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"Once more, the Sith will rule the galaxy! And… we shall have… peace." ―Darth Sidious to Darth Vader [src]

Star Wars: Episode III Revenge of the Sith is a 2005 film written and directed by George Lucas. It is the third and final film in the Star Wars prequel trilogy.

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

Revenge of the Sith was released in theaters on Thursday, May 19, 2005 (the same day that the first episode of the prequel trilogy The Phantom Menace was released in 1999), and premiered (out of competition) on the 2005 Cannes Festival May 15. The film was generally positively received by critics, especially in comparison to the two previous prequels. It broke several box office records in its opening week and went on to earn over US $800 million worldwide, making it one of the top-grossing movies of 2005. It is the second Star Wars film which used a high-definition digital 24 frame system for most of the movie's live-action scenes. The film was re-released in the Blu-ray format in September of 2011. On November 12, 2019, the film was included with the launch of Disney+.

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Opening crawl

Episode III

REVENGE OF THE SITH War! The Republic is crumbling under attacks by the ruthless Sith Lord, Count Dooku. There are heroes on both sides. Evil is everywhere. In a stunning move, the fiendish droid leader, General Grievous, has swept into the Republic capital and kidnapped Chancellor Palpatine, leader of the Galactic Senate. As the Separatist Droid Army attempts to flee the besieged capital with their valuable hostage, two Jedi Knights lead a desperate mission to rescue the captive Chancellor....

Plot summary

"This is where the fun begins!" ―Anakin Skywalker [src]

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

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

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

Rescuing the chancellor

"I sense great fear in you, Skywalker. You have hate. You have anger. But you don't use them." ―Dooku to Anakin Skywalker [src]

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

Anakin continues the battle and is repeatedly taunted by Dooku. Using his anger, Anakin taps into the dark side of the Force and gets the better of the duel. He severs both of Dooku's hands, rendering him incapable of defending himself, and then holds him at blade point with both his own lightsaber and Dooku's weapon. Palpatine encourages Anakin to kill Dooku. At first, Anakin hesitates but Palpatine firmly insists; completely unaware of Palpatine's true intentions, Anakin viciously decapitates the helpless Dooku. His body falls to the ground and his head falls fast to the ground and rolled like a bowling ball.

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

Confronting Grievous

"That wasn't much of a rescue." ―General Grievous to Obi-Wan Kenobi [src]

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

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

Happy reunions

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

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

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

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

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

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

The tragedy of Darth Plagueis

"Is it possible to learn this power?"

"Not from a Jedi." ―Anakin Skywalker and Palpatine [src]

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

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

On Kashyyyk, Yoda, Luminara Unduli, and Gree, along with Tarfful and Chewbacca defend the planet against the Corporate Alliance Tanks, Dwarf Spider droids, Droid Gunships, and legions of battle droids.

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

Obi-Wan vs. Grievous

"Army or not, you must realize… you are doomed!"

"Oh, I don't think so." ―Grievous and Obi-Wan Kenobi [src]

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

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

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

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

Sidious revealed

In the name of the Galactic Senate of the Republic, you're under arrest, Chancellor."

"Are you threatening me, Master Jedi?"

"The Senate will decide your fate."

"I am the Senate!"

"Not yet."

"It's treason, then." am ―Mace Windu and Palpatine [src]

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

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

Windu and the three other Jedi Masters arrive at Chancellor Palpatine's office. Windu declares Palpatine is under arrest and the Masters ignite their lightsabers. Sidious pulls a lightsaber from his sleeve and hurls himself at the Jedi with a screeching war cry. Kolar is the first to die, run through the chest and as Kolar's life is ending due to the wound, Sidious turns and slices Tiin's torso. A few seconds later, with more effort from Sidious, Fisto is slain, killed by a slash across the gut. Only Windu remains, alone against the Dark Lord.

