight, to be honest.

While this is happening, Anakin discovers the creepy Sith Fortress that we saw at the end of my Episode I.  He enters.

Back at the Temple, the battle is going on at night.  Unlike the CGI-laden (we assume) battle at the end of Fall of the Republic, this one is grittier and more rugged.  And, it looks as if the Separatists may win!

Anakin walks through a hall in the Fortress, and slowly finds his way through the creepy place.  He finally arrives at a throne room full of lava. Sitting on a throne in there is Palpatine.  For a moment, Anakin is confused.  Then, he hears a sound behind him and turns around, and there is the phantom, who tears off his mask, revealing who he really is- Obi-Wan’s old apprentice (Owa)!  Anakin is shocked. He feels betrayed by Owa, who he taught some things on Alderaan and was starting to think of as a friend.  He starts to get agitated by him.

This is when Owa reveals that at this moment there is an attack going on at the Jedi Temple, and he was the one who helped Palpatine order it.  As they speak, Jedis are dying by the hundreds.  Anakin thinks of his wife, back at the Temple, and he snaps.  Suddenly, he is viciously, lividly attacking Owa, who he is calling things like a “coward, traitor,” etc.  Anakin dominates, and Owa runs away from Anakin.  Just as Anakin is about to give chase, Palpatine speaks to him.

lava throne

Palpatine:  It has been too long since we last met, Skywalker.

Anakin points a lightsaber at him threateningly.

Anakin:  We will never meet again.

Palpatine: [kindly] I understand your anger, Skywalker.  It is natural to feel this way.  You must understand how hard it is to lead this Galaxy?  I must make sure everyone’s needs are fulfilled, and that sometimes means giving some people momentary punishments.

Anakin:  You are a liar.

Palpatine:  I will not blame you for the way you were raised, Skywalker.  You were taught the false belief that the Jedis stood for everything that is right.  That is untrue.  They only want to manipulate you so you can fulfill their desires.  Why are you here, on Sigma Vulcanus, when you should be with your expecting wife? They are forcing her to stay in a sieged prison.

Anakin:  That’s not true.  She wanted to stay, and she knew I had to leave!

Palpatine:  Do you really think so?

Anakin momentarily hesitates, caught off guard.  Read through Palpatine’s dialogue and you will find it full of faulty logic and half-truths, but it has been spoken in such an oily way that Anakin feels it is all true.  Now that he has discovered Anakin’s Vulnerability, Palpatine goes for the kill.

Palpatine:  Unleash your anger, Anakin, and destroy your master’s traitorous apprentice.  Then, at my side and as the most powerful man in the Galaxy, we will bring about the prosperous era you have longed for.

Pause.  Palpatine pulls Qui-Gon Jinn Skywalker’s Japor Snippet out of his pocket!

Anakin:  Where did you get that?

Palpatine:  Your father gave it to me shortly before he was killed.  We were good friends…  He knew his time had come…

Anakin stares at the Japor Snippet.  He is barely able to believe what he is seeing.

On Yavin Four, at the Temple.  The Axis army is able thwart the Separatists’ amazing defense effort, and they are now cruising and killing the Separatists like they’re nothing.  So much for an underdog tale.

On Sigma Vulcanus, Anakin runs outside.  He is quite angry.  He’s shouting “show yourself, you coward!” (to Owa).  That’s when he runs into Obi-Wan Kenobi.  Anakin holds out the Japor Snippet and says, “explain this!”  He then attacks Obi-Wan with his lightsaber.  Obi-Wan has no clue what Anakin is talking about, and says so.  But Anakin doesn’t even care and continues to attack Obi-Wan, claiming that “my father never intended for me to be trained, you’ve let the Jedis manipulate me,” and other crazy things.  All the while, Obi-Wan is trying to talk sense into him, and then Obi-Wan realizes what has happened to Anakin:  he has given into the Dark side of the force, even if it is only momentarily.   And so an epic duel ensues.

