Star Wars: Episode II – Attack of the Clones (2002)
Luke, you’re going to find that many of the truths we cling to depend greatly on our own point of view.
– Obi-Wan Kenobi, Return of the Jedi
The camera tilts up from the starfield after the opening crawl of Star Wars: Episode II – Attack of the Clones. This might seem like a minor variation from the opening shots of the rest of the Star Wars saga, but the shot inversion holds deeper significance.
In the famous opening of the original Star Wars, the camera tilts down to the glowing arc of the desert planet Tatooine. In Episode I – The Phantom Menace, the camera tilts down to reveal a purple Republic space-shuttle racing towards the camera, which then pans right, following the movement of the shuttle, to show the Trade Federation blockade around the small, lush planet of Naboo.
In Episode II, the camera tilts up to reveal not some frontier planet in the Outer Rim or a quiet kingdom on the edge of the Republic but rather the galactic capital and city-planet, Coruscant. Two golden Naboo starfighters streak into the frame followed by a shiny silver shuttle and another fighter, all four spaceships rotating clockwise to turn upside down. Cut to the second shot, which realigns the viewer: Coruscant is now at the bottom of the frame and the spaceships are turning right side up. The upside-down opening shot of Episode II visualizes that all is not well in the galaxy, and not just on the edges of the Republic but at its very heart. As the opening crawl states: “There is unrest in the Galactic Senate.”
More broadly, the film’s opening suggests that our points of view are limited, a theme that is reinforced visually and narratively as the first scene develops. The shuttle and its fighter escort descend through thick clouds to a misty landing platform. As the passengers disembark, Senator Padmé Amidala’s (Natalie Portman) new head of security, Captain Typho (Jay Laga’aia), cheerfully observes: “I guess I was wrong. There was no danger at all.” Typho’s celebration is premature, however, as the shuttle suddenly explodes. But it is soon revealed that the explosion has missed its presumed target. The Senator we saw exiting the shuttle is shown to be one of Padmé’s decoys. Lucas extends the deception motif from Episode I in order to create a shocking reversal that warns us not to trust everything we see. Since the events of the previous film, the former Queen of Naboo has become the leader of the opposition in the Senate against the creation of an army for the Republic. Who has targeted the Senator for assassination is the central mystery that drives the first act of Episode II.
Cut to the second scene, in which Lucas uncharacteristically uses a series of subtle zooms and dollies (shots in Star Wars are overwhelmingly static) in the exposition shot of the Galactic Senate Chambers as well as during the meeting between Chancellor Palpatine (Ian McDiarmid) and members of the Jedi Council and Senate as they discuss the separatist crisis. The camera’s slow movements in the scene generate an atmosphere of tension and unease. Appropriately, Yoda (Frank Oz) ominously declares: “The Dark Side clouds everything. Impossible to see the future is.”
My long analytical preamble is meant to make a few points. First, that Lucas uses contrasts and oppositional points of view to structure much of Episode II, whether visually (as in the case of the upside-down opening shot); narratively (characters continually see things one way, both literally and metaphorically, only to have their viewpoints challenged); and thematically (“What is really going on?” and “Who is my enemy?” are vexed questions raised throughout the film). Second, that there are actually a lot of interesting things going on in what is often considered a weak entry in Lucas’s Star Wars movies. And third, that the opening scene of Episode II also functions as a useful metaphor for my main argument: that a full appreciation of Attack of the Clones requires the upheaval of some established viewpoints on the film.
It is a commonplace among both film buffs and geeks that Attack of the Clones is loaded with bad acting and hokey dialogue. The performances of Hayden Christensen (as Anakin Skywalker) and Natalie Portman, particularly their romantic interactions, are the focus of much fan scorn and ire. If one doesn’t dismiss Attack of the Clones outright, the film’s impressive battle scenes tend to be weighed against the acting and dialogue. There are some who’ve watched the film once in the theatres and never revisited it, and others who basically fast-forward or tune-out until the middle of the film, when Obi-Wan Kenobi (Ewan McGregor) arrives on Geonosis.
In this review I want to rethink some of these claims, many of them cemented over a decade and a half ago upon the film’s release and never revisited. My contention is that we need a different framework, a different point of view, for reading Attack of the Clones, which will hopefully allow us to newly appreciate both celebrated and derided aspects of the film.
