Two Jedi Knights escape a hostile blockade to find allies and come across a young boy who may bring balance to the Force, but the long dormant Sith resurface to claim their old glory.
The evil Trade Federation, led by Nute Gunray is planning to take over the peaceful world of Naboo. Jedi Knights Qui-Gon Jinn and Obi-Wan Kenobi are sent to confront the leaders. But not everything goes to plan. The two Jedi escape, and along with their new Gungan friend, Jar Jar Binks head to Naboo to warn Queen Amidala, but droids have already started to capture Naboo and the Queen is not safe there. Eventually, they land on Tatooine, where they become friends with a young boy known as Anakin Skywalker. Qui-Gon is curious about the boy, and sees a bright future for him. The group must now find a way of getting to Coruscant and to finally solve this trade dispute, but there is someone else hiding in the shadows. Are the Sith really extinct? Is the Queen really who she says she is? And what's so special about this young boy?
When the Trade Federation organize a blockade around the planet Naboo, the Supreme Chancellor Valorum sends the Jedi Qui-Gon Jinn and Obi-Wan Kenobi to negotiate the end of the blockade. However the evil Viceroy Nute Gunray is ordered to kill the Jedi and invade Naboo. However the Jedi escape and Qui-Gon saves the life of the clumsy Gungan Jar Jar Binks. The outcast native takes the Jedi to his submerged city and the Gungan leader gives transportation to them. The Jedi head to the capital to warn Queen Amidala about the invasion. However she has been captured by the Federation droids but the Jedi rescue the queen and her court and they flee in a spacecraft that is damaged when they cross the blockade. They land on a desert planet and Qui-Gon Jinn goes to the town with Jar Jar, the droid R2-D2 and the queen's assistant Padmé to seek the necessary part for the spacecraft. When they find the component, they do not have money to buy it. But the slave boy Anakin Skywalker offers to dispute a race with his pod to raise the necessary money. Qui-Gon feels the Force in the boy and accepts his offer. Will the boy win the race? What will happen to Naboo? Will Queen Amidala be capable to convince the politicians to release her planet from the Trade Federation?
When the evil Trade Federation plots to take over the peaceful planet of Naboo, Jedi warrior Qui-Gon Jinn and his apprentice Obi-Wan Kenobi embark on an amazing adventure to save the planet. With them on their journey is the young Queen Amidala, Gungan outcast Jar Jar Binks, and the powerful Captain Panaka, who will all travel to the faraway planets of Tatooine and Coruscant in a futile attempt to save their world from Darth Sidious, leader of the Trade Federation, and Darth Maul, the strongest Dark Lord of the Sith to ever wield a lightsaber.
As imminent conflict brews between the powerful Trade Federation and the peaceful planet of Naboo, Jedi Master Qui-Gon Jinn and his apprentice Obi-Wan Kenobi travel to Naboo to warn the Queen of the galactic fallout which is to follow. Eventually, Naboo is invaded forcing the Jedi to evacuate the planet with the Queen and her court. They travel to the desert planet of Tatooine where they meet a slave boy named Anakin Skywalker who is evidently one with the Force. They enlist his help in fighting the war, while the Jedi confront one of the Dark Jedi behind the invasion, Darth Maul, while his master Darth Sidious continues to lead the invasion as a "phantom" behind the scenes.
It is a distant galaxy eons before the gestation of the planet Earth. Advancements in technology and science have allowed the evolution of millions of worlds that are otherwise in many respects still primitive. These worlds are somewhat loosely allied into a galactic Republic, whose capital world is the planet Coruscant, a planetary city. Upholding order for the Republic are the Jedi, an order of warriors endowed with near-super power derived from self-generated fields of energy known collectively as the Force. Within the Republic, dissident worlds have banded into an alliance known as the Trade Federation, and the Trade Federation is locked in a dispute with the peaceful world of Naboo. Two Jedi Knights, Qui-Gon Jinn and his youthful apprentice, Obi-Wan Kenobi, have been sent to Naboo to help mediate an end to the dispute, but Nute Gunray, an alien viceroy, orders them to be killed, and the two Jedi discover upon their escape that the Trade Federation will launch an invasion of Naboo. With the help of a well-meaning but hopelessly subliterate alien native of Naboo, Qui-Gon and Obi-Wan land on Naboo to rescue her ruler, Queen Amidala, a ruler whose rule is a mixture of monarchy and republican democracy. Escaping Naboo, they are attacked by a Federation baseship and are forced to land on the distant planet Tatooine, where in seeking parts to complete their journey to Coruscant they encounter a young boy, Anakin Skywalker, a slave who possesses a gift for the savagely dangerous sport of podracing - a gift that Qui-Gon deduces is part of a genetic makeup perfect for the Jedi Order. Anakin eventually joins with Qui-Gon and Obi-Wan, and in the process attracts the attention of one of Queen Amidala's handmaidens with a dramatic secret, and all reach Coruscant, but endless and pointless debate within the Republic's Senate leave them no choice but to strike out on their own to liberate Naboo, a task made all the more difficult because a traitor within Coruscant has at his command a dissident Jedi warrior who seeks the death of Qui-Gon and Obi-Wan.
