Star Wars: Episode III - Revenge of the Sith (2005) Poster


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Originally, a young Han Solo was going to make an appearance in the film, living among the Wookies on Kashyyyk.
The original cut of the film ran nearly four hours. The opening battle/Palpatine rescue alone ran over an hour.
Actors Ewan McGregor and Hayden Christensen trained for two months in fencing and fitness in preparation for their fight sequences.
The volcanic world of Mustafar was designed to look like George Lucas's vision of hell.
Liam Neeson has said that he recorded a cameo as Qui-Gonn Jinn, which was to feature in a scene with Yoda, further explaining the concept of a Jedi communicating from beyond the grave. In the script, the dialog (in which Qui-Gonn is heard, not seen) appeared in the scene in which Yoda is meditating on the secret asteroid base, just before Bail Organa informs him of Obi-Wan's return with Padme. The scene does not appear in the deleted scenes section of the DVD, however an unfinished version was included in the Blu Ray Release Box Set.
George Lucas deliberately made the Darth Vader suit top-heavy (for instance adding weight on the helmet) to make Hayden Christensen not appear "too accustomed" to it in the movie.
George Lucas allowed his friend Steven Spielberg to help design some sequences during pre-production. This was partly because Spielberg wanted the experience of using the 'pre-visualisation' techniques pioneered by ILM as he was going to use them for War of the Worlds (2005). It was also because Lucas felt that his roles as Writer, Director, Executive Producer and Financier were taking up too much of his time and he needed another director to bounce ideas off. Spielberg's main contribution was in the climactic lightsaber duel between Obi-Wan and Anakin.
The subtitle "Revenge of the Sith" is a play on the working subtitle for Star Wars: Episode VI - Return of the Jedi (1983), "Revenge of the Jedi". For episode VI, that title was abandoned because George Lucas determined that revenge was not a suitable attitude for a Jedi. Since this film, however, is about the triumph of the Sith, "revenge" is entirely appropriate.
Samuel L. Jackson requested to have a purple light saber because he wanted to see exactly where he was in the large fight scene in the movie. Additionally, in the previous movie he had begged for his role as Mace Windu, whereas he knew Lucas needed him to reprise his role for Episode III, meaning he could demand more from the director.
EASTER EGG: On the Options menu, press "11 Enter 3 Enter 8 Enter" (1138). Yoda will dance to hip-hop music.
The images of the volcanic eruption on Mustafar was real footage of Mt. Etna in Italy which was erupting at the time of production
Every clone trooper in the film is a CGI. Not a single clone costume or helmet was created.
General Grievous's breathing problems in this film, as well as his exposed gut-sack (later exploited by Obi Wan) are caused by his brief encounter with Mace Windu in Star Wars: Clone Wars (2003). Mace Windu "force-gripped" Grievous as the General was making off with Palpatine, crushing the cyborg's chest panel. However, in Star Wars: The Clone Wars (2008) Grievous is seen to have always had breathing problems prior to this.
In the opening sequence when the second Separatist ship is destroyed, a piece of debris flies into the Clone Star destroyer that shot it. That piece of debris is a Kitchen Sink. It was it put in there by ILM as a joke from someone saying, "We're throwing everything in the sequence but the kitchen sink."
In 2007, Dr. Eric Bui, a psychiatrist in Toulouse, France, co-wrote a study that diagnosed Anakin Skywalker as having borderline personality disorder. When the authors reported their findings at the annual meeting of the American Psychiatric Association they stated that Skywalker fit the diagnosis criteria: difficulty controlling anger, stress-related breaks with reality, impulsivity, obsession with abandonment and a "pattern of unstable and intense interpersonal relationships characterized by alternating between extremes of ideation and devaluation".
In the battle duel scene with Count Dooku, the imprisoned Palpatine originally had more dialog which he was to shout at Anakin. One of his lines pertained to Star Wars: Episode II - Attack of the Clones (2002) in which Palpatine exposed Dooku as paying the Tusken Raiders to kidnap, torture and kill Shmi Skywalker.
The script, and the action figures, identify Anakin and Obi-Wan as using the call-signs "Red Five" and "Red Leader," respectively, during the opening battle. "Red Five" was also the call-sign for Luke Skywalker during the Death Star battle in Star Wars: Episode IV - A New Hope (1977). "Red Leader" was the call-sign of Wedge Antilles during the Death Star battle in Star Wars: Episode VI - Return of the Jedi (1983). Wedge was played by Ewan McGregor's uncle, Denis Lawson.
