Star Wars Episode II: Attack of the Clones

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Directed by George Lucas
Produced by Rick "Dense" McCallum
Written by George Lucas
Jonathon Heils
Starring Hayden Christensen
Ewan McGregor
That Annoying Bint Who Was in V for Vendetta
Samuel L. Jackson, MOTHERFUCKER
Christopher Lee
George Lopez
Antwan Dan Yells
A Midget
Frank Oz
Distributed by Lucasfilm
Release date(s) May 16, 2002
Running time Long as shit
Budget At least a dollar

Star Wars Episode II: Attack of the Clones is a 2002 epic space opera directed/written by George Lucas, and the second of the Star Wars prequels. It is the fifth film to be released in the Star Wars saga, the second in terms of internal chronology, and the first in terms of everyone finally admitting that Star Wars had lost it.

Set in 22 BBY,[1] the galaxy is now on the brink of civil war. Under the leadership of Sith Lord Count Dracula Dooku, thousands of star systems threaten to secede from the Galactic Republic (yes, all at the same time). When an assassination attempt is made on Senator Padmé Amidala, whiny teen Jedi Anakin Skywalker is assigned to protect her, while also taking a break from the Force to learn about the ways of reproduction. We watch as the two fall in love, while Anakin bitches at his master Obi-Wan Kenobi in the meantime. Our three heroes are soon drawn into the belly of the beast and the beginning of a new threat to the galaxy: the Clone Wars.

Lucas created Attack of the Clones with the intention of being "so dense, every single image has so much going on." Rather than do the whole thing himself like last time, he got a guy named Jonathan Hales to tighten up the script, giving us chestnuts like "I don't like sand" or "I wish I could wish my feelings way". It was the first motion picture to be shot completely on a high definition digital 24-frame system, though this didn't improve the terrible dialogue in the slightest.

Attack of the Clones sucked balls, but it was eye candy so you don't see me complaining. It was also the first Star Wars film to be internationally out-grossed upon release; Spider-Man, Harry Potter and the Chamber of Secrets, and The Lord of the Rings: The Two Towers all had higher receipts that year, as well as actually being good movies. Lucas is currently developing a weapon the size of a small moon to destroy the rebel scum who went to see these films, rather than his own.

Opening crawl[edit]

For those without comedic tastes, the so-called experts at Wikipedia have an article about Star Wars Episode II: Attack of the Clones.


Ten years have passed since the invasion of Naboo, and the Galactic Republic is in crisis. In a bid to completely bore movie going audiences with a misplaced subplot about politics, former Jedi Master-turned-Sith Lord Count Dooku has organized a Separatist movement against the Republic. As history has taught us before, force must be used against those who try to leave. This ideology is put to the test when the Senate votes on the subject of an introduction to a Clone Army; these badasses that will eventually become the stormtroopers. This prompts Senator Padmé Amidala, former pale Queen of Naboo, to return to Coruscant to vote on the matter. Upon her arrival, her bodyguard stupidly comments that he knew nothing would happen. This pretty much asks for a bomb to explode. She narrowly escapes, and fires the bodyguard for being such a dumbass. Security just hasn't been the same since Captain Panaka left.

Through his smooth charm, Obi-Wan negotiates the offer of a pack of death sticks with Elan Sleazebaggano.

Jedi Knight Obi-Wan Kenobi and his Padawan Anakin Skywalker are assigned to protect Padmé. That night, Obi-Wan slips up and invites another attempt on the Senator's life, when he says they have nothing to worry about, as R2-D2 is keeping a close eye on her. Apparently they are unaware that R2's vision is actually sound-based. Poisonous caterpillars sneak up on Padmé in her sleep, but the Jedi save her at the last minute. After a long, boring chase across the city, the two Jedi subdue the assassin, Zam Wesell, a reptilian shape-shifter who is killed by her mysterious employer the exact second before she reveals vital information.