evil eyes

The Axis is practically slaughtering the Separatists and Jedis by now, and have just about prepared to move their forces into the Jedi Temple.  A badly injured Maddie frantically rushes to the Jedi Temple, fearing for the lives of her children.  She doesn’t have a gun.  Stormtroopers are in the building, and are practically killing everyone in their sight not on their side.  She manages to find R2-D2 in a small room with baby Luke and Leia.  She sits down next to them (one is crying) and calms them as the loud commotion outside goes on.  But she’s very weak (injured badly) and she can’t hold out much longer.  You can hear the storm troopers as they move closer to their hiding spot.  You can see them outside the door, but luckily they haven’t spotted them just yet.  Then, a trooper takes aim towards the door, and fires-

But nothing happens!  The laser bullet stops at the door.  It’s like there is an invisible force field at the entrance to the room.  Maddie faints (from exhaustion not the shock).

phase 2

And then R2-D2 beeps excitedly!  There, standing in the doorway in a meditative position is the force ghost of Qui-Gon Jinn Skywalker!  A force ghost of Shmi Skywalker (who died in between Episode II and III) appears and he whispers “shhhhh…” calmingly to them.  Meanwhile, Qui-Gon tricks the stormtroopers into leaving.

Back on Sigma Vulcanus, Obi-Wan is able to continue dueling Anakin.  They are brought to the edge of a lava pool.  In the end of the duel, he manages to disarm him (not literally), and then grabs his lightsaber with the force.  Anakin realizes he is defeated.  Just then, Owa jumps out from behind a rock, and slices Anakin’s feet off, causing Anakin to tumble down into the lava below.

Obi-Wan looks on at Owa in horror.  They start to fight, but Obi-Wan is easily superior. Just as the battle ends, Obi-Wan grabs Owa by the shirt and holds him over the pool of lava.  He asks him why he went to the dark side- did he not believe in good, in democracy?  Owa stares at Obi-Wan and says, “I used to think like you do.  That was a long time ago.”  Obi-Wan is a Jedi, so he won’t murder a defenseless Owa.  Instead, he sets him down and runs for his spaceship.  Owa starts to chase after him, but Obi-Wan easily gets in and flies away.   As he does so, Obi-Wan says to himself, “I saw it coming and I ignored it, and now he is lost.”  Whether he is referring to Anakin, Owa, or both of them is unclear.

Owa watches as Obi-Wan’s ship flies away.  He hears a sound and turns to see what it is.  He is shocked to see Mace Windu standing calmly next to a river of lava, holding his hands in a strange position.  And then, Mace uses the force to shoot all the lava at him.  The last thing we hear from Owa before he dies is his scream.

Then we see the charred body (of Anakin Skywalker) of a person being rolled into a medical room in the Sith Fortress.  He is fitted to a breathing machine, and he is slowly assembled into the menacing machine figure of Darth Vader.

Now is the time for explaining the creation of the character Owa and a lot of other things.  You see, if you watch the Star Wars movies in chronological order, the “I am your father moment” in The Empire Strikes Back is practically ruined because it is quite obvious that Anakin is Darth Vader.  By creating the character of Owa (who is never referred to by name in the entire series), the audience is led to believe that he is the Darth Vader who “betrayed and murdered his father” and that he was able to survive being blasted by Mace, when in reality it was the other way around.  This way, while the revelation that Darth Vader is Luke’s father may still be somewhat less shocking, it retains the mystery.

By now, Palpatine has traveled all the way to Coruscant and is speaking in a Senate meeting, where he accepts the surrender of the Separatists, and he declares to prevent such a thing from ever happening again, only Senators that he approves will be allowed to serve in the Sentate.

In addition, he declares, the time has come to make a fantastic new order of the Republic- and thus he announces the creation of the first Galactic Empire.

Obi-Wan gets to the Jedi Temple and finds it completely deserted and devoid of anyone, in fact, the birds are chirping and there is an odd sense of peace.   The only people around are sparsely spread out dead bodies.  (The Imperial troops are out in the forest tracking down runaway Jedis).


