This page contains unmarked spoilers. You Have Been Warned!
- "Evil is everywhere." A simple yet chilling and depressing line.
- In the opening scene, Obi-Wan loses R4-P17, the Robot Buddy he had in Attack of the Clones and The Clone Wars. While it's small potatoes compared to what he goes through in the rest of the film, it's an easily-missed omen.
- In its own way, Dooku's death at the hands of Anakin. Despite being very much an Asshole Victim for what he has done, Dooku is killed not in combat but by being betrayed by Palpatine as he urges Anakin to kill the now unarmed and defenseless Count, who has a minor breakdown of his own when he puts two and two together and realises he was only a pawn to Sidious from the start; Anakin on the other hand visibly struggles to not decapitate the now powerless Sith as he tries to remain true to the Jedi Code, and when he does, it's notable that he remains shaken from the experience even days after.
- Compounding this is how Obi-Wan actually fails to understand Anakin's own turmoil and congratulates him for killing Count Dooku, despite the act being something that haunts him.
- Padmé talking enthusiastically with Anakin about how she wants to raise their baby on Naboo, saying how they'll be safe in the lake country (where she and Anakin fell in love and later got married) and excitedly saying how she "knows the perfect spot, right by the gardens" to set up their baby's room. Even without knowing exactly what happens later in the film, the viewer knows that the couple's dream of happily raising their family is doomed because in the Original Trilogy, Padmés long dead and Anakin's a Sith Lord. It also highlights how much Padmé loved Luke and Leia and the life she wanted for them, only she never got to see them grow up and they themselves go through a great deal of loss and suffering, largely because of the decisions their father makes in this film.
- When Anakin's stuck trying to decide whether he should pursue Mace Windu and Palpatine, he stares out the window of the Jedi High Council's meeting room while Padmé is doing likewise from her residence; they're both thinking of each other. They don't speak, but their despair—especially Anakin's—is palpable, and Anakin finally sheds a Single Tear, knowing he's about to make a decision that will change the galaxy's fate, all out of love for his wife, before leaving.
- Also, when you think about what he did afterward, in a way this was the last moment (before ROTJ) when he was still truly Anakin.
- At the spaceport before Obi-Wan leaves to pursue Grievous, Anakin admits he hasn't appreciated Obi-Wan's training and is dearly forgiven for it. The next time they meet, they're mortal enemies fighting each other in the galaxy's own living hell.
- Throughout the film, Anakin goes to so many lengths to remain true to the Jedi—when he talks to Yoda about his visions of Padmé's death, Yoda just tells him to let go of what he fears to lose, which he can't because Palpatine keeps dangling the prospect of saving her in front of him. It's doubly a tearjerker because Yoda is really trying to help Anakin, going out of his way and taking time out of his busy schedule to counsel Anakin, who just. Doesn't. Get it.
- Alternately, Anakin is clearly in distress during their talk. He's always had the hardest time putting a cap on his emotions, and the Jedi have always admonished him for something he can't really help, given his upbringing. And once again, Yoda gives him generic platitudes instead of empathizing with a confused person who's in a lot of pain. You can almost see Anakin quietly tune it out. The Jedi no longer offer any comfort for him, if they ever did.
- Order 66. After all the Jedi's struggles together with their troops, they can see the Clone Wars' end in sight... until their soldiers, brothers-in-arms, and friends all have their blasters pointed at them. Everyone they've ever known from childhood is being shot down as enemies of both droids and clones. The Chosen One is now murdering children, and the Sith Lord they've been looking for all this time is the Supreme Chancellor. In mere seconds, the Jedi went from war heroes to hated villains.
- The scene abruptly begins with tear-jerking music and haunting noises from the Varactyl note .
- The Clone Wars shows that just a few days earlier, Obi-Wan saved Cody's life on Yerbana — and now Cody tries to end Obi-Wan's.
- When Ki-Adi-Mundi is about to get shot, he has just enough time to sink in how alone he is on that battlefield, betrayed by his own troops.
- This is quite common: the moment the Clones receive the order, all the Jedi stop in shock, looking around trying to make sense of where the danger is coming because it cannot come from their troopers, up until they get shot. Ki-Adi-Mundi is the one unlucky enough to realize it is coming from his soldiers, and turns to look at them.