Catching up with Padmé, Anakin, and Obi-Wan 10 years after the events of The Phantom Menace, Attack of the Clones has the unenviable job of primarily developing the characters as well as important narrative threads in ways that will come to their fulfilment in Revenge of the Sith. Two dominant threads run through the prequel trilogy. First, there is the political story about a decadent republic becoming a tyrannical empire. Second, there is the personal story of the tragic hero, Anakin Skywalker. Episode II sets up the political crisis that Palpatine will exploit in order to consolidate his power. At the same time, the film sets up Anakin’s personal crises, particularly his forbidden love for Padmé and his growing inward darkness, emotional forces which he struggles to balance and align with his responsibilities as a Jedi.
You do get a sense that Lucas knew the broad strokes that had to happen in the movie, and that consequently he struggled to come up with a plot that would also be exciting and engaging in its own right. Remember, unlike in the Original Trilogy, the prequels had to arrive at particular events, namely Anakin’s turn to the Dark Side, his duel with Obi-Wan which leaves him scarred and part-machine, and the rise of the Galactic Empire. Perhaps for this reason, Lucas enlisted the help of another screenwriter, Jonathan Hales, for Episode II.
As a straightforward mystery and adventure, the film as a whole work is not completely successful, even if certain sequences, particularly the last 45 minutes or so of the film, are masterful. I think it’s fair to say that the plot seems unnecessarily complex. You can see that the embellishments begin to overshadow the central events. Unlike the other Lucas Star Wars movies, and more in line with the Disney movies, the plot line of Attack of the Clones is tangled and somewhat difficult to succinctly summarize. A New Hope has an elegant and incredibly straightforward plot: this leads to this which leads to this. Its powerful linear structure was imitated in The Phantom Menace, which similarly involves flight and pursuit and the heroes’ party picking up new members along the way (both Episodes IV and I borrow heavily from Akira Kurosawa’s The Hidden Fortress, as Anders notes).
Whatever the reasons for the plot, the narrative complexities of Attack of the Clones have thematic significance. Features are introduced seemingly to generate confusion. Who was Jedi Master Sifo-Dyas, who supposedly placed the original order for the clone army? Where did the shady character Jango Fett (Temura Morrison) come from? Who is Darth Tyrannus?
The story’s beginning, about two Jedi protecting a senator, soon branches out into two plotlines. On the one hand, we get a love story between the knightly protector and his lady (the quintessential courtly love arrangement). On the other hand, we follow Obi-Wan’s detective-style hunt for the assassin, which veers into a search for a lost planet, an extended visit with the cloners there, and his tailing a bounty hunter to droid factories on another planet. Obi-Wan stumbles upon a massive conspiracy, which just happens to solve the Republic’s problems at the right time.
The plot’s confusion and ominous developments are echoed by lines of dialogue about the inability to perceive properly or clearly. For example, Yoda tells Obi-Wan, “Do not assume anything.” Later, Yoda confesses to Mace Windu (Samuel L. Jackson): “Blind we are if creation of this Clone Army we could not foresee.” Mace replies that “Perhaps it is time we inform the Senate that our ability to use the Force has diminished.” It’s unclear what exactly Mace is referring to, but it appears that as the Sith increase in power, they diminish the Jedi’s power, in particular their ability to see things for what they truly are as well as to foresee the path ahead.
Mystery and confusion pervade the political story. The opening crawl alerts us to a separatist movement spearheaded by the “mysterious Count Dooku,” and it highlights the crucial debate going on in the galaxy’s politics: the creation of an “ARMY OF THE REPUBLIC.” The full capitalization signals that this is the major plot focus of the movie, in a way similar to the “DEATH STAR” in A New Hope.
Along with the politics-heavy opening crawl, the title, Attack of the Clones, is often derided. I’ve heard the suggestion that “The Clones Wars” would have worked better. Certainly, the title suggests the goofy 1950s movies that Lucas loves, and which inform not only the science-fiction but also the old-fashioned style of the love story. More importantly, “Attack” in the title strangely frames the Clone Army as bad guys. Who are the clones attacking? After all, it is the “good” Republic which uses them. The title challenges our understanding of the Republic and Separatists, calling into question assumptions about the necessity of the army. As the movie reveals, the clones are created under shady circumstances and their use as the Republic’s army, which the Jedi come to support, requires the suppression of democracy under executive power.
