Film / Revenge of the Sith

aka: Star Wars Episode III Revenge Of The Sith

Due to the sheer volume of spoilers, all spoilers are unmarked. You Have Been Warned!

Obi-Wan Kenobi: 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!^note Clockwise from top left: Darth Vader, Anakin Skywalker, Obi-Wan Kenobi, Mace Windu, Emperor Palpatine, Yoda, and Padmé Amidala.

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....

Star Wars: Episode III — Revenge of the Sith, or simply known as Revenge of the Sith, is the 2005 sequel to Attack of the Clones and the final film in the Star Wars prequel trilogy. It is written and directed by George Lucas, who wrote and directed the previous two films in the trilogy, and was released on May 19, 2005.

Three years after the Clone Wars began, Separatist forces launch an attack on Coruscant, the capital of the Galactic Republic. After fending them off, the Separatists are weakened and the Republic has a chance to deal a final blow. As Obi-Wan Kenobi (Ewan McGregor) heads off to end the war once and for all, Anakin Skywalker (Hayden Christensen) struggles with dark prophetic dreams, fears that his beloved Padmé Amidala (Natalie Portman) is in danger. With the fate of the galaxy on the edge of a knife, he considers the temptations of the dark side to save her life but will have disastrous consequences.

The film also stars Ian McDiarmid as Chancellor Palpatine, Samuel L. Jackson as Mace Windu, Christopher Lee as Count Dooku, Anthony Daniels as C-3PO, Kenny Baker as R2-D2 and Frank Oz as Yoda.

Like with previous Star Wars films, Revenge of the Sith received a novelization, this time courtesy of Matt Stover, who had previously written New Jedi Order: Traitor and Shatterpoint for Star Wars Legends. However, whereas previous novelizations tended to be ignored in favor of the film they were adapting, the novelization of Revenge of the Sith is widely held up as being the best novelization of any Star Wars film, one of the best film novelizations in general, and one of the best Star Wars Legends novels.

An animated television series, The Clone Wars, focuses on the events between Attack of the Clones and this film; the final arc of that series, as well as the first episode of its sequel The Bad Batch, take place concurrently with the film. The film's story is chronologically followed by The Bad Batch, Solo, Obi-Wan Kenobi, Rebels, Rogue One and A New Hope. It is followed in production order by The Force Awakens.

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TROPES! UNLIMITED TROPES!!!:

Tropes A to C

• 0% Approval Rating: This is how the majority of the Republic-turned Empire sees the Jedi. Justified as they are all under Palpatine's influence.
• Actionized Sequel: The film has many more battle sequences and one-on-one duels than Attack of the Clones, including a lengthy Action Prologue.
• Actor Allusion:
  • Tion Medon, the Pau'an leader, is played by Bruce Spence, who played Mr. Wall in Dark City. Both characters have a Looks Like Orlok design, and Spence even reuses Mr. Wall's quiet and raspy voice — though Tion Medon is actually much nicer than he looks.
  • Anakin's arc in this film, which involves being manipulated into strangling his wife to death by stoking his paranoia and insecurity, is quite similar to Othello, in which Darth Vader voice actor James Earl Jones once played the lead role.
• Actually Pretty Funny: During the duel between Yoda and Palpatine, the latter tries to crush the former by throwing a Senate seat at him but Yoda stops it in mid-air with his Force power. Palpatine, seeing this, chuckles in amusement.
• Agony of the Feet: Obi-Wan kicks General Grievous in the leg during their fight; unfortunately as Grievous is a cyborg, Obi-Wan just injures his foot.
• Air-Vent Passageway: Yoda's escape through the vents of the Senate building after his fight with Palpatine. Justified by Yoda's small size.
• Alas, Poor Villain:
  • Count Dooku. You can clearly see the sadness and confusion in his eyes when he realizes that Palpatine has betrayed him.
  • The Separatists on Mustafar were admittedly greedy, murderous assholes, but their drawn-out executions were also excessive.
• All for Nothing:
  • Anakin turned to the Dark Side because Palpatine promised that he knew a way to keep Padmé from dying. But, when Padmé learns what Anakin has done, she confronts him, leading him to Force-choke her. In the end, he becomes Darth Vader, has killed most of the members of the Jedi Order who were left in the Temple including very young children, helped create the empire, and ultimately caused the death of his wife and (so he believes) their unborn baby. He had lost the love of his life, his children, his friends, and everything else he risked his life for. He went from Chosen One to Chosen None. The novelization takes it a step further: the only reason he doesn't try to kill Palpatine the second he gets off the operating table is that he quite literally has nothing left but working for him.
  • The Clone Wars became one for the Jedi and the Separatists. In the end, only Palpatine came out ahead.
• All of the Other Reindeer: Due to doubts about his preparedness, Anakin is treated very much like an outsider by most of the Jedi, with Mace Windu as the ringleader and Obi-Wan as the noteworthy exception. This only makes it easier for Palpatine, who is invariably nicer to him than the Jedi Council is, to manipulate the heck out of him, proving them right. Mace, in particular, makes no attempt to hide his current distrust for Anakin, and after Anakin tells him that Palpatine is the Sith Lord, he tells Anakin he will have earned his trust if it proves to be true, making it clear that he has come to distrust Anakin's ability to prevent his emotions affecting his judgement. That's not to say their appraisals of him are entirely inaccurate or without merit; Obi-Wan himself admits Anakin's behavior over the war has been increasingly questionable, though his results are reliable. And his own merits are still recognized; while not made a Master, he's still the youngest Jedi to sit on the council in history.
• All There in the Manual: You have to read the accompanying novelization and the supplementary EU works to learn that Palpatine was Darth Plagueis's apprentice who betrayed and murdered him (a rather important fact that's never explicitly stated in the film itself), although it is very heavily implied.
• All Your Base Are Belong to Us: Darth Vader and his brainwashed Clone Army invade the Jedi Temple, kill everyone inside, and occupy it for the new Empire. Most of the army leaves in time for Yoda and Obi-Wan to briefly take it back before their exiles.
• Always Save the Girl: A deconstructed example. Not only does Anakin's quest to prevent Padmé from dying doom the Jedi Order, the galaxy, and his own body, but in the end, it also directly results in her death.
• Ambiguous Situation:
  • The circumstances of Anakin's birth are brought into question by this film with Palpatine claiming that Darth Plagueis could manipulate the midichlorians to create life. So is Anakin not The Chosen One and is really a Sith creation all along? For Lucas, it ultimately doesn't matter where Anakin came from; it's his choices, not his origins that define him.
  • The duel between Sidious and Windu. Depending on who you ask, either Windu legitimately beat down Palpatine and could have killed him until Anakin intervened or Palpatine intentionally threw the duel in order to look vulnerable upon Anakin's arrival and get him to turn himself against Windu. The choreography somewhat suggests both theories might have a part of the truth, as while Sidious obviously plays up his battle wear in front of Anakin ("I'm too weak!"), he also seemed to be trying his best against Windu before being disarmed, so it is entirely possible that Palpatine was against the ropes for real in that window and only then he started to play weak in order to capitalize on the chance brought by Anakin.
• Amplified Animal Aptitude: You could say it's Obi-Wan guiding her through the Force, but Boga is very good at knowing where he wants her to take him, in three dimensions no less.
• And I Must Scream: Definitely played with. Vader in the mechanical suit only has a small triangle-shaped vent where a mouth would be. Also driven home when for the first time in any of the four films with the familiar Vader we all know, we get to see for a brief moment what Vader's field of vision looks like from inside the mechanical suit. The "look" on Vader's face when the mask is put on is very disheartened and depressed since he knows he will have to wear it for the rest of his life.
• Angrish: Anakin himself after he loses his fight with Obi-Wan on Mustafar.
• Answer Cut: Obi-Wan, observing the destruction in the Jedi Temple, wonders "who could have done this?" The film promptly turns to Vader rampaging through the Separatist leadership.
• An Arm and a Leg: Numerous people lose limbs. It is Star Wars, after all.
  • Anakin cuts off Dooku's hands in the Action Prologue before beheading him at Palpatine's urging.
  • Obi-Wan cuts off Grievous's hands in the second act. Well, two of them. Then he runs away... again.
  • Anakin cuts off Mace Windu's hand when Windu attempts to slay Palpatine. Windu is then electrocuted and tossed out the window to a Disney Villain Death.
  • At the end of the film, Obi-Wan cuts off the three limbs Dooku left Anakin with back in Attack of the Clones. This leads Anakin/Vader to be immolated on a lava river and necessitates his iconic suit to keep him alive.
• Anger Is Not Enough: At the climax, Anakin believes that his anger-fueled use of the Dark Side now makes him more powerful than anyone, including Emperor Palpatine and Anakin's former mentor Obi-Wan. However, it is not clear during his lightsaber duel with Obi-Wan that he actually possesses any new powers as opposed to just fighting more aggressively than he had before. While Obi-Wan is largely on the defensive during the fight, Anakin loses the duel because Obi-Wan uses rational tactical planning to gain a solid defensive position on a slope, and when Anakin angrily tries to jump over him, he is able to sever three of Anakin's limbs.
• Anyone Can Die: Good grief, yes. While it was more than apparent that this film would not have a good conclusion given the state the galaxy is in during the original trilogy, the sheer level of death in this movie is staggering.
• Art Imitates Art:
  • The color palette of the movie was inspired by the paintings of Mark Rothko, of whom Lucas is a big fan.
  • There are two shots where Anakin, after betraying the Jedi Council and becoming a Sith apprentice, references Alexandre Cabanel's The Fallen Angel. In the first◊, he's crying and sporting a suffering expression after Palpatine orders him to kill the Jedi younglings. In the second◊, Anakin is giving Obi-Wan a pained, full-of-hatred Kubrick Stare while dueling him, so he's shielding his face with his arms.
  • Padmé's funeral march, with the way her body is decorated with flowers, is a nod to John Everett Millais's Ophelia (1851–52).
• Asteroid Miners: Polis Massa base, where Padmé gives birth to Luke and Leia, is a scientific research outpost on a barren planetoid in the middle of an asteroid field.
• Atrocity Montage: "Order 66". Palpatine initiates a chain of scenes of Clone Troopers turning on and gunning down their Jedi commanders all across the galaxy, intercut with shots of Yoda clutching at his chest as he feels thousands of Jedi dying all at once. Finally, Yoda's own troops get to him, only for him to turn the tables and escape.
• At the Opera Tonight: With guest appearances by George Lucas and his family in blue makeup and a Twi'lek opera singer.
• Awesome Moment of Crowning: In a twisted way, Anakin being dubbed Darth Vader, and later being placed inside the iconic armor, is awesome in and of itself. Another twisted-but-cool moment comes with Palpatine declaring himself Emperor, juxtaposed with shots of Vader killing the Separatist leaders.
• Badass Boast: After Palpatine warns Obi-Wan and Anakin not to fight Count Dooku because he's a Sith Lord, Obi-Wan dismisses his concerns with a smile and a flourish:
  Obi-Wan: Chancellor Palpatine, Sith Lords are our speciality.
• Bad "Bad Acting": Palpatine, during his feigned capture by Count Dooku, delivers some rather flat, unconvincing lines. Perhaps naturally, Anakin doesn't notice.
• Bad Boss: Grievous jettisons all his command ship's escape pods during his own ejection, condemning his entire staff to certain death along with Palpatine and his rescuers. He's also idly discourteous to his droid personnel. Palpatine himself is on his A-game with this trope, betraying Count Dooku and the entire Separatist leadership to their deaths once they've served his purposes.
• The Bad Guy Wins:
  • Chancellor Palpatine/Darth Sidious emerges as the true victor of the civil war, this film and this entire trilogy as he gains full control of the entire galaxy after playing both sides of the war and the Republic with the Jedi Order wiped out and the Sith now in rule. However, his new apprentice, who was supposed to become the most powerful Force user to ever live, is now crippled (with Artificial Limbs), and two of the most prominent Jedi survive the Purge and go into hiding, no doubt planning to return someday. And said apprentice's offspring is safe, ensuring they will grow up to become heroes of the Rebellion.
  • In a downplayed way, Nute Gunray got his life's wish of Padmé dying, and at the hands of her protector no less. He's not around to see it though, as Vader kills him.
• Batman Grabs a Gun: After losing his lightsaber, Obi-Wan is forced to use a blaster to kill General Grievous.
  Obi-Wan: So uncivilized.
• Battle Amongst the Flames: On Mustafar, the Lethal Lava Land Single-Biome Planet.
• Beauty Is Never Tarnished: Several male Jedi, including Ki-Adi-Mundi and many in the Jedi temple, are shot dead by blaster fire. Their clothes—and bodies—show clear burn marks. However, when teal-skinned temptress Aayla Secura is shot at point-blank range by a squad of clones, the aftermath is conveniently obscured by the scenery.
• Big Bad: After decades of scheming in the shadows, and two movies lying behind his apprentices and pawns, Darth Sidious finally takes the central stage as the main antagonist of the movie, ensuring the downfall of Anakin to the dark side, the Republic's final transformation into the Empire, and the (almost) total annihilation of the Jedi Order.
• Big Badass Battle Sequence: The Battle of Coruscant is the biggest battle depicted thus far, with literally thousands of starships and fighters. The Battles of Kashyyyk and Utapau are also pretty big.
• Big "NO!":
  • Anakin when Windu is going to kill Palpatine.
  • Bail Organa when a youngling is gunned down right in front of him.
  • Rune Haako before Anakin kills him in Mustafar.
  • Darth Vader lets out a prolonged "NOOOOOOO!" when he learns what happened to his wife and that his turn to the Dark Side was All for Nothing.
• Big "WHAT?!": C-3PO reacts to hearing he's going to have his mind wiped with a startled "What?!"
• Birth-Death Juxtaposition: Padmé dies on the table while giving birth to Luke and Leia — while on another operating table, what's left of Anakin dies as Darth Vader takes his first breath.
• Bittersweet Ending: For the Prequel Trilogy, bordering on a Downer Ending. The Jedi are all hunted down and killed (with only a handful remaining), Anakin becomes Darth Vader, the Republic becomes the Empire, and both Yoda and Obi-Wan are exiled. What prevents this from being a full Downer Ending is that Luke and Leia are born moments before Padmé dies, paving the way for the Original Trilogy.
• Black-and-Grey Morality: The Jedi are given a more flawed portrayal than in Phantom or Clones, with focus on their increasingly unscrupulous council willing to compromise their principles and edge into ambiguous territory for the greater good. Palpatine makes the case that the Sith and Jedi share the same core motivators, Mace Windu chooses pragmatism over protocol in his final moments, and the council's furtive commands to Anakin shake his faith in their nobility.
• Black Dude Dies First: Played with. Mace Windu is actually the third major character to die, and the last Jedi that attempts to arrest Palpatine to die; but he is the first significant hero to die.
• Body Horror: The limbless burned form of Anakin is not a pretty sight.
• Bond One-Liner: After Obi-Wan finishes off Grievous with his own blaster, the former quips "So uncivilized" before throwing the blaster away in disgust.
• Book Ends:
  • The first and final movies of the Prequel Trilogy have a funeral of a major character being conducted at Naboo, with the same theme being played.