- The whole thing becomes even more painful after viewing The Clone Wars and the other canonical installments. All of these characters have names and are heroes in their own right so to see them spend their final moments helpless and in shock as their own allies slaughter them just guts you.
- Special mention goes to Plo Koon. The Clone Wars reveals that he was A Father to His Men to the highest degree, refusing to believe they're expendable, and yet in the end he's shot down by the troops he cared so much for.
- Anakin's former Padawan, Ahsoka Tano, sensed his and Mace's confrontation with Palpatine and his fall to the dark side in The Clone Wars. If that wasn't bad enough, like many Jedi she was surrounded by clones, who attacked her even though she technically wasnt a Jedi anymore.
- Aayla Secura's death is rather brutal. Shot in the back on Felucia... and they continue firing even though it's clear she's not getting up. Even more tearjerking if you've played the original Star Wars: Battlefront II, and the clone narrating mentions how after a great battle, she expressed pride in their abilities and was glad to serve alongside them, but the clones knew what was coming eventually and felt ashamed to even look her in the eye.Narrator: It was a good thing we were wearing helmets... When her death came, I hope it was quick. She earned that much...
- When the music reaches its peak, Yoda drops his walking stick and collapses in pain and anguish. He's just felt the deaths of every single one of his Jedi Knights through the Force.
- Even with the inhibitor chips, which are a story all their own, some clones resisted and gave their lives to prevent more deaths but died in the process, and others were horribly traumatized.
- Good God, the inhibitor chips. Taken in isolation of what would eventually be established, Order 66 is terrifying as it turns out that, apparently, every single one of the clones was scheming right alongside Sidious to exterminate the Jedi this whole time and you won't feel sorry for them when they get killed back by any surviving Jedi or later on by the Rebels after the clones implicitly become the first Imperial Stormtroopers. With the added context of the inhibitor chips, the clones are just as much victims of Order 66 as the Jedi: since The Clone Wars establishes them as real characters with their own names and personalities despite their identical biology instead of just being a faceless Red Shirt Army, we now know that the clones know and trust their Jedi commanders, many of whom they forged a genuine friendship with over the course of the war. And then, right when it seems like the Clone Wars are about to end as well for them as it could have, with the Separatists and other threats vanquished and able to retire and live out their accelerated lifespans in peace, they're suddenly mind-controlled into murdering their friends and allies. Anakin's second-in-command Rex is shown briefly resisting Order 66 in the series finale of The Clone Wars—he's crying as he realizes what's happening to him, but he can't stop it. The Bad Batch spin-off series begins with Order 66, this time from the perspective of the Bad Batch when, as modified clones, they're actually largely immune to it and immediately realize that something is very, very wrong with what's happening.
- One Padawan (played by George Lucas's son Jett) tries to escape during the commotion and fights off the clone troopers pursuing him, but gets shot anyway. Bail Organa witnesses the whole scene and is helpless to prevent it.
- "Master Skywalker, there are too many of them. What are we going to do?" This is the first time someone wholeheartedly addressed Anakin as "Master". The look on his face sells it; he doesn't want to do it but feels he has no other choice.
- Alternatively, Anakin may have been reminded of the fact he was denied the title he worked so hard for and this was one of the many contributing factors in his fall. The poor kid may have accidentally signed his and his classmates' own death warrants. (And to make it sadder, Mace was probably going to promote him to Master after dealing with Palpatine making it even worse.)
- Padmé weeps in her apartment, seeing the Jedi Temple on fire, and she realizes that everything she worked for in her life—her marriage, democracy, the Republic, her people, the Jedi and her children—is literally going up in flames.
- Padme sitting there watching Palpatine convert the Republic into the Empire is bad enough. Watching and hearing all the other Senators cheering the death of democracy and not understand what is happening is worse.Padmé: So this is how liberty dies. With thunderous applause.
- Yoda tries to stop Obi-Wan from watching the Jedi Temple's security feed, to protect him from the knowledge that Anakin killed the Jedi there—then they watch it, and Obi-Wan is horrified.Obi-Wan: Send me to kill the Emperor. I will not kill Anakin.
Yoda: Twisted by the Dark Side, young Skywalker has become. The boy you trained, gone he is—consumed by Darth Vader.
- Obi-Wan's line while watching the footage is heartbreaking.Obi-Wan: It can't be...It can't be...