The title and events of Attack of the Clones urge us to rethink the moral alignments of the plot. Who are the bad guys? Who are the good guys? The allegiances of Count Dooku (Christopher Lee, who played another famous Count) are unclear, as are the origins of the clone army. About two thirds of the way into the movie, Dooku stunningly reveals to Obi-Wan that the Sith are in control of the Senate, but Obi-Wan can’t believe it. Obi-Wan cannot see beyond his current understanding of the separatist crisis. It’s a fascinating moment. Why does Dooku spill the beans? After all, it’s confirmed in one of the last scenes in the movie that Dooku is Darth Tyranus, the new apprentice of Darth Sidious, and that Sidious is manipulating the galaxy into civil war. We also learn that the Trade Federation continues to be manipulated by Sidious, and that ultimately both sides of the emerging conflict, the long hinted at Clone Wars first mentioned in A New Hope, are being pitted against each other by the real mastermind.
Now we begin to see that this is hardly a straightforward adventure. The film sets up some of the moral complexities that Aren will rightfully argue are more fully developed in Revenge of the Sith. In other ways, though, Attack of the Clones may be best enjoyed as the adventures of Padmé, Obi-Wan, and Anakin. We see so many strange worlds, duels and battles, chases and escapes.
I think Episode II is probably more successful in telling its political story than in telling its personal story, but my criticism of the personal story is not the common one. I actually think Attack of the Clones contains a problem that the new Disney Trilogy repeats and exacerbates: dividing the heroes. I agree that Episode II sadly doesn’t give us enough of Obi-Wan and Anakin working together. Our best view of them as an awesome Jedi duo is at the start of Revenge of the Sith. This is unfortunate and diminishes the Prequel Trilogy overall, because (as I mentioned in my review of A New Hope) the popular conception of Han, Luke, and Leia as an amazing hero trio—bickering, fighting, and working together—is mostly realized in the Death Star scenes of A New Hope, the opening Hoth scenes of The Empire Strikes Back, and in Return of the Jedi, when they escape from Jabba’s Palace and later sneak down to Endor. But for the majority of the screen time of the Original Trilogy Han, Luke, and Leia are not together. Nevertheless, the relationship they build while on-screen together is so strong that it shapes how we see their individual actions. This points to one flaw in Attack of the Clones. It doesn’t establish the Obi-Wan/Anakin duo in a clear enough manner. Is it primarily a mentor and protégé relationship, a scold and rebel dynamic, or a cooperative fighting duo, like Batman and Robin? There are aspects of all three dynamics in their relationship, but none emerges preeminent, and the parts don’t fit perfectly together.
Turning to just Anakin now, I believe the development of Anakin’s character in Episode II is actually one of the film’s strengths, not one of its weaknesses. Episode II successfully creates the conditions for Anakin’s ultimate motivation to turn to the Dark Side in the next movie. Anakin’s development in Attack of the Clones is a key piece in Lucas’s overall “Tragedy of Darth Vader,” being the middle phase in Anakin’s progress from a good, sweet-hearted, and emotional little boy to someone who could believably wipe out the Jedi and help Palpatine take over the galaxy.
Why is it that Anakin is the primary focus of fan hatred and misunderstanding, especially in this movie. What is it about the character?
First, recall that poor Jake Lloyd’s boy Anakin was the source of incredible amounts of vitriol from fans after The Phantom Menace. Admittedly, there is something strange about the character. In his first scene, when he meets Padmé, he asks if she is an angel. He tells Qui-Gon about his dream of freeing the slaves. He has grand ambitions, but is a slave. Is he deluded, or does he sense his destiny? He’s a good boy, who wants to do the right thing, but he also has strong emotions, particularly for his only family member, his mother. Padmé fills the gap that his mother leaves when Anakin must escape Tatooine, as Padmé assures Anakin of her unconditional caring on the spaceship to Coruscant.
Now skip ahead 10 years to Attack of the Clones. The boy has grown up. Recognizing his amazing powers, but also, because of the Jedi code, having no outlet for his strong emotions, Anakin has grown into cocky and troublesome teenager. But overall he is still keen to achieve what he believes is the right thing, even if he has to bend the rules.
What if we rethought Anakin, his development, his acting, and his dialogue? Maybe we aren’t supposed to entirely like his character, even if he turns out to be Darth Vader. Maybe we shouldn’t read Darth Vader as a cool badass anti-hero, but rather the final tragic extension of a boy dreamer full of fear and a desire for control, who became a powerful cocky man with, in Han Solo’s words, delusions of grandeur.