Rise of Lord Vader

"The Force is strong with you. A powerful Sith you will become. Henceforth, you shall be known as Darth… Vader." ―Darth Sidious to Anakin Skywalker Listen (file info) [src]

Sidious and Windu continue the fight, dueling fiercely. At first, Sidious appears to have the upper hand, but Windu gradually gains ground, slowly driving the Sith Lord out of the Chancellor's antechamber and into the office proper. Anakin arrives at the scene just as Windu disarms Sidious, both combatants balancing on the edge of the large window shattered during the duel. As Windu holds Sidious at blade point, the Sith Lord unleashes a torrent of Force lightning. However, Windu deflects it with his blade, casting much of the energy back into Sidious's body. Sidious becomes hideously deformed; his face becomes deathly pale and sagged, his teeth become yellow and rotten, his fingernails become long and dirty, and his eyes turn burning yellow with blood-red rims. He then ends his assault, claiming he is too weak to fight on. As Windu is deciding to kill Sidious, Anakin approaches and claims Palpatine must stand trial: Windu disregards this, stating Sidious is too dangerous to be left alive. Anakin is finally forced to choose between the Jedi Order or Padmé. As Windu is about to deliver the killing blow, Anakin makes his choice, intervenes and cuts off Windu's sword arm. Sidious, cackling with glee, tortures and blasts the shocked Windu out of the window, sending him plunging to his death hundreds of stories below.

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

Vader leads the 501st Legion to the Temple. He and the clones rampage through the Temple, cutting down every Jedi that crosses his path, including swordsmaster Cin Drallig and even the younglings hiding out in the Council Chamber.

Order 66

"The time has come. Execute Order 66." ―Darth Sidious Listen (file info) [src]

Meanwhile, from his office, Sidious broadcasts a command to the many clone trooper commanders spread throughout the galaxy: to execute Order 66, an action that is effectively set into motion.

Across the galaxy, clone troopers turn against their Jedi Generals. As this happens, Yoda feels everyone who is dying. On Utapau, Kenobi is flung off a cliff by a blast from an All Terrain Tactical Enforcer, but he and Boga survive the drop, and Obi-Wan flees on Grievous's hidden starfighter; on Mygeeto, Jedi Master Ki-Adi-Mundi is gunned down by CC-1138 and the 21st Nova Corps; on the lush, tropical planet of Felucia, Jedi Knight Aayla Secura is murdered by CC-5052 and his 327th Star Corps; on Cato Neimoidia, Plo Koon's Jedi starfighter is shot down by Aggressive ReConnaissance-170 starfighters, sending it smashing into a clone staging area; and on Saleucami, Stass Allie's 74-Z speeder bike is destroyed by CC-8826 and his wingman, riding BARC speeders. On Kashyyyk, Yoda is overlooking the ongoing battle as Commander Gree receives the order. He and his lieutenant attempt to sneak up to Yoda, but the aged Master senses their intent and beheads both clones with a slash of his lightsaber. Tarfful and Chewbacca help Yoda escape the planet.

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

Both Obi-Wan and Yoda survive Order 66 and are picked up by Senator Organa, having evaded pursuit. The Jedi decide to return to Coruscant to recalibrate the Jedi beacon calling for all Jedi to return to Coruscant, knowing that it's really a trap set by Darth Sidious. Kenobi hopes to instead warn any surviving Jedi to stay away from the Temple.

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

Birth of the Empire

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

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

In the meantime, Obi-Wan and Yoda go to the Jedi Temple, slaying clone troopers and walking in disbelief through the carnage. Yoda notices that several of their fellow Jedi were cut down by a foe wielding a lightsaber. They recalibrate the Temple's signal to warn all surviving Jedi to keep away from the Temple, but then Obi-Wan, wanting to know the truth, checks the security hologram recordings. To his horror, one recording shows Vader slaughtering a class of Jedi younglings and then kneeling before Sidious. Yoda says they must destroy the Sith, but Obi-Wan is reluctant to kill Vader and wants to go after the Emperor instead. Yoda, however, states that Obi-Wan is not strong enough to face Sidious and that Anakin is gone, "consumed" by Vader. Yoda sets out to confront Sidious, telling Obi-Wan to "use his feelings" to find Vader.