The next day, Obi-Wan is assigned to investigate the identity of the assassin's killer, while Anakin is assigned to escort and accompany Senator Amidala to her homeplanet of Naboo. Anakin, who has fallen in love with Padmé, relishes the opportunity to spend time and perv on her, although Padmé resists her feelings toward him. Still, not even Yoda knows how she managed to resist this gem:

Cquote1.png I don't like sand. It's rough...and coarse...and it gets everywhere. Not like you. Your skin is soft and smooth... Cquote2.png

Obi-Wan's investigation leads him to the remote planet of Kamino, a dreary orphanage world ruled by anorexic albino aliens. Channeling the Force to maximise his improvisational skills, he manages to get from them that an army of clone troopers is being secretly produced for the Republic. He then meets with bounty hunter Jango Fett, the template for the clones, and through sophisticated detective work and deductive reasoning, finds out that he is the one responsible for the assassination attempts. Obi-Wan attempts to apprehend Fett, but he escapes to Geonosis with his son/unaltered clone Boba. Obi-Wan follows them by placing a homing beacon on Fett's ship, the Love-Slave I.

Anakin, meanwhile, has grown troubled with odd dreams about Padmé, as well as recurring nightmares about his mother Shmidt being in grave danger. Using the smooth skills that he demonstrated with the sand pickup line, Anakin convinces Padmé accompany him to Tatooine to save his mother. After finding Shmdit miraculously alive in a Tusken Raider camp, she decides that she can no longer hold on to her life and dies in his arms. Anakin then goes Vietnam on those bastards, and slaughters the entire camp.

After playing a game of explosive tag, Obi-Wan tracks Jango down to the planet Geonosis. On Geonosis, Obi-Wan discovers a Separatist gathering lead by Count Dooku, who he learns had authorized Padmé's assassination and is developing a battle droid army with Trade Federation Viceroy Nute Gunray to make the Republic their bitch. Obi-Wan is captured shortly after relaying the information to Anakin, who ungratefully ignores it and marks it as spam in his email box. While Obi-Wan is in captivity, Dooku reveals that the Republic is in fact controlled by a Sith Lord named Darth Sidious, who's identity is Chancellor Palpatine completely unknown to people watching the film.

Yowza, that midriff! Excuse me, I need to something.

After much nagging by Padmé, Anakin goes with her to Geonosis to rescue Obi-Wan. They are quickly captured due to not bothering to actually come up with a rescue plan; Obi-Wan sarcastically thanks them for an excellent rescue. The three are pitted against savage beasts; preparing for what could be their final moments, Padmé decides that if she survives this, she wants to get laid, and will even sink so low as to do it with Anakin. He jumps for joy, breaking his chains in a stroke of luck. They manage to hold their own until Motherfucking Jedi Master Mace Windu arrives with a team of Jedi to defend them, engaging and decapitating Jango Fett in the brief battle. After the Senate has finally paid off that huge bill for the order of clones, Yoda arrives with their new army and collects the surviving Jedi.

Obi-Wan and Anakin corner Count Dooku in a hangar and engage him in a lightsaber duel. While they could have easily taken him together, Anakin fucks up and is knocked out by the easily-blockable Force Lightning move. Obi-Wan is left to fight on his own, meaning he may as well be fighting a Grue, and surprisingly fucks up as well. Dooku is about to deliver a killing blow when Anakin, waiting for a dramatic point to return to the fight, recovers from the lightning and returns to the fight, but fucks up again and gets his right arm cut off. Finally, Yoda arrives to cut through the bullshit and sort Dooku out. Unfortunately, Dooku collapses a pillar over Anakin and Obi-Wan, and Yoda, out of a misplaced sense of integrity, holds the pillar to save them while Dooku escapes.

The Jedi are now uncertain of what will become of the Republic, since the Clone Wars have begun, with many of them staring ominously at the Clone Army for hours to emphasize how much they are worried. Meanwhile, Anakin, with a new cybernetic arm, secretly marries Padmé on Naboo. She enjoys the arm very much on her wedding night.

Cast and characters[edit]

According to A New Hope, Anakin and Obi-Wan were supposed to be "good friend[s]". Yet here, this is the only scene where they aren't at each other's throats.



"See, we're gonna make the whole movie in this room on one computer."

After the mixed critical response of The Phantom Menace, Lucas was hesitant to show his face in public for a number of years. However, he was eventually lured out of the hole he had hidden in by the offer of huge wads of money.