- When Obi-Wan meets Padmé there the following day, at first she can't believe that Anakin could've done what he did while Obi-Wan is still grief-stricken and trying to cope with the burden of what he has to do. The moment he realizes the secret Anakin's been keeping for so long really shows how much his pupil's fall to the Dark Side has wrecked the lives of those around him.Obi-Wan: Anakin's the father, isn't he? ...I'm so sorry.
- Another way to look at it is we're seeing the end of another friendship. Two people who respected one another and fought in the same conflict now come to a disagreement because one of them has a husband who has turned evil and the other is out to kill him. Change the setting and now it's two platonic friends dissolving said friendship when one of them tells the other that her spouse is abusive/psycho/etc., but the other refuses to see it that way.
- The very next scene shows Anakin, after his relentless murder of the Separatist Council, weeping in utter and complete self-loathing. He knows what he's become, but has no hope for redemption.
- When Padmé meets with Anakin to try and talk sense back into him, she ends up Force-Choked by the only person she loves more than anyone else in the galaxy because he won't listen to her pleas.
- Every time Darth Vader Force-Chokes someone, he's reliving one of the worst, vilest moments of his life.
- It's brief, but after he is done choking her, Anakin just stands there for a moment looking so sad and confused, like he can't quite process what just happened as in "I can't just have Force-Choked Padmé?", but then he turns and blames Obi-Wan.
- The very fact that Anakin hurt Padmé. Throughout The Phantom Menace, Attack of the Clones, The Clone Wars, the various canon novelizations and the early part of the movie, it has been clear that Anakin loves Padmé with all his heart. To see him lay a hand on her with the intent to kill showcases exactly why everyone, save for Luke, thought he was completely beyond redemption.Anakin: You turned her against me?!?
Obi-Wan: You have done that yourself.
- Despite being a complete and total Translation Train Wreck full of unintentional silliness, this moment is still heartrending in Backstroke of the West and there's one particular Woolseyism that makes it even more poignant.Allah Gold (Anakin): Is you let her rebel me!
Ratio Tile (Obi-Wan): This is your own masterpiece.
- Despite being a complete and total Translation Train Wreck full of unintentional silliness, this moment is still heartrending in Backstroke of the West and there's one particular Woolseyism that makes it even more poignant.
- After his brutal duel with Anakin on Mustafar, Obi-Wan throws a Hail Mary in a last-ditch attempt to make him see the error of his ways. It fails. The theme for their battle, while emblematic of an epic showdown between Jedi and Sith, also captures the despair and sorrow of why the two are fighting.Obi-Wan: You were the chosen one! It was said you would destroy the Sith, not join them! Bring balance to the Force, not leave it in darkness!
Anakin: I HATE YOU!
Obi-Wan: ...you were my brother, Anakin... I loved you.
- Really, it's Ewan McGregor's delivery that makes it so powerful. The fact that Obi-Wan Kenobi, the series' epitome of calm stoicism, is on the verge of bursting into tears in this scene just makes it absolutely heartrending, as he's never been this openly anguished since the death of Qui-Gon.
- What's even more heartwrenching is the sheer tragedy of their fight. Through it, Obi-Wan is mostly on the defensive, trying anything he can to bring Anakin back to the Light Side... but his misunderstanding of why Anakin fell and his failure to see the failings of the Jedi themselves that Yoda himself saw coming means he's doomed to fail.
- "I have failed you, Anakin. I have failed you". Obi-Wan does seem to know that on some level he screwed up when it came to Anakin but he doesn't actually seem to know how. Which is still sad in its own right as he'll never know, and, as seen in the Original Trilogy, he still hadn't learned his lesson and was repeating the same mistakes when it came to Luke.
- Anakin's eyes in his final moments as Anakin Skywalker. They're the twisted yellow/red eyes of a Sith as his pure hatred and raw negative emotion bring him too deep into the Dark Side for his master and friend to save him. At that moment, Anakin Skywalker was truly dead and Darth Vader was truly born.
- Then Obi-Wan watches Anakin catch fire and scream in agony. Just watching his former friend burst into flames just pushes him even closer to the edge of tears, so much so that he briefly tries to look away.
- Notice Obi-Wan's expression when he returns to Padmé's star skiff. He just sighs, and sits there in horrified silence.
- We get to see Darth Vader's first chronological appearance in his iconic armor and the great price at which it came.
