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  • Alternative Character Interpretation:
    • Several have interpreted Padmé's cause of death not simply as her losing the will to live, but as the result of internal injuries from her being Force Choked (an explanation that Matt Stover used in his novelization). Someone even took it further and suggested that Palpatine was directly responsible for her death in order to ensure Darth Vader's obedience.
    • It's also been suggested that Anakin/Vader was unknowingly using the Dark Side to drain her energy to keep himself alive. She didn't just lose her will to live; her husband stole it from her.
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    • There's an ongoing debate among fans about how justified the Jedi actually were in attempting a coup, simply because one Jedi said the Chancellor was a Sith. It usually comes down not to what Palpatine did, but what they had evidence of him doing (which was nothing, except being a Sith). A fairly large number of people interpret his arrest as "you're a different religion than us! You're under arrest!"... though, this debate does overlook the fact that they were considering arresting him before they found out he was Sith, since he was consolidating too much power with very questionable legality even though the war (which he was using as an excuse for this) was clearly ending, not to mention they knew for years that the Sith were responsible for the blockade of Naboo, the death of Qui-Gon Jinn and plunging the galaxy into war in the first place, plus the Sith were historically responsible for millennia of atrocities, conflict, slavery and death, so it's not quite as simply as "you are a different religion than us!" It is heavily implied that Sith religion is (understandably) criminalized, much like real-world Nazism.
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    • A team of French psychiatrists published a paper using Anakin as a case study where they are argued that he should be diagnosed with borderline personality disorder (see Hollywood Personality Disorders and The Other Wiki for more information) and that this explains much of his behaviour. They argued that he shows many of the classic traits of the illness including impulsiveness, a pathological fear of abandonment, unstable emotions, paranoia, and dissociative episodes. Unfortunately, because There Are No Therapists in the Star Wars universe, Anakin doesn't get any help for his condition except a single unsatisfactory session with Master Yoda whereas in our world, he could have been properly treated and his fall to the Dark Side could have been avoided.
    • An article rebutting this claims that the movies gradually built up to his drastic actions, which doesn't make sense for someone with this disorder.
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    • A lot of fans have noted the hypocrisy in the actions of Obi-Wan and the other Jedi in this episode and argued that the Jedi had become corrupt and misguided by the end of the Clone Wars, something that the Jedi Council themselves are worried of and discuss in a few scenes. Obi-Wan's actions on Mustafar are not exactly heroic, since he gives up trying to reason with Anakin fairly quickly, he is actually the one who starts their legendary duel (though Anakin attacks first), and he leaves Anakin to die rather than trying to save his life after defeating him. A popular (though jossed) fan theory posits that Anakin's role as The Chosen One was to "bring balance to the Force" by wiping out both the Sith and the dogmatic, power-hungry and out-of-touch Jedi Order so it could be rebuilt from scratch. (In The Force Awakens, though, we see that his son Luke did try to rebuild the Order and that this attempt failed because Kylo Ren turned evil just like his grandfather Anakin did.)
    • The scene where Anakin executes Count Dooku also spurs debate over why he remained silent instead of begging for his life (which was originally planned, but Christopher Lee argued that it should be removed because it was out of character) or using his final moments to tell Anakin that Palpatine was a Sith Lord, in retribution for Palpatine betraying him. It's possible he said nothing just because he was shocked and frightened, but some more fanciful theories hold that Palpatine used some kind of subtle mind control to keep him from talking.
    • Did Mace Windu outright win over Palpatine? Or did Palpatine take a dive and lost purposefully in a gambit to win Anakin over to his side?
  • Author's Saving Throw:
    • Yoda and Obi-Wan (and, as a result, Luke) being more spiritual in the original trilogy in the manner Qui-Gon was, as opposed to the dogmatic Jedi Order who saw such behavior as blasphemy, is justified by them being taught by the spirit of Qui-Gon himself.
    • Jar Jar Binks is Demoted to Extra, and has only one line and two brief scenes.
    • A minor one, but the Neimoidian bridge officer on the Invisible Hand has an American accent rather than the Yellow Peril-esque accent (based on Thai according to Word of God) previous Neimoidian characters were criticized for, show that it's not the only accent they can have.
  • Badass Decay: Many see Padmé's role in this film as a severe let-down after the previous two films, considering she spends most of the time moping about in her residence, denying Anakin's crimes and the infamous "dying of a broken heart". To be fair to Lucas, though, a) it would have been pretty hard for her to play a very action-oriented role as she did before, considering she's heavily pregnant throughout the story (pregnancy hormones may partly explain her crying, depressed mood, etc), and b) scenes which were left on the cutting room floor showed that she tries to curtail Palpatine's power, and has a hand in the beginning of what will eventually become the Rebellion.