Ewan McGregor apparently asked if he could also play one of the Emperor's red-robed Imperial Guards. However it's not known whether he did or not.
The Wookiee costumes from this film sport a new arterial system that pump ice cold water to help cool down the actor wearing the suit.
The scene of Vader and Obi-Wan using the "force push" on each other and knocking each other back originally had a force field graphic effect added, but George Lucas was not satisfied with its inclusion, thus the final shot did not have this effect added.
Hayden Christensen gained 24.2 pounds (11 kilograms) for this film. He did so by eating six meals a day.
One of the early concepts for General Grievous was a small child sitting on a floating chair, guarded by two IG88 droids from Star Wars: Episode V - The Empire Strikes Back (1980). George Lucas rejected this look as a child would not be taken seriously as the deadliest hand to hand fighter the galaxy has seen, which is how he wanted Grievous to be portrayed. Instead, part of the final look for General Grievous' face was inspired by the shape of a bathroom detergent spray nozzle.
For some shots during the birth scene, the infant Luke and Leia are portrayed by an animatronic puppet. As this puppet was operated by Ewan McGregor, the cast jokingly referred to it as "Foamy-Wan Kenobi."
The battle with Wookiees dates back to the earliest screenplays of Star Wars: Episode IV - A New Hope (1977). Originally, the Wookiees were supposed to help the Rebels conquer an Imperial bunker. This idea was the basis for the Battle of Endor in Star Wars: Episode VI - Return of the Jedi (1983), but instead of using Wookiees, George Lucas decided to use a smaller furry race and call them Ewoks.
This is the best received film in the Star Wars prequel trilogy.
The film's final shot is meant to mirror the famous shot of Luke Skywalker in Star Wars: Episode IV - A New Hope (1977). when he looked out on the two sunsets. It is the only shot of the film kept in wide screen format on the pan and scan DVD release.
Ewan McGregor had Lucasfilm make him a looped reel of all of Alec Guinness's scenes from the original movies so that he could study them.
When Obi-Wan finds General Grievous on Utapau, his first words are, "Hello, there." In Star Wars: Episode IV - A New Hope (1977), when Obi-Wan is first introduced, his words to R2-D2 are, "Hello, there."
SERIES TRADEMARK: [line] Obi-Wan Kenobi says "I have a bad feeling about this" during one of the first scenes of the film.
Steven Spielberg, Francis Ford Coppola, Robert De Niro, Elijah Wood, Dean Devlin and Liam Neeson are all known to have visited the set during filming.
Body count: 115, the highest of any 'Star Wars' film. This only counts bodies that are seen. If implied deaths are counted, the highest would be either Star Wars: Episode IV - A New Hope (1977) with the destructions of Alderaan and the Death Star, or Star Wars: Episode VI - Return of the Jedi (1983) with the destruction of another Death Star, any ships near the explosion and construction workers.
Apart from providing the voice of R2D2 and the heavy breathing of Darth Vader, which he has done since Star Wars: Episode IV - A New Hope (1977), Ben Burtt provided the voices for every Battle Droid, Super Battle Droid and Buzz Droid in Revenge of the Sith.
The final "Star Wars" film to be distributed by 20th Century Fox, which permanently holds the rights to the original Star Wars: Episode IV - A New Hope (1977) and hands over rights to the prequel trilogy and the final two installments of the original trilogy to Walt Disney Studios after May 2020, due to the Walt Disney Company's acquisition of Lucasfilm in 2012.
In Star Wars: Episode II - Attack of the Clones (2002), The look of the Clone troopers was a cross between the Mandalorian armour worn by Jango Fett and the storm troopers of Star Wars: Episode IV - A New Hope (1977), Star Wars: Episode V - The Empire Strikes Back (1980) and Star Wars: Episode VI - Return of the Jedi (1983). In this movie, the look of the clone troopers edges a bit more towards the look of the stormtroopers, but still retains a few elements of the Mandalorian armour.
All shots of C-3PO had the entire green screen set reflecting in his shiny gold armor, so digital effects artists in post-production had to digitally repaint C-3PO's armor frame by frame to remove any traces of the set.
