How Star Wars: Attack of the Clones Set Up a Jedi Tragedy

The dark side rises in the second of George Lucas's Prequel Trilogy, as a grown-up Anakin edges closer to his destiny...

This Star Wars article contains spoilers. 

In hindsight, 2002’s Star Wars: Attack of the Clones faced one of the hardest challenges of any chapter in the Skywalker Saga – tasked with bridging the gap between young Anakin’s carefree podracing and the man who would become arguably the most feared baddie in movie history. On top of that, it had to spin a love story and a political thriller all at once. Simply put, the obstacles were too great.

This second Prequel movie – once again written and directed by George Lucas – didn’t break the same box-office records that The Phantom Menace had three years earlier. It wasn’t even the top-grossing film of the year it was released, outperformed in the US by Peter Jackson’s The Lord of the Rings: The Two Towers and Tobey Maguire’s first outing as Spider-Man. Worldwide, it was trounced by fantasy franchise upstart Harry Potter and the Chamber of Secrets (Clones took $650 million, compared with Potter’s $880 million). Was the thirst for more Star Wars starting to make like Tattooine and dry up?

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The trouble is that many of The Phantom Menace’s issues ring true with its sequel, too. Jar Jar Binks’ role is smaller, but he’s no less irritating. The amount of CGI employed serves not only to make the entire film feel more sterile than a Kamino laboratory, but also hasn’t aged particularly well. What does hold up is the movie’s soundtrack, once again composed by series legend John Williams – in particular “Across the Stars,” which serves as the one bright point of a tragically mismanaged love story subplot, as well as the first use of “The Imperial March” in the series’ chronology.

Anakin Skywalker and Padmé Amidala

Set 10 years after The Phantom Menace’s conclusion, Senator Padmé Amidala (Natalie Portman) hasn’t aged a day – and maintains an active role in galactic politics despite stepping down as the Queen of Naboo. After surviving an assassination attempt, she’s reintroduced to Obi-Wan Kenobi and a much older Anakin, this time played by everyone’s favorite whipping boy, Hayden Christensen. From there, Episode II does its best to juggle three separate subplots across its almost two-and-a-half hour runtime.

The first, Anakin’s transition to the dark side of the force, arguably takes a major backseat to his relationship with Padmé. Our hero is brash, headstrong, and more than a little creepy (“I don’t think she liked me watching her,” he claims while discussing Padmé’s security detail in Coruscant), but it’s after a vivid nightmare and subsequent attempt to free his mother that he takes his first steps towards the dark side – slaughtering Tusken Raiders en masse, including their children.

Unfortunately, the love angle doesn’t offer too much chemistry. Portman is an excellent actress, but outside of a throwaway line or two, her relationship with Christensen’s Anakin never feels real, and therefore the stakes never feel high – and that’s without the horrendous writing and delivery of the now meme-famous “sand” conversation (you know the one).

More interesting is the political storm brewing in the Galactic Senate, as Palpatine (Ian McDiarmid) begins making moves to grant himself emergency powers to take more control of the Republic. Unfortunately, most of this is told through clunky exposition, as Lucas again opts to tell the audience rather than show them.

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Where the film does deliver is in finally showing us the power of the Jedi – and the numbers that they operated in at their peak. In the final battle on Geonosis, dozens of Jedi can be seen swinging their lightsabers, and even poor framing aside, it feels good to finally see these legendary warriors working as a team. Sith Lord Count Dooku (aka Darth Tyranus), a new addition to the franchise, steals the show thanks to a scenery-chewing performance from the late, great Christopher Lee. He’s more than enough for a Jedi or two, but more on that later.

Anakin Skywalker and Obi-Wan Kenobi

We also find ourselves introduced to fan-favorite Boba Fett, albeit as a surly pre-teen with a pretty cool Mandalorian dad, Jango – who serves as the basis for the titular clones who were created as part of a conspiracy to establish a Grand Army of the Republic, as Obi-Wan discovers in the movie. (Unfortunately, Obi-Wan’s detective yarn falls painfully flat.) The clones turn out to be early incarnations of everyone’s favorite Imperial footsoldiers, the Stormtroopers, but these white-clad warriors somehow have much better aim than their successors though, making short work of the bugs and droids on Geonosis.