  • Base-Breaking Character: Grievous is either an awesome four-lightsaber-wielding cyborg or an ineffectual wuss of a villain, with many of his detractors likening him to the Dastardly Whiplash archetype (for an example, see this YTMND).
  • Cargo Ship: Obi-Wan and the High Ground.
  • Catharsis Factor: After heartbreaking scenes of execution of Order 66 by the Clone Troopers, it's surely satisfying to see Yoda and Obi-Wan massacre the Clone Troopers at the occupied Jedi Temple in Mook Horror Show way (despite the fact that the Clone Troopers were being brainwashed). Up until then, the Jedi only fight living beings to protect and self-defense, and only those who succumb to the dark side would fight to attack and kill. This time, they fight the clones, whom they considered living beings and more than just expendable clones before, without hesitation to kill, and without even having the slightest hint of succumbing to the dark side. That's one hell of Tranquil Fury. Considering the Clone Troopers have also callously murdered the younglings, they definitely had it coming this time.
  • Complete Monster: Palpatine. See his entry under "Star Wars films" here.
  • Contested Sequel: Like the other two prequels, though leaning more towards the positive end of the spectrum. Many fans regard the film as a Surprisingly Improved Sequel to the previous Prequel Trilogy films, although opinions are all over place. In general, Return of the Sith is one of the most polarizing of all nine Star Wars films, from both ends, only behind The Last Jedi. Some fans love the movie for its Darker and Edgier tone and multi-layered, intriguing and tragic plot. Others hate it for the craploads of narm and bad acting and dialogue that it retains from the other two prequels, as well as for trying so hard to make Vader into a tragic figure when many people come away thinking that Anakin was bad news all along and he had little to redeem himself (most notably killing children and his wife).
  • Crazy Awesome: A strong case can be made for General Grievous, who makes a habit of pulling escapes in the most creatively insane ways imaginable. Cornered on the bridge of his flagship? Shatter the nearest viewport and climb back in up the side of the hull. Pau City suddenly unhealthy? Pilot a bizarre legged unicycle away, fighting a Jedi on varactylback all the way.
  • Critical Dissonance: It gets enough flak from fans that its Rotten Tomatoes rating of 80% might surprise some people, especially considering this nearly identical to Return of the Jedi's 79%. The scores of the two films have since been reversed, but it doesn't make much of a difference. Though for what its worth, even the film's haters usually concede that it isn't as bad as the other two prequels—see Surprisingly Improved Sequel below.
  • Counterpart Comparison: A man seeking power after the death of his mother, but ultimately falls into darkness, and stuffed into a suit of armor. The only real difference between Vergil and Anakin is that the former (possibly) doesn't have a wife who dies of heartbreak.
  • Ensemble Dark Horse: Darth Plagueis proved to be a tremendously popular character without even appearing in the movie, based solely on the story Palpatine tells to Anakin (which is often regarded as one of the best scenes in the entire prequel trilogy). His presence in both the Legends continuity and the Canon countinuity is extremely limited, but there has been no short order of fascination with the character. It probably helps that there are now quite a lot of people convinced that he is actually Supreme Leader Snoke, though Snoke's death makes it unlikely this will ever be confirmed. On top of that, the story of Plagueis became the single most popular meme about the entire series (and there are many, believe that).
  • Evil Is Sexy: Anakin/Vader, thanks to his portrayal by the fangirl-friendly Hayden Christensen. The period between his becoming a Sith Lord and becoming disfigured is where he commits some of his greatest atrocities in the franchise, and is also where he's at his most attractive according to many.
  • Fanon: Many fans like to believe that Darth Plagueis' life-creating experiments caused Shmi Skywalker's unexplained Mystical Pregnancy, and that Anakin has abnormally powerful Force abilities because he's essentially a Human Weapon created by a Sith Lord. The Legends novel about the character suggests that this is the case, although the Force itself created Anakin in response to what Darth Plagueis was doing.
  • Fight Scene Failure: This was the effect when the film tried to show how easily the Jedi go down when it had previously been established that every last one of them is a One-Man Army:
    • The duel in Palpatine's office starts with him pausing and taking his sweet time to stand still for a second, then stab one of the four Jedi masters (Agen Kolar) who doesn't react at all, then cut down the second one (Saesee Tiin) with an Offhand Backhand (this guy doesn't even move). Meanwhile, the third one (Kit Fisto) just waves his saber around, managing to clumsily parry once before getting stabbed. Only then does Mace Windu, who has been standing quietly to the side, join the fight. It becomes hilarious when watched on slow motion.
