Star Wars Episode II

Attack of the Clones

 A Review


Well, three years on and the next instalment of George Lucas’ little family tale has hit the world’s cinema screens.

After the relative disappointment that was Episode I: The Phantom Menace, it would be interesting to see how the viewing public rated George’s latest attempt at directing. If you read my review of The Phantom Menace, you might think that I didn’t like the film, but nothing could be further from the truth. I thought it was a terrific film – it was just bad Star Wars.

George Lucas demonstrated with that film that he seemed to be making the storylines up as he went along, adding pointless concepts such as ‘midichlorians’ and a nine-year-old space fighter pilot!

It was no wonder the older fans felt betrayed and that George had ruined his own creation. Everybody wondered if he would listen to the criticism aimed at him and make Episode II more like the Star Wars of old………

Things didn’t look good when he announced the title of the film! Like The Phantom Menace before it, the title of the new film came in for much criticism for sounding too corny. Personally, I think it’s a terrible title.

If the film was primarily about clones on the attack, then fair enough, but the main thrust of the movie was about Anakin Skywalker’s descent towards the Dark Side of the Force. 

Anyway, let’s get the basic storyline out of the way….

Ten years after the events in The Phantom Menace turmoil has once again gripped the Republic as thousands of star systems have threatened to break away and follow ex-Jedi Count Dooku (who just happened to be the trainer of Qui-Gon Jinn and was Yoda’s former Padawan – talk about a small universe!!)

The trouble brewing all over the galaxy is making it difficult for the limited number of Jedi (about 10,000 in all) to keep the peace. To alleviate the pressure on the Jedi Knights, some Senate Council members have suggested that the Republic should create a unified army to counter the Separatists. Some members of the council, such as Senator Padme Amidala, former queen of Naboo, have expressed grave concern with creating a single Republic army and are prepared to vote against such an act being passed.

After a failed assassination against Padme, Chancellor Palpatine suggests that she be placed under the protection of the Jedi Knights, more precisely Obi-Wan Kenobi and his apprentice, Anakin Skywalker.

After a second attempt on her life fails, the Jedi Council send Obi-Wan on the trail of the assassin and order Anakin to escort Padme back to Naboo where she will be safe.

Obi-Wan’s search for the assassin takes him to the Jedi Hall of Records where he discovers that somebody has been tampering with the database to conceal the location of the planet Kamino. Only a Jedi could erase information from the records. He finds his way to the planet, a watery, storm-lashed world where the graceful inhabitants live in massive, stilted cities.

Here Obi-Wan discovers that the Kaminoans have been creating a clone army for the Republic. It is revealed that the order was placed by the late Jedi Master Sifo-Dyas (whoever he is!!) and that the first batch of warriors (200,000 of them) are ready for action.

When Obi-Wan asks who the template for the clones is, he is told that the original donor was a bounty hunter called Jango Fett. It is also revealed that Jango wanted a single, perfect clone of himself. This clone is Boba Fett.

Meanwhile on Naboo, Anakin and Padme gradually grow closer together and the depth of their feelings is revealed when they share a kiss. However Padme insists that they cannot have a relationship because of her work and Anakin’s oath to the Jedi Order. Anakin suggests that they keep it a secret, but Padme says that she could not live a lie.

While on Naboo, Anakin has a nightmare that his mother is in pain and tells Padme that he must go to Tatooine immediately. This means he would have to disobey his orders to protect the senator, but Padme decides to go with him.

Meanwhile back on Kamino, Obi-Wan tangles with Jango and Boba Fett and after a frenzied duel, the bounty hunter escapes in his ship, Slave 1. Obi-Wan managed to secure a homing device to the escaping starship, though, and uses it to follow the Fetts to the planet of Geonosis.

After a brief, but dramatic battle in the rocky rings of the planet, Slave 1 believes Anakin’s starfighter to be destroyed and heads to the planet’s surface. Of course, Obi-Wan is fine and follows the bounty hunter, but more covertly this time.

On the surface of Geonosis, the Jedi Knight finds many Trade Federation battleships and beneath the barren wastes, he discovers that the insect-like Geonosians are creating battle droids for the Separatists.

Anakin and Padme land at Mos Espa, Tatooine and head straight for Watto’s junk shop. Here they discover that the Toydarian has sold Shmi Skywalker, Anakin’s mother, to a moisture farmer called Cliegg Lars. The farmer then freed Shmi and married her.

Anakin and Padme make their way to the Lars farm, which lies near the town of Mos Eisley. Here they discover that Shmi has been missing for over a month, kidnapped by a marauding band of Tusken Raiders. The young Jedi heads out on a speeder-bike to find his mother, leaving Padme with the Cliegg Lars, his son, Owen, and Owen’s girlfriend, Beru Whitesun. A fully-clad, if a little dull-looking C-3PO is also working at the farm.

Anakin finds the Tusken Raider settlement and frees his heavily-beaten mother. She dies in his arms after telling Anakin how proud she is of him and that she loves him.