The Clone Army fighting alongside Yoda and the other Jedi is one of the movie’s greatest moments, but sadly comes almost two hours into a mostly action-less movie. In fact, Tusken slaughter aside, the only other real action sequence of note is the early Coruscant chase, which offers a much deeper, CGI-heavy look at the capital of the Republic. Even sadder is the fact that the only space action here is Obi-Wan tailing Jango within an asteroid belt – although Revenge of the Sith thankfully offers a hefty battle early on which does mitigate things somewhat.

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Attack of the Clones‘ biggest issue is that it has too much of a gap to bridge. In attempting to put forward three cohesive plotlines, it ends up offering three barely functioning ones – and that’s without considering the wooden dialogue, ill-advised CGI, and Christensen’s stunted delivery. Despite a handful of redeeming qualities (Lee and the Battle of Geonosis being very big ones), Clones remains something of a low point for the Star Wars franchise.

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Yoda

Best lightsaber bit: The clash between Jedi Knights and Battle Droids in the arena on Geonosis is fun, but the clear standout is Obi-Wan and Anakin taking on Count Dooku. The elder Sith Lord is more than a match for both Jedi, and ends up lopping off Anakin’s hand and incapacitating Obi-Wan – before Yoda turns up to save their hides and show off some nifty, yo-yo like combat moves. Not bad for a Jedi Master in his 800s.

Best non-lightsaber bit: The vertiginous flying car chase sequence through Coruscant’s skyline offers the movie’s first action scene and it’s a doozy – as Obi-Wan and Anakin hunt down shapeshifting would-be assassin Zam Wesell.

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Jedi wisdom: As much as we want to go with the fact that sand is coarse (thanks for that, Anakin), we’ll go with a salient piece of wisdom from Obi-Wan: “Trust your feelings – then, you will be invincible…” If only Instagram existed in the galaxy far, far away, the Jedi would be cleaning up in the inspirational life-advice stakes.

Rules of the Force: Aside from the usual abilities to run, somersault, and use Force Push, we get the impression that Jedi are immune to fall damage. In the initial Coruscant chase, Anakin and Obi-Wan both fall huge distances before landing on different speeders. Either the vehicles are made of foam, or the Jedi have protective powers that prevent them from meeting a splattery end like a fly on a windshield. We also learn a little bit more about the corruptive pull of the Dark Side of the Force – as Yoda explains of former Jedi (and his old Padawan) Dooku, “lies, deceit, creating mistrust are his ways now” – and get our first look at the Sith’s ablility to project Force lightning. The rise of the Sith menace has also somehow blocked the Jedi from being able to see things through the Force — the dark side clouds everything.

Who has a bad feeling about this? Anakin’s the one with the dodgy premonition this time, and he’s quite right to be wary – it’s when he and his comrades are being prepared for execution by a trio of big beasties in the arena on Geonosis.

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Galactic stop-offs: There’s plenty of sightseeing to be done, although in terms of new destinations the key ones are Kamino’s cloning labs suspended above stormy seas, Geonosis’ network of caves and bug-tunnels (and huge gladiatorial arena, of course), and an asteroid belt somewhere between the two. Returning from The Phantom Menace are Coruscant (although we get to see a lot more of it here), Tattooine, and Naboo.

Who wins? It’s a draw. This feels like the most 50/50 ending of the saga, with arguments to be made for both sides (Yoda, for one, doesn’t accept “victory”). Anakin is wounded and has been corrupted into taking his first steps towards the dark side, but he also marries Padmé – albeit in secret, away from the Jedi Council. Meanwhile, Dooku is shown to have the plans for a certain planet-destroying space station, and Palpatine has more power than any Supreme Chancellor before him. It’s okay though, because the Clone Troopers will keep the galaxy safe, right?

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