    • The executions shown as part of Order 66. Jedi Masters, the best of the best, are assassinated in seconds without at least taking one clone with them. We're also supposed to be impressed that Yoda sensed the two troopers standing right behind him to shoot him at point blank, and decapitates them. It becomes hilarious a while later when a Padawan puts all the Masters to shame and manages to kill no less than seven clone troopers in a few seconds before he gets gunned down.
  • Fountain of Memes:
    • Palpatine is by far the biggest, even by Star Wars standards. Half of what he says or does in this film has become a meme, such as DO IT, The Tragedy of Darth Plagueis the Wise, "I AM the Senate!", and The Sheev Spin.
    • Obi-Wan and Anakin are also big providers of memes.
    • General Grievous deserves a mention for density. He's only in three scenes, but practically every single line of dialogue he has in them is a meme ("Your lightsabers will make a fine addition to my collection", "General Kenobi, you are a bold one", "I have been TRAINED in your Jedi arts... by Count DOOKU!", etc.).
  • Harsher in Hindsight:
    • The already-horrific multiple-murders that occur after the execution of Order 66. If you've watched Star Wars: The Clone Wars or read any of the EU material, every Jedi they show getting murdered has gotten screentime and lines, which is more than you can say for the movies. They're that much more alive, and their deaths are that much worse. At least some of them survived in Star Wars Rebels.
    • Dave Filoni (The supervising director of The Clone Wars) admitted to being under this effect in regards to minor character Plo Koon due to being his favorite minor Jedi in the EU and even going to the movie dressed up as him. Talk about a Tearjerker...
    • For another The Clone Wars-related example, Season 6 reveals how Order 66 works, and all from a clone's perspective. After watching that story arc, the Jedi who were killed aren't the only ones you'll grieve for. Even harsher, an interview about Rebels revealed that some of the clones who survived the Clone War (particularly the ones that served closely with their Jedi generals) are now suffering PTSD over it.
    • Not that it was pleasant beforehand, but the prospect of Anakin massacring young kids became way more uncomfortable after the Sandy Hook massacre in December 2012.
    • Luke being dropped off to Owen and Beru, of course.
    • Despite Obi-Wan and Yoda's best efforts to restart the Jedi Order by way of Luke, the Jedi fall victim to another purge by the time of The Force Awakens, led by Anakin's grandson, no less.
    • "She lost the will to live" is one of the most infamous moments of the Prequel Trilogy, but it becomes heartbreaking when in December 2016, after Carrie Fisher passed away, her mother Debbie Reynolds passed away a day later. Her last words? "I want to be with Carrie". Several fans reacted with the exact quote when they heard the news.
    • If the Jedi had done what Luke did to survive the AT-M6 barrage on Crait in The Last Jedi, Order 66 would have turned out very differently.
    • Luke being born is made all the more bittersweet in hindsight what he goes through and what ends up happening to him in the sequel trilogy.
    • Obviously, Anakin massacring the Jedi becomes this after The Force Awakens, where his grandson, Kylo Ren AKA Ben Solo, did the same to Luke's academy, and proceeded to follow from his grandfather's example.
  • He Really Can Act: Hayden Christensen is genuinely scary when acting as Darth Vader... at least when he isn't talking. While this is also a polarizing performance, many fans who don't hate the film point out how the way Hayden Christensen acts is a lot more appropriate than in the previous film, where it was more narmy (both The Nostalgia Critic and Cinema Wins praised his performance in the scene where Padmé announces her pregnancy to him). It should also be noted that he's done films outside the series where he has garnered critical praise.
  • He's Just Hiding!:
    • Was claimed about Mace Windu and Aayla Secura, even though they're both killed onscreen. Mace's survival is at least somewhat plausible. He loses his hand, gets zapped by lightning, and tossed from a significant height, all of which Jedi are shown to be able to survive throughout the saga (although never all at once). And, of course, Never Found the Body. Secura, however, gets shot in the back by at least a dozen troops at near point-blank range, and her body continues to be shot as the camera pans out.
    • After the announcement of The Force Awakens, a lot of people began to apply this train of thought to Darth Plagueis, based on Palpatine's comments that his old master was able to conquer death. The Tarkin book dropping a couple of details about the enigmatic figure into the canon also helped the theory gain some support. A number of people are convinced that he was somehow Faking the Dead and could be the Big Bad of the Sequel Trilogy as a way of raising the stakes from his apprentice.