Following Yoda's advice, Obi-Wan visits Padmé and tells her that Anakin has turned to the dark side and killed the younglings in the Jedi Temple. Despite her anguish, Padmé refuses to reveal where her husband has gone. Obi-Wan deduces that Padmé is carrying Anakin's child and apologizes to her before leaving. On Mustafar, Vader surveys the violent landscape around him and smiles wickedly.

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

Battle of the heroes

"You were the Chosen One! It was said that you would destroy the Sith, not join them! Bring balance to the Force, not leave it in darkness!"

"I hate you!"

"You were my brother, Anakin! I loved you!" ―Obi-Wan Kenobi and Darth Vader [src]

The star skiff lands on Mustafar, and Padmé is greeted by a smiling Vader. Padmé reveals her conversation with Obi-Wan; he tells her it is only lies but does not deny the accusations. Padmé begs him to run away with her to raise their child in peace. Vader, mad with power, claims that they no longer have to run away and he can overthrow Palpatine so that the two of them can rule the galaxy together. Padmé, realizing how much her husband has changed, backs away in horror and tearfully begs him to stop, insisting she still loves him.

As she pleads, Obi-Wan steps out onto the star skiff's boarding ramp. Upon seeing him, Vader becomes enraged and accuses Padmé of lying about her love for him and betraying him to Obi-Wan. Without even allowing her a chance to explain herself, he begins Force-choking her. Obi-Wan intervenes and orders Vader to release Padmé, but Vader still knocks her unconscious. Turning his anger on Obi-Wan, Vader accuses him of turning his wife against him, but Obi-Wan retorts that Vader has done that himself and let himself be twisted by Sidious into the Sith he was meant to destroy. Vader refuses to listen and rants that he has brought order to his "new empire." Obi-Wan, unable to believe what he is hearing, prepares to fight. Vader fumes that those who are against him are his enemies and engages Obi-Wan in a ferocious duel of Student vs. Master.

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

On Mustafar, the duel between Obi-Wan and Vader continues, with Obi-Wan on the defensive. A missed slash from Vader's lightsaber damages a computer console, deactivating the facility's shields. As deadly lava falls all around them, they ride a collection arm severed from the main structure down the molten river below, which falls over a waterfall of lava. Abandoning the arm, Obi-Wan leaps onto a hovering mining platform below, with Vader pursuing him back up the lava river atop a collection droid. Obi-Wan appeals to his old friend one last time, but Vader still refuses to see reason, forcing Obi-Wan to accept that his student, friend, and brother is corrupted beyond redemption.

After fending off another attack from Vader, Obi-Wan disengages as the platform nears the shore of the lava river, leaping up onto the black sand bank. Obi-Wan warns Vader that he now holds an unassailable position, but Vader, enraged and bloodthirsty, yells "You underestimate my power!" and foolishly leaps up to kill his old Master. With a swift sweep of his blade, Obi-Wan slices off Vader's left arm and legs. Vader tumbles down the embankment and rolls to a stop at the edge of the river of lava.

As Obi-Wan watches, Vader, helpless and now fully consumed by the dark side, tries in vain to pull his crippled, smoking body up the embankment with his one remaining mechanical arm. Obi-Wan is overcome with disgust and sadness at the pitiful fate of "The Chosen One," and is reduced nearly to tears. He angrily shouts that Vader has failed in his life and destiny, and has hurt all those who loved him, including Obi-Wan himself. All Vader can do is scream in pain and powerless rage, cursing his former friend and Master. The lava below Vader then catches his leg, setting him on fire, horribly burning and disfiguring him, with Obi-Wan unable to help him or kill him. After briefly staring at the charred, mutilated figure that was once Anakin Skywalker, Obi-Wan turns and walks away, taking Anakin's dropped lightsaber with him. He returns to the star skiff and leaves the planet with the unconscious Padmé and her droids.