The highest-grossing movie of 2005.
A subscription service offered by Lucasfilm offered fans the chance to watch various stages of the production via a webcam.
There are over 2,200 visual effects shots in this film, more than Star Wars: Episode I - The Phantom Menace (1999) and Star Wars: Episode II - Attack of the Clones (2002) combined. Star Wars: Episode IV - A New Hope (1977) only had 350 such shots.
After the opening battle, as the transport lands at the senate building in the bottom right-hand corner of the screen the Millennium Falcon (or a ship of similar model, Corellian Engineering Corporation YT series YT-1300 Transport) can be seen landing. In the Expanded Universe Star Wars story outside the movies, the YT-1300 has been confirmed as the Millenium Falcon, then named Stellar Envoy, long before Han Solo owned it.
Anthony Daniels (C-3PO) and Kenny Baker (R2-D2) are the only actors to appear in all six "Star Wars" films. In second place is Frank Oz (Yoda) who appeared in five of the films and in third place are James Earl Jones (voice of Darth Vader), Peter Mayhew (Chewbacca) and Ian McDiarmid (Supreme Chancellor Palpatine/Darth Sidious) who all appear in four of the films (unless one counts McDiarmid appearing in the 2004 DVD Special Edition of Star Wars: Episode V - The Empire Strikes Back (1980) in which he replaces Clive Revill and reprises his role as Palpatine). The character of Obi-Wan Kenobi also appeared in all six films but was played by two different actors, Sir Alec Guinness and Ewan McGregor.
'Aiden Barton', the toddler who portrayed the infant Luke Skywalker and Leia Organa, is the son of crew member Roger Barton.
Count Dooku speaks a total of four lines.
Many viewers were surprised that Anakin could fall so far into evil so quickly. The answer is that the Dark Side of the Force is more than just a corrupting influence, it is a powerful addiction. The Dark Side rewires an individual's moral compass so that evil feels right, while simultaneously giving pleasure for the more bad acts the person commits. The ego is also amplified, while the traits of caution and wariness are downgraded. The individual feels invincible and uses more Dark Force, and the cycle continues. The result is that a Dark Jedi or Sith is a raging engine of destruction who feels neither pity nor guilt and is absolutely convinced that they are in the right.
Anthony Daniels (without C-3PO costume), George Lucas and his daughters Katie Lucas and Amanda Lucas all have cameo appearances in the Opera scene, as well as several members of the special effects team (Rob Coleman and John Knoll amongst others) and a number of characters from earlier Star Wars movies.
Total number of screen wipes: 40
The squadron of blue-striped clone troopers that Darth Vader leads into the Jedi Temple is called the 501st Legion, named after an organization of costume fans, also known as Vader's Fist.
The only film in the series to have an MPAA rating higher than PG; a PG-13.
Christopher Lee was not initially available when the set for Palpatine's prison room on the Invisible Hand was first available to crew. Lee had to be digitally inserted to portions of the scene.
The opening shot of the film lasts 76 seconds after the disappearance of the opening crawl, the longest of any Star Wars film.
Hayden Christensen's cockpit shots were filmed from just outside the front window of his Jedi fighter. When he put his feet in the proper position for operating the fighter, his knees covered up his face, so he actually had to stick his legs out the end of the fighter to get the proper shot.
The opera house dialogue between Anakin and Palpatine was originally going to be set in Palpatine's office. This idea was aborted because the crew felt the characters had spent too much time there already.
Gary Oldman had agreed to be the voice of General Grievous, but pulled out of the film because it was being made using actors who are not part of the Screen Actor's Guild, of which Oldman is a member. The role was read by Duncan Young on set, and finally voiced by Matthew Wood, who, being a Lucasfilm employee, submitted his reading under the name of Alan Smithee.
The Darth Vader mask for this film was rebuilt from scratch, using a new digital design to computer-lathe the base master, from which molds were made to cast the on-screen costume masks. The resulting masks are, for the first time in Star Wars history, truly symmetrical.
A process of applying chrome to rubber was developed during production, allowing lightsaber hilts to be made of rubber and used in stunts without hurting the actors.