      • This theory gained greater credibility when fans found that "Snoke's Theme" from TFA's soundtrack sounded very similar to "Palpatine's Teachings" from this film's soundtrack.
  • Hilarious in Hindsight:
    • C-3PO remarks as he pilots Padmé's ship "that [he] may be getting the hang of this flying." Then Disney's Star Tours ride was revamped, and he now pilots the Starspeeder 1000.
    • Also, Yoda's statement when fighting against Palpatine, "At an end, your rule is. And not short enough, it was," gets hysterical when a few months after the formation of the Empire, his rule (almost) did become extremely short by a few months. Normally, this would fall under Harsher in Hindsight, but hey, it's Palpatine.
    • Padmé and Anakin's illicit romance and pregnancy became this after Natalie Portman got pregnant out of wedlock while making Black Swan.
      • Possibly also Heartwarming in Hindsight, but in 2017, Natalie gave birth to a daughter. Her name, Amalia, sounds very similar to "Amidala".
    • Palpatine's weird spinning jump at the beginning of his battle against the Jedi Masters. It's not hard to imagine that he took young Anakin's advice from The Phantom Menace that spinning is a good trick.
    • Darth Sidious yelling "POOOOOWWWWWAAAAAAAAAHHHHHHHHH! UUNNNLIMITEDDDD POOOOOOOOWWWWWWWAAAHHH!" while zapping Mace Windu (played by Samuel L. Jackson), and then seven years later, Loki taunts Nick Fury (also played by Samuel L. Jackson) for his research of the Tesseract, an object of "unlimited power".
    • Hayden Christensen's last major TV role before Star Wars was as the lead of a single-season show called Higher Ground.
    • When Obi-Wan briefly loses his lightsaber during the fight with Grievous, he opts to fight with an Electric Staff. Now he's being pegged as the forefather of staff-wielding heroine Rey.
    • Let's just say this movie pre-dates The Force Awakens in terms of "sick spins".
    • Palpatine claiming "I am the Senate" became more amusing once you remember that he would dissolve the Imperial Senate many years later. So in a way, after dissolving the Imperial Senate in A New Hope, Palpatine has indeed become the "Senate".
    • There are two regarding the "high ground" thing:
      • In The Phantom Menace, Darth Maul failed to employ the tactic and it (nearly) costs him his life.
      • At one point during Luke and Vader's rematch in Return of the Jedi, Luke decides to jump onto the platform above him, or "the high ground" so to speak. Vader opts to throw his lightsaber instead of making the same mistake. It's not hard to imagine Vader thinking "I'm not falling for that again!"
    • Master Ki-Adi Mundi's question about the droid attack on the Wookiees is a particularly ridiculous case of Wrong Genre Savvy when we all know from the Original Trilogy how much of Genius Bruiser and Proud Warrior Race the Wookiees really are, and that it's entirely likely that they can fight their own war for extended period of time without interference. Also Harsher in Hindsight because the Republic interference cause the Clone Troopers (and, therefore, the Empire) to takeover the planet and enslave the Wookiees after Order 66 as soon as the battle is over.
    • Mace Windu announces an unpleasant decision to Anakin on the behalf of the Council. In The Avengers, Samuel L. Jackson's another character chews out another Council about a particularly unpleasant decision.
    Mace Windu: "You are on the Council, but we do not grant you the rank of Master."
    Nick Fury: "I recognized that the Council has made a decision. But given that it's a stupid-ass decision, I've elected to ignore it."
  • "Holy Shit!" Quotient: The opening battle and final duel.
  • Idiot Plot:
    • Unlike many other tragedies and examples of Alas, Poor Villain, the later two prequels' plots are driven almost exclusively by the ludicrously poor decision-making of a character who, going purely by the movies, has no real reason to make such bad decisions beyond his Force-induced visions. All excuses aside, Anakin repeatedly makes staggeringly idiotic decisions that any normal person would not. He regularly ignores any evidence that doesn't conform to his pre-conceived notions, lets others openly manipulate him by stroking his ego or telling him exactly what he wants to hear, refuses to question statements that - at a minimum - should prompt one to dig further into how such information was obtained, and even struggles with constructive criticism. In Revenge of the Sith Anakin proceeds to make at least one terrible choice every 10 minutes on screen.