  • Nute Gunray was the first of the Prequel Trilogy villains (not counting Palpatine) to be introduced in The Phantom Menace. Here, he's the last one to die.
  • A minor example that counted when this was originally the Grand Finale production-wise - In A New Hope, the first dialogue spoken was C-3PO on the Tantive IV. The final dialogue spoken in this film is C-3PO once more, in a very similar-looking hallway.
• Brainwashed and Crazy: The Order 66 protocol caused any clone trooper to become violently hostile towards the Jedi due to a mind-controlling bio-chip.
• Bread, Eggs, Milk, Squick: At the end of the film, Bail Organa places R2-D2 and C-3PO in the care of Captain Antilles and tells him to treat them well, clean them up, and "have the protocol droid's mind wiped"... while standing right in front of said protocol droid. 3PO is understandably alarmed by the last comment, while R2 lets out a series of tittering beeps about his friend's impending misfortune.
• Broken Pedestal: Anakin loses faith in the Jedi Council due to their shady requests and refusal to accord him the proper rank, and Padmé has grown so disillusioned with the Senate it was once her passion to serve that she begins to wonder if the Separatists might have the right ideas.
• …But He Sounds Handsome: Palpatine has a line that's something of a variant of this trope. When Count Dooku confronts Obi-Wan and Anakin in the opening rescue sequence, Palpatine says to them "Get help, you're not a match for him. He's a Sith Lord."
• Cain and Abel: Anakin and Obi-Wan at the end, eventually. Hammered home when Obi-Wan addresses Vader as his brother at the end of their fight.
• Call-Back: To Anakin ignoring Obi-Wan's advice and charging headlong at Dooku in the last movie.
  Obi-Wan: This time, we'll do it together.
  Anakin: [sotto voice] I was about to say that.
• Call-Forward: Many.
  • Anakin's line to Obi-Wan in which he justifies his betrayal of the Jedi Order, while seen as cheesy, puts Obi-Wan's Metaphorically True statement to Luke into context and helps us understand his own justification for his decision.
    Anakin: From my point of view, the Jedi are evil.
    Obi-Wan:^note (in Return of the Jedi') Many of the Truths we cling to depend greatly on our own point of view.
  • The final shot is of Owen and Beru standing on a sand dune holding an infant Luke as Tatooine's suns set in front of them. This recalls the famous shot of Luke doing almost the same thing (minus the infant) in A New Hope. It even plays the same music.
  • After Obi-Wan kills General Grievous with a blaster, he declares the weapon to be "uncivilized".
  • Obi-Wan greets Grievous on Utapau by saying "Hello there!", which was Obi-Wan's first line in A New Hope.
  • A Skywalker standing over a disarmed fallen Jedi with Palpatine urging him to deliver the final blow.
  • A subtle one, but during the Order 66 montage, two Clone Troopers brake their speeders to get behind their Jedi commander and blast her to bits. In Return of the Jedi, Luke did exactly the same thing to the two Scout Troopers that were chasing him and Leia on Endor and managed to cripple one of them and sent it crashing into a tree. The camera shots of the speeders firing their lasers are even from the same angle.
  • The music first heard during Qui-Gon's funeral back in The Phantom Menace makes a rather emotionally impacting return towards the end during Padmé's funeral as well as during the "birth" of Darth Vader.
  • Like Return of the Jedi, Anakin stands by as someone is being hit by Force lightning and makes a decision that affects his fate forever. This is particularly meaningful because the first time it happens, (chronologically) his decision is what makes him fall to the Dark Side while the second time is when he returns to the Light Side, and this return occurs because he makes the decision he should have the first time (killing Palpatine), with the end result that instead of one he loved dying (Padmé), they get to live (Luke). The parallels between the moments and how one perfectly reverses the other are striking, and again many of the camera angles are the same.
  • Grievous kneels before a scaled-up hologram of Darth Sidious, much like Vader does in The Empire Strikes Back.
  • Padmé's dying words are that there is still good in Anakin despite all he has done. This is one thing that Luke Skywalker inherits from his mother — in Return of the Jedi, he believes (though with slight reservations) the same thing, and that Vader can be saved from the Dark Side. He turns out to be right.
  • Palpatine telling Anakin about Plagueis being more altruistic than is proper for a Sith and getting killed by his apprentice, while obscuring who was who, sounds somewhat like "a master of mine until he turned to good". It's more hinted at in Palpatine's tone than said outright, but he sounds like he used to admire Plagueis and then was disappointed in him, just like Obi-Wan was in his friend when he first told Luke.
  • "His fate will be the same as ours." In the Original Trilogy, Obi-Wan, Palpatine, and Anakin all die in a Death Star, albeit with various differences: Obi-Wan is the only one who died in the first Death Star, and Anakin did die in the second Death Star along with Palpatine.
  • Before their fight on Mustafar, Anakin warns Obi-Wan not to make him kill him. At the end of their fight in The Empire Strikes Back, Vader tells Luke something similar.
  • Palpatine lures Anakin to the Dark Side by promising him his wife's safety. In Return of the Jedi, Vader tries to convince Luke to become the Emperor's new apprentice by promising him his friends' safety.
  • Anakin's line during the battle of Coruscant "This is where the fun begins." reflects a similar line Han Solo used in A New Hope (replacing "This" with "Here") when the Millennium Falcon is trying to escape from Tatooine. In both times, Obi-Wan is also present.
  • The observation platform where Palpatine is held aboard Grievous' ship has a similar layout to his throne room aboard the Second Death Star.
  • In the poster pictured above, Darth Vader's helmet can be seen looming in the background, just like in the posters for the original trilogy.
• Cannot Kill Their Loved Ones: After discovering that Anakin has fallen to the Dark Side and is now the loyal servant of Emperor Palpatine, Obi-Wan begs Yoda not to make him be the one to destroy him.
  Yoda: Destroy the Sith, we must.
  Obi-Wan: Send me to kill the Emperor. I will not kill Anakin!
  Yoda: To fight this Lord Sidious, strong enough, you are not.
  Obi-Wan: He is like my brother. I cannot do it.
  Yoda: Twisted by the Dark Side, young Skywalker has become. The boy you've trained, gone, he is, consumed by Darth Vader.
  Obi-Wan: I do not know where the Emperor has sent him. I don't know where to look.
  Yoda: Use your feelings, Obi-Wan, and find him, you will.
• Cape Busters: Clones executing the Jedi per Order 66. Possibly even the secret plan behind their creation and the Clone Wars as a whole.
• Captain Crash: Anakin and Obi-Wan crash landing in the Invisible Hand's hangar bay might not count (they weren't welcome, and so had to land as quickly as possible before the hangar bay doors closed), but Anakin crash-landing the burning wreckage of The Invisible Hand at a spaceport on Coruscant surely counts (let's just say their rescue mission aboard the ship quickly got out of hand in fairly typical fashion).
• Captured on Purpose: Palpatine lets himself get captured, on his own orders, so that he can lure Anakin to the Dark Side and get rid of Count Dooku.
• Casual Danger Dialogue:
  • As is par for the course in the Canon, Obi-Wan and Anakin share a lot of it during the opening battle of Coruscant. Prime example: Grievous has the two Jedi captured and handcuffed and makes it crystal clear that he intends to kill them like the many other Jedi he's had the pleasure of offing. Obi-Wan just deadpans that "We have a job to do, Anakin, try not to upset him." There's also plenty of it during their crash-landing on Coruscant, despite having lost half of Invisible Hand. Anakin sounds only mildly concerned, while Obi-Wan talks like it's just another Taungsday — which, for them, it kinda is.
    Anakin: We lost something.
    Obi-Wan: Not to worry. We are still flying half a ship.
  • After so much casual bantering, the lack of it during their final duel stands out that much more.
• Catapult Nightmare: Anakin has one in his and Padmé's apartment on Coruscant when he's Dreaming of Things to Come.
• The Cavalry: The clone troopers when they arrive in Utapau. The Clone army in general aids the heroes up until their Face–Heel Turn as a result of being brainwashed when Order 66 is executed.
• Cavalry Betrayal: Many of the Jedi deaths following the execution of Order 66 took this form, notably Ki-Adi-Mundi on Mygeeto.
• Characters Dropping Like Flies: Almost everyone introduced in the Prequel Trilogy dies and almost everyone who lives showed up in the Original Trilogy. Bail Organa is the biggest exception, although he's Killed Offscreen in A New Hope when Alderaan is destroyed.
• Circling Monologue: Reversed, somewhat. Anakin circles Palpatine as the latter goads him into doing a Face–Heel Turn.
• Clean, Pretty Childbirth: When Luke and Leia are born, their heads appear slightly moist but are otherwise clean and dry. Might be justified due to advanced medical technology in the Star Wars Canon.
• Climactic Volcano Backdrop: The film ends with Anakin and Obi-Wan having a knock-down, drag-out brawl that destroys their lifelong friendship and cements Anakin's villain turn. It is, naturally, set on a whole planet of molten lava.
• The Coats Are Off: Obi-Wan manages it three times in the course of this one movie, with Anakin not that far behind. One wonders where they get the replacements from.
• Color-Coded for Your Convenience: In the opening space battle, the Republic starships have red markings on their hulls, while the Separatist ships are painted blue.
• Coming in Hot: Anakin and Obi-Wan intentionally crash-land in the docking bay of the Invisible Hand to board the ship and rescue the kidnapped Chancellor Palpatine. Not to mention the "Not to worry, we are still flying half a ship," scene shortly after that, when Anakin crash-lands literally "half a ship" after almost burning it to a crisp on its descent through the atmosphere. He even says "we're coming in too hot!"
  Obi-Wan: Another happy landing.
• Connected All Along: Who knew that Yoda had met Chewbacca?
• Conservation of Ninjutsu:
  • One or two Jedi against a bunch of blaster-wielding enemies? They'll take them down without breaking a sweat. A whole temple full of Jedi against a bunch of blaster-wielding enemies? They get massacred down to the last youngling.
  • Mace Windu takes 3 Jedi Masters with him against Palpatine. 2 of them get cut down within seconds and the third one only lasts a few longer. After he is the last man standing, he actually starts to overpower the Sith Lord.
• Continuity Nod:
  • After their climactic duel, Obi-Wan is seen stopping to pick up Anakin’s lightsaber, which he gives to Luke in A New Hope.
  • Just like in The Phantom Menace, Anakin tries spinning during a battle. It proves to be a good trick.
  • Anakin's line at the start of the film, "This is where the fun begins", echoes Han Solo's same line in A New Hope. It also doubles as a retroactive reference to Ahsoka Tano, who said the line first chronologically.
• Convection, Schmonvection:
  • On Mustafar, Anakin and Obi-Wan do not seem to be affected by the heat from the molten lava that they are battling over. The novelization justifies this by stating both are using the Force to protect themselves. In the film it's also partially justified/downplayed as there is an Energy Shield to insulate the station, and after the duel Obi-Wan's clothing is visibly burned in some places.
  • Averted at the conclusion of the battle on Mustafar when Anakin bursts into flames a few feet away from the actual lava, his body laid out on the searing ground. Presumably, losing all his limbs interfered with his ability to use the Force effectively.
• Corrupted Contingency: According to Expanded Universe material, Order 66 was programmed into the clone troopers by their Kaminoan creators under the belief that it was a safety measure to deal with individual Jedi going rogue. Unknown to all but Palpatine and his fellow Sith, the programming was ultimately meant to set the clones to massacre all the Jedi in one fell swoop — though Palpatine did meticulously set up the Jedi to look like traitors to cover up the nefarious motives behind it.
• Cosmic Deadline:
  • Anakin's fall to The Dark Side goes really quickly in this film since we all know how it has to turn out. The Expanded Universe and novelization elaborate on this a bit more.
  • The last 20 minutes of the film sure packs in a lot of Exposition explaining how everyone gets to where they were at the beginning of A New Hope. Vader gets his armor. Luke and Leia are born and sent to live on Tatooine and Alderaan respectively. Obi-Wan and Yoda go into hiding on Tatooine and Dagobah, with the former promising to watch over Luke. It counts considering how this was one of the main goals of the prequel trilogy.
• Crazy Jealous Guy: Anakin gets it into his head that something is going on between Padmé and Obi-Wan. He never outright accuses them of romantic or sexual infidelity, but his discomfort with their friendship spirals into a deranged belief that they've conspired to kill him, and that Obi-Wan seeks to "take her" from him.
• Critical Failure: Near the end of his battle with Grievous, Obi-Wan attempted to knock the cyborg off his feet by kicking his leg. The result: Obi-Wan ends up injuring himself and giving Grievous the opportunity to throw him off the platform they were on.
• Cross-Referenced Titles: The film's title was deliberately intended to be a Call-Forward to the title of the final film in the original trilogy: Return of the Jedi. In fact, the working title for the latter film was Revenge of the Jedi, before Lucas ultimately decided that a Jedi shall not take revenge, hence changing the word to "Return".