Ian McDiarmid is doubled by a trained stuntman for his light-saber battles and more physically demanding shots, such as when Palpatine scrambles away from Mace Windu. As with Christopher Lee, computer effects were used to put the actor's face over the face of the stunt double. McDiarmid stated in numerous interviews that he was pleased that his character, even if not himself personally, was finally involved in some action sequences. For the sword fight between Windu and Sidious, however, the demands for camera angles and close-ups meant that stunt coordinator Nick Gillard had to teach the two actors the entire fight sequence, which was then shot partly with the stunt performers, and partly with Jackson and Mcdiarmid.
Many viewers were surprised the Grievous could be trained in Jedi arts, much less wield a lightsaber. The answer is that when Grievous was constructed, he was given the blood of a Jedi Master, who had a high midi-chlorian count. With this connection to the Force, Grievous had no difficulty learning Jedi ways.
George Lucas originally intended have Peter Cushing reprise his role as Tarkin, years after his death, through the use of stock footage and digital technology. However, the idea was scrapped when the footage of Cushing was deemed unusable.
George Lucas initially said that no characters from the original movies would appear in Star Wars: Episode III - Revenge of the Sith (2005) apart from a baby Luke and Leia. However, the final movie also has Yoda, Obi-Wan, Darth Vader, Palpatine, Chewbacca, Grand Moff Tarkin, Mon Mothma, R2-D2, C-3PO, Owen Lars, and Beru Whitesun/Lars, all of whom had appearances in Star Wars: Episode IV - A New Hope (1977), Star Wars: Episode V - The Empire Strikes Back (1980) or Star Wars: Episode VI - Return of the Jedi (1983).
The planet name "Utapau" appears in the early drafts of two previous Star Wars films. In Lucas's first draft of the very first movie, Utapau was the home planet of Kane, Anakin and Deak Starkiller. The planet's desert terrain eventually became the planet Tatooine. Utapau was also the original name for Naboo in the first draft of the screenplay for Star Wars: Episode I - The Phantom Menace (1999).
The color palette of the movie was inspired by the paintings of Mark Rothko. George Lucas is a big fan of the painter.
Ian McDiarmid recorded his scenes in the opera box on Coruscant while suffering with a case of laryngitis.
Ian McDiarmid has likened Palpatine in this film to Iago in William Shakespeare's play Othello, in the way he manipulates other characters to turn against each other, to their own destruction. McDiarmid has in fact played Iago on stage, as has Ewan McGregor. James Earl Jones has played Othello himself.
During the production of this film, Lucas also filmed a scene for Star Wars: Episode V - The Empire Strikes Back (1980). Ian McDiarmid, who first played Emperor Palpatine in Star Wars: Episode VI - Return of the Jedi (1983), was filmed in prosthetic make-up for use in the character's first appearance as a hologram in Empire, replacing the unknown woman and the voice of Clive Revill.
One of only two Star Wars films without English subtitles to translate alien languages, the other being Star Wars: Episode V - The Empire Strikes Back (1980).
Francis Ford Coppola suggested Christopher Neil to George Lucas to be the dialog coach. Lucas said that given the emotional intensity of Star Wars: Episode III - Revenge of the Sith (2005), and the fact that he rarely has time to converse with the actors, it would be ideal for someone else to be there to get the strongest performances possible. Neil is in fact Coppola's nephew, and his father, Bill Neil (brother to Eleanor Coppola) worked for ILM during the production of the original trilogy.
As Yoda has been created digitally since Star Wars: Episode II - Attack of the Clones (2002), one of the puppets of Yoda created for the filming of Star Wars: Episode I - The Phantom Menace (1999) was used as a reference point for the ease of actors on-set during re-shoots in late summer 2004. Time in the Lucasfilm archives had not been kind to the puppet, which had acquired an incidentally comically contorted look on its face.
According to the extra material, the climactic fight between Vader and Kenobi took upwards of 70,000 man hours to create - doing the math, this constitutes the work of one man for more than 25 years, given roughly normal hours per day (which probably no one ever did working on this production).
This is the only Star Wars movie that did not receive an Academy Award nomination for Best Visual Effects. The film's only nomination was for its make-up, which it lost to The Chronicles of Narnia: The Lion, the Witch and the Wardrobe (2005)
Bail Organa's Corellian Corvette (the one with the white interior walls), the Tantive IV, then a CR70 model, was later retrofittet into a CR90 model and repainted. It was given to Princess Leia, and is the same ship that was captured at the beginning of Star Wars: Episode IV - A New Hope (1977).