    • Much of the reason Anakin loses trust in the Jedi and eventually betrays them is due to them not trusting him, thus giving him good reason to do the same. In the end, Anakin's betrayal of the Jedi was as much them pushing him away as him turning his back on them. In fairness, Sidious has been deliberately driving a wedge between them by interfering in Jedi affairs in his favor, as well as feeding Anakin's ego and paranoia and making him think the Jedi were against him before they actually were. And that's not even getting into The Clone Wars, where it retroactively becomes clear Anakin really has some well-founded reasons to dislike the Jedi Council. It is also suggested that three years of war, with him having people close to him die or leave him on a near-constant basis, have worn down Anakin mentally, made all the worse by the visions he has at the start of this movie. Of course, that doesn't change the fact that if you exclusively watch the movies, Anakin really comes off as an idiot with poor decision-making skills.
      • What probably clinches it is Windu's comments to Anakin once Anakin tells him that Palpatine is the Sith Lord; "You've gained my trust." He's flat-out telling him that apparently for thirteen years he didn't trust Anakin. That's enough to upset anyone, especially when that someone has been arguing that the Council doesn't trust him, and Windu just vindicated his feelings. Seeing Windu flaunt the process of authority and attempting to murder the one man—Sith Lord or not—that Anakin felt wholly and openly trusted him was the last straw.
    • Also, Anakin's (and the rest of the Jedi's) failure to spot the obvious – that Palpatine was the Sith Lord. He was almost amazingly athletic during the escape from the Invisible Hand, especially for an aging politician. Then there was his creepy storytelling at the opera house, where Palpatine somehow knows about that "old Sith legend" despite the Sith being an in-universe ancient evil that hasn't been seen for centuries since they last killed billions in a galactic war. In the same conversation he also spends some time extolling their virtues and saying how they're Not So Different from the Jedi, which in-universe is pretty much the equivalent going to the movies with your friend and have him casually mention how he's currently reading "Mein Kampf" and thinks it has some good points. Finally, you have the simple and obvious fact that Palpatine was increasingly dictatorial. It was really kind of glaring. Although to be fair, the Jedi always were suspicious of Palpatine, and were considering to start making moves against him.
      • The novelization attempts a partial justification. The Council knows the Sith Lord is somewhere around the Chancellor (same as in the movie, "the Dark Side surrounds the Chancellor") but discount Palpatine because he's already the most powerful person in the universe. It arguably works better as it makes the Jedi more arrogant than stupid, as they failed to account that the Sith don't just want power, but also to avenge themselves upon the Jedi.
  • Inferred Holocaust: The movie starts with a massive space battle in low orbit above Coruscant, a world whose entire surface is essentially one ginormous city with one trillion inhabitants. In other words, there's millions upon millions of tons of metal being blown up in the sky in short order, and that stuff is very unlikely to stay up there for more than a few minutes after it's separated from whatever was keeping it airborne. Even if not a single stray shot is produced by all the More Dakka and Beam Spam being traded between the capital ships, the duelling fleets' falling debris will hit Coruscant like an entire barrage of meteor strikes, flattening huge urban areas and invariably killing countless millions in the process. Nothing of the sort is ever mentioned on-screen, however, and scenes showing Coruscant after the battle depict the city as flawless as before, which makes this trope cross straight into No Endor Holocaust - oh, the irony. (The novelization makes it clear that falling debris has caused a great deal of damage and civilian deaths.)
    • Later materials retroactively explains the 'stray shots' issue, at least. Since Star Wars Legends was decanonized, ship-to-ship firepower has been drastically downgraded in canon (and keeping more in line with what's seen in the films) to basically on par with modern warship ordnance, fitting the aesthetic of World War II IN SPACE. Furthermore, turboblaster bolts are significantly reduced in power after crossing significant distances of even a few hundred kilometers in the Disney canon (which becomes a major plot point in both The Last Jedi and Thrawn), and being in orbit, all the ships exchanging shots were at least several thousand miles from Couruscant's surface. So it's unlikely their regular shots (as opposed to strategic bombardment weapons which aren't usually used in ship-to-ship combat, like giant plasma bombs) caused very much collateral damage at all. Star Wars Rebels further confirms this by showing the anemic effects of even sustained turbolaser orbital bombardment from capital ships on a planetary surface.
  • Internet Backdraft: Merely asking the question "Did Windu beat Palpatine or did Palpatine take a dive?" is an excellent way to start a fight.
  • Magnificent Bastard: Palpatine. He plays every single character in the movie like a fiddle and becomes dictator of the galaxy by the end of the second act, and by the end of the movie all of his potential enemies are either dead, on the run or on his side. Granted, at least part of this is because some of those enemies are not always the brightest folk, but they suspected that something was wrong with him being in power so long and thought at the very least that the Sith might be controlling him, and he still covers his tracks until it's too late for them.
  • Memetic Loser: General Grievous, especially when contrasted with his portrayal in Star Wars: Clone Wars.