Birth and rebirth

"Obi-Wan, there is good in him. I know...I know there is… still…" ―Padmé Amidala to Obi-Wan Kenobi as her final words. [src]

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

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

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

As his children are born, Vader is being rebuilt at the Grand Republic Medical Facility on Coruscant. Vader is given new legs, a new arm, mechanized lungs, and other "replacement parts." He is dressed in black armor, a face mask is sealed tightly, and his helmet is fitted. Darth Vader begins to breathe through his mask. Most, if not the entire surgery is carried out in true dark-side form, with Vader wide awake and apparently unanesthetized, leaving him moaning, screaming, and writhing in excruciating agony.

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

Vader is raised to a standing position, his surgery complete. Vader begins to speak through his vocabulator to the Emperor, asking about Padmé. The Emperor, seeking to cut Vader's last tie to his old life and permanently cement the dark side in his heart, lies to Vader, telling him that he accidentally killed his wife while Force-choking her. His last shred of hope and love now gone and his mind broken by the realization he himself killed the person he wanted to save, Vader rips himself free of the operating table and unleashes a powerful scream of rage, shame, and grief through the Force, shattering the droids and equipment. Vader howls "Nooo!" in anger and despair, while the Emperor looks on with an evil grin.

A new hope

"Hidden, safe, the children must be kept." ―Yoda [src]

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

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

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

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

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

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

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

Development

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

Release

Revenge of the Sith charity premieres took place in Seattle, Los Angeles, Chicago, Washington D.C., Boston, Denver, Atlanta, San Francisco, and Miami on Thursday, May 12, 2005; and on May 13, 2005, there were two additional charity premiere screenings in George Lucas's hometown of Modesto. On that same day, an episode of MTV's Total Request Live aired promoting the movie, featuring a performance from the band Good Charlotte.[2] The film's official premiere was at the Cannes Film Festival (out of competition) on May 15, 2005. It was released in most other countries on May 19. It was predicted that the premiere of Revenge of the Sith would cost the US economy approximately $627 million USD because of employees who would take the day off or report in sick.

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

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

Merchandise

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

Dark Horse Comics published a comic adaptation of the film in March 2005. Other books include the prequel novel Labyrinth of Evil and the sequel novel Dark Lord: The Rise of Darth Vader.

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

The film's soundtrack was released by Sony Classical on May 3, 2005—more than two weeks before the release of the film. The music was composed and conducted by John Williams, and performed by the London Symphony Orchestra and London Voices. A music video titled A Hero Falls was created for the film's theme "Battle of the Heroes," featuring footage from the film.

Home video

Star Wars Episode III: Revenge of the Sith was released on DVD on November 1, 2005 (in Canada and the United States). The DVD was a two-disc set that has picture and sound mastered from the original digital source material. It includes a new full-length documentary as well as two featurettes, one which explores the prophecy of Anakin Skywalker as the Chosen One, the other looking at the movie's stunts. The 15-part web documentary series "Making Episode III" and a playable Xbox demo of Star Wars: Battlefront II (which was released simultaneously with the DVD) were also included in the set.

The release was the first Star Wars film (and the first major film of all time) never to be widely released on VHS (for example, it was released on VHS in Australia). This caused some backlash from fans collecting both the DVD and VHS versions, who complained that their VHS set was not complete without Episode III. Both the DVD and VHS versions had only one alteration from the film's digital theatrical cut; A straight cut replaced a wipe between the scene where Obi-Wan leaves Mustafar and the scene where Vader climbs away from the lava. (The wipe was reinstated for the Blu-ray release.)

Disc 1:

DVD Menu themes based on planets from the movie: Coruscant, Utapau and Mustafar

Available subtitles: English

Available Audio Tracks: English (Dolby Digital 5.1 EX), Spanish (Dolby Digital 2.0 Surround), French (Dolby Digital 2.0 Surround)

Commentary by writer-director George Lucas, producer Rick McCallum, animation director Rob Coleman, and ILM visual effects supervisors John Knoll and Roger Guyett

Hip hop Yoda music video, an easter egg containing a non-canonical musical performance by Yoda and a group of clone troopers from the 41st Elite Corps (in phase II armor) in the Jedi Temple.[3] (This was the first release not to contain a secret blooper reel of footage from filming as an easter egg.) The video introduces us to a dancing Yoda, break-dancing in the Jedi Temple along with bopping clone troopers. This easter egg can be activated by putting Disc 1 in a DVD player, selecting "Options," and highlighting the THX logo and punching in the numbers "11,"[4] "3," and "8," waiting for the pause after each number.