In the Wookiee army scene, there are only 10 men in Wookiee suits. They were repositioned multiple times so the various shots could be combined with computer duplicated Wookiees.
When Vader is being fitted with the helmet and subsequently breaks free of the shackles, George Lucas decided at the last minute to change the position of Vader's arms from up to down by his side (the original shot can be seen in the trailers). This is why, after breaking free from the bonds, Vader appears to raise his arms, when in fact it is the necessary transition from computer-generated arms to live action arms.
Christopher Lee filmed all his scenes in two days. His filming schedule was moved up to follow pick-up shots for The Lord of the Rings: The Return of the King (2003) in New Zealand. All of his scenes were shot in front of a blue screen because the General's Quarters set had not yet been built.
The name of the Varactyl that Obi-Wan rides is Boga. Boga is the name of a popular soft drink in Tunisia, which Lucas has also filmed scenes in. He even named a planet after a city in this country (Tatooine).
Bail Organa's ship at the end is a real set. No blue screen work was used for those scenes.
Bai Ling had filmed several scenes for the movie that were later cut. There was a rumor that George Lucas cut these scenes after Bai Ling posed for Playboy. He has, however, denied this rumor and has said that her scenes were cut 8 months before she posed for Playboy, and the photos had nothing to do with his decision.
This film marks Peter Mayhew's first return to the big screen since Star Wars: Episode VI - Return of the Jedi (1983). Between the two films, the only other movie he has done was Dragon Ball GT: A Hero's Legacy (1997), made for TV in which he voices one of the characters.
The sequence in which Palpatine announces the Empire while Anakin kills the Separatist leaders was modeled after the famous "Baptism Sequence" in The Godfather (1972). George Lucas was an assistant editor on that film, and the infant in that sequence was Sofia Coppola, who directed Hayden Christensen in The Virgin Suicides (1999) and appeared herself in Star Wars: Episode I - The Phantom Menace (1999).
Clone Trooper Commander Cody was named in honor of the old comic hero Commando Cody.
The scene of Anakin and Padme at Padme's Coruscant apartment following his return to the planet early in the film was added long after principal photography. The scene was intended to lighten the mood of an often "dark" film, and helped with pacing in the film.
Members of starwars.com's "Hyperspace" determined the look of Obi-Wan Kenobi's new astromech droid R4-G9 by entering a poll on starwars.com between July and August of 2003. Presented with four different color schemes, they picked the bronze and copper design (not unlike the red domed R4-P17 from Star Wars: Episode II - Attack of the Clones (2002)). Naturally this droid became one of the earliest action figures released for Star Wars: Episode III - Revenge of the Sith (2005).
The role of Captain Antilles was originally offered to Denis Lawson, who played Wedge Antilles in the original trilogy.
During production the Mon Calamari opera was nicknamed "Squid Lake".
The medical droid (FX-7) that had repaired Luke Skywalker's hand in Star Wars: Episode V - The Empire Strikes Back (1980) is very similar to the droid (FX-9) shown working on Darth Vader in the Imperial rehabilitation center.
WILHELM SCREAM: Early on in the film during the dogfight, as a laser cannon is destroyed, one of the clone troopers running by is sent flying from the explosion and the Wilhelm Scream is heard. In the original showings in theaters a Wilhelm Scream was also heard when a clone is shot out of his fighter in the dogfight (as the camera makes the long shot watching him float through space) - while the shot remains; the scream was removed.
Contrary to some belief, General Grievous, while trained in lightsaber combat by Dooku, knows nothing about the Force and is not Force-sensitive. By saying "trained in the Jedi arts," he meant lightsaber combat only.
Although no live-action location filming was done during principal photography, post-production filming was done in Thailand, Switzerland and China to represent background plates for the Wookiee planet of Kashyyyk.
Prior to the official announcement of this movie's subtitle to be "Revenge of the Sith", several rumors had circled about as to speculation of the final prequel's subtitle. Such speculations included possible subtitles as "Rise of the Empire" and "The Creeping Fear".
George Lucas originally wanted Sammo Kam-Bo Hung to be the lightsaber fight choreographer.
Tom Stoppard did a "script polish" for the film. Something that he's done on many Lucasfilm productions.
Palpatine's line to Yoda 'I have waited a long time for this moment' was also mentioned by Greedo in the original film just before Han Solo kills him.
