This is my Revenge of the Sith review, the last of the Star Wars prequels. I go through Anakin’s slide to the dark side with spoilers, from the rescue of Chancellor Palpatine and the visions of Padme dying, through Order 66 and the fall of the Jedi Temple, to the duel on Mustafar and Vader’s suit going on.
I thought it was the best of the three prequels, though not by a lot. Order 66 and the birth of Vader are the parts I found worth watching, and the romance, the talking and the stiff dialogue in between were average at best for me. I gave it 3.5 out of 5.
My Revenge of the Sith review lands at a 3.5 out of 5, which is a step up from the other two prequels, The Phantom Menace and Attack of the Clones, but not a big one. The birth of Vader is the part I found useful and informative, and it’s what I came for. The rest of the movie was average at best. It’s the darkest of the three, and the first Star Wars with a PG-13 rating, and I can feel the difference. It’s the one I’d actually recommend of the three, and that says as much about how low the bar was as it does about this film.
Three years into the Clone Wars
It starts three years into the Clone Wars with a big space battle above Coruscant, where Anakin and Obi-Wan rescue Chancellor Palpatine from General Grievous. It’s a loud, busy opening, with ships swarming around each other and the two heroes crash-landing their way through Grievous’s flagship, and it gets things going quickly. After that Anakin gets home to find out Padme is pregnant, and then he starts having visions of her dying in childbirth. That’s what the whole thing hangs on, because Palpatine knows it and plays on it. He befriends Anakin, tells him about a Sith lord who could save people from death, and meanwhile the Jedi Council asks Anakin to spy on the Chancellor, which makes him uneasy. You can see where it’s going, and the film knows you can. It’s the slide that makes the Vader of Return of the Jedi mean something, because you’ve watched how he got there.
The set-up is the part that works as a story, because it’s about a man so afraid of losing the person he loves that he’s willing to do anything to stop it. I can follow that. What I found harder was how long the film spends getting there, with a lot of talking in rooms and not a lot that held my attention. Anakin is torn between the Council and the Chancellor, and the more time he spends with Palpatine the more you start to see how this ends. The Council puts him on the Council at Palpatine’s request but won’t make him a Master, and he takes that as an insult, which is exactly the kind of crack the Chancellor is looking for. It’s a slow burn, and it burns for a long time.
The rescue of the Chancellor is a set piece in itself. Anakin and Obi-Wan fly into the middle of a space battle, board General Grievous’s flagship, and fight their way through droids and a crashing ship to get Palpatine out, with R2-D2 doing his bit along the way. Grievous is a cyborg general who coughs and stalks around with four arms and a pile of stolen lightsabers, and he’s a distinctive villain. Count Dooku is back there too, and the way he’s dealt with sets the tone for how far Anakin will go, because Anakin takes both his hands off, the same way Luke loses his in The Empire Strikes Back, and then kills him unarmed because Palpatine tells him to. The whole sequence is fast and flashy, and it’s a decent way to kick off the last film of the trilogy.
Afterwards the film settles into its real work, which is getting Anakin to the dark side. It’s a story of small steps, each one slightly worse than the last, and it’s the only way the story could work. There’s the secret marriage, the visions, the Council that won’t give him the rank he thinks he deserves, and the Chancellor who always has the right word at the right time. Obi-Wan gets sent off to Utapau to hunt down Grievous, which he does on the back of a big lizard, and that leaves Anakin on Coruscant with nobody he trusts except the one man he shouldn’t.
Anakin and the Chancellor
The real engine of the film is the relationship between Anakin and Palpatine. Palpatine is patient and friendly, and every conversation he has with Anakin is another small push in the wrong direction, until Anakin starts to see him as the only person who understands. There’s a scene at the opera where he tells Anakin the story of Darth Plagueis, a Sith lord who could stop the people he cared about from dying, and it’s the one quiet scene in the prequels that I’d call properly creepy. The Jedi Council doesn’t trust Anakin, and Anakin doesn’t trust them, and meanwhile the Chancellor is whispering that he could save Padme if only he’d learn what the Sith know. Watching a good man get talked into something terrible is the best idea in the film, and it’s the part where the story really works.