- A heartbreaking detail (so subtle that it can only be heard by slowing down the scene and boosting the audio): as the helmet is sealed over his face, Vader wheezes, "Padmé, help me..."
- Think about it: Vader is in agony. All of his remaining limbs have been hacked off, his entire body is burned, his lungs have been destroyed by Mustafar's hot fumes, his eyes are dried out, his eardrums have partially melted, and he's just had a cybernetic reconstruction without anesthetic. His life-support is noisy, his armor snags and pulls on his tender flesh, and his new limbs are crude and clunky. But as long as Padmé is alive, he'll endure the pain. Right?Darth Vader: Where is Padmé? Is she safe...? Is she all right...?
Darth Sidious: It seems, in your anger... you killed her.
Darth Vader: I...? I couldn't have... she was alive! I felt it!
(In a mixture of rage and sorrow, Vader telekinetically begins to tear apart everything in the room as he rips himself from the operation table, while Palpatine smirks evilly behind him.)
Darth Vader: NOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOO!!
- And while it has grown into a legendary meme at this point, it's utterly heart-breaking for first-timers to hear Vader's Big "NO!" moment in that scene.
- When one puts it into perspective, Vader's first lines in the iconic voice of James Earl Jones are quite heartbreaking. Any viewer would've expected a Badass Boast or a pledge of loyalty to Sidious; instead, the first thing we hear is him asking if Padmé is all right. That right there speaks volumes for Vader's character.
- Vader naturally thinks that, by killing her, he also killed their unborn baby. With absolutely nothing to live for, he tries to tear down the room in a Force-fueled rage while Palpatine watches with a sickening grin. Anakin Skywalker is gone... but not forever.
- What makes this scene even sadder is that the music playing in this sequence is the same music that played during Qui-Gon's funeral. Further implying the idea that Anakin might not have turned to the Dark Side were Qui-Gon still alive. Qui-Gon's demise also resulted in Anakin Skywalker's demise (at least for 22 more years).
- And to top it off, Palpatine was lying his ass off. Padmé survived long enough to give birth and was confirmed to be healthy by the nurse droid. Sidious just told Vader his lie to finish breaking him. Even worse if you subscribe to the fan theory that Sidious in part kept Vader alive by transferring Padmé's life source into him, which would explain why Padmé "lost the will to live" and why she died at the exact moment Vader rose...
- To make things even worse, the novelization explains that Padme suffered trachea damage that the nurse droids were not able to detect, damage that was caused by Vader choking her with the force in their last conversation in Mustafar. So, from a certain point of view, Vader did kill Padme, and he has no one to blame but himself for murdering the one person he was trying to save all along.
- When Obi-Wan delivers baby Luke to Owen and Beru, the former refuses to talk to or acknowledge Obi-Wan. He wanted to get to know Anakin, and feels robbed of a brother, blaming Obi-Wan and the Jedi for his "death".
- After two grueling hours, even with Palpatine's plan fulfilled and a galaxy cast into darkness, we leave with Beru and Owen clutching baby Luke as they look out into Tatooine's sunrise, where the galaxy's new hope will stand nineteen years later.
- As shown in The Clone Wars, there are a lot of people in the Separatist Alliance who legitimately think that they are fighting against the corrupt Republic to establish a democratic government. We are shown that a lot of people in the Separatist parliament favor a peaceful and diplomatic end to the war. Yet Palpatine turned the cause they supported from a peaceful protest movement about high taxes in the Outer Rim into a greedy movement controlled completely by corporations who wanted territory to ruthlessly exploit for resources unbothered by governmental laws preventing them from exploiting their workers just as badly. And Palpatine probably put them in charge of the Separatist Alliance because the corporation heads were so despicable that it would be easy for Palpatine to convince the Senate to increase military spending so he could fund his Empire's military. To summarize, Palpatine warped the Confederacy into his personal propaganda machine to give him more power and exploited all the decent people in it. And when he didn't need them anymore, he just discarded them, had them killed or imprisoned; and created a government that had absolutely no freedom for its people.
- The brief shot of baby Leia with her new parents Breha and Bail on Alderaan. Although it's a Heartwarming Moment, it can be a Tearjerker too, because the viewer knows all too well that both Breha and Bail, and the beautiful, peaceful world of Alderaan around them, is going to be blown to smithereens by the Empire in 19 years, whilst Leia can only watch helplessly.