Reluctant—or possibly incapable—of coming up with an original thought, he instead turned back to the massive mind-dump of ideas he had hastily sketched out whilst making the original trilogy. Amongst the pile of notes, he found a random reference to a "clone war" that he had added to the script of renowned British Actor Sir Alec Guinness, much to his distaste. Lucas, having already exhausted his ideas covering an army of robots, decided that the central plot would be a convoluted ramble about an army of clones, as well as an origin story of whatever the hell stormtroopers are supposed to be.

The film's working title was Jar Jar's Big Adventure, an attempt by Lucas to make fans froth at the mouth even more.

Filming and CGI[edit]

Like The Phantom Menace, Attack of the Clones furthered Hollywood's transition into the clean, soulless, cheesy assembly-line "digital age", this time with the use of a 24-frame digital camera. These cameras enhanced every single image, making them so densely-packed with so much going on. The cameras record in pristine 60FPS, making movement super-smooth and resemble that of a video game.

Rick McCallum attempted to persuade movie theaters to hand out "Dense-O-Vision" 3D glasses for viewing of Episode II, but few of them ultimately did.


The soundtrack to Attack of the Clones was composed, adapted, arranged, conducted, and spiced up by maestro John Williams and his London Symphony Orchestra consisting of 18 violins, four violas, four cellos, three trumpets, three trombones, two guitars, a choir of 14 men and women, breakfast cereals, orangutans, and fruit bats.

Like The Phantom Menace, the soundtrack was one of the few indisputably good things about the movie. It rehashes "The Imperial March" from the far-superior film The Empire Strikes Back, for the scenes where Anakin screams about how killed women and children. The movie's "love" theme, "Across the Stars", is actually quite nice, but is sadly ruined as it plays over Anakin and Padmé's wooden dialogue.


Just like its predecessor, Attack of the Clones was slaughtered by critics. Review aggregator website Rotten Tomatoes reported a 17% approval rating and overall rating of 3.4/10 for the film based on 219 reviews, with the general consensus being "At least it was better than Episode I." On Metacritic, the film holds a score of 43 out of 100 based on 39 reviews, which indicates "Not a good movie".

Numerous critics characterized the dialogue as "stiff", "flat", or "fucking terrible". The acting, particularly by that whiny bitch Christensen, was also disparaged. Roger Ebert, who had previously offered scant praise towards all of the previous Star Wars films, gave Episode II only -2 out of 4 stars, noting: "[As] someone who sat through the earlier films, I was amazed, at the end of Episode II, to realize that I had not heard one line of quotable, memorable dialogue, or one single plotline that wasn't just the worst kind of hackneyed cliché. Surely George Lucas has once again taken a Jar Jar-shaped dump on fans of the series." Leonard Maltin, who also mildly enjoyed the previous installments, only awarded the film 1 star out of 4; he cited an "overly-dense story" as a reason for his disenchantment, and added: "Every single image had way too much going on."

Despite this, some fans and critics were paid off by Lucasfilm to give a positive review thought the movie was ok. Many were relieved that Jar Jar Binks had only a minor role. Additionally, Jar Jar's attempts at being a wacky African racist caricature from a '50s movie seen in The Phantom Menace were removed; instead, C-3PO reprised his prissiness and bumbling in that role.'s James Bertinelli gave a positive review, stating that: "In a time when, more often than not, sequels greatly disappoint, it's refreshing to uncover something this high-profile that is only mildly disappointing."

The Academy Awards presented Attack of the Clones with a nomination for George Lucas in Best Overdone CGI at the 2003 Academy Awards, but lost to Lord of the Rings: The Two Towers. In contrast, the film also received seven nominations from the Golden Raspberry Awards for Worst Picture, Worst Director (George Lucas), Dumbest Screenplay (George Lucas), Worst Supporting Actor (Hayden Christensen), Worst Supporting Actress (Natalie Portman), Worst Teen Angst "Forbidden Love" Couple (Hayden Christensen and Natalie Portman), and Worst Prequel, Remake, Rip-off or Sequel. Lucas took home two awards for Worst Screenplay, slightly upset at first, but quickly cheered up after bathing in his swimming pool full of money.


  1. Time in the Star Wars universe is reckoned using as a basis the exact moment in A New Hope when the Stormtrooper entering the control room on the Death Star bangs his head on the door and yells. Using this system, events occurring before this moment are designated BBY (before bang/yell), and events after ABY.


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