It’s a slow, creeping thing, and you can see it coming a mile off, but there’s something grim about watching it happen. Anakin is a hero who’s about to do something awful for the best of reasons, and that’s an interesting thing to put on screen. I just wish the dialogue and the acting had been better, because the idea is stronger than the way they got it across. The scenes between Anakin and Padme on their balcony, with him going on about how much he loves her, are the worst of it, and they’re the ones the whole plot is supposed to rest on. It’s a story I liked more than the film itself, and I came away wishing the film had been better.
Order 66 and the clones
The part of the film I found most interesting was Order 66 and the clones. When Mace Windu confronts Palpatine, who turns out to be Darth Sidious, and Anakin steps in, he ends up helping to kill Windu, and then he pledges himself to Palpatine and gets renamed Darth Vader. Right after that, the clone troopers turn on their Jedi generals all at once, and I found that really interesting. The troopers I’d gotten used to as Jedi allies suddenly become the Empire’s weapon, and the way it plays out is dark and shocking, a run of Jedi on different planets shot down in a few seconds each by the men they’ve been leading, including Obi-Wan’s own commander, Cody, who orders his gunner to fire on him in the middle of Utapau. Anakin leads the assault on the Jedi Temple, and only Obi-Wan and Yoda survive.
The whole idea of the clones was interesting to me, and it’s the part of the film I’ll remember. It isn’t enough to carry the rest, but I’ll give it that. Seeing the Jedi taken by surprise by the very soldiers they’d been fighting alongside is the one thing in the three prequels that actually made me feel something. Yoda’s on Kashyyyk with Chewbacca and the Wookiees when his clones turn round, and he only gets away because he feels it coming. It’s a big, grim moment, and it’s played straight.

The film also leaves plenty of room for the darkest moment in the whole series, when Anakin goes to the Jedi Temple with a squad of clone troopers and the Temple falls. You don’t see everything, but you see enough, and it’s a hard scene to sit through. Obi-Wan and Yoda come back to the Temple afterwards and find the bodies, and the security recording shows them who did it. Yoda goes to face Palpatine himself while Obi-Wan goes to face Anakin, and the two fights are cut together, one against the other. It’s a gutsy way to structure the climax and I liked it. It’s the one place in the whole film where the cutting felt confident and the story was moving fast.
Mustafar and the birth of Vader
Then there’s the duel on Mustafar, with Obi-Wan and Anakin going at each other across rivers of lava. Obi-Wan stows away on Padme’s ship to find him, and when Anakin sees him he decides she’s betrayed him and chokes her, and then the two of them fight all over the volcanic planet, in a lava-filled landscape that’s about as hellish as you can get. Over in the Senate, Yoda and Palpatine are throwing the chamber’s floating platforms at each other, and Yoda loses and has to slip away. Palpatine has already declared the Empire in front of a cheering Senate by then. Anakin ends up on the wrong side of a bank of lava, badly burned, with Obi-Wan telling him he was the chosen one.
Padme dies after giving birth to twins, Luke and Leia, who get hidden away, and Vader gets his armour and the suit goes on in the scene cut against hers. That’s the bit that links up to A New Hope, and the birth of Vader is the useful and informative part, the piece of the story I wanted filled in.
The last stretch ties everything together, with the twins sent off to be raised in secret, Leia with Bail Organa on Alderaan and Luke with Owen and Beru on Tatooine, Obi-Wan and Yoda going into hiding, and Vader standing next to the Emperor looking at the first Death Star being built. It’s the part of the film that most made me want to go back and watch the original trilogy again. Everything between those big moments felt average to me, though, and I kept waiting for the film to catch up to what it was building towards. I’d call it a fair end to the prequels. It tells me the story I was missing, even if it doesn’t tell it as well as I’d hoped.
What I made of it
I went in expecting to be disappointed, and I wasn’t, quite. This is the film in the series that has to do the heaviest lifting, because everyone already knows how it ends, and it mostly gets the big beats right. Order 66 is the standout, and the birth of Vader is the reason to see it. The rest, the talking, the romance and a lot of stiff dialogue, is average at best, and I couldn’t get excited about it.
It’s a 3.5 because the parts that matter work, and the parts that don’t are easy enough to sit through. If you’ve stuck with the prequels this far, you’ll want to see how it ends, and I think you’ll come out of it satisfied. Rating: 3.5 out of 5. Better than the other two, and it earns that, but only just.
Did Palpatine talking Anakin round feel believable to you, or did the turn come too fast once Mace Windu was in that room? Tell me in the comments.