The medical table that Darth Vader is on begins to slowly tip forward and Darth Vader is released from it.  Unused to his new electronic appendages, he crumbles to the floor.  Three creepy, hooded, monk-like things appear and one of the says, “arise, Darth Vader.”  They then begin to instruct Darth Vader in the basic ways of the Dark Side.  Darth Vader is listening, but he is confused and slightly out of it.  The figures help him create a lightsaber.  They then continue to instruct him, but Vader strikes out at one of them (with his arm, not his lightsaber) only to discover an empty robe. He is momentarily terror-stricken and then mystified as, one by one, the hooded figures vanish – in a strangely, compelling way – to reveal a 3-D holographic image of Palpatine. “Yes, yes,” Palpatine taunts him, “Only now do you conceive that is was my force of will that saved you – that kept you alive – and that gave you life again!” Darth Vader extends a courtly bow to Palpatine and thanks him for his life. But Palpatine is not interested in gratitude. He is in need of a powerful weapon and an obedient servant, and he reminds the former Jedi that he has the power to crush him should he desire. He then forces Vader to his knees and commands: “Now come to me, my servant. I have an important task that will complete your training!  I need you to join the Imperial Forces on Yavin Four.”

As Obi-Wan walks through the Temple, saddened, he is greeted by the ghosts of Qui-Gon Jinn Skwalker and Shmi Skywalker.  Qui-Gon reveals how he was able to discover the secrets of becoming a force-ghost and yada yada.  Obi-Wan then starts to tell them about Anakin, but Qui-Gon and Shmi stop him and state that they already know, and that if Obi-Wan wants to talk about it later they can, but right now they must move quickly.  They then lead Obi-Wan to where Maddie is with Luke and Leia!  Obi-Wan is stunned.  Shmi reminds him that he must get Maddie and her children off the planet quickly before the Imperials arrive.  So they do.

On Coruscant, Bail Organa’s friends sadly board the Tantive IV, in order to head to Alderaan.

Later, at night, Darth Vader arrives on Yavin Four and is greeted by Imperial Troops.  These troops confirm that everyone who was in the Temple was killed.  Vader asks, “Everyone?”  They again confirm that everyone was killed or hunted down shortly after- they are sure of it.  Vader then leans on the wall and growls.  He then simply says.  “Burn the Jedi Temple.  I want the place utterly destroyed.”

So as you can see, Darth Vader believes that his wife has died, and this is where Anakin Skywalker truly believes he has nothing left, and where he truly falls to the dark side for good (or at least until Return of the Jedi).


Then we see Obi-Wan boarding the ship on Dagobah.  Maddie asks him what he did, and Obi-Wan tells her that he, Qui-Gon and Shmi counseled with Yoda for a while, and he now knows exactly what they are going to do.  He is holding Luke in his arms, and Luke’s eyes are wide open.  This may explain why when he visits Dagobah in The Empire Strikes Back he says it feels like a place out of a dream.

Vader stands a ways off from the Jedi Temple, staring at it pensively.  It is burning slowly.  And as he stares at the burning temple, the innocent “Anakin Theme” slowly morphs into the famous “Imperial March a.k.a. Darth Vader’s theme”.  Vader than turns away from the Temple angrily.

As Maddie and Obi-Wan (and Qui-Gon and Shmi) fly through space, he has a feeling that they should stop at a planet.  They do, and it’s a small outpost town that has the dusty feel of the towns in the OT.  Obi-Wan and Maddie work together to get rid of and scare away the Imperial Troops that are terrorizing some citizens there.

Meanwhile, we see the first of Darth Vader’s terrible acts:  while flying in the Venator, he meets a ship in space who claim they are just cargo freighters.  Darth Vader believes they are either Jedis or Separatist sympathizers, and he shoots them down.

Then, we see the citizens of the town thanking Obi-Wan.  When the citizens ask him who he is, he simply replies, “Ben Kenobi”.

We then see Darth Vader order the execution of a Jedi that has been in prison onboard the Venator.  Darth Vader then orders them to head for Coruscant.