Tropes D to F

• Danger Deadpan: When Obi-Wan, Anakin, and Palpatine are on the Invisible Hand during the Coming in Hot scene...and the ship breaks in half. With Anakin as the calm Ace Pilot and Obi-Wan in full Deadpan Snarker mode.
  Anakin: We lost something.
  Obi-Wan: Not to worry, we are still flying half a ship.
• Dangerous Forbidden Technique: Palpatine insinuates to Anakin that he can use the Dark Side to protect Padmé, but it's Power at a Price, as Anakin finds out.
• Darker and Edgier: Easily the darkest of the prequel trilogy, or even the Star Wars Canon, and the novel is even darker. It has the distinction of being the first film in the franchise to receive a PG-13 rating, followed by The Force Awakens. However, the PG-13 rating didn't exist until 1984, the year after Return of the Jedi was released.
• Dark Is Not Evil: Palpatine convinces Anakin that this is the truth. However, this is absolutely not the case as far as morality in the Star Wars canon goes - shades of grey are present, but Palpatine is easily the most evil being in the franchise.
• Dark Lord on Life Support: Although Darth Vader has been this since his first appearance in A New Hope, this film actually shows the events that led to him becoming this, including the nightmarish, droid-performed surgeries and him actually being sealed into his life support armor for the first time. Needless to say, Vader is not happy about it.
• Dark Reprise: The Force Theme towards the end of the movie. It turns into a hopeful Triumphant Reprise in the final scene, where the promise that Hope Springs Eternal makes itself clear.
• The Dark Side Will Make You Forget: Anakin teams up with Palpatine to save Padmé. What he learns from Palpatine ends up driving her away.
• Day of the Jackboot: Palpatine's plans come to fruition in this film as he establishes himself as Emperor.
• Deadly Euphemism:
  • Near the climax, Darth Sidious tells the leaders of Separatists Alliance he sent his new apprentice Darth Vader to their HQ to "take care of them". They don't take the hint.
  • Lampshaded in the novelization. When Nute Gunray begs Anakin that "(Sidious) said we would be left in peace," Vader cuts him down, responding "His transmission was garbled. He said you'd be left in pieces." Another Separatist leader states that Sidious promised them "A handsome reward," and Vader quips "I'm your reward. Don't you find me handsome?"
  • The Spanish dub of the film makes it even more obvious, as the line is changed from "take care of them" to "give them what they deserve".
• Death by Childbirth: Anakin dreams this will happen to Padmé. He immediately begins working to figure out a way to prevent it from happening. Subverted in that, while she died during childbirth, the actual cause was Death by Despair due to Anakin's actions.
• Death by Despair: Padmé, in addition to dying from internal injuries from her throat.
• Death of a Child: Edgy variant: the newly-appointed Darth Vader steps into a room full of kindergarten-aged Jedi with his lightsaber. After the cutscene, there are no more Jedi. You do the math. The movie manages to Never Say "Die" around the issue to soften the potential impact, with such Unusual Euphemisms as "Younglings," (although the novel adaptation explains this is a catch-all term for young members of any species, so it incorporates children, pups, kittens, etc; also, the word is used in the same context in Attack of the Clones). The word kill certainly comes up anyway.
• Deathly Dies Irae: Dies Irae is heard repeatedly during Anakin's Betrayal, the execution of Order 66 and the slaying of the Jedi.
• Demoted to Extra: Jar Jar Binks, after a greatly diminished role in Attack of the Clones, is reduced to a non-speaking extra. Boss Nass, a supporting character back in The Phantom Menace, becomes The Cameo.
• Despair Event Horizon: Padmé notably subverts this, even with her despair-related death, as she states that there is still good in Anakin in spite of everything - and she's the only one who thinks this. Vader, however, leaps over this line when he learns that he was directly responsible for Padmé's death and that his quest was All for Nothing as it essentially destroyed his past life - leaving only Darth Vader.
• Destination Defenestration: Mace Windu is killed by being thrown out a window while being electrocuted.
• Didn't Think This Through: Twice, Anakin tries to leap over Obi-Wan during their duel on Mustafar. The first time, he narrowly avoids falling backwards into molten rock. The second time doesn't end nearly as well.
• Diseased Name: Darth Plagueis is Sith Lord mentioned who was obsessed with finding the key to immortality. Palpatine tells Anakin Skywalker that Darth Plagueis became so powerful that he was able to create life by influencing the midi-chlorians, and had the power to save people from dying. Plagueis was killed in his sleep by his apprentice.
• Disney Villain Death:
  • Several Battle Droids were seen falling down to Coruscant when the Invisible Hand was losing stabilization and sinking to Coruscant at the beginning of the battle.
  • Inverted with Boga, who was a hero, and yet was shot down into a ravine alongside Obi-Wan after the execution of Order 66.^note The Obsessed With Star Wars Trivia Game implies that she underwent a Disney Death.
  • Mace gets thrown off a skyscraper to his death and the impact is never seen.
• Disproportionate Retribution: Yes, Anakin, we understand that you were disappointed. The Jedi could've gone easier on you, and we feel for you. But don't you think you're overreacting? Even more so because he wasn't giving the Jedi Council any other choice. His mentors, Yoda and Obi-Wan, had let him down easy on numerous occasions, should he ever get over the death of his loved ones. Anakin, however, wouldn't take 'no' for an answer.
• Divide and Conquer: Palpatine leaves Anakin isolated from the people that care about him, e.g. Obi-Wan and Yoda on offworld assignments, and Padmé opposing Palpatine's authoritarianism, making it easier for him to lure Anakin to the Dark Side of the Force.
• Does This Remind You of Anything?:
  • There are a handful of scenes that serve as commentary on The War on Terror:
    • Anakin saying to Obi-Wan, "If you're not with me, then you're my enemy!", has been compared by many to something President George W. Bush said after 9/11, "Either you're with us, or you're with the terrorists." Though it may have been intended to be a Call-Back to many Nazi regime slogans.
    • Likewise, the image of the Jedi Temple up in smoke bears resemblance to an image from the USA's invasion of Iraq.
    • Padmé's line "So this is how liberty dies—with thunderous applause", given its context to Palpatine's declaration of the First Galactic Empire.
  • "He saved others but he couldn't save himself" is a line associated with Jesus's self-sacrifice during the crucification, which is used by Palpatine to paint Darth Plagueis as a heroic Dark Messiah Sith to Anakin.
  • The re-entry of the Invisible Hand looks very similar to the Space Shuttle Columbia Disaster at one point.
  • Palpatine claiming that he was attacked by Jedi who left him "scarred and deformed" is reminiscent of the poisoning of Ukrainian politician Viktor Yushchenko in 2004, who was disfigured by exposure to dioxin which was allegedly an attempt by the Russian government to assassinate him.
  • Anakin's reaction to Padmé's rejection of his actions, and of him, at the climax. Anyone who's had to deal with a possessive or abusive spouse/lover can attest.
• Domestic Abuse: While there had been troubling implications about their relationship before that point, Anakin’s paranoia about Padmé's "betrayal" leads to full-on physical violence with him Force-choking his pregnant wife until she passes out.
• Don't Make Me Destroy You: Anakin threatens to kill Obi-Wan before their lightsaber duel commences.
• Doomed by Canon:
  • If A New Hope is anything to go by, Darth Vader must wipe out most of the Jedi Order by the end of this film.
  • Amidala was at least going to be a Missing Mom, but turns out to be this as well.
  • Obi-Wan Kenobi decides to let an incapacitated Anakin die by being left to burn on Mustafar's lava rather than kill Anakin himself, unaware that Anakin would actually survive and be rescued by Palpatine. Once Obi-Wan meets Vader again in Obi-Wan Kenobi, Vader returns the favor on Mapuzo.
• Dramatic Drop: As the Jedi are slaughtered, we cut back to Kashyyyk as Yoda's cane hits the ground.
• Dramatic Irony:
  • "Sith Lords are our specialty." Spoken by Obi-Wan regarding his and Anakin's rematch with Count Dooku, to Palpatine.
  • Anakin gets lured to the Dark Side so he can cheat death and save Padmé, a power he's told he could learn from no Jedi. Not only does he discover that he can't learn it from any Sith, not only does he cause Padmé's death himself, but it was later revealed that the only one to cheat death was a Jedi, Qui-Gon, and that it's only achievable by someone wishing to remain as a spirit to guide others and not as any form of physically prolonging one's life as the Sith seek to do.
  • Anakin turns against the Jedi because they don't trust him or his power and turns towards Palpatine, who believes in him... because Palpatine keeps putting Anakin into situations where the Jedi are right not to trust him, and because Anakin keeps letting his power and entitlement go to his head.
  • The entire Senate cheers as Palpatine declares the formation of the Galactic Empire, buying right into his lie that he's going to make the galaxy safer and more peaceful, and of course those who have watched the Original Trilogy know that will not be the case.
• Dramatic Shattering: The window in Palpatine's office during his fight with Mace, whom he later throws out of it.
• Dramatically Missing the Point: A variation during the Opera scene. Anakin's so fixed on Palpatine's story of Plagueis — and how his ability to cheat death might save Padme — that he completely misses the larger implication of this: How can Palpatine, the Supreme Chancellor of the Republic, a non-Force user, possibly know an obscure Sith legend or about the Dark Side?
• Dreaming of Things to Come: Anakin's recurring nightmare about Padmé's death.
• Drunk on the Dark Side: Provides the iconic page quote:
  Emperor Palpatine: POWER!!! UNLIMITED POWER!!!!
• Dual Wielding: General Grievous takes this to the extreme with quad wielding. Anakin also takes Dooku's lightsaber after defeating him and uses it to behead him.
• Due to the Dead: Padmé is given a state funeral after her death.
• Dull Surprise:
  • While he doesn't have as much as he does in Attack of the Clones, Hayden Christensen (Anakin) delivers a few lines like this in this movie.
  • Padmé has a few lines like this herself; her reaction to hearing that her husband is a child murderer is an affectless "No, not Anakin".
  • This is Mace Windu's reaction to Anakin telling him that Palpatine is a Sith lord.
• Dying Curse: Anakin during his Villainous Breakdown after he's defeated by Obi-Wan on Mustafar, screaming out his hatred towards the Jedi master, who responds by telling him he loved him like a brother. Subverted in that he doesn't die, although it's played straight in a sense.
  Anakin: I HATE YOUUUUU!!
  Obi-Wan: You were my brother, Anakin! I loved you!
• Easter Egg: In the opening shot of the film, one distant piece of debris that smashes into a Republic Cruiser is a flaming kitchen sink. Apparently, it was a development team in-joke, since the sequence was so ambitious that they claimed to have "Thrown in everything but the kitchen sink", so for fun, they threw in the sink as well!
• End of an Age: By the time Palpatine appoints himself as Emperor of the First Galactic Empire, the Galactic Republic is no more.
• Environmental Symbolism: The climatic duel between Obi-Wan and Anakin on a lava planet.
• Epic Tracking Shot: The opening battle follows two lowly Jedi starfighters as they swoop in to join a massive battle above Coruscant.
• Ethereal Choir: When Anakin's rebirth as Vader is complete, a mournful choral theme is heard. A similar choral theme happens when Sidious tells Anakin about Darth Plagueis at the opera - one of the few times that a Star Wars movie has diegetic sound.
• Even Evil Has Standards: While the clone troopers at the Jedi temple don't hesitate to open fire on Jedi and Padawans, they draw the line at firing on Senator Organa when he flees in his speeder.
• Evil Cannot Comprehend Good: The newly-minted Darth Vader shows this repeatedly before the climactic duel on Mustafar, assuming that Padmé (who had previously expressed severe doubts about the increasingly fascistic state of the Republic) would be open to the idea of ruling over a dictatorship by his side, believing that the only reason she wouldn't join him is because Obi-Wan turned her against him, and believing that Obi-Wan is trying to steal Padmé away from him, rather than realising that it's because of her horror at his atrocities and that Obi-Wan is motivated by his loyalty to the Jedi and the Republic, rather than the selfishness that now drives Vader.
• Evil Costume Switch:
  • After Palpatine reveals himself to be a Sith Lord, he puts on his Black Cloak. After he officially becomes Emperor, he openly wears a traditional red Sith robe.
  • Anakin also puts his hood up a lot more after being christened Darth Vader, and in the ultimate evil costume switch, he becomes the biomechanical suit of armour we are familiar with.
  • To a degree, this also applies to the Republic clones, whose outfits and arsenal more closely resemble the later Imperial Stormtroopers that they would ultimately become.
  • The Republic Star Destroyers are painted red for most of the film, but after the Empire is formed they have the same uniform-grey hulls as their Imperial-Class successors from the original trilogy.
• Evil Gloating: Done pretty cleverly. Palpatine tells Anakin the story of Darth Plagueis’ death as if it’s a legend, while it was actually Palpatine who killed Plagueis. Since the Sith were in hiding until Maul attacked Qui-Gon Jinn back in The Phantom Menace when Plagueis died, Plagueis would not have been a legend at the time. He clearly enjoys reliving the memory.
• Evil Is Hammy:
  • Once Darth Sidious drops his act as the Glorious Leader Palpatine, it's time to chew apart the scenery.
  • Grievous is pretty hammy, spouting movie-villain cliches in a ridiculous Transylvanian accent.
  • Hayden Christensen suddenly drops his Dull Surprise when he goes evil and starts hamming it up.
• Evil Laugh Turned Coughing Fit: General Grievous endures one of these while attempting to cackle as he escapes his crippled flagship.
• Evil Makes You Ugly:
  • As Mace Windu deflects Palpatine's close-range Force Lightning with his lightsaber, the intense heat causes Palpatine's face to burn, melt, and disfigure. By the time he ceases his attack, he's the hideous, waxy, unsettling, yellow-eyed Emperor we all know and love.
  • Anakin also to a lesser extent, since his skin becomes pallid and his eyes become bloodshot and yellow as a Sith.
• Evil Mentor: Chancellor Palpatine, both to Anakin and to Padmé.
• Evil Sounds Raspy: Palpatine, after getting his own Force Lightning reflected back into his face.
• Exact Words:
  • Sidious tells Grievous that the "end of the war is near" when the latter contacts him on Utapau. The context makes it seem like Sidious has an ace-up-his-sleeve to ensure a Separatist victory, and Grievous certainly takes it that way. In reality, however, Sidious is referring to how, as Chancellor Palpatine, he's accumulated enough power to transform the Republic into an Empire and initiate the Jedi purge, meaning the Clone Wars will have no reason to continue and the Separatist leaders will be left as loose ends to be tied up.
  • Later, when Sidious is talking with the Separatist Council before Anakin arrives on their hideout towards Mustafar to ultimately slaughter them (and he did mean it, just not in the way they thought he meant).
    Nute Gunray: The plan has gone as you had promised, my Lord.
    Darth Sidious: You have done well, Viceroy. When my new apprentice, Darth Vader, arrives, he will... take care of you.
  • Similarly, this is how Palpatine managed to get the Senate to believe that the Jedi turned traitor. Technically, they did go renegade and try to orchestrate a coup against him. He just left out the little detail that they did so because he is a Sith Lord who wants to kill all the Jedi and turn the Republic into an autocracy.
  • After Anakin becomes Darth Vader, Darth Sidious says that together they will discover Darth Plagueis's secrets and save young Padmé, thereby tactfully admitting he does not actually know those secrets.
  • Darth Sidious tells Darth Vader that it appears that, in his anger, he killed Padmé. This is actually not a lie. Sidious is completely unaware that she was taken off of Mustafar and that she lived long enough to deliver her children before facing Death by Despair. It's also possible that Vader choking her could have caused serious internal injuries that could have contributed to her death.
• Expecting Someone Taller: Grievous and Anakin do this back and forth.
  Grievous: I was expecting someone with your reputation to be a little...older.
  Anakin: General Grievous, you're shorter than I expected.
  Grievous: (coughs) Jedi scum.
• Eyedscreen: Done with General Grievous when he's threatening Obi-Wan. Loses some impact in the pan-and-scan cut of the film, though—his eyes are spread wide apart compared to a human character, so the camera ends up centered on his forehead, with his actual eyes just off-screen.
• Failsafe Failure: Be very careful what you do in the main control room of the Mustafar mining complex. The deflector shields that are the only thing keeping the structure from being melted into slag by the surrounding lava deactivate instantly if the console controlling them is damaged.
• False Prophet: Palpatine, a Dark Lord of the Sith religious order, lies to Anakin Skywalker about being able to cheat death so the latter will become his apprentice.
• False Reassurance: Palpatine to Nute Gunray. "When my new apprentice, Darth Vader, arrives, he will...take care of you."
• Fast-Roping: The clone troopers rope down the mountains of Utapau in order to help Obi-Wan fight General Grievous and his Droid reserves.
• Fearful Symmetry: In the climatic final battle, there are a fair number of moments where Obi-Wan and Anakin mirror each other's movements perfectly, complete with a Force-push Beam-O-War which sends them each flying in opposite directions. At one point, they can even be seen using each others' lightsabers, though the part of the duel where they disarmed each other and retrieved the other's lightsaber to keep fighting was cut.
• Final Solution:
  Palpatine/Darth Sidious: Execute Order 66.
• Finger Poke of Doom: A simple gesture from Yoda slams two Imperial guards against a wall, knocking them both out.
• Finish Him!: Palpatine gets Anakin to execute Dooku this way.
  Palpatine: Good, Anakin, good! Kill him. Kill him now.
  Anakin: ...I shouldn't...
  Palpatine: Do it!
• Finishing Move:
  • Anakin uses a pretty cool-looking one on Dooku, sliding his own blade under his and chopping off both of his hands.
  • Obi-Wan uses a particularly brutal one on Anakin when he tries to jump over him, chopping off both his legs and his left arm in one swift motion.
  • Mace Windu defeats Palpatine with a swift boot to the face, knocking him backwards and causing him to drop his lightsaber which goes flying out the window.
• Five-Second Foreshadowing: After leaping over Obi-Wan near the end of their duel, Anakin narrowly avoids losing his balance before steadying himself. His next attempt at leaping over Obi-Wan, moments later, proves to be just as ill-considered, only this time, he doesn't manage to save himself and ends up dismembered.
• Flaw Exploitation:
  • Palpatine uses Anakin's strong emotions and attachment to his wife in order to manipulate him into turning evil.
  • Obi-Wan uses Anakin’s aggressiveness against him during their lightsaber duel by blocking and defending himself rather than counterattacking for most of it. This strategy pays off when Anakin tries an ill-fated leap that results in his being dismembered.
  • Obi-Wan also uses General Grievous's arrogance to his advantage by boldly jumping right into a hangar full of battle droids, counting on the General to challenge him to a one-on-one duel, which he loses.
• Force-Choke: Anakin uses it tragically on Padmé, his wife, leading her to die later in a way the medical droids couldn't detect.
• Foregone Conclusion: Anakin turning to the Dark Side and becoming Darth Vader.
• Foreshadowing:
  • Anakin wears black clothes throughout much of the movie. Guess what color his final suit will be?
  • Anakin's fight with Dooku is almost the same as Luke's second duel with him as Vader in Return of the Jedi. Palpatine looking on in his chair while a war is going on outside. The younger fighter defeats Palpatine's apprentice by using his anger. Then, when the moment of truth comes and Palpatine tells young Skywalker to kill his opponent, it decides the fate of the Galaxy. While Luke was able to stop himself and proved to be Incorruptible Pure Pureness, Anakin proved to be The Corruptible by giving in and killing Dooku, unknowingly condemning himself to being Palpatine's future apprentice and destroying everything he held dear.
  • Mace Windu plays this straight when he confers with Ki-Adi-Mundi: "I sense a plot to destroy the Jedi. The Dark Side of the Force surrounds the chancellor."
  • General Grievous tells Obi-Wan that "army or not, you must realize that you are doomed." A fitting prophecy, given that although superficially the appearance of the clones saved Obi-Wan from what likely would've ended in Grievous dishonorably having him shot after himself losing a duel to the Jedi, ultimately there was no way for Obi-Wan to win at Utapau. It's unknown if Grievous knew of the coming Jedi Purge since he would need to know that Palpatine is actually Darth Sidious, but the implication is very heavy. He may have also simply been arrogantly referring to beating Obi-Wan himself (despite losing 2 hands).
  • After discovering who was behind the massacre in the Jedi Temple, Obi-Wan Kenobi says he could not kill Vader to Yoda. In Mustafar, he keeps his word, leaving it up to the Force. He eventually pays for it.
  • During the Battle of Coruscant, much of the Republic ship design is meant to foreshadow the Galactic Civil War:
    • The Republic's Venator starcruisers are even closer in design to the Imperial Star Destroyers than the Acclamator-class ships of the previous film. During the Action Prologue, they still sport the Republic's red-and-white paint job, but by the film's denouement, they are depicted in Imperial grey.
    • The briefly-glimpsed V-Wings have vertical wing-tip stabilizers similar to those of the TIE Fighters and are more prominently featured in the film's denouement alongside the Venators' new grey paint job.
    • The ARC-170 starfighters are precursors of the Rebel Alliance's X-Wings, larger and with a different kind of splitting-wing.
    • The fighters flown by Anakin and Obi-Wan share the windshield design of the TIE Fighter. As one final reminder to the audience of what is to become of the Republic (not to mention Anakin Skywalker), the S-Foils on their fighters deploy and take the shape of a pair of curved vertical wingtip stabilizers, evoking the design of Darth Vader's personal TIE Advanced.
    • It's not exclusive to the Republic, either — the bulbous Separatist frigates loosely evoke the Mon Calamari cruisers of the Rebellion.
  • Anakin becoming more intensely torn between the Light and Dark Side is foreshadowed by the fact that the lightsabers he uses to kill Dooku are red and blue.
• Freeze-Frame Bonus:
  • When Anakin, Obi-Wan, and Palpatine return to the Senate building in a hover-bus after their crash landing, a YT-1300 class freighter (implied to be the Millennium Falcon) can be seen landing at a nearby platform.
  • In the scene where Palpatine reveals to Anakin that he's Darth Sidious, he's shown looking at a red holographic screen in his office before Anakin enters. Pausing will reveal the holographic is presenting the Death Star blueprints.
• Friend-or-Idol Decision:
  • Anakin believes he has to use the Dark Side or else Padmé and their children will die.
  • Anakin's choice between letting Mace Windu kill Palpatine or saving the Sith Lord's life. He chooses the latter, to the dismay of Mace, who finds himself receiving a Disney Villain Death for it.
• Frontline General: Deconstructed. The Jedi act as both the generals and the secret weapon of their Clone Battalions which puts them in the perfect place for their Clones to shoot them in the back. Obi-Wan survives through sheer luck and timing while Yoda, the only Jedi seen to regularly avert the trope by staying back and directing troops, is given more than enough time to feel the disturbance in the Force from the other Jedi perishing en masse and strike back when his clone guard turn on him.
• Fungus Humongous: The low-gravity planet Felucia, where Aayla Secura was killed during Order 66.
• Funny Background Event:
  • When Grievous draws all four of his lightsabers, a Battle Droid taps the one next to him as if to indicate that what's going to happen next is going to be exciting.
  • When Obi-Wan prepares to chase Grievous on Boga's back, an unarmed Clone Trooper can be seen punching a Battle Droid in the distance.
• Futureshadowing: Palpatine telling Anakin "the Tragedy of Darth Plagueis the Wise" is this for the Expanded Universe novel Darth Plagueis, which was released in 2012. Although, those who read the novel will realize that Palpatine referring to Plagueis by that title was actually his sick idea of a joke.