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Near the end of the film C-3PO is to get his memory wiped by Captain Antilles. This is most likely why C-3PO does not know Kenobi in Star Wars: Episode IV - A New Hope (1977) as well as not being familiar with his home planet Tatooine or the Larrs who took him and Shimi Skywalker in during the previous film.
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The entire movie was shot on the Sony HDC-F950 High Definition camera, using Sony's HDCAM SR digital video format. The Camera itself retails for about US$150,000. George Lucas has said that he plans to never shoot a movie on film again.
The Clone Trooper vehicles featured during the battle on Kashyyyk are the ten-wheeled HV6 Juggernaut armored personnel carriers, while the mini two-legged AT-RT light walkers, and the AT-AP pod walkers are forerunners to the Imperial AT-ST mini walkers featured in Star Wars: Episode V - The Empire Strikes Back (1980) and Star Wars: Episode VI - Return of the Jedi (1983). In fact, the Juggernaut (also known as the Turbo Tank) is based on designs for the AT-AT Joe Johnston made for The Empire Strikes Back.
The hot rod speeder car driven by Sen. Bail Organa (Jimmy Smits) is based on the front of a Tucker that is parked at Skywalker Ranch.
This film more or less backs up Leia's claim in Star Wars: Episode VI - Return of the Jedi (1983) that she vaguely remembers her biological mother Padme. Though her face is not seen before Padme dies she is seen with her eyes wide open when she is adopted by Bail Organa and his wife implying Leia did see her mother's face. Luke's claim he has no memories of their mother is also supported as his eyes were closed after he was born and was seen fast asleep when Kenobi hands him over to Beru Larrs at the end of the film.
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The fire trail when General Grievous' ship enters the Coruscant atmosphere was based on the fire trail during the ill-fated reentry of the Space Shuttle Columbia.
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At the end of the film Owen and Beru Larrs are seen looking at the twin suns of Tatooine before the closing credits. This scene is very similar to the more famous scene in the original Star Wars film where a fed up teenage Luke Skywalker does the same thing after he is refused by Owen to join the Imperial Academy.
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As Anakin settles into Palpatine's viewing box, take a look at box adjacent to the Chancellor's. It is filled with notable names from Industrial Light & Magic. Seated from left to right (first row) are Visual Effects Producer Jill Brooks, Animation Supervisor Rob Coleman, Visual Effects Producer Janet Lewin, (and back row) Visual Effects Supervisor Roger Guyett, Visual Effects Producer Denise Ream, and Visual Effects Supervisor John Knoll. If you look at the shots that favor Palpatine during his wistful retelling of the Darth Plagueis yarn, you'll see Knoll sitting over his shoulder.
The first teaser trailer (released on 5 November 2004) was code-named "Sand Dogs".
The character Mas Amedda is played by two actors in this film: Jerome St. John Blake and David Bowers. Blake played the role previously in Star Wars: Episode I - The Phantom Menace (1999). Likewise, Bowers played the role previously in Star Wars: Episode II - Attack of the Clones (2002). In this film, For the scenes shot in Australia during principal photography, Bowers played the part. For new scenes/pickups shot in England, Blake reprised the role.
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The cans containing reels of the film were appropriately but falsely marked with the title "The Bridge" for at least one pre-release screening.
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Christopher Lee is only in the film for 2 minutes/35 seconds.
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James Earl Jones (Darth Vader), Anthony Daniels (C-3PO), Kenny Baker (R2-D2), Peter Mayhew (Chewbacca), Frank Oz (Yoda) and Ian McDiarmid (Palpatine) are the only actors to reprise their roles from the original "Star Wars" trilogy.
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The only film in the Star Wars: Episode IV - A New Hope (1977) canon not to have been released on NTSC VHS. It was, however, released on VHS in PAL regions.
The newest addition to Separatist army are the Crab Droids seen at the battle on Utapau, as well as the flying droid gunships and the NR-N199 Tank Battle droids at the battle on Kashyyyk which are in fact amphibious versions of the Corporate Alliance Tank Battle droids first mentioned in Star Wars: Episode II - Attack of the Clones (2002).
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During the scene when Anakin and Obi Wan fight General Grievous, Anakin acts as if he is meeting Grievous for the first time. However, in Star Wars: The Clone Wars (2008), Anakin meets General Grievous many times and even fights him on occasion.