- Padmé's death scene. She's clearly in agony, but even through the pain, despair, and the fact she's dying, she still manages to gasp out the names she chose for her babies, also making the effort to look at them. Obi-Wan's at her side the whole time, holding Luke for her so she can touch and see him and giving her comforting looks and words of encouragement, even though he knows she's probably not going to make it. Padmé's last words are her belief that there is still good in Anakin; Obi-Wan doesn't rebut this, even though he personally thinks Anakin died in agony on Mustafar, he lets Padmé believe he can be saved. It also confirms that, in spite of everything Anakin has done, she still loves him. As she dies, Obi-Wan is left looking at the body of the woman he admires and cares for in utter grief, before looking down at her now-orphaned son. Yoda and Bail, who were watching outside, also look quietly devastated at Padmé's loss. And to cap it all off is the fact that Padmé's last words were right: There IS still good in Anakin. It just takes a while for their son to prove it.
- Padmé's funeral is completely silent, with the Naboo and the Gungans gathered together to honor her memory. Everyone who cared about her—including her parents, the current Queen Apailana, Boss Nass, Jar Jar Binks, and her handmaidens—feel their own kind of grief.
- There's a close-up of Padmé's hands holding the necklace Anakin gave her—to "bring good fortune."
- The fact that Jar Jar doesn't even smile in this scene, or act in any way like the goofball he usually is. Not only that, but he was one of the few people, along with Obi-Wan and Padmé, to have been Anakin's friends since their arrival on Tatooine. To discover that his close friend turned to the Dark Side is already a bitter pill to swallow. But then there's the added layer that all of this tragedy happened because he was tricked into thinking the Grand Army of the Republic was a good idea. Imagine seeing your closest friend turn evil... and knowing that it was all your fault.
- In hindsight of The Force Awakens and The Last Jedi, everything about the fall of the Jedi is made all the more tragic knowing that they are doomed to be wiped out once again, and this time, by the grandson of the man who first wiped them out. And knowing what happens to Luke in those movies somewhat nullifies the "Ray of Hope" Ending because, despite all of his efforts in the Original Trilogy to undo what happened in the prequels, he is doomed to fail and spend his twilight years living in solitude, but unlike Obi-Wan and Yoda in the Original Trilogy, he doesn't want to bring back the Jedi Order.
- It gets worse with The Rise of Skywalker. The entire Skywalker bloodline is wiped out. By turning to the dark side, Anakin set in motion the events that, some sixty-odd years down the line, killed literally everyone in his family. Yoda's quote here says it best."Once you start down the dark path, forever will it dominate your destiny."
- No matter the continuity, Anakins actions here eventually send his grandson down a dark path. In Canon, Ben Solo gains a warped admiration for him that leads him to the First Order. In Legends, Jacen Solos study of Anakin to deal with his own dark visions lead him to conclude that Anakins failing wasnt that he went too far, its that he didnt go far enough.
- It gets worse with The Rise of Skywalker. The entire Skywalker bloodline is wiped out. By turning to the dark side, Anakin set in motion the events that, some sixty-odd years down the line, killed literally everyone in his family. Yoda's quote here says it best.
- Boga's death gets more focus, showing her willingly Taking the Bullet for Obi-Wan, who didn't even see Cody's attack coming.
- Obi-Wan gets a few more words in before leaving Anakin in Mustafar:"I loved you... But I couldn't save you."
- It's no wonder he believed Luke had no choice but to kill Vader.
- As stated in the last passage on the Quotes page, Vader also tries to kill Palpatine with his Force scream, but the movie's events left him so weak that he can't even do that.
- Heck, everything about that quote is heartbreaking. It perfectly sums up the tragedy of Anakin Skywalker/Darth Vader and his crossing of the Despair Event Horizon when he realizes that all the atrocities he committed and everything he has suffered has essentially been for nothing because he killed Padmé, whom he was trying to save all along, because of his own lust for power and inability to control his anger. He knows full well that, this time around, he cannot put the blame on anyone but himself and despite his resentment of Palpatine, he finds himself just accepting his role as his apprentice and right-hand man because he has no one else left. And to cap the whole thing off is the final, devastatingly simple line in that quote: "This is how it feels to be Anakin Skywalker. Forever."