  • Memetic Mutation: Enough to have their own page.
  • Moral Event Horizon: While Palpatine was unabashedly evil beforehand, he crosses the Moral Event Horizon with "Order 66", which involves having his troops massacre the Jedi. You see various Jedi working WITH the troops, only for their trust to be betrayed when said troops take out their guns and begin blasting the Jedi away.
  • Narm: So much it has its own page.
  • Narm Charm:
    • "I HATE YOU!!!" Sure, it's something a bratty kid (like Anakin) would say, but it's still gutwrenching to see him on the ground with his legs cut off, writhing in pain, unable to do anything to his former mentor and best friend other than scream at him in impotent rage.
    • On that note, "You were my brother Anakin, I loved you!" shows how heartbroken Obi-Wan is from everything and makes it all the more tragic for him.
    • Even if you found Yoda's famous "backwards talking" a bit cheesy and annoying,note  it doesn't make his final, defiant "Fuck you!" to Darth Sidious any less awesome. All together now...
    Yoda: Not… if anything to say about it… I HAVE!
    • Pretty much every scene with Palpatine. Ian McDarmind is devouring scenery left and right in his performance, and the delivery of some lines (such as the infamous "Do it" and "POWAH") is a little weird. But Palpatine is such a deliciously evil villain (and McDiarmid is so obviously enjoying himself in the role) that they end up as some of the most awesome and likable scenes in the whole prequel trilogy.
  • Never Live It Down: Has its own page shared with the rest of the franchise.
  • Nightmare Fuel: Has its own page as well.
  • Older Than They Think: Anakin/Vader going on a starfighter mission to save an abducted Palpatine? That sounds familiar… Also makes it Hilarious in Hindsight.
  • One-Scene Wonder:
    • Christopher Lee's scene as Count Dooku perfectly sets up Anakin's Start of Darkness. It also serves as retribution for all of Dooku's schemes in Clone Wars.
    • Despite the cheesy Big "NO!", having James Earl Jones reprise the voice of Darth Vader was exciting for fans.
    • Plus Chewbacca, who's also played by Peter Mayhew.
    • Wayne Pygram's 10-second cameo near the very end as a younger Grand Moff Tarkin appearing alongside Vader was also appreciated by fans.
  • Padding:
    • Many have argued that this movie suffers from a plethora of Filler scenes that could have been left out of the movie without messing with the overall narrative. The Battle of Kashyyyk and the Battle of Utapau, in particular, could have been left out entirely as the only reason for their existence was to get Yoda and Obi Wan away from Coruscant so that Palpatine could be left alone with Anakin.
    • The final Obi Wan vs. Anakin duel goes on for almost ten minutes. There's no denying that the movie tries to make it interesting throughout the fight by constantly moving around the Mustafar mining facility, but the continued use of lightsabers clashing throughout became tiresome about half way through the fight. And that doesn't even include the fact that the duel was constantly interrupted by the Yoda vs. Palpatine fight that was going on at the same time, which adds around another five minutes of waiting for the former duel to reach its conclusion. Somewhat Justified by commentaries and adaptations that explain that Kenobi realised he wasn't a match for Anakin in a straight fight and was intentionally drawing the fight out to tire his opponent out and move the fight to a more favourable location, in keeping with the defensive mindset of Kenobis Form III Soresu lightsaber combat form.
  • Rescued from the Scrappy Heap:
    • While Hayden Christensen's performance, though notably improved, remains divisive, many fans note that Anakin himself is more bearable and even sympathetic in this movie compared to how he was in Attack of the Clones.
    • The politics hall in Coruscant gets an epic battle between Palpatine and Yoda, giving it a scene full of adrenaline after the long bore-fest in The Phantom Menace and the shorter, but still somewhat austere scenes in Attack of the Clones.
  • "Seinfeld" Is Unfunny: While still highly polarizing, Revenge of the Sith was very popular at the time of its release for having a very dark tone and tragic plot that let it stand out from the other two prequels, not to mention depicting Darth Vader on-screen as a villain for the first time in ages.note  However, Disney's Star Wars films have caused the film to go through Uniqueness Decay; modern Star Wars movies are consistently PG-13 and are less blatantly "toyetic" than the prequels, and the suited Vader reappeared in Rogue One with a much more impressive and terrifying scene than the one he was given in ROTS.
  • Signature Scene: Several.
    • The opening clone vs. droid space-battle sequence over Coruscant.
    • The scene where Padme announces her pregnancy to Anakin, it's considered even by detractors to be the best acted scene in the trilogy between the couple.