It is important to notice how Anakin views the world and himself through the heightened frames of romance and heroic adventure. For example, when Obi-Wan enters Padmé’s apartment after finishing security arrangements downstairs, he asks Anakin how it’s going, and Anakin replies, “Quiet as a tomb.” That’s not just clunky dialogue by Lucas. That’s an odd thing for a character to say. And Anakin says these kind of lines more than other characters.
Anakin’s first words to Padmé ever, in The Phantom Menace, link her with the angels he hears about in stories told by deep-space traders. His first words to her in Attack of the Clones, said in reply to her noticing how he’s grown up (a common way of greeting a person after a long time apart), are that she’s grown “far more beautiful.” Then he notices what he said and revises: “Well, for a senator, I mean.” In the scene before, in the elevator with Obi-Wan, Anakin doesn’t just say he’s excited to see Padmé: “Just the thought of being around her is . . . intoxicating.”
A minor scene between Anakin and Padmé in her bedroom as she packs is actually deeply revealing of his character. Padmé starts to listen to Anakin and he spills his guts whining. He craves emotional release and support. This makes sense if we recall that he had to leave his mother, his only family member, as a small child. When he realizes he’s acting like a crybaby, he reverses, trying now to act cool and sexy, which just creeps her out. She isn’t digging it.
Anakin’s confidence is an act. Perhaps he actually craves following orders, if he believes in the cause and thinks he will be used correctly. Which is why he later says he shouldn’t lead the galaxy, but someone wise should. He’s both cocky but also someone who craves a parental figure. It’s the tension between these aspects of him that drives his inward darkness. Note also how the tall and handsome Christensen wraps his black cloak around himself oddly at times, almost like a security blanket. He holds it tight in a way none of the other Jedi do, as if he’s uncomfortable in his skin.
Consider next the romance scenes on Naboo, which are the most derided in the film. What if the scene when he strokes Padmé and talks awkwardly about sand is not poorly written but is actually depicting a young man desperately and awkwardly trying to win the heart of someone he loves, pretending he is a passionate lover. In an earlier scene, Padmé has told him to stop leering at her because it makes her uncomfortable, but Anakin tends to do what he wants, in love and in his Jedi duties. He takes a lame reference point (sand) from his terrible childhood as a slave on a desert planet and tries to make it sexy. And he fails.
I’ve come around to seeing the notorious romance scene at night by the fire as actually a brilliant depiction of a deluded romantic lover. Anakin checks all the boxes. He calls Padmé “M’lady” throughout the scenes when he guards her, and he assures her in his scene that “I will do whatever you ask of me.” But a few scenes earlier he lost it on her when she took over planning security. He is an emotional wreck. He wants to be her courtly lover, her Petrarchan sonneteer: “I’m in agony. I can’t breathe. I’m haunted by the kiss you shouldn’t have given me. I hope the kiss won’t become a scar . . . You are in my very soul tormenting me . . . It [our love] would destroy us.” He is dramatic and exaggerated and very much in line with a tradition of love poetry and stories. Anakin inhabits a traditional mode of engaging romantic love using heightened expression describing inward torment. It’s worth noting that the romance in the Original Trilogy and even in Lucas’s American Graffiti and THX-1138 bare almost none of the same ornamental dialogue and clichés.
Padmé tells Anakin: “We live in a real world. Come back to it.” He replies: “Anything is possible.” And: “You are asking me to be rational. I wish I could just wish away my feelings, but I can’t.” In fact, Anakin always has one foot in his dream life. His dreams fuel his decisions, as we will most potently see in Episode III. He dreams about Padmé over their 10-year separation. As a boy, he dreamed of freeing the slaves and saving people. He dreams of his mother in pain, and her actual death not only fills him with the pain of fear and realization he is not all powerful, but with a great lust for power and control to overcome all fear and pain.
The personal love story also holds inverse significance. We are primed to celebrate romantic love that violates social norms and cultural taboos. But the prequels show that their love causes problems for two reasons. First, Anakin’s emotional side is never properly dealt with, and the Jedi coldness towards him exacerbates his worst tendencies. Forced to keep their love a secret, they cannot openly seek help later on. Second, Anakin violates the Jedi call for no attachment, showing that his deep craving for emotional attachment is the seed of his turn to the Dark Side. It puts the Jedi code in tension with human emotion, and shows that neither side is right. In this sense, it recalls the chivalric romances in which competing codes of loyalty swamp the world.