Disc 2:

Main DVD Menu's theme is based on the Invisible Hand

Exclusive deleted scenes with introductions by George Lucas and Rick McCallum

"Within a Minute" documentary film about the making of the Mustafar battle

"The Chosen One" featurette: George Lucas traces the myth of Darth Vader through episodes 1-6

"It's All for Real: The Stunts of Episode III"

A 15-part collection of Lucasfilm Ltd.'s Web documentaries

Star Wars: Battlefront II trailer and Xbox game demo

Star Wars: Empire at War PC game trailer

"A Hero Falls" music video

Poster and print campaign

Trailers and TV spots

Production photo gallery

DVD-ROM content includes a free trial of Hyperspace: The Official Star Wars Fan Club

Wal-Mart stores included an exclusive bonus disc, entitled The Story of Star Wars, with some copies of Revenge of the Sith, when it arrived on DVD. As with many previous Star Wars "history" featurettes, it is hosted R2-D2 and C-3PO. Presented in full frame with Dolby Digital 2.0 sound and running an hour in total, it was originally produced and released in 2004 as a 3-disc collection for the VideoNow Color personal video player. The DVD version contains the content from the first two discs: The Story of Anakin Skywalker and The Story of Luke Skywalker. The footage used contains no scenes from Revenge of the Sith nor does it have the changes contained in the 2004 DVD Special Edition releases.[5]

Other retail stores gave away a few collectors items. At Target, Collectors would receive a collectors coin from the film, featuring Darth Vader on the "heads" side of the coin, and the Mustafar duel on the "tails" side of the coin. A $5 gift card was also given to the buyers of the DVD. The gift card features Vader, and has lights and sound added to it. Finally from Target, a bonus CD-Rom came with the Episode III soundtrack. At Best Buy, fans who belonged to the Rewards Zone would receive a Star Wars print by the artist Shepard Fairey.[5]

Revenge of the Sith was released on Blu-ray in September 2011.[6]

On April 7, 2015, the 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 to III and V to VI, Walt Disney Studios Home Entertainment released Revenge of the Sith for digital download on April 10, 2015.[7]

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.[8] 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.[9] On March 20, 2019, the deal was officially completed.[10] 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.[11]

Reception

Box office

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

Revenge of the Sith broke another couple records on its opening day, including:

Midnight screenings - Previously held by The Lord of the Rings: Return of the King , which earned $8 million from 2,100 midnight screenings.

, which earned $8 million from 2,100 midnight screenings. Thursday gross - Previously held by The Matrix Reloaded with $37.5 million.

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

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

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

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

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

(All box office information from Box Office Mojo)

Critical reaction

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

Roger Ebert of the Chicago Sun-Times recommends the movie because he claims it to be a successful entertainment, with its point being the visuals, imagination, story, and action. This is contrary to his review of Attack of the Clones , where Ebert claimed the point of the movie to be the dialogue and love scenes, which he wrote were flat and banal.

recommends the movie because he claims it to be a successful entertainment, with its point being the visuals, imagination, story, and action. This is contrary to his review of , where Ebert claimed the point of the movie to be the dialogue and love scenes, which he wrote were flat and banal. Richard Roeper of the Chicago Sun-Times hailed it as the best since The Empire Strikes Back .

hailed it as the best since . A.O. Scott of the New York Times hailed it as even better than A New Hope.