In his rage and anguish, Anakin kills the entire population of the Raider village, every male, female and child. (Across the galaxy on Coruscant, Yoda senses the terrible things that have just come to pass and we here the voice of Qui-Gon Jinn saying. “Anakin, Anakin, No!!”)

Anakin takes the body of his mother back to the Lars farm, his grief and anger plain to see on his face. Later, Anakin tells Padme of his actions at the Tusken Raider village and his hatred for them. He also blurts out that he thinks Obi-Wan is holding him back and that he will be the most powerful Jedi ever. Padme holds him as he breaks down into floods of tears, grief and sorrow overwhelming him.

Cliegg, Owen, Beru, Padme, Anakin and Threepio bury Shmi and say their goodbyes. They stand before three small gravestones (Cliegg sits on a hovering chair, having lost his leg when trying to save Shmi from the Tuskens when she was first taken), the occupants of the other two graves is not revealed to us.

Suddenly R2-D2 rolls up, whistling and beeping, Threepio translates that a message is being received from Obi-Wan Kenobi. On Padme’s ship, Artoo plays a message from Obi-Wan on Geonosis and relays it to Yoda and Mace Windu on Coruscant. Obi-Wan tells them of the droid factory, the Trade Federation involvement and Dooku’s complicity. Before the message is complete, though, Obi-Wan is attacked and a Destroyer droid walks into the holo-transmitter’s field of view.

Windu and Yoda order Anakin to take Padme back to the safety of Naboo, but Padme says that they should go and save Obi-Wan. Anakin protests that he cannot disobey his masters, so she says that she is going to help Anakin’s master and if he wants to protect her, he’ll just have to tag along.

Meanwhile on Coruscant it is decided that the threat of war from the Separatists has grown so great that they now need the clone army from Kamino. It is suggested that the Chancellor should be given emergency powers to be able to act unilaterally. A member of the Senate will have to propose such a resolution, but the group in Palpatine’s office cannot think of a senator strong enough to forward such a proposal. The camera lingers on Gungan Representative Jar Jar Binks.

On Geonosis, Obi-Wan is held in a stasis field, hovering and unable to escape. Count Dooku enters the room and the captured Jedi Knight immediately calls him a traitor. Dooku claims that he has nothing to do with Obi-Wan’s interment and that he shall do what he can to have him set free.

But there is a price. Dooku informs Kenobi that the Republic is controlled by the Sith Lords and that many senators are under the influence of Darth Sidious. Dooku pleads with Kenobi to join him and they shall destroy the Sith, but Kenobi refuses as this would mean him turning his back on the Jedi and joining the Separatists. Disappointed, Dooku leaves the room, explaining that it may be difficult to arrange Kenobi’s freedom after all.

In the Senate Council Chamber, Jar Jar proposes that Palpatine be given emergency powers and applause and cheers erupt from the senate booths that still contain lifeforms (many are empty because the occupants have joined the Separatist Movement). Palpatine accepts the charge and promises to hand back the powers once the crisis is over. His first act is to create a ‘Grand Army of the Republic to counter the Separatist threat’.

When the deed is done, Yoda decides that he will go to Kamino to see the clone army for himself. Windu says that he will take whatever Jedi are left (what this means is a little unclear) and go to Geonosis to help Obi-Wan.

Anakin, Padme, Threepio and Artoo arrive at Geonosis, setting their ship down in a column of venting steam to hide the vessel. Anakin and Padme leave the ship with the Naboo senator instructing Anakin to follow her lead as she may be able to find a diplomatic solution.

Once the humans have left, Threepio and Artoo begin arguing, with the larger droid saying that he is in charge and that they should stay where they are. Artoo is having none of this and sets off after his human friends. Threepio reluctantly follows, complaining loudly.

Anakin and Padme enter the dark, subterranean world of the Geonosians. As they progress through dank tunnels, the walls begin to move, revealing hordes of insect-like aliens. Anakin ignites his lightsabre and begins cutting a swathe through the attacking Geonosians.

Suddenly they find themselves on a ledge overlooking the droid factory. Conveyor belts and massive machinery, constantly in motion, thunder and spark below them. The ledge retracts and Padme falls onto a conveyor, surrounded by white-hot ingots of metal. Anakin hangs onto the ledge, but falls some distance behind the Naboo senator.

Immediately Geonosians flutter around them, firing weird, plasma-like weapons. Padme eludes them by dashing through massive, stomping mechanism. Anakin fights his with his sabre.

Threepio and Artoo arrive at the ledge and Artoo knocks the protocol droid over the edge. He lands on the conveyor and goes through all sorts of perils until his head is unexpectedly lopped off and a battledroid head put in its place. Conversely Threepio’s head is attached to a battledroid body. Threepio exclaims that he is so confused.

Artoo ignites a set of rockets from his legs and flies across the factory to a catwalk where controls are housed. 

Meanwhile Padme is grabbed by Geonosian and thrown into a massive crucible. Unable to climb out, the tension mounts as molten metal is poured into the crucibles in front of Padme’s.