- The opening crawl reveals that the Trade Federation, led by its Viceroy Nute Gunray, has blockaded the planet of Naboo in hope of resolving a galactic trade dispute. Chancellor Valorum (Terence Stamp) of the Galactic Republic, sends Jedi Knights Qui-Gon Jinn (Liam Neeson) and his apprentice Obi-Wan Kenobi (Ewan McGregor) on a secret mission to meet with the Trade Federation to settle the crisis. Unknown to them, the Trade Federation is in league with the mysterious Sith Lord Darth Sidious, who orders them to invade Naboo with their immense droid army and also to kill the two Jedi. Following a failed attempt to force their way into Gunray's command center, Qui-Gon and Obi-Wan escape and flee to the surface of Naboo, where they meet local Gungan outcast Jar Jar Binks (Ahmed Best). As Jar Jar brings them to an underwater Gungan settlement, the Trade Federation captures Naboo's leader, Queen Amidala (Natalie Portman). Through a Jedi mind trick, Qui-Gon secures a submarine, which he, Obi-Wan, and Jar Jar use to reach the capital of Naboo and rescue Queen Amidala and her escort. The group departs for Coruscant, the Galactic Republic's capital planet, to seek help from the Senate.
During the escape, the ship is attacked by the Federation blockade, forcing R2-D2, one of the ship's droids, to fix the shields. The attack damages the ship's hyperdrive, forcing the party to land on the desert planet of Tatooine for repairs. While searching for needed parts, Qui-Gon and a handmaiden named Padmé befriend young Anakin Skywalker (Jake Lloyd), a nine-year-old human slave gifted in piloting and mechanics. Qui-Gon senses a strong presence of the Force in Anakin, and feels that he may be the "Chosen One" an individual the Jedi believe will fulfill a prophecy by bringing balance to the Force. At Anakin's insistence, Qui-Gon enters Anakin into the Boonta Eve Podrace in a bid with Anakin's master, Watto, to gain the needed parts as well as Anakin's freedom. Anakin eludes several obstacles including rival racer Sebulba to win the race, gaining his freedom and bankrupting Watto. After hesitation, Anakin leaves his mother and his droid, C-3PO (Anthony Daniels), behind on Tatooine to go with the Jedi. As the group prepares to depart, they are attacked by the Sith apprentice Darth Maul (Ray Park), who battles Qui-Gon until the heroes escape.
On Coruscant, Qui-Gon informs the Jedi Council of the mysterious, well-trained attacker. The Council becomes concerned that this may indicate the reappearance of the Sith, an opposing order that followed the dark side of the Force and had long ago disappeared. Qui-Gon informs the Council about Anakin, hoping that he can be trained as a Jedi. After testing the boy the Council refuses, worried that he is too old for training and that the fear and anger that he harbors will cloud his future. Meanwhile, Senator Palpatine (Ian McDiarmid) of Naboo persuades Amidala to call a vote of no confidence in Chancellor Valorum. The vote removes Valorum from power and leads to Palpatine's nomination for the position, which Amidala considers too late to be effective. To stop the Federation invasion by herself, the Queen decides to return to Naboo with her security team, the two Jedi, R2-D2, Anakin, and Jar Jar.
On Naboo, Padmé reveals herself as Queen Amidala and forms an alliance with the Gungans for the battle against the Trade Federation. The Gungans march into battle to divert the Federation army away from the capital, allowing the others to infiltrate the palace. Once inside the palace hangar, the Jedi free several Naboo pilots, who regain their starfighters and assault the Federation droid ship. As they make their way to the throne room, the infiltration team is confronted by Darth Maul. Qui-Gon and Obi Wan engage Maul while the others take an alternate route. Qui-Gon and Obi-Wan duel with the Sith Lord amongst the catwalks of a massive power-generating reactor core. Obi-Wan is briefly delayed, separating him from Qui-Gon and Maul. Meanwhile, Queen Amidala and her forces fight their way into the palace and capture Nute Gunray, Viceroy of the Trade Federation. Anakin - who inadvertently joined the dogfight in space - destroys the droid-control ship's reactor with proton torpedoes, which deactivates the droid army in the midst of taking Gungan prisoners. In the reactor core, Qui-Gon re-engages Darth Maul singlehandedly, but is mortally wounded. Obi-Wan catches up with and defeats Maul in another intense lightsaber battle. With his final breath, Qui-Gon instructs Obi-Wan to train Anakin to become a Jedi.
In the aftermath, the newly elected Chancellor Palpatine congratulates Queen Amidala on her victory and promises to watch Anakin's career with great interest. Meanwhile, the Jedi Council promotes Obi-Wan to the level of Jedi Knight, and Yoda reluctantly accepts Obi-Wan's request to train Anakin as his padawan. During Qui-Gon's funeral, Mace Windu (Samuel L. Jackson) and Yoda (Frank Oz) agree that Maul was killed by Obi-Wan. However, because there are always two Sith at any given time (a master and an apprentice), they believe that another Sith still exists, although who is that Sith is uncertain. A large celebration is held on Naboo to celebrate the world's liberation and the newborn alliance between the Naboo and the Gungans.