    • The Opera scene between Anakin and Palpatine, and the iconic line, "Have I ever told you the tragedy of Darth Plagueis the Wise?"
    • The brief scene where Anakin and Padme seemingly stare at each across the skyline of Coruscant, either out of force connection or serendipity. It's the key moment that precedes Anakin's decision to intervene in Mace Windu's arrest of Palpatine.
    • The confrontation with Palpatine and Darth Sidious complete with "Unlimited Powah" and Anakin submitting to the Sith and becoming Darth Vader.
    • "Order 66" and the montage of the Great Jedi Purge, complete with Williams' special music, and the heartbreaking scene where Anakin ignites his lightsaber in the room with the Younglings.
    • The Wookiees' gathering and roaring Battlecry at the beginning of Battle of Kashyyk. Why? Not only because this is the first time we finally got to see the Wookiee again in a Star Wars movie since 1983, but also because this is the first time we see multiple Wookiees appearing on the same place and at the same time!
    • The final duels between Obi-Wan vs. Anakin and Yoda vs. Palpatine. The former especially because of the "high ground" moment.
    • Darth Vader getting his signature suit put on. His Big "NO!" sure helped.
    • The last couple minutes getting everything set up for A New Hope.
  • Special Effect Failure:
    • At the beginning of the fight between Dooku, Obi Wan, and Anakin, Dooku's jump, backflip and landing was unconvincing. Later into the fight when Count Dooku drops part of the walkway on top of Obi Wan, it looks really fake. Obi Wan was just moved down on the screen when it fell on him without any of his limbs reacting to the impact.
    • Palpatine's backflip during his fight with Mace is also rather unconvincing. In fact quite a lot of the duel comes off as a bit silly as Palpatine is supposed to be drawing on the force to gain incredible speed and strength, whilst Ian McDiarmid is quite clearly not, resulting in three apparent Jedi Masters all replicating Maul's snail-like reaction speed from The Phantom Menace.
    • When Grievous is getting his lightsabers out in front of Obi-Wan, it's pretty easy to tell that Ewan McGregor is looking at a green screen the whole time, as he shows little reaction to this and keeps his guard down the whole time, just awkwardly standing there. He doesn't even flinch when Grievous waves the lightsabers dangerously close to his face. This could be Justified as Kenobi's expression indicates this was not the first or second time Obi-Wan had faced Grievous in combat.
    • Grievous's fight with Obi-Wan is very poorly choreographed, with the cyborg only swinging with two arms at a time despite having four, acting like his weightless laser-blade would benefit from large downward swings with lots of momentum, and generally being very slow and plodding to accompany McGregor's movements (as noted, he couldn't see what he was doing), while also refusing to take several easy swipes that could have him won him the fight instantly if he had the chance. This is likely because Grievous's whole design is Awesome, but Impractical from a filmmaker's point of view and a Story-Breaker Power in-universe. Sure, it looks cool when he whips out four arms, and him being seven foot tall with strength sufficient to toss armored soldiers one-handed like hacky sacks and dent starship armor with punches adds to his intimidation factor, but it makes him losing any fight without looking like a putz impossible. If he had any sense he'd just swing from four angles at the same time and instantly win as Obi Wan would be unable to block everywhere. Or simply pin Obi Wan's lightsaber with two of his, then stab him in the back with his third, and through the gut with his fourth.
    • During the final duel between Obi-Wan and Anakin, when the two land on and fight between two platforms hovering over a river of lava, the green screen action is quite easy to detect.
  • Strawman Has a Point:
    • Anakin is correct in that the Jedi are acting a bit beyond their usual mandate. On the other hand, he ignores or refuses to accept that Palpatine is severely overpowered and likely corrupt – and that’s before it's revealed he's a Sith Lord.
    • Anakin attempts to cope with his prophetic dreams of Padme's death by confessing them to Yoda first thing, but Yoda's advice is to simply accept that the loss could happen and that growing so attached to something that you fear losing it was selfish. Even if Yoda didn't know Anakin had a pregnant wife, the guy's fighting a war and sees combat on a regular basis, and having persistent feelings of anxiety and fear for the people you love is a genuine problem. He was clearly looking for more concrete, solid advice for how to deal with these feelings (or at least some measure of comfort), and being told to simply not mourn or miss those who die was monumentally unhelpful.
      • On the flip side,note  Yoda's advice is fairly sound: death happens, especially during wartime, and worrying over how to prevent it will not necessarily bring you or the person you're worried for any degree of comfort; better to just live in the present and focus on the time you know you have rather than worrying over what the future might bring. It's just not the advice Anakin (or anyone) would particularly want to hear in that situation.