Obi-Wan arrives on Alderaan, at the royal palace, and greets the Organas and the other Senators/leaders there.  Bail Organa cheerfully reports that he believes they have the beginnings of a rebellion on their hands.  Obi-Wan responds cheerfully and asks if he can speak with him and his wife in private.

So, R2-D2, Obi-Wan and Maddie speak to the Organas (and C-3PO) in a private room, where Obi-Wan explains that he has devised a plan to fight the Empire, and it starts with keeping Luke and Leia hidden.

This is what will happen:  Leia and Luke must, unfortunately, be split up.  Leia will stay here on Alderaan with her mother, though to protect her identity, she will be raised as the daughter of the Organas (Maddie will be known as the childs’ nanny).  Leia is not to know who her mother and father really were.  Obi-Wan remarks that he expects Leia to have a big part in her parents’ rebellion.  He also says that he is going to hand over R2-D2 to the Organas as well.  When C-3PO hears this, he is suddenly annoyed and begins to protest, however, he is soon shushed.  And thus begins the great droid duo of R2-D2 and C-3PO!  Obi-Wan has a different plan will Luke:  he will have him be raised by his Uncle (on Tatooine), and Obi-Wan will stay there in hiding to keep an eye on him.  However, he tells them that if they or Leia ever have a major problem, “contact him first.”

Alone this time with Luke, Obi-Wan boards his ship one more time and bids farewell to the Organas (who he will never see again).  He then says that he thinks he will have to take a close route by Coruscant to get to Tattoine, which is practically on the edge of the Galaxy.

So Obi-Wan flies by Coruscant, and because security has been tightened, he is forced to land his ship in the docking bay of a Venator Star Destroyer.

star destroyer venator

Obi-Wan climbs out and starts to go through security.  They tell him he is all clear to pass, but then they tell him the ship’s commander wishes to see him.  Obi-Wan walks to where they told him to, and then realizes with horror that the ship’s commander is Darth Vader.  Obi-Wan senses who Darth Vader is and tells him that he has failed him.  Darth Vader then asks Obi-Wan to join him:  he will have a future with the Republic.  Obi-Wan tries to persuade him to come back from the dark side, but he sees the ghost of Shmi appear.  She tells him that Vader “is too far gone, the only important thing right now is Luke.”

Obi-Wan turns to leave, but Vader shuts the door, and tells him that he will not leave.  And a duel begins.  Like the duel in A New Hope, both fighters are slow and clumsy.

Meanwhile, Mace Windu lives!  He runs wildly into a session of the Senate where the Emperor is speaking and says “this party’s over.”  He then starts to throw senate seats at the Emperor, who of course fights back.

Meanwhile, Darth Vader is getting angry, but Obi-Wan stays calm.  He even manages to slice Vader’s non-lightsaber arm off.  Obi-Wan then sees his chance, and he runs through the door and gets into his ship and flies away.  Darth Vader tells the people on the ship to chase after Obi-Wan, but the people on the ship tell him that they need to go to the aide of the Emperor:  he has been attacked.

Mace Windu is going to be killed by the Emperor, and he knows it.  He is destroyed, and as troops start to come in, he starts to laugh crazily.  He then says that although he will die, he has won.  Angered by this, the Emperor stabs him in the chest and he falls backwards, and he falls dead onto the floor.

We now know that Mace said he won because by attacking the Emperor, he allowed Obi-Wan to escape fairly unnoticed.

We then see Obi-Wan landing in Mos Eisley on Tatooine.

On Alderaan, we see Lady Skywalker singing her daughter to sleep, as the Organas, R2-D2 and C-3PO keep a watchful eye.  The beautiful mountains of Alderaan serve as a magnificent backdrop.

imperial palace

As vast assemblages of troops join them, Vader, Tarkin, and the Emperor ceremoniously enter the new Imperial Palace.

the end



And on Tatooine, at the Lars Homestead, Ben Kenobi leaves baby Luke with Owen and Beru, awaiting the day when he can become a Jedi.



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