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This film was originally going to be the final Star Wars film until VII. But it is the last live action Star Wars film to be made by 20th Century Fox.
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The colour pallet of the movie was inspired by the paintings of Mark Rothko. George Lucas is a big fan of the painter.
At the time it was filmed, the prop representing Bail Organa's speeder was built from the windshield to the rear. It wasn't until post-production that the front of the vehicle's design was chosen. Lucas based the hood and front of the speeder on the design of the Tucker automobile. Unlike the Tucker, Bail's speeder only has the 'cyclop's eye' headlamp, and not the outer two headlamps.
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The first and only Star Wars film to be rated PG 13.
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Bail Organa orders Raymus Antilles to wipe C-3PO and R-2D2's memory to ensure the true lineage of Leia Organa.
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Despite Anakin trying to prevent his wife Padme from dying he ironically causes her death as it is implied Padme died of a broken heart due to Anakin becoming Darth Vader.
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When Vader has his life support suit put on for the first time his eyes are open and looks up as his mask is put on for the first time. But in the novelization Vader is in a coma.
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The first time that we see two lightsabers of the same color fight and hit each other.
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Christopher Lee' s voice in the Italian version of the film was dubbed by Omero Antonutti.
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There is a rumour that Fox is legally fighting Disney to obtain the permanent rights to this film and its predecessors in spite of the fact that George Lucas sold the rights to the "Star Wars" name, concepts and characters. This rumour is fuelled by the fact that the "Star Wars" films are 20th Century Fox's highest grossing franchise.
The sequence of Anakin killing the Separatist leaders while Palpatine declares himself Emperor was modeled after the Baptism sequence from The Godfather (1972). George Lucas was an uncredited assistant editor on that film, and cast members Roman Coppola and Sofia Coppola later appeared in Star Wars: Episode I - The Phantom Menace (1999). Sophia Coppola, who played the baby in that sequence, also directed Hayden Christensen in The Virgin Suicides (1999). Corrado Gaipa, who played Don Tommasino, was also the voice of Obi-Wan Kenobi in the Italian dubbed version of the original films.
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Julius Ceaser is a major influence behind Supreme Chancellor/Emperor Palpatine.
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This film marks only the second appearance of Tantive IV the ship that R2-D2 and C3-PO escaped from in an escape pod in IV. Ironically the ship is seen in both the first Star Wars film and this film which was set to be the original final Star Wars film.
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In the german dubbed version, the Super Battle Droid that gets electrified by R2-D2 has added dialog. Right before he kicks R2-D2, he utters the line "Du spinnst wohl!" ("Are you crazy?"), making the scene more humorous and child-friendly.
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First Star Wars film with a PG-13 rating.
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Obi-Wan tells Anakin to "Get out of here, there's nothing more you can do." In Star Wars: Episode IV - A New Hope (1977), Luke (Anakin's son) tells Wedge (Denis Lawson - Ewan McGregor's uncle) to "Get clear, Wedge, you can't do any more good back there."
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Jett Lucas:  The young Jedi that rushes from the Temple towards Bail Organa's speeder during the Jedi Purge is played by George Lucas' son.
Nick Gillard:  stunt coordinator as Cin Drallig, a Jedi Anakin kills in the video recording Obi-Wan watched.

Director Cameo 

George Lucas:  The sound of General Grievous' coughing is George Lucas's own coughing. After developing a bad cough during production, Lucas had it recorded and used as Grievous' own cough.
George Lucas:  The blue skinned Baron Papanoida who appears just outside the entrance to Palpatine's private box at the Galaxies Opera House.


The trivia items below may give away important plot points.

After their climactic duel, Obi-Wan can be seen picking up Anakin's lightsaber, which he later gives to Anakin's son Luke in Star Wars: Episode IV - A New Hope (1977).
C-3PO has the last words in this movie ("Oh, no!") and the first words in Star Wars: Episode IV - A New Hope (1977) ("Did you hear that? They've shut down the main reactor.")