Tropes G to M

• Godzilla Threshold: The revelation that Chancellor Palpatine is a Sith Lord leaves Mace Windu so shocked that he decides that the Jedi must directly confront Palpatine in force. Unfortunately for him, this is exactly what Palpatine wants since it gives him permission to attack and destroy the Jedi Order as well as get Anakin on his side fully.
• Going Down with the Ship: Defied by Grievous. Not only does he abandon the rapidly-disintegrating Invisible Hand, but he also launches every Escape Pod to make sure that he's the only one who escapes.
• Gone Horribly Wrong: Padmé's attempt to redeem Anakin, even when she tells him she loves him. Anakin instead chokes his wife, who he thinks was lying the whole time. (Unless you watched the original Trilogy, this scene would be unexpected.)
• Good Old Fisticuffs: The film is unusual for being the only Star Wars movie (before the Sequel Trilogy) with not one but two fight scenes where characters use unarmed combat (Obi-Wan against Grievous on Utapau, and Vader and Obi-Wan scuffle a little in their lightsaber duel on Mustafar). Possibly George Lucas always wanted to put that in, and he figured this was his last chance.
• Gory Discretion Shot: Dooku's decapitation. This is a PG-13 film, after all...
  • Note that his head can still be seen falling off in a wide shot; it just cuts away from the closeup before that. Also, note the many instances in which this trope was averted; this is definitely the saga's most violent film in terms of dismemberment.
  • Stormtroopers blasting the Jedi Knight Aayla Secura isn't fully shown, either.
  • Anakin's massacre of the Jedi younglings is likewise kept offscreen, mercifully cutting away as Anakin unsheathes his lightsaber. All that we see of the act is Obi-Wan and Yoda discovering the bodies afterwards.
• Grand Finale: The film was meant to be this to the Prequel Trilogy, and initially this for the Star Wars theatrical films... until George Lucas put plans for sequels forward and then sold his company to Disney, who then continued the movies in 2015 with The Force Awakens.
• Grappling-Hook Pistol: General Grievous has one integrated in his cyborg body. He uses it after being spaced out by the windows of the bridge shattering, anchoring to ship so as to not drift into space.
• Heel Realization:
  • After killing Jedi (children included) and murdering the Separatist leaders in cold blood, Vader starts to realize that he's in the wrong and weeps on Mustafar. Unfortunately, Padmé and Obi-Wan arrived at the worst possible time, bringing the realization to a halt.
  • The Jedi, in general, begin to realize that they're becoming more manipulative and power-hungry, with Yoda cautioning that they're treading a dark path in trying to stop Darth Sidious. By the time they suspect Palpatine as being the Sith Lord they've been looking for, it's far too late.
• Hold Your Hippogriffs: Obi-Wan assures Anakin that he is not going on "a wild Bantha chase" when he leaves to confront Grievous.
• Homage:
  • Yoda's head rub in an early scene of Revenge of the Sith is intentionally modelled after that of Seven Samurai leader Kambei after his Important Haircut.
  • The scene of the 501st Clone Troopers marching up the steps into the Jedi Temple is the reverse of an iconic shot from The Battleship Potemkin. In that film, the Russian troops are marching down a set of outdoor steps with the intention of committing a massacre. In this film, they're marching up a set of steps for the same reason.
  • The legendary duel between the Student–Master Team on Mustafar is very much like the battle first described in The Bible where the Archangel Michael (Obi-Wan) fights the rebellious fallen angel Lucifer (Anakin) and casts him into the fiery pit (in this case, a hellscape of a planet rather than Hell itself).
  • On the DVD commentary, George Lucas described the interwoven scene of Anakin killing the Separatist leadership and Palpatine declaring the Empire was an homage to the christening and assassination scene in The Godfather, which was directed by his friend Francis Ford Coppola.
• Hope Springs Eternal: Even in a galaxy torn by death and sadness, a new hope shall one day rise.
• Horse of a Different Color:
  • During the Battle of Kashyyyk, the diminutive Aleena Jedi Tsui Cho rides a can-cell, a king of giant dragonfly-like alien insect.
  • The natives of Utapau use varactyls, a kind of giant feathered lizards, as land mounts, and the four-legged, pterosaur-like dactillions as flying steeds.
• I Am the Noun:
  Windu: The Senate will decide your fate.
  Palpatine: I am the Senate!
• "I Can't Look!" Gesture: Obi-Wan Kenobi, having incapacitated his former friend and Padawan, tries to look away as Vader is burned by Mustafar's lava.
• Iconic Attribute Adoption Moment:
  • C-3PO now has the gold plating he sported in the Original Trilogy.
  • Emperor Palpatine finally looks like his ugly, wrinkled self, as seen in Return of the Jedi, after Mace Windu redirects force lightning into his face. He also starts wearing his dark hooded robes publicly after becoming Emperor.
  • After being brutally injured and left for dead on Mustafar, Anakin Skywalker receives his iconic Darth Vader armor at the end of the film.
  • Ewan McGregor's young Obi-Wan Kenobi has been gradually growing up into the wise old mentor seen in A New Hope, culminating into his appearance in Revenge of the Sith now sporting Alec Guinness's beard and haircut, though with fuller hair.
  • After having wielded different lightsaber hilt designs in the first two prequels (with Anakin's hilt in Attack of the Clones being a modified version of the hilt he would later use as Darth Vader), Obi-Wan is shown using the hilt that Old-Ben used in A New Hope and Anakin is using the hilt that would later be passed down to Luke 19 years later.
• If I Can't Have You…: More like "If I can't have my wife" for Vader.
• Ignored Epiphany: Anakin immediately feels regret for attacking Mace Windu...But Palpatine assures him that he did the right thing. It's also implied that Palpatine is manipulating Anakin's emotions with the Force. Not to mention Anakin feels at this point, there is no going back after this.
• Imaginary Love Triangle: Vader thought he, Padmé, and Obi-Wan were in a triangle. In reality, it was only his own paranoia that made him think Obi-Wan and Padmé were together, along with a few unhappy coincidences.
• Imperiled in Pregnancy: A heavily pregnant Padmé goes gallivanting off to Mustafar after Vader after Obi-Wan tells her Anakin has fallen to the dark side. When Obi-Wan turns up, having stowed away on Padmé's ship, Vader Force chokes her. Padmé starts dying afterwards, forcing medical droids to induce labor and deliver Luke and Leia.
• Incoming Ham: Palpatine specifically avoids hamming it up in the Prequel Trilogy, even under the guise of Darth Sidious. However, that changes once he observes Anakin's Face–Heel Turn, to which he spectacularly yells "POOOOOOWEEEEEEEEEEEEEEEEEER! UN-LI-MI-TED POOOOOOWEEEEEEEEEEEEEEEEEER!!'" as he launches Force Lightning. At that point, he never goes back from being Drunk on the Dark Side, proving that Evil Is Hammy.
• Injured Self-Drag: The climactic fight between Anakin Skywalker and Obi-wan Kenobi ends with Obi-wan severing Anakin's legs and left arm and Anakin being horribly burned after sliding down a rocky slope and almost ending up in a river of lava. After Obi-wan abandons him, he feebly pulls himself up the slope with his mechanical arm, which gets him far enough away from the lava flow for him to stay alive until Palpatine finds him.
• Interesting Situation Duel:
  • Obi-Wan Kenobi's and Vader's duel over the lava streams.
  • Yoda's and the Emperor's duel in the middle of the Senate chamber.
  • The fight on the bridge of the Invisible Hand as well; Grievous escapes by shattering the windows, as he can survive being spaced but the Jedi cannot.
  • Also, Anakin and Obi-Wan versus Count Dooku, while a massive space battle can be seen through the windows.
• Internal Reveal: Anakin finally realizes that Palpatine is the Sith Lord manipulating everything after he reveals that he knows about Anakin's visions of Padmé dying, something that only one with knowledge of the Force might know about. Although Anakin figured out that Palpatine was a Sith Lord moments earlier, when he started talking about his knowledge of the Dark Side — he just realized that he was the Sith Lord behind the war when he brought his wife into it.
• Inevitable Waterfall: Or rather an inevitable lavafall. During the duel on Mustafar, Obi-Wan and Vader are clinging onto a large structure that broke off from its foundation... until the two realize it's about to float off a waterfall-like cliff, except with lava instead of water.
• Ironic Echo:
  • Rather tragically done: Anakin tells Palpatine that he shouldn't have killed Count Dooku and that he should have stood trial. Palpatine then tells Anakin that Dooku would have been far too dangerous to allow him to live. Later, Anakin then tells Windu when he is trying to deliver the coup de grace that he should have Palpatine stand trial, to which Windu retorts that Palpatine is far too dangerous to be allowed to live. In the novel, Windu mentions Skywalker killing Dooku.
  • "I will do what I must" is a possible one to The Phantom Menace. In that film, Qui-Gon said the phrase to Obi-Wan about his determination to ensure Anakin becomes a Jedi, despite the Council's misgivings. Here, Obi-Wan says it to the fallen Anakin, an indication that Obi-Wan has given up on the possibility of bringing him back to the light after his heinous betrayal of the Jedi, about his determination to stop him from committing further harm.
• Irony: Obi-Wan telling Palpatine "Sith lords are our speciality." Not just because he's unknowingly talking to a Sith in disguise, but also because the Sith he actually fights takes him out within minutes.
• Is That a Threat?: Palpatine to Windu. Leads into I Am the Noun.
  Mace: In the name of the Galactic Senate of the Republic...(he and the other Jedi ignite their lightsabers) you are under arrest, Chancellor.
  Palpatine: Are you threatening me, Master Jedi?
  Mace: The Senate will decide your fate.
  Palpatine: I am the Senate!
  Mace: Not yet.
• Just Following Orders:
  • The clone troopers, when they open fire on the Jedi. Because of this, they have no anger or animosity toward the Jedi that might tip them off via the force, so manage to kill all their targets except Obi-Wan through sheer luck and Yoda who picks up on it.
  • In the novel, Commander Cody does express some frustration that the order came through just late enough that he gave Obi-Wan back his lightsaber beforehand. But he still tries to kill him anyway.
• Kangaroo Court: Windu implies that Palpatine will use his control over the courts to get himself off scot-free if they attempt to simply have him stand trial and not kill him.
  Mace Windu: He has control of the senate and the courts! He's too dangerous to be kept alive!
• Kick the Dog: Vader Force-choking his pregnant wife in a paranoid rage serves as a very personal act of cruelty for him, and a sign that he's too far gone to be reasoned with.
• Kick the Morality Pet: Vader and his Force-Choking of Padmé.
• Killed Mid-Sentence:
  Gunray: The war is over! Lord Sidious promised us peace! We only want— (sliced by lightsaber)
• Kill on Sight: Emperor Palpatine issues Order 66 to all clone troopers, which is a "kill all Jedi on sight" directive. This is a subversion of the Imperial Senate's directive to apprehend the Jedi Knights after Master Mace Windu had deduced Palpatine as the Sith Master and had tried to vanquish him.
• Kitchen Sink Included: In the opening battle scene, when one of the starships blows up, the small piece of debris that flies from it and hits its attacker is a kitchen sink. According to Lucas, this was added after someone on the production team made the typical "everything but the kitchen sink" comment referring to just how much action was in the scene.
• Knighting: A very dark equivalent, of course.
  Palpatine/Sidious: (to Anakin, who's kneeling before him) The Force is strong with you. A powerful Sith you will become. Henceforth, you shall be known as Darth...Vader.
• Kubrick Stare: Two. Probably the most chilling and straightforward example is given by Darth Vader just before the climactic battle between him and Obi-Wan on Mustafar. Another quick-and-you'll-miss-it example occurs when Grievous flashes this glare straight at the camera as he orders his droid underlings to "fire the emergency boosters" in the opening sequence.
• Lampshade Hanging: Padmé: "Women on Coruscant don't die in childbirth!" It also counts as foreshadowing since she doesn't give birth on Coruscant.
• Large Ham: UNLIMITED POWAHHHH!
• Last-Minute Baby Naming: Padmé doesn't name her twins until they are born, and she's dying.
• Late-Arrival Spoiler: As mentioned above in Foregone Conclusion, Anakin becomes Vader. The trailers for the movie didn't even bother trying to mask the plot, as it essentially revealed every major plot-point in the trailer.
• Lava Adds Awesome: The final showdown between Vader and Obi-Wan takes place on a planet covered with oceans of lava.
• Law of Inverse Fertility: Somehow, despite living on an incredibly high tech planet with presumably plenty of access to effective birth control, and considering that having children would be a dead giveaway to her secret marriage to a Jedi Knight, Padmé still manages to get pregnant without planning to.
• Leave Him to Me!: Obi-Wan boldly jumps down next to General Grievous, who is surrounded by countless droid minions, to challenge him to a duel. Being a Hero Killer who loves murdering Jedi, he predictably does.
• Let Me Tell You a Story:
  Palpatine: Did you ever hear The Tragedy of Darth Plagueis the Wise?
  Anakin: No.
  Palpatine: I thought not. It's not a story the Jedi would tell you; it's a Sith legend.
• Let's Split Up, Gang!: Yoda and Obi-Wan decide to tackle the two Sith Lords separately. Justified in the novel for why they don't both go after Sidious. Obi-Wan points out that Sidious killed four of the Order's greatest swordsman and both he and Yoda together wouldn't stand a chance. Yoda's plan is essentially to throw Sidious off his game by having Obi-Wan take on Vader. Upon sensing Vader in danger, Sidious might lose to Yoda. They don't take on Vader together because he's not as big of a problem.
• Love Ruins the Realm: More like, love ruins the galaxy. Mostly because of Anakin's increasingly warped attempts to save her and Sidious manipulating his emotions, Anakin and Padmé's love leads to the destruction of the Jedi Order and the establishment of the tyrannical Galactic Empire. Of course, it also results in the birth of Luke and Leia, the future saviors of the galaxy, so it's not all bad.
• Main Character Final Boss: Anakin Skywalker gradually become more corrupt due to Emperor Palpatine playing on his fears of Padme's death. By the end of the film, Anakin has killed several younglings and now intends to rule the galaxy as Darth Vader. After a climatic fight, Anakin loses his limbs and is left to die by Obi Wan, ensuring Anakin is Doomed by Canon to become Darth Vader, the iconic villain of the Original Trilogy.
• Man on Fire: Vader's fate after he gets all his remaining organic limbs sliced off by Obi-Wan and the stumps of what's left of his legs catch fire on a lava river. He burns so heavily and thoroughly, it necessitates the legendary suit to keep him alive.
• Meaningful Funeral: Padmé is given a grand funeral on Naboo, attended by the current queen, countless citizens, and the Gungan. Unusually for a Naboo funeral, she's buried, not burned.
• Menacing Hand Shot: Two instances:
  • When the Jedi confront Palpatine in his office, just before the battle begins there's a close-up of Palpatine's hand at his waist as he drops his lightsaber out of his sleeve.
  • Anakin's darkest moment is when he kills the child trainees in the Jedi temple. The last shot in the scene is a wide shot with only Anakin's left hand at his side and part of his cloak visible, the children reacting in fear as he ignites his lightsaber.
• Metaphorically True: Ironically done by Palpatine of all people. When giving his speech declaring himself the Emperor, he claims the attack from the Jedi left him "scarred and deformed" in order to garner sympathy. While technically true he conveniently leaves out the fact that the Jedi were coming to arrest him because they found out he was a Sith Lord, and that he started the fight by resisting arrest.
• Mini-Mecha: Some of the Republic army's walkers.
• Mistaken for Cheating: A major factor in Anakin's fall to the Dark Side is his suspicion that Padmé and Obi-Wan are having an affair, although it's only hinted at instead of stated outright.
• Mood Whiplash:
  • The scene where Palpatine tells Anakin to behead Dooku comes across as being particularly dark in the otherwise lighthearted opening sequence... Which is shortly followed up by more lighthearted shenanigans. In general, the largely upbeat opening of the film deliberately contrasts with the darkness of the rest of the movie.
  • Anakin's nightmare about Padmé's death comes directly after a romantic scene between the two.
  • The end of the movie was dark dark dark, followed by a Hope Springs Eternal ending and the credits playing with the triumphant, heroic Star Wars theme...
• More Dakka: Jedi have always been able to use their lightsabers to deflect/reflect blaster bolts. As Order 66 shows, when they are enough blaster bolts the Jedi will be brought down.
• Moses in the Bulrushes: Luke and Leia are hidden away from the Empire and will later go on to play a major role in restoring peace to the galaxy.
• Mouthing the Profanity: During Vader's duel with Obi-Wan, Vader appears to mouth "fuck you" while choking his former master.
• My Defense Need Not Protect Me Forever: Obi-Wan jumping into a duel with General Grievous, with the intention of distracting him just long enough for The Cavalry (his clone troops) to arrive.
• My God, What Have I Done?:
  • Anakin starts to regret executing Dooku immediately after doing so.
    Palpatine: You did well, Anakin. He was too dangerous to be left alive.
    Anakin: Yes, but he was an unarmed prisoner. I shouldn't have done that. It's not the Jedi way.
  • He regrets his hand in Windu's death even more so, coming to a Heel Realization that he's now become an enemy of the Jedi Order.
    Anakin: (collapsing in grief) What have I done?
    Palpatine/Sidious: You're fulfilling your destiny, Anakin.
  • Finally, the newly suited Darth Vader has a despair-induced meltdown when Sidious tells him he killed Padmé. Whether Vader's Force Choke actually did so or not, it's clear he blames himself for her death.
    Vader: Where is Padmé? Is she safe? Is she alright?
    Sidious: It seems, in your anger... you killed her.
    Vader: I...? I could't have... She was alive! I FELT it!
    [in a fit of rage, Vader uses the Force to crush the medical equipment, and tears himself off the operating table]
    Vader: NOOOOOOOOOOOO!!!
• My Secret Pregnancy: Padmé wears outfits that conceal her pregnancy in scenes whenever she is appearing in public, since she needs to uphold her impeccable reputation as a senator and, more importantly, hide her relationship with Anakin who is not supposed to have a wife or children.
• My Significance Sense Is Tingling: Yoda shows the most visible reactions to events connected to The Dark Side.
  • When Anakin is re-dubbed "Darth Vader", Yoda leans against a pillar in a mix of sorrow and pain.
  • When Order 66 is issued and Jedi start dying, Yoda drops his cane and collapses while clutching his chest.
• Mythology Gag:
  • According to the DVD commentary, the roar that Tarrful was uttering during Yoda's departure from Kashyyyk was actually Itchy's roar.
  • During the space battle, Obi-Wan's fighter is slowly dismantled by the buzz droids, and his astromech is destroyed. The same thing happens to Kyp Durron in the New Jedi Order novel "Vector Prime".
  • When Anakin crash-lands the cruiser safely on Coruscant, this mirrors Dark Empire where Luke does the same thing with a commandeered Star Destroyer. Not surprising as George Lucas is a well-known fan of the comic, saying it was his favorite piece of the Expanded Universe.