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

Since early viewings, many have stated that there is a critique of then-current President George W. Bush in the film. Examples cited included Darth Vader's line to Obi-Wan Kenobi "If you're not with me, then you're my enemy," mirroring a quote Bush made after the September 11, 2001 attacks: "Either you're with us, or you're with the terrorists." However, Vader also had a similar line in The Empire Strikes Back ("He will join us or die"). Kenobi's reply is an accusation that "Only a Sith deals in absolutes." Some observers have commented that this line of dialogue seems like a none-too-subtle political jab at Bush; the light and dark sides of the Force and Kenobi's line seems forced in that way. The sentence "Only a Sith deals in absolutes" is itself an absolute. However, the key word is deal. Only a Sith would "deal" in an absolute in the sense of issuing an ultimatum (e.g. the Emperor's line to Luke in episode VI: "If you will not be turned, you will be destroyed."). The Jedi do not "deal" with the "join us or die" idea, which is consistent with them merely assenting to universal claims.

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

But in interviews, George Lucas said that Bush was no influence in writing the movie. Rather, he wrote the basic story outline in the 1970s during the Vietnam War, thinking of President Richard Nixon.[12] He stated at Cannes, "The parallels between what we did in Vietnam and what we're doing in Iraq now are unbelievable."[13] Lucas added that in more general terms, his story represents how any democracy can turn into a dictatorship with the consent of the people, like Caesar Augustus and Napoleon I of France.[14][15] It could also be likened to how democratic freedom can be taken away using fear, much like Adolf Hitler or Hirohito. A line given by Senator Amidala upon Chancellor Palpatine's reorganization of the Republic as the First Galactic Empire reflects Lucas's observation: "So this is how liberty dies—with thunderous applause."

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

Deleted scenes

Six deleted scenes were included on Disc 2 of the DVD:

"Grievous Slaughters Shaak Ti" - The death of Shaak Ti by General Grievous on board the Invisible Hand . Deleted due to time constraints, and because the story was changed that Grievous left Shaak Ti on Coruscant alive, and she didn't die.

. Deleted due to time constraints, and because the story was changed that Grievous left Shaak Ti on Coruscant alive, and she didn't die. "A Stirring in the Senate" - The First Meeting of the Rebel Alliance. Deleted because it took away from the central plot of Anakin Skywalker.

"Seeds of Rebellion" - The Second Meeting of the Rebel Alliance. Deleted because it took away from the central plot of Anakin Skywalker.

"Confronting the Chancellor" - The Presentation of the Delegation of 2000 to Palpatine. Deleted because it took away from the central plot of Anakin Skywalker.

"A Plot to Destroy the Jedi?" - Mace Windu senses the destruction of the Jedi Order. Deleted due to time constraints and because the point was already known.

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

Other scenes were also cut from the film:

Continuity

In the DVD commentary for Revenge of the Sith, Lucas makes an offhand comment regarding the Death Star seen in the final moments of the film. He explains that it was exactly the same one as seen in A New Hope, and goes on to say that it would be "a bit of a stretch," but explains that due to "union disputes and supply problems," it took 19 years to build. The canon novel Tarkin by James Luceno, set five years after Revenge of the Sith, explores some aspects of the construction of the Death Star. The book Catalyst: A Rogue One Novel, also written by James Luceno, went into more detail about how the Republic secretly began the project and how it continued to expand under the Empire's direction.The movie Rogue One: A Star Wars Story sheds further light on the construction of the Death Star, as it depicts how the Rebel Alliance came to have the Death Star plans.

Within the Legends continuity, Kevin J. Anderson's novels Jedi Search and Champions of the Force explain that a prototype Death Star was built in preparation for the construction of the first Death Star in A New Hope. These conflicting accounts were retconned in The New Essential Chronology, which stated that the former was a testbed prototype for the superlaser to be installed on the latter. The Chronology also mentions the fact that in order to ensure protection from sabotage, the construction site was moved to various locations throughout the nineteen-year gap between Revenge of the Sith and A New Hope, indicating that there were various attempts by unknown persons to disable or even destroy the massive battle station, a theory supported by a line from A New Hope where Vader proclaims that "There will be no one to stop us this time" in regard to the Death Star and its plans.

The Legends video game Star Wars: The Force Unleashed revealed that Galen Marek greatly damaged the Death Star while infiltrating the station to rescue Rebel leaders. This was held to be a partial explanation for why it took so long to build the Death Star as well as Vader's line "There will be no one to stop us this time."

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