Anakin was originally supposed to just watch the entire fight between Palpatine and the other Jedi Masters, with Palpatine even having stolen Anakin's lightsaber to do so. The entire fight would have had Anakin debating on which side he was going to choose. They even filmed it, but they figured that Anakin simply watching the fight meant that he had already made his choice, so it was refilmed to the current one. Further, the final fight between Windu and Palpatine was supposed to be an all-over-the-place masterpiece, but due to Lucas wanting Ian McDiarmid to do as many of his own stunts as possible, it was reduced to, largely, Windu forcing Palpatine down the hallway and then a bit of a scrap in the office before Anakin showed up and both started talking to him.
Palpatine's lightsaber fight with the other Jedi reveals a completely different technique than has been seen before. The chancellor uses his weapon like a fencing foil, striking with the tip. Since the beam cuts through any substance, this makes even a small strike a killing blow. Except for Mace Windu, all the other Jedi use the edge, which requires a wide space to deliver a stroke. This explains why Palpatine was able to kill so many Jedi in such a short amount of time.
This is the only Star Wars film that does not contain R2-D2 in the final shot.
Samuel L. Jackson (Mace Windu) said he knew that he must die in this film, so he told George Lucas he would only do the film if Mace Windu goes out in a blaze of glory and not "like some sucka". On an American late-night talk show, he confirmed that he did indeed have a meaningful death scene; and he does not go out like "some punk".
The first draft of the script also explained the mystery surrounding Anakin's conception. In the confrontation scene between Anakin and Palpatine (where Palpatine confesses to Anakin he is Darth Sidious), he would also explain that his master, Darth Plagueis, used the power of the Force to will the midichlorians to start the cell divisions that created Anakin. This explanation was later deemed unnecessary by George Lucas and subsequently cut.
Chancellor Palpatine's strategy for maintaining power is known to political scientists, and is called Perpetual War. He comes to power through conflict with the Trade Federation, gains greater privileges through the Clone War, and solidifies his position through war on the Jedi.
Silas Carson has two death scenes in this movie. One as Ki-Adi Mundi and the other as Nute Gunray. This is the third time he's died in a Star Wars movie. He was killed at the beginning of Star Wars: Episode I - The Phantom Menace (1999) where he played the pilot blown up in the Trade Federation hanger.
In the scene where Darth Vader asks the Emperor about Padme, the background music is the same music that was played during Qui-Gon Jinns ceremonial cremation.
A short clip of Yoda arriving with his ship on the planet Dagobah for his self-chosen exile was filmed, but not included in the final scene. According to producer Rick McCallum, he liked the shot very much, and he practically begged George Lucas to include it. However, Lucas preferred to keep the focus of the epilogue on the members of the Skywalker family (in order: Padme, Anakin, Leia and Luke). Yoda's deleted scene is included as a bonus on the DVD release of the movie.
During the lightsaber duel scene with General Grievous, it is briefly shown that the second hand that Obi-Wan cuts off is holding a duplicate of Obi-Wan's lightsaber. This is, in fact, the lightsaber belonging to Jedi master Shaak Ti, who is seen being killed by Grievous in a deleted scene set aboard the Invisible Hand during the Chancellor's rescue.
The final scene on Tatooine, where Obi-Wan Kenobi delivers the infant Luke to his aunt and uncle, is often referred to as the "Harry Potter scene". Composer John Williams included a small 11-tone musical cue in the scene reminiscent of his score for Harry Potter and the Sorcerer's Stone (2001). It can be heard when Obi-Wan arrives at Owen and Beru's house.
As the Darth Vader mask is being lowered onto Anakin's face at the end, there is a shot from his P.O.V. of the inside of the mask. There is a triangular silver item between the eyes of the mask. This item is the actuator (read-write mechanism) from a computer hard-disk drive.
In the first draft of George Lucas' screenplay, the movie was to open with a huge montage sequence showing the end of various battles of the Clone Wars on seven different planets across the Galaxy. Each planet was to be distinctly different from the other and was described as "Bridge world", '"Ring World", "Crystal world" and "Kelp world" amongst others. This idea evolved into the sequence where we see various Jedi dying at the hands of the Clones on different planets. Four planets made it into this montage: Mygeeto (Crystal world), Felucia, Saleucami and Cato Neimoidia (Ring World).
When Obi-Wan, Anakin, and Palpatine are landing near the politicians in the transport ship, in the shot where they fly to the landing pad, you can see the Millenium Falcon docking into the bay at the bottom left side of the shot.

See also

Goofs | Crazy Credits | Quotes | Alternate Versions | Connections | Soundtracks

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