Tropes N to S

• A Nazi by Any Other Name: Palpatine, when declaring the new order, vows to make a Galactic Empire that will reign for ten thousand years (and as evidenced by the Original Trilogy, fell far short of that goal), similar to Hitler's vow of a thousand-year Reich. In addition, some of the Clone Troopers in a deleted scene and supplementary materials, during the attack on the Jedi Temple, disguised themselves as Jedi presumably to sell the act of a Jedi uprising, similar to how Hitler orchestrated a "Polish" (actually Germans disguised as Polish people) attack on a German radio station in Gleiwitz to have the excuse for him to invade Poland. In addition, Order 66 and Operation Knightfall were similar to the Night of Long Knives.
• Never Found the Body: Subverted twice. First, after Obi-Wan's apparent death, Commander Cody orders his men to find and retrieve the body. Second, when Cody reports Yoda's death with no body recovered, the response is, "Then he is not dead!" The Emperor then orders the search be doubled.
• Never My Fault:
  • Vader simply refuses to grasp that his Face–Heel Turn is what destroyed his relationship with Padmé, blaming Obi-Wan instead.
    Vader: You turned her against me!
    Obi-Wan: You have done that yourself.
  • Anakin believes the Jedi Council's lack of trust in him is entirely unreasonable, and he resents them for it. Of course, the mistrust isn't entirely unreasonable, given his increasing cloud of darkness, not helped by his unsolicited killing of women and children in the last film, and various secrets he kept from them. He also has a history of emotional volatility, ignoring orders, and was very close to Palpatine. It wasn’t so much the Council distrusted Anakin himself as they did his ability to act under those specific circumstances.
• Never Trust a Trailer: Despite the Foregone Conclusion mentioned above and the Trailers Always Spoil below, the trailers did omit Anakin's motivations to prevent Padmé dying, making it appear that Anakin was motivated purely by his own greed and ambition. Most notable are these edited lines, "The dark side of the Force is a pathway to many abilities some consider to be unnatural." "Is it possible to learn this power?" "Not from a Jedi!" and "Learn to know the dark side of the Force and you will achieve a power greater than any Jedi!"
• New Era Speech: Palpatine gets an especially juicy one as he declares the birth of "The First! GALACTIC! EMPIRE!"
• Nice Job Breaking It, Hero:
  • Anakin killing Dooku means the Jedi weren't able to extract any valuable information from him such as the true identity of Sidious.
  • Obi-Wan appearing at the wrong time, which drove Vader to kill Padmé. Sure, there's the Never My Fault factor, but if Obi-Wan had just stayed quiet and hidden while she was trying to talk sense into him in Mustafar, Anakin could probably have been redeemed (especially considering that Vader would become a tortured man for killing the one woman he ever loved for years to come, as Expanded Universe material shows). Instead, the tragedy continued, and what little of Anakin remained by that point was lost for over two decades.
• Ninja Pirate Zombie Robot: Grievous, who was specifically described in this manner in tie-in materials as "an alien cyborg."
• No Honor Among Thieves: It certainly isn't loyalty that binds the Sith together. Palpatine goads Anakin into executing Dooku when the latter has outlived his usefulness, and Anakin later floats the idea of usurping Palpatine for Padmé.
• No One Could Survive That!:
  • When Obi-Wan is almost killed by the clone troopers on Utapau, they don't bother to check for his body, assuming the long drop must have killed him. (He landed in Soft Water.)
    • In a deleted scene, though, they do send probes to check for his body, but Obi-Wan tricks a nearby monster into eating them. The final film also implies that they sent a drone to locate them, as a drone was seen in the background when Obi-Wan hides out in a cave shortly before the scene transitions.
  • Averted, on the other hand, after Yoda falls to his (not) death after his duel with Palpatine.
    Commander Thire: There's no sign of his body, sir.
    Mas Amedda: Then he is not dead!
    Palpatine: Double your search!
• Noodle Incident: "Ninth time...that business on Cato Neimoidia doesn't... doesn't count..."
• Not-So-Harmless Villain: Palpatine's never been harmless, but this film shows he also a Master Swordsman, not the Non-Action Big Bad he might have seemed to be.
• Nothing Is Scarier:
  • In the last scene before Anakin makes his Face–Heel Turn, there's a moment where he looks out to Padmé on the other side of the planet, showing that both of them are distraught by the gravity of the situations they are in - without any dialogue or sound effects, and all set to a creepy, ambient One-Woman Wail. It's one of the most unsettling moments in the film because of how well it sets up the tragedy to come.
  • When Vader arrives to kill the Separatist leaders, his hood is up and begins cutting them down in something of a Mook Horror Show as they are attacked by a silent, black-cloaked figure. This is in contrast to the novelization, which adds a lot more dialogue with Vader spouting off pun-based Bond One Liners as he turns their pleas back on them. "He said we would be left in peace!" (is killed) "The transmission was garbled, he said you would be left in pieces."
• Nothing Is the Same Anymore: Anakin cutting Mace’s hand off is the exact moment that changes the galaxy forever, leading to Order 66 and the Jedi Purge, followed by the establishment of the Galactic Empire, leaving the Sith as the rulers of the galaxy for the first time in over a millennium and the Jedi all but extinct.
• Number of the Beast: Given that Palpatine is a Satanic Archetype in the Star Wars universe, "Order 66" is likely done to invoke the number 666.
• Offhand Backhand: Vader does this with a lightsaber blaster deflection when a lowly battle droid tries to shoot him in the back. Yoda does this to two Mooks with the Force. And Obi-Wan gets a slightly humorous subversion against one of Grievous's droid minions where he quite casually decapitates it and starts to walk away, only to look back to see that it's still coming after him.
• Off with His Head!:
  • Anakin makes use of Dooku's lightsaber and his own and cuts off Dooku's head by using both lightsabers like a pair of scissors.
  • Yoda decapitates two clone troopers when they try to shoot him in the back on Kashyyyk.
• Oh, Crap!:
  • Bail Organa when he sees the youngling Zett being gunned down by the clone troops. See Big "NO!" above.
  • Count Dooku's face is frozen in this state when his hands are chopped off and he hears Palpatine say to Anakin: "Good, Anakin, good! Kill him. Kill him now."
  • Grievous flees his ship and jettisons the escape pods, so Anakin seizes the controls to land the ship. Then the rear half with the main engines breaks off.
    R2-D2: [two beeps that sound like "Uh-oh!"]
    Anakin: We lost something.
    Obi-Wan: Not to worry, we are still flying half a ship.
  • When Ki-Adi-Mundi's Clone Troops turn on him, he has just enough time to look horrified before they open fire.
  • Padmé when Palpatine formally founds the "FIRST! GALACTIC! EMPIRE!" in the Senate. The look in her eyes and Bail's eyes show they are very upset about this.
  • Padmé again when Vader calls her a liar on Mustafar and she sees Obi-Wan on her ship, which makes Vader think she's plotting against him and brought Obi-Wan to kill Vader.
  • Vader has one just as the famous mask is being placed on him as he realizes that this is his life now.
• One-Woman Wail: During a scene when Anakin and Padmé are thinking of one another on Coruscant.
• Organ Dodge: After falling in lava after his lightsaber duel with Obi-Wan, Vader manages to climb to safety because his prosthetic arm remains intact.
• Outhumbling Each Other: Anakin and Obi-Wan have a lighthearted argument with each saying why the other one should take the bows for rescuing Palpatine.
  Anakin: Coming, Master?
  Obi-Wan: Oh, no. I'm not brave enough for politics. I have to report to the council. Besides, someone needs to be the poster boy.
  Anakin: Hold on. This whole operation was your idea.
  Obi-Wan: Let us not forget, Anakin, that you rescued me from the buzz droids. And you killed Count Dooku, and you rescued the chancellor, carrying me unconscious on your back.
  Anakin: All because of your training.
  Obi-Wan: Anakin, let's be fair. Today you were the hero, and you deserve your glorious day with the politicians.
  Anakin: All right. But you owe me one, and not for saving your skin for the tenth time.
  Obi-Wan: Ninth time. That business on Cato Neimoidia doesn't count. I'll see you at the briefing.
• Pay Evil unto Evil: Downplayed.
  • Anakin's killing of Count Dooku, who had been subdued and was no longer an active threat. Before Anakin does it, he even says "I shouldn't", indicating he's clearly uncomfortable with the idea. Palpatine urges him to and he decapitates Dooku anyway.
  • Although Nute Gunray and his minions invaded Naboo earlier on, Vader's eagerness to kill them is portrayed as alarming nonetheless. However, Vader's killing of Nute and his minions is shown on screen, whereas his massacre of the innocent children in the Jedi temple is not.
  Rune Haako: STOP! NOOOOOOOO!!! (Vader cuts him down)
• A Planet Named Zok: This film contains the most blatant example in the franchise — Kashyyyk.
• Platonic Declaration of Love: Obi-Wan confesses he loved Anakin like a brother right before reluctantly leaving him for dead.
• Plot Parallel:
  • Grievous is partly removed from a mechanical suit and set on fire; Vader is set on fire and put into a mechanical suit.
  • Anakin kills Dooku at Palpatine's behest on the grounds that he's too dangerous to be left alive. Later, Mace Windu tries to do the same thing to Palpatine.
  • The critical scene where Anakin's fall to the Dark Side hinges upon a Sadistic Choice is also a Call-Forward to the finale of Return of the Jedi: here, Anakin agonizes as he watches Windu kill the man he believes can save Padmé and must decide who to help as the victim pleads with him to be saved; in Return of the Jedi, he has to do the same thing when watching the Emperor try to kill his own son.
• Poor Communication Kills:
  • Palpatine's rise possibly could have been averted if Anakin, Windu, and Obi-Wan just took a few minutes to talk and actually listen to each other. Obi-Wan and Windu have no problem chatting. It's Anakin who's torn by about fifteen different conflicting loyalties.
  • Anakin's conversation with Yoda. He's very distraught about his visions of Padmé's death in the future, but because of the Jedi Order's policies on love and relationships he cannot admit that she's his wife and the mother of his children, so Yoda believes that he's simply worried about his close friend. Therefore, his advice to Anakin 'people die, learn to let go.' comes across as very callous and apathetic and only makes Anakin's mental state even worse.
  • Vader might not have strangled Padmé and dueled with Obi-Wan if he had taken a moment to consider that they were there to save him from himself, not kill him.
• Precision Crash: A borderline example at the beginning of the film. Grievous' cruiser falls out of the upper atmosphere, with barely any means of control (and massive chunks breaking off constantly, culminating in the ship breaking in half) and still manages to crash-land at an airstrip. It was not being piloted most of the way down and didn't seem to have any real controls even after Anakin took the helm. Furthermore, it reaches that airstrip dead on.
• Properly Paranoid: At one point, Mace Windu expresses concern that Anakin can't handle the mission of spying on Palpatine. He's absolutely right, but it doesn't do him any good in the long run.
• Punctuated! For! Emphasis!:
  • Palpatine announcing the creation of the FIRST! GALACTIC! EMPIRE!
  • Obi-Wan demanding that Vader release Padmé from his telekinetic grip.
    Obi-Wan: Let her go, Anakin! Let. Her. Go.
• The Purge: Order 66, which outlaws all Jedi activity, begins with all the Clone Troopers slaughtering their Jedi commanders in a violent montage.
• Put on a Bus: Yoda exiles himself on Dagobah at the end of this movie after failing to defeat the rise of the Sith and as such plays no role in the following installment.
• Putting on the Reich: The allusions to Adolf Hitler's rise to power are plentiful.
• Pyrrhic Victory:
  • Sure, Anakin helps to win the war, and his Face–Heel Turn to The Dark Side allowed Chancellor Palpatine to take over the galaxy. But he ends up losing Padmé, the pregnant wife he did it all for, had his limbs chopped off by Obi-Wan at the end of their fight and severely burned away by the magma, resulting in him being reconstructed with cybernetic limbs and black armor.
  • To a lesser extent with Sidious. His dreams of having a super powerful apprentice to propel the Dark Side forward go down in flames when Vader is mutilated, but ruling the galaxy is a hell of a consolation prize.
• Psychic Strangle: We see the first (chronological) time Darth Vader Force Chokes someone...and it's his pregnant wife.
• "Ray of Hope" Ending: The Bad News: The Republic is reorganized into the FIRST! GALACTIC! EMPIRE! Palpatine reigns supreme as Emperor, Anakin has become fully corrupted into the Sith Lord Darth Vader (as well as severely injured and rebuilt as a cyborg), Padmé is dead, and the Jedi have been systematically exterminated apart from Obi-Wan, Yoda, and an indeterminate number of others. The Good News: the Skywalker children are safe and we know that we can now be set up to see the Original Trilogy in a new light. Namely, Kenobi and Yoda are hoping against hope that Luke and Leia would be willing to help oppose the Empire when they are of age. Think of the action scenes on the Death Star such as the siblings swinging across the pit in the Death Star in A New Hope with the main theme playing and you'll be reminded that the Jedis' most desperate hopes will come true as the Skywalker children become determined enemies of the Empire as the greatest heroes of the Rebellion and the key to the Empire's fall.
• Really Dead Montage: The Order 66 sequence establishes that most of the key Jedi are dead and those that aren't are hiding.
• Recursive Translation: It's a train wreck, resulting in a sub-meme based on Vader's Big "NO!" being translated to "Do not want".
• Red Shirt: The three other Jedi that Mace Windu takes with him to arrest Palpatine are killed in a matter of seconds once the fighting starts. It's somewhat downplayed for Kit Fisto, who blocks a few attacks from Palpatine before going down, and in the novel lasts considerably longer (until Anakin lands), so he wasn't completely outmatched like Saesee Tinn and Agen Kolar.
• Reluctant Warrior: Obi-Wan says he will not kill Vader, but Yoda sends him to fight anyway, because "strong enough to face this Lord Sidious, you are not."
• Retcon:
  • What Obi-Wan said to Luke in A New Hope about his father's lightsaber ("Your father wanted you to have this when you were old enough...") turned out to be false; Anakin never expressed any desire that his child should inherit his lightsaber.
  • When Luke asks Leia about her mother in Return of the Jedi, Leia says she died when she (Leia) was very young, and that all she had were "images and feelings". This suggests that Leia was about two or three at the time, old enough to remember such things. In this film, however, Padmé dies almost immediately after giving birth to her children. Leia stating her mother died when she was young almost certainly refers to her adopted mother, rather than her biological mother.
  • The original conversation between Vader and the Emperor in The Empire Strikes Back, and the way Obi-Wan explained things in Jedi - "To protect you both from the Emperor, you were hidden from your father when you were born" - both implied that Anakin was unaware that he'd had children at all until he found out about Luke. In this film, he's fully aware of the existence of his 'child' - he just thinks it perished along with his wife. Also, as we saw in Jedi, he wasn't aware he had twins.
  • In A New Hope, Luke's uncle Owen talked about Anakin in a way that suggested that he knew Anakin well, that he was disappointed when Anakin went away to become a Jedi, and that it was a shock for him when Anakin (seemingly) died in the war. Which makes sense, because back then Owen was supposed to be Luke's biological uncle. But Attack of the Clones and this movie show that Owen was not Anakin's biological brother, he didn't grow up with him, and he didn't really know him at all. All of this makes Owen's comments in A New Hope sound really weird: instead of a brother he tragically lost, he's talking about his stepmother's son whom he, as far as we know, only met once for a couple of days.
• Retroactive Idiot Ball:
  • Luke is completely defenseless against Palpatine's Force lightning in Return of the Jedi. The prequel trilogy established that lightsabers can block Force lightning, and Yoda was aware of Force lightning as one of Palpatine's abilities due to their duel in this film. If Yoda had told Luke this vital information, he probably wouldn't have thrown his lightsaber on the floor, which left him defenseless against Palpatine's lightning, and if Yoda did tell Luke, then Luke is an idiot for tossing away the only defense he had against Palpatine's lightning.
  • This film establishes that Palpatine is perfectly aware of how far Anakin would go to protect or avenge his family. He knows what happened to the Tusken Raiders responsible for his mother's death, and he himself manipulated Anakin into betraying the Jedi with the empty promise that the Dark Side could save his wife's life. So in Return of The Jedi, what made Palpatine think it was a good idea to torture Luke to death in front of his father's eyes?
• Revenge Is Sweet: Invoked and Subverted. Chancellor Palpatine encourages Anakin to execute the now (literally) disarmed Count Dooku, who had led the CIS in 3 years of war and had cut Anakin's own arm off at the very start. Anakin himself feels rather empty and guilty immediately after doing the deed, though, while Palpatine mentions this trope in all but name, encouraging him that his actions weren't in the wrong. Of course, this is all part of Palpatine's Evil Plan to get the Jedi to become his new apprentice, so he probably took advantage of this trope.
• Reverse Psychology: Palpatine suggests (through Anakin) that Anakin be the one to lead the campaign to take out General Grievous on Utapau, and Mace Windu says sharply (paraphrased), "We'll make our own decision on who to send." The Jedi Council chooses Obi-Wan to lead the campaign instead, and while he's away, all hell breaks loose on Coruscant.
• Right for the Wrong Reasons: Nute Gunray expresses serious misgivings about how safe the Separatist leaders will be on Mustafar. Unfortunately for him, the loss of Count Dooku's protectorate is irrelevant as to why.
• Rule of Symbolism:
  • Anakin and Obi-Wan's duel in fields of lava concludes with Anakin being cast down into the fire.
  • Yoda and Palpatine's duel takes place in the Senate Chamber. The battle for the fate of the galaxy takes place at its heart. During this duel, Palpatine eventually uses the Force to hurl the delegate platforms in the Senate at Yoda; he is using his power over the Senate as a weapon to destroy the Jedi, and in the process destroying the Senate as well.
  • When Vader awakens and frees himself from the surgical table, his wrists are still bound by the shackles that held him to the table; Anakin's transformation into Vader is tantamount to enslavement by Palpatine. His anguished scream is then accompanied by him using the Force to destroy what's around him — except Palpatine, the one thing he's now powerless to defeat.
• Sacrificial Lion: The death of Mace Windu, one of the most prominent and powerful Jedi in the prequels, serves to turn Anakin into Darth Vader.
• Sad Battle Music: "Anakin's Betrayal", which plays during the march on the Jedi Temple, courtesy of Order 66. Also "Battle of the Heroes", which plays during Anakin and Obi-Wan's duel, a direct contrast to "Duel of the Fates".
• Sarcastic Confession: During his final transmission with Gunray and the other CIS leaders, Sidious tells them that his new apprentice Darth Vader is coming to Mustafar and will "take care of you". Sidious is actually trolling them and all but stating Vader's coming to kill them all. But because of their long alliance with the Dark Lord, everyone misses the hint and misunderstands the actual context of his words until it's too late.
• Saved by Canon: It's a given that all of the characters who appeared in the Original Trilogy (Vader, Obi-Wan, Yoda, Palpatine, etc.) will survive the events of the film.
• Save the Villain: Subverted. After Anakin defeats Count Dooku in a lightsaber duel, cutting off both his hands and taking his weapon, he knows he should take Dooku into custody. However, Palpatine goads him into killing Dooku instead. Both to get rid of a now useless minion, and to start Anakin down the path towards the Dark Side.
• Scenery Gorn: The burnt-out ruins of the Jedi Temple as well as Mustafar.
• Scenery Porn: And how. Made heartbreaking towards the end as we are given a glimpse of all that is to fall under the rule of the Empire.
• Sealed Orders: The clone troopers of the Republic's Grand Army have implanted numbered sealed orders in their biological programming. They instinctually know what to do when Palpatine speaks the Trigger Phrase, but not a second before. The clones aren't even aware of this.
• Secret-Identity Identity: The official reveal that Darth Sidious is really Palpatine is done in a manner where the fatherly image of the Supreme Chancellor is permanently eroded away, leaving behind a hideous figure who puts on the hood to signify his "true" face. When Yoda confronts Palpatine in the climax, he sarcastically asks if the newly-crowned Emperor should be called by his "real" name.
  Yoda: "I hear a new apprentice you have, Emperor. Or should I call you Darth Sidious?"
• Secret Secret-Keeper: Obi-Wan reveals towards the end he at least suspected Anakin and Padmé's relationship was deeper than they let on, which made his regret over Anakin's fall even greater. Other works outright state that he knew but kept it hidden from the rest of the Jedi out of respect and/or willful ignorance.
• Self-Fulfilling Prophecy: Anakin, trying to stop Padmé from dying in childbirth, ends up killing her. Sure, the incompetent docbots say she lost her will to live, but she does so while giving birth, not because of.
• Separated at Birth: The Skywalkers twins, Luke and Leia, are immediately separated by Obi-Wan and Yoda to prevent the Sith from finding them. Leia goes to the Organa family on Alderaan while Luke goes to the Lars family on Tatooine, with Obi-Wan watching over him.
• Series Continuity Error: Slightly out of chronological order due to the way the films were made, but Padmé dies after giving birth to the twins, yet in Return of the Jedi, Leia will recall having memories of her mother detailed enough to recall her appearance and mood. Although it could be Leia referencing her adoptive mother, who we see cradling her as an infant during the final scenes.
• Series Fauxnale: Though not the final chronological episode of the theatrical films, for 7 years, Revenge of the Sith was believed to be the last Star Wars theatrical film that would ever be made. Come Disney's purchase of Lucasfilm in 2012 and we have since gotten the long-awaited Sequel Trilogy, with a few Spin-Off movies, and several TV series for Disney+.
• Shared Fate Ultimatum: After freeing Senator Palpatine, Anakin goes to pick up an unconscious Obi-Wan in order to carry him to safety. Palpatine orders him to leave Obi-Wan behind so as not to slow down their escape, which Anakin shuts down with a blunt "His fate will be the same as ours."
• Shirtless Scene: Anakin, again in bed after having a nightmare.
• Shout-Out:
  • Given how much Lucas' imagination owes to old adventure serials, Commander Cody is likely named after the character Commando Cody of Radar Men from the Moon.
  • The scene where the 501st Legion march up the stairs into the Jedi Temple is a direct allusion to The Battleship Potemkin.
  • The scene of Palpatine declaring the formation of the Galactic Empire in the name of peace and security interspersed with scenes of his apprentice Vader killing the Separatist leaders is very similar to Michael Corleone attending the baptism of his nephew whilst his allies eliminate rival Mafia dons (and Moe Greene) on his command.
  • Yoda's departure from Kashyyyk looks much like E.T.'s departure from Earth, right down to the music and the egg-shaped spacecraft.
  • Padmé's "You're tearing me apart!" is delivered exactly like James Dean delivered the same line in Rebel Without a Cause.
  • Polis Massa Base is established through a shot that references Floyd's landing to the Clavius moonbase from 2001: A Space Odyssey, with astronauts in the foreground. Even the landing site of the base, which opens allowing Padmé's star skiff to an underground bay, harkens back to the one Clavius Base has.
  • Anakin's transformation into Darth Vader is reminiscent of Frankenstein (1931), particularly his first steps off the operating table, and the rainy, thundering weather outside the building.
• Shout-Out to Shakespeare:
  • The plot of the film is very similar to Othello with Anakin in the role of Othello himself, Padmé as Desdemona, Obi-Wan as Cassio and obviously Palpatine as Iago. Fittingly, Ian McDiarmid has likened Palpatine to Iago. The similarities between the two stories are enhanced by the possibility that on Mustafar, Anakin thinks that Padmé and Obi-Wan are having an affair ("You're with him!"). Ironically, the Othello character ends up killing the Cassio character, but twenty years after the events of the film. Also doubles as an Actor Allusion since James Earl Jones, who voices Anakin after he becomes Darth Vader, once played the lead role in that play.
  • Anakin's desperation to stop Padmé dying in childbirth, resulting in her actually doing so, is reminiscent of Macbeth's desperation to avoid prophecies coming true, only to make them do so. Anakin and Obi-Wan are also former friends who end up fighting to the death after Anakin commits a horrific atrocity, calling to mind Macbeth and Macduff.
• Shut Up, Kirk!: Possibly overlapping with Shut Up, Hannibal! on Obi-Wan's part.
  • When Obi-Wan lectures Vader about turning over to The Dark Side, Vader tells him that he has brought peace, freedom, justice, and security to "his new Empire". Obi-Wan then points out his allegiance to the Republic and democracy, and will still do what has to be done.
  • After their fight, when a teary Obi-Wan tells him he was the Chosen One who was supposed to bring peace and destroy the Sith not join them, an injured Vader screams that he hates him, but Obi-Wan still responds with how he saw him as his brother and loved him.
• Silence Is Golden: After his Face–Heel Turn, Vader's more disturbing actions are done in silence from his side, which makes him much more imposing.
• Simultaneous Arcs: The events of the film take place concurrently with the Siege of Mandalore, the Grand Finale arc of Star Wars: The Clone Wars.
• Single Tear: Vader in one scene on Mustafar, showing that there was still some good in him. Also while he's staring out the Jedi Temple's window to Padmé's apartment before intervening in Palpatine's arrest, while she also stares at where he is and starts crying.
• Skilled, but Naive: An unusual version in Palpatine's attitude to his master, Darth Plagueis. Palpatine openly gushes about his master's knowledge but despises him for teaching everything he knew to his student and not anticipating his death at the hands of Palpatine.
• Slain in Their Sleep: Chancellor Palpatine relates to Anakin Skywalker the tale of Darth Plagueis the Wise, who had such fine control of the Force that he could use it to influence the midi-chlorians to create life. He taught almost everything he knew to his apprentice, who then killed him in his sleep. (In the Star Wars Expanded Universe and the still-canon StarWars.com encyclopedia, it's explained that Palpatine himself was the apprentice in question.)
  Palpatine: It's ironic. He could save others from death... but not himself.
• Smug Snake:
  • General Grievous acts all tough and imposing, but he later ends up getting defeated by Obi-Wan, who doesn't even have a lightsaber. Quite messily so, for that matter.
  • Vader also falls under this trope on Mustafar, proposing the We Can Rule Together plan with Padmé and arrogantly declaring that he's stronger and more enlightened than Obi-Wan Kenobi when they face off. This ends up hitting him hard when he loses, and he completely drops it for the rest of his days.
• Snow Means Death: Ki-Adi-Mundi's death on Mygeeto.
• Sparse List of Rules: It is never revealed what Orders 1 through 65 were. Though the Star Wars Wiki does explain some of these:
  Order 4: "In the event of the Supreme Commander (Chancellor) being incapacitated, overall GAR command shall fall to the vice chair of the Senate until a successor is appointed or alternative authority identified as outlined in Section 6 (iv)."
  Order 5: "In the event of the Supreme Commander (Chancellor) being declared unfit to issue orders, as defined in Section 6 (ii), the Chief of the Defense Staff shall assume GAR command and form a strategic cell of senior officers (see page 1173, para 4) until a successor is appointed or alternative authority identified."
  Order 37: "Capture of a single wanted individual through the mass arrest and threatened execution of a civilian population. Follow-up directives include scenarios for body disposal of civilian casualties and suppression of communications."
  Order 65: "In the event of either (i) a majority in the Senate declaring the Supreme Commander (Chancellor) to be unfit to issue orders, or (ii) the Security Council declaring him or her to be unfit to issue orders, and an authenticated order being received by the GAR, commanders shall be authorized to detain the Supreme Commander, with lethal force if necessary, and command of the GAR shall fall to the acting Chancellor until a successor is appointed or alternative authority identified as outlined in Section 6 (iv)."
• Standard Starship Scuffle: Provides perhaps the best example of the trope in the Star Wars Canon, with the opening featuring vast capital ships exchanging broadsides (we even get a close look at the old-fashioned-looking cannons in the gun ports!) at point-blank range, and one even "sinking" (by falling into a planet's atmosphere).
• The Starscream: Anakin once he turns to The Dark Side. He expresses to Padmé that he intends to overthrow Palpatine so they could run the galaxy together and bring peace.
• Starting a New Life: At the end, Obi-Wan leaves the greater galaxy to live on Tatooine as an outcast, and to keep close to Luke. A New Hope shows that he changed his name as well, going as Ben.
• Straight for the Commander: Averted. The Separatist army keeps fighting after General Grievous is killed, and the rest of their leadership is taken out after the army has surrendered.
• Strong as They Need to Be: Obi-Wan is completely defenseless against Count Dooku's telekinesis, but when Anakin tries to use a telekinetic Force push against him during their duel, he was able to defend himself against the technique, despite the fact that Anakin defeated Count Dooku, and, due to his high midi-chlorian count, should be the most power Force-user ever.
• Stumbling in the New Form: Darth Vader's first steps after his cyborg transformation has been fully completed...aren't particularly graceful.
• Subtext: A number of Anakin's scenes with Padmé are staged in such a way that implies that he believes she and Obi-Wan may be having an affair, particularly when she brings him up during their dramatic confrontation on Mustafar (Vader notably says "I don't want to hear any more about Obi-Wan", then mentions Obi-Wan himself when Padmé says that she can't follow the dark path he's set out on, assuming that Obi-Wan is the reason she won't join him). When Obi-Wan reveals himself, and after Vader has Force-choked Padmé into unconsciousness, Vader roars "you will not take her from me!". This plot point was more explicit in earlier drafts of the script (and remains so in the novelisation), but is made more subtle for the film.
• Sudden Sequel Death Syndrome:
  • R4, the astromech droid that accompanied Obi-Wan throughout Attack of the Clones and The Clone Wars, gets destroyed in the first ten minutes.
  • Count Dooku, who was one of the Big Bads of Attack of the Clones and The Clone Wars, gets killed in the first act.
• Supernatural Gold Eyes:
  • Once he drops the pretense, Palpatine gets the classic Sith Eyes. The irises are yellow-gold lined with red, the whites bloodshot, and pupils small and reptilian. With his pale face, the effect makes him look very creepy.
  • Anakin also gets them after his fall, whether or not he has them under the mask is anyone's guess.
• Surprise Multiple Birth: An example where the audience knows twins are expected, as it's a prequel, but the characters don't. Padmé is pregnant with Luke and Leia but no one, including her, knows she's carrying twins, so she and Anakin refer to "the baby" throughout the film. The protagonists don't find out she's having twins until she's about to give birth and a medical droid informs them of this fact. Anakin, who at this point has become Darth Vader, never finds out Padmé was pregnant with twins, thus explaining why he was surprised to learn Luke had a twin sister in Return of the Jedi.
• Symbolic Mutilation: Vader's incineration corresponds with his final commitment to the Dark Side so that his body appears as mangled and ugly as his soul.