    • When Mace tells Anakin that he won't be a Master, this comes off as being incredibly asinine. However, Anakin's immediate temper tantrum shows very clearly that no, he's not ready to become a Master-he can't even control his own emotions!
  • Surprisingly Improved Sequel: Most fans agree that Revenge of the Sith is the best of the prequel trilogy. Some fans even consider it to be on the same level as Return of the Jedi, or even The Empire Strikes Back, in terms of quality.
  • Take That, Scrappy!:
    • There is a huge Catharsis Factor to seeing Nute Gunray and all the other obnoxious Separatists finally get taken out, especially after how terrible many fans thought Episode I was.
    • Jar Jar himself only appears briefly in two scenes.
  • They Wasted a Perfectly Good Character:
  • They Wasted a Perfectly Good Plot: Even if Padmé had to die in this story, could she not have been given a more impressive death? She was a ruler, a senator and a fighter, but she spends most of the film sitting in the background looking worried or sad and dies because she "loses the will to live". Even if they wanted to play up the maternal angle, she could have confronted Anakin at the Jedi Temple, and died fighting him in defense of the Jedi younglings. To make matters worse, concept art shows that at one point there was a version of their final meeting where she would have tried to kill him before he could commit any more atrocities, but would have been unable to do the deed because of her love for him.
    • There are deleted scenes that show her, Mon Mothma, Bail Organa and other politicians forming the beginnings of what would become the Rebel Alliance in the original trilogy. Although they were probably just cut for time, it would have given her more of a role in the film, since she only has a scene or two where it's shown that she was one of the few senators who opposed the Emperor.
    • Related to the above: Padme's decoys are used for a non-reveal in The Phantom Menace, for a Like You Would Really Do It moment in Attack of the Clones, and then completely forgotten. Rather than have Padme suicidally confront Anakin while pregnant, why not use the decoys to let her escape after she and Obi-Wan realize he really can't be saved? If one of them actually died in such a way Vader and the Emperor think she's dead, that would resolve the gaping plot hole created in Return of the Jedi by Leia's memory of her mother by having Padme hide as her own decoy on Alderaan? At least do something other than create the decoys and then never use them in situations where it would actually make sense.
    • As mentioned above under They Wasted a Perfectly Good Character, the film doesn't show a whole lot of what the other Jedi were up to during the Clone Wars. And perhaps most egregiously, it shows next to nothing of Anakin fighting the other Jedi in the Temple, instead showing only a couple of brief scenes of clone troops fighting Jedi and one notoriously saddening scene where Anakin prepares to murder a bunch of kids. There were plans to show more of him killing adult Jedi as A New Hope describes, but these were also cut.
  • Uncanny Valley: During the Mace/Palpatine fight, there's a couple of shots where Palpatine is completely rendered in CGI, and it's quite noticeable.
  • Values Resonance: One of the reasons prequel memes started seeing a resurgence in popularity around 2016 was that it was a time when populist demagogue leaders around the world were gaining support to the point that many people feared for democracy. Because the fall of democracy is a central theme of this movie, it became common for people to quote it in reaction to various political events.
  • What an Idiot!: See here.
  • What Do You Mean, It's Not Political?: A lot of the "rise of the Empire" sequence was interpreted as references to then-contemporary politics (Revenge came out in the middle of the the Bush Administration), despite George Lucas having developed the basic plot when he was making the original trilogy in the 1970s (if not all the details).
    • Some people felt that Padmé's "So this is how liberty dies… with thunderous applause" line was a blatant jab at things like the Patriot Act and the overall culture of post-9/11 America. For what it's worth, George Lucas has implied that it was actually supposed to be referencing Nazi Germany.
    • Ditto Anakin's line "If you're not with me… then you're my enemy." This has been interpreted as reference to (one formulation of) the Bush Doctrine that countries that support terrorist groups are to be treated as if the terrorists are acting on their behalf. (It's also a re-phrasing of the classic liberal political saying, "You're either part of the solution, or you're part of the problem.") The line goes back to The Bible if not earlier.
    • It's also been noted that Palpatine's rise to power has more in common with that of Caesar Augustus, or Adolf Hitler. And George Lucas has admitted an American president is also one of Palpatine's influences… but it's Richard Nixon, not Bush.
  • Win Back the Crowd: Many people who felt underwhelmed by the other two Prequels feel that this movie justifies the entire Trilogy. This sentiment is not quite universal, however.
  • WTH, Costuming Department?: In one Deleted Scene, Padmé is wearing some kind of headdress that several viewers think makes her look like the Predator.

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