I would also note Lucas’s sly humour by intercutting the romance plot on Naboo with the sterile creation of Clones on Kamino. It’s a remarkable contrast I’ve never heard noted before. Threepio (Anthony Daniels) adds a variation on the joke later on in the droid factory, showing a droid’s view on these things: “Machines making machines. How perverse.” But weird reproduction haunts the trilogy, from Anakin’s virgin birth to the Tragedy of Darth Plagueis the Wise.
The political and personal come together in the final act of the film, which is a tour de force of action, moving from one set piece to another, and bringing the political storyline, the romance, and Anakin and Obi-Wan’s relationship all to a head. The battle of the arena nicely compliments a major inspiration for Star Wars, namely the adventure movies of Ray Harryhausen.
The Battle of Geonosis is also brilliant. There’s the incredible wall of dust, and the shots of clone troopers shooting in the dust, which plays like a larger-scale experimentation on the chaos of A New Hope’s opening fight on the Rebel Blockade Runner.
The sweeping ending sequence is also stunning, a personal favourite of mine. It anticipates the even more complex and moving montage that concludes Revenge of the Sith. The personal and the political here. The tragedy of the galaxy going to war contrasted with the union of two lovers in secret. It has been said that Star Wars is like a silent movie, combining visual storytelling and music. This ending sequence is a great example of Lucas’s primary achievement in the films: as a teller of great stories visually, with the accompaniment of John Williams’ amazing musical score. Lucas tells stories so clearly with just his shots that concerns about the dialogue are often beside the point. This is the heart of the Star Wars saga, and the final sequence of Attack of the Clones is of such epic proportion that few films can rival it.
Consider also how point of view functions in the final sequence, beginning with Dooku’s flight from Geonosis. The viewer is able to discern a series of contrasts, as well as the true meaning of many events. Dooku escapes from the battle in an eerie solar-sail-equipped shuttle. We watch a long sequence of his landing in a far corner of Coruscant, in some old hangar bay. The different threads of the mysterious creation of the Army of the Republic are coming together. Dooku is actually in league with Sidious, who we see here in his only brief appearance in the movie.
Next we see the Jedi. There’s a brief discussion that stands in contrast to the conversation between the Sith. They debrief. Obi-Wan congratulates everyone on a victory. He oddly overlooks the mysterious origins of the army to think the clones a very good thing. Yoda counters him: “No, not victory. . . . Begun the Clone Wars have.” Yoda sees the battle as maybe won, but the war as just beginning, and he seems pained by the creation of the army, not only because it is unforeseen but also because he might anticipate how it will alter and displace the Jedi, creating a new military establishment and turning Jedi peacekeepers into soldiers.
Then we get a beautiful final contrast of the political story with the personal. In a fascinating tableaux shot, we see Bail Organa (Jimmy Smits) look sadly downward as the rest of the bureaucrats and Palpatine admire the amazing clone armies assembling below. Organa recognizes where the standing army is headed: to not only war but a military empire, instead of a republic. And we hear the Imperial March for the first time in the series, chronologically speaking.
Then cut to another sunset, with “Across the Stars” swelling, but a sunset dripping through golden clouds on lush Naboo, in contrast to the harsh red on soldiers and stone and metal on Coruscant. We see the marriage of Anakin and Padmé, which also shows the beginning of Anakin as a man-machine, with his robot arm holding Padmé’s hands. The only witnesses are two droids. The couple are shunned by human and alien society. Only his creation (C-3PO) and his faithful servant (R2-D2) stand with them. And their love, which is celebrated in contrast to the secret tragedy of the army’s victory, will be the basis for Anakin and the Republic’s downfall in the next film.
If we have misread aspects of Attack of the Clones, as I have tried to argue, then the viewer’s experience parallels the series of misreads with unforeseen consequences that the film itself portrays.
10 out of 10
Star Wars: Episode II – Attack of the Clones (2002, USA)
Directed by George Lucas; screenplay by George Lucas and Jonathan Hales from a story by George Lucas; starring Ewan McGregor, Natalie Portman, Hayden Christensen, Ian McDiarmid, Samuel L. Jackson, Christopher Lee, Anthony Daniels, Temuera Morrison, Kenny Baker, and Frank Oz.