Tropes T to Z

• Tempting Fate: One of the 501st clone troopers guarding the Jedi Temple during the purge tells Senator Organa that "The situation is under control." A moment later the clone and several of his squadmates are cut down by a young Jedi trying to escape.
• They Died Because of You: Darth Vader, after being burned alive for betraying his friends, wakes up and asks Darth Sidious what happened to his wife. Sidious, knowing full-well she died in childbirth, says that the injuries she sustained when Vader choked her led to her death.
  Darth Vader: Where is Padmé? Is she safe? Is she alright?
  Darth Sidious: It seems in your anger, you killed her.
• They Were Holding You Back: Obi-Wan and Padmé for Anakin. Sidious manipulates Anakin into killing/driving them away himself.
• Third-Act Misunderstanding: Vader comes to believe that Padmé and Obi-Wan are conspiring against him because they've been talking to each other about their concern over him.
• Third Party Stops Attack: Mace Windu is about to finish off Chancellor Palpatine/Darth Sidious when Anakin Skywalker, who wants Palpatine to stay alive to help him save Padmé, attacks Mace and cuts off his hand.
• Three-Month-Old Newborn: Newborn Luke and Leia are quite robust, especially since they're a) twins (multiple births, due to space limitations, tend to be smaller than average) and b) almost certainly delivered prematurely.
• Time for Plan B: When Anakin, Obi-wan, and Palpatine are caught in a ray shield, Anakin suggests waiting for R2-D2 to come and shut down the shield. R2 immediately shows up—and so do a bunch of Battle Droids and Droidekkas.
  Obi-Wan: Do you have a plan B?
• Time-Passage Beard: A variation with Obi-Wan. While he'd already grown out the beard in the interim between the first two Prequels, the beard has grown out even further over the course of the Clone Wars (which brings it even further closer to his Episode IV look).
• Total Party Kill: The three Jedi masters Mace Windu brought with him to arrest Palpatine are all killed in a matter of seconds by the Dark Lord of the Sith. And Windu ends up dead as well once Anakin chooses to help Palpatine.
• Towering Flower: The jungle planet Felucia is completely covered in thick, thriving forests of enormous plants and fungi: besides giant purple mushrooms the size of trees, the Felucian jungles are also home to numerous trumpet-shaped blue flowers the size of houses.
• A Tragedy of Impulsiveness:
  • Anakin's impatience and unwillingness to listen to Obi-Wan's advice turns him against the Jedi.
  • Mace Windu and the other three Jedi masters rush off to confront Palpatine in the middle of the night, in his private office in the empty Senate building with no witnesses and no one around to help them. So, when things go south and Palpatine/Sidious is more powerful than they expected, the four Jedi die and Palpatine can frame them as assassins trying to murder him and seize power for themselves.
• Tragic Bromance: After their more contentious relationship in the previous film, Anakin and Obi-Wan have formed a strong, brotherly bond and a very close friendship. Their last scene before Anakin's Face–Heel Turn is a Friendship Moment where Anakin humbly apologizes for all the grief he's caused Obi-Wan over the years, while Obi-Wan expresses his pride in his former apprentice. By the time they meet again, the galaxy has been placed under the Empire's oppressive rule, and Anakin has become the mass murdering, child-killing Sith Lord Darth Vader, who now considers Obi-Wan a traitor and strangles his own wife in a paranoid rage when he believes that she and Obi-Wan are conspiring against him. In the end, a maimed Vader is screaming his hatred for Obi-Wan, while a heartbroken Obi-Wan laments the loss of the brotherly love between them.
• Tragic Mistake: Anakin breaks with the Jedi by unintentionally aiding Palpatine in killing Mace Windu. "What have I done?" indeed. Lucas suggests that the real tragic mistake was Mace Windu taking that dramatic killing swing at Palpatine, instead of just finishing him off instantly. It gave Anakin time to intervene, also suggests that while Palpatine knew Anakin would intervene, Mace had no idea it would happen, leaving him deceived by the old man, and/or that Anakin did not intend for Mace Windu to be killed by Palpatine, as he was actually trying to stop Windu from falling to the Dark Side by murdering Palpatine (presumably due to guilt for killing Dooku). Unfortunately, he didn't anticipate that Palpatine would play possum and then attack Mace Windu when his guard was forcibly dropped.
• Trailers Always Spoil: There were complete and accurate whole plot parodies out before the film was released, in part due to Lucasfilm releasing multiple adaptations out ahead of the release of the film on top of spoilers leaking out. Granted, this was also due to Foregone Conclusion taking full effect here.
• Tranquil Fury: Yoda during his fight with Sidious, as well as Mace during his.
• Translation Train Wreck: Not official translations, but Star War: The Third Gathers: Backstroke of the West fits the trope name to a "T".
• Trap Is the Only Option:
  Anakin: I sense Count Dooku.
  Obi-Wan: I sense a trap.
  Anakin: Next move?
  Obi-Wan: (grins) Spring the trap.
• Trojan Horse: The Clone Army, ordered by the Sith Lords for the Republic and the Jedi in the previous episode, is now revealed as the tool for the extermination of the Jedi through Order 66.
• Two-Timing with the Bestie: After the Jedi are betrayed and slaughtered en masse throughout the galaxy, Jedi master Obi-Wan Kenobi confronts Padme Amidala to find out if she knows where Anakin Skywalker, who had led the assault on the Jedi Temple and personally slaughtered several younglings, could be. She denies knowing anything, but Obi-Wan can sense she's lying and stows away on her personal starship as she goes to Mustafar, where Anakin is waiting. When she confronts Anakin about the attack and the murders, Obi-Wan reveals himself. An enraged and unstable Anakin accuses Padme (his secret wife) and Obi-Wan (his best friend and mentor) of betraying him; the subtext implies he's accusing of them of infidelity too. Anakin is thoroughly mistaken, but he Force Chokes Padme and engages Obi-Wan in a duel. By the end, Obi-Wan has fled into hiding, Padme dies after giving birth, and Anakin is sealed into an armoured suit as Darth Vader.
• Tyrant Takes the Helm: It's in this installment that Palpatine crowns himself Emperor of the galaxy.
• Ungrateful Bastard: Anakin was rather distrustful of the Jedi for not going easy on him and more so when he was refused the rank of Jedi Master while being put on the Jedi Council. So how does he repay them after all his years of serving them? By making his Face–Heel Turn to The Dark Side and killing them after Order 66 is executed. Subsequent materials have shown that he's got a few good reasons for distrusting them. Them treating him like the bad guy when it was Palpatine who was forcing them to put him on the council just gave him another reason.
  • Though not made a master, he was still placed on the Council. As the youngest member in history. With minimal debate. When it was originally debated whether or not he should be a Jedi at all.
• Unstoppable Rage: Anakin defeats Count Dooku this way. However, being furious only works against him when fighting Obi-Wan, who's glacially calm during most of their fight.
• Untouchable Until Tagged: How the Jedi Order is taken down by Order 66. This is particularly evident with Ki-Adi-Mundi, who manages to deflect a few blaster bolts, and then one gets through. Then another. Then another...
• Unto Us a Son and Daughter Are Born: Luke and Leia.
• Uriah Gambit:
  • Palpatine does this to Dooku. It works.
  • And more subtly to Grievous, in a way that would have been win-win regardless of who survived the duel with Obi-Wan. The Chessmaster, indeed.
• Use Their Own Weapon Against Them: Anakin Skywalker's rematch with Count Dooku aboard the Invisible Hand ends with him severing both of Dooku's hands at the wrists and holding the count at sword-point with both of their lightsabers. Anakin then beheads Dooku on Chancellor Palpatine's urging.
• Vader Breath: Not only do we hear it for the first time in-universe, if you watch the smoke hovering around Vader's head, you get to see it.
• Villain Decay: The separatist droids are so useless now that R2 can beat them effortlessly, and he doesn't have any weapons. Dooku and Grievous are also much less effective than in previous appearances. The novelization justifies this for the battle against Dooku. Dooku was 83, and Anakin and Obi-Wan have gone from Padawan and Knight to Knight and Master, respectively. In addition, they had learned from their last fight against Dooku in Attack of the Clones and now went after him with fighting styles that were much more effective against Dooku's.
• The Villain Must Be Punished: Zigzagged. Anakin wants Palpatine to face trial, partly because he wants him alive to save Padme. Mace Windu and the rest of the Jedi are adamant to have Palpatine killed, because it's too dangerous to keep him alive, with his war crimes and absolute control over the Republic.
• Villainous Breakdown: Anakin/Darth Vader goes through two of these after his Face–Heel Turn. First, he really starts to lose it after seeing Obi-Wan on Padmé's ship, resulting in him Force-choking his wife and duelling with his former Jedi master on Mustafar. And second, after he learns of Padmé's death, he ends up using the Force to destroy the medical droids that saved his life.
• Villain Protagonist: Anakin/Darth Vader by the later parts of the film.
• Villains Never Lie: Anakin certainly seems to assume this, regarding Palpatine's claim about the Sith being able to prevent death whereas Jedi cannot. Indeed, in the film (aside from perhaps the "Save your wife from death", and his claim to Anakin "the Jedi are taking over!" when they're trying to stop HIM from taking over) Palpatine does not lie. Even his claim about Anakin killing Padmé is Metaphorically True (and, for all Palpatine knows, factually true).
• War Comes Home:
  • The Battle of Coruscant counts for the Jedi and those living at the capital and doubles as a Capital Offensive. Though primarily a mission to capture Chancellor Palpatine, it is a terrifying attack to the Republic citizens convinced that the war would never come to them and instead be fought on Outer Rim worlds far away. Also serves as one for Anakin Skywalker especially who fears losing Padme and Chancellor Palpatine, two of his most cherished companions.
  • The later attack on the Jedi Temple led by the newly anointed Darth Vader is a battle by the Jedi to defend the only real place they call home. And unlike the Battle of Coruscant, this is not a battle they can win, as those that cannot escape are subsequently slaughtered down to the last man, woman, and youngling. Said attack is devastating to both Yoda and Obi-Wan who realize what is destined to happen to all other Jedi within the Empire.
• Watching the Sunset: A nice Call-Forward to A New Hope, and perfectly fitting now that darkness falls on the galaxy.
• We Can Rule Together: Anakin tries to convince Padmé to become his Empress so they can rule the galaxy and "make things the way we want them to be!" Her horrified reaction is similar to their son Luke's when Vader makes a similar offer to him in The Empire Strikes Back.
• Well-Intentioned Extremist: Anakin thinks he is this once he joins the Dark Side.
• We Used to Be Friends: Anakin and Obi-Wan provide the image and the quote for the trope page.
• Wham Line:
  • Palpatine reveals that he knows much more than he should when confronting Anakin about his true identity, setting the stage for Anakin's fall.
    Palpatine: Only through me can you achieve a power greater than any Jedi. Learn to know the dark side of the Force, Anakin.. And you will be able to save your wife from certain death.
  • Three words from Palpatine completely change the nature of the Clone Wars: "Execute Order 66." And the movie goes to really dark places from there.
• What the Hell, Hero?: Obi-Wan gives a rather brutal one to Anakin after the climactic fight on Mustafar (although Anakin isn't exactly a hero at this point).
  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!
• Why Don't Ya Just Shoot Him?: During his fight with General Grievous, Obi-Wan's lightsaber is lost, and he fights him using the Force, despite there being a convenient blaster at his feet. With no other options, he eventually does.
• With Us or Against Us: Anakin shouts, "If you're not with me, you're my enemy!"
• Wolverine Publicity: Although Darth Vader only appears in armor during the last five minutes, his armored form was marketed and publicized to promote this movie. Check out the page image. Justified in that ending up in the armor is the point of the film, and (let's face it,) Vader in armor is pretty much one of the most recognizable characters in all of fiction, let alone Star Wars.
• The Worf Effect:
  • Dooku's death early on in the film showed how powerful Anakin had gotten in the meantime after defeated by Dooku in Attack of the Clones and occasionally The Clone Wars.
  • Mace Windu takes a posse of three Jedi Masters with him to confront Palpatine, all of whom are killed within seconds. Especially glaring when you consider that one of them was Kit Fisto, who single-handedly almost took down General Grievous back in The Clone Wars. This is done to establish Chancellor Palpatine as the immensely powerful Darth Sidious.
  • This happens to the Jedi Order as a whole, and they are almost completely wiped out by Anakin and the clones in short order. Somewhat justified, as their loyal troops turning on them comes completely out of nowhere and the fact that they're doing it without malice, due to their programming, presumably makes it hard to sense through the Force.
• Would Hurt a Child: Anakin's slaughter of the Jedi younglings.
• Would Not Shoot a Civilian: Despite crossing many lines in the attack on the Jedi Temple, the clones let Bail Organa go unharmed when he flees the scene, as he is not a Jedi.
• Wounded Gazelle Gambit:
  • Palpatine acts weak and helpless when at the mercy of Mace Windu to get Anakin to help him. Once it works, he attacks Windu with Force lightning which shows he's not so weak and helpless after all.
  • He also tries this on the already conflicted Jedi who are about to arrest him, playing up his image as a helpless old man so they drop their guards, leading to The Worf Effect moment above.
• Xanatos Gambit:
  • Utapau is a textbook example by Palpatine. Both Obi-Wan and Grievous need to die at some point, so throw them at each other and you're halfway there with the clones on-site to kill whichever one wins. Also, as the novelization points out, the real point of Utapau was so that however it ended, Obi-Wan won't be around to keep Anakin from falling to the dark side.
  • The novelization also makes this clear about the war itself. By even engaging in it, the Jedi lose, but they can't not engage and thereby allow the devastation of the war to run unchecked. They're also largely isolated from each other and surrounded by Clone Troopers who've been programmed to kill them when the time comes. It's the ultimate "Jedi Trap."
  • Subverted with the reveal that Palpatine is Sidious and was thus controlling both the Republic and the Separatists. Initially, it seems he set up the conflict so that he would end up ruling the galaxy no matter which side won. However, it soon becomes clear that Palpatine always intended for the Republic to 'win', so that he could corrupt it into a legitimized autocracy. The Separatists were always intended to be the scapegoats and were never meant to survive or 'win'.
• Yank the Dog's Chain: Apart from killing the unarmed Dooku (which he regrets), Anakin persistently does the right thing by everybody for the first half of the film. He rescues Obi-Wan twice, resists the urge to kill Palpatine in his office despite very much wanting to, tells the Jedi everything, apologizes to Obi-Wan for his behavior, and points out that Palpatine should stand trial instead of just being executed. He actually is a pretty good Jedi (minus the whole ‘illicit marriage’ thing), and he still falls to the Dark Side because of the 'illicit marriage' thing.
• You Could Have Used Your Powers for Good!: Obi-Wan, after slicing Anakin's limbs off.
  Obi-Wan: 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!
• You Fool!: Spoken by General Grievous before boasting that he's "been trained in your Jedi arts by Count Dooku!" and whipping out four lightsabers.
• You Have Outlived Your Usefulness: Palpatine to everyone: Count Dooku, Padmé, the Separatists, the Jedi, and ultimately the Republic itself.
• You Owe Me:
  Anakin: ...And not for saving your skin for the tenth time.
  Obi-Wan: Ninth time. That business in Cato Neimoidia doesn't...doesn't count.
• You Rebel Scum!: Grievous and his "Jedi slime!" epithet.
• Your Head Asplode: Grievous's death scene suggests this is a potential side-effect of an overdose of blaster fire to the chest.
• Zeerust: In terms of aesthetics...it was inevitable in this film, considering it had to find a way to tie itself in with A New Hope. You'll be watching sleeker-looking droids and spaceships gradually getting clunkier and more dated-looking in design as the film progresses. It's possibly justified in that the galaxy is well on its way to being a Crapsack World once the Emperor takes over.
• Zerg Rush: The missiles fired by the vulture droids at Anakin and Obi-Wan contain dozens of tiny buzz droids that swarm Obi-Wan's fighter and begin to dismantle it.

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"Obi-Wan... there's good in him. I know... I know there is... still..."

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