Anakin has his own problems; he is knocked over by a piece of machinery and finds his arm trapped beneath some pressed metal. Huge guillotines start chopping at the moulds and Anakin must avoid them or be sliced up. He manages this, but his lightsabre is destroyed. As he recovers, he is surrounded by Geonosians and Jango Fett and ordered to surrender.

Padme looks up and sees that molten metal is going to be poured into her crucible. Then suddenly, the machine’s iris closes and the crucible is dropped to the ground, rolling Padme onto the floor. Artoo has saved her. Unfortunately she, like Anakin, is captured by the Geonosians.

They are tied to a cart in a darkened room. It is here that they profess their love for each other. Both know that they are to be executed, so to hold back their true feelings is pointless.

Brilliant daylight floods in as a set of double doors swing open. A massive arena lies beyond, the tiers crowded with buzzing and chattering Geonosians. In a private box, Dooku, the Trade Federation Viceroy, Nute Gunray, and his aide, Jango and Boba Fett and the Geonosian leader, Archduke Poggle the Lesser watch as Anakin and Padme are brought out and each is chained to a large stone monolith. Beside them, already securely fastened is Obi-Wan Kenobi. Before they can get too comfortable, three more doors open, each one disgorging a howling monster. The Reek, a fearsome four-horned beast; the Acklay, a large, sharp-toothed, six-legged monster and the Nexu, a terrifying, scissor-clawed, cat-like beast with a huge head full of sharp, gnashing teeth.

A vicious battle ensues with our three heroes holding their own against the Geonosian monsters. As Padme knocks the Nexu flying, Nute Gunray protests and orders Jango Fett to shoot her. Dooku calms the Neimoidian and insists that the senator will die. Anakin uses his chain as a rein and rides the Reek, using its horns to kill the Nexu. Padme and Obi-Wan climb atop the Reek as several destroyer droids roll into the arena to surround them.

Unbeknownst to the Separatists, hundreds of Jedi Knights have secreted themselves in the crowd (don’t ask me how) and Mace Windu sneaks up on the group in the private box. He ignites his lightsabre and declares that: “This party’s over!”

Unfortunately, ranks of super battledroids file down the corridor, firing at the Jedi Master, he deflects the blaster bolts, but Jango Fett uses his arm-mounted flame thrower and sends a burst of fire towards Windu, setting his cloak on fire. Mace leaps from the balcony and into the arena, removing the burning cloth as he lands.

A vicious battle rages as row upon row of battledroids, super battledroids and destroyer droids file into the arena, overwhelming the Jedi. Windu and Kenobi fight side by side until the charging Reek separates them, Windu losing his lightsabre in the process. Then Mace has to contend with Jango Fett. The bounty hunter uses his jetpack to fly down into the arena and attacks Windu. The Jedi Master uses the Force to grab his fallen weapon as Fett makes a dive for it, falling to the dusty ground. He looks up to see the Reek bearing down on him. The beast tramples Fett, sending him rolling across the arena floor. He climbs to his feet and watches calmly as the Reek charges again. This time, a single shot from Fett’s blaster kills the creature instantly.

The next thing to come charging at Jango is not a wild animal, though. It is Mace Windu. Jango fires repeatedly at the Jedi Knight, but the bolts are deflected easily. Windu swings his lightsabre and neatly decapitates the bounty hunter, his helmet bouncing across the ground. Windu looks regretfully at Fett’s headless corpse, a similar expression echoed on Dooku’s face in the safety of his balcony. He has seen the fight and its outcome, as has Boba Fett.

Anakin and Padme fight side by side, taking shelter in an upturned cart and choosing their targets carefully.

Threepio enters the battle, his battledroid body firing wildly while his head apologizes furiously. A deflection from a Jedi Knight knocks the battledroid head from Threepio’s body. His body wanders around aimlessly, unable to see. Meanwhile, a Force shove from another Jedi sends the Threepio-headed battledroid reeling to the ground, only for a super battledroid to fall on top of him. Artoo sidles up and pulls the protocol droid’s head from the battledroid body (much to the annoyance of Threepio) and drags it over to his body, which is now lying motionless.

The sheer numbers of Separatist droids begins to overwhelm the Jedi and they begin to be forced into the centre of the arena. Broken battledroids litter the ground, as do the bodies of fallen Jedi Knights. Then suddenly, the firing ceases and the battledroids stop advancing.

Dooku offers the Knights the chance to surrender, but Mace Windu rejects the offer saying that they will not be used as hostages. Obviously disappointed with this answer, Dooku gives the order for the battledroids to continue their assault.

Before they can begin again, though, a fleet of Republic gunships swoops down, spraying the battledroids with deadly laser fire. The ships are manned by clone troopers under the command of Master Yoda. With the battledroids in disarray, the gunships land, allowing the surviving Jedi to be rescued. The embattled Knights leap aboard and are whisked away.

Inside the Geonosian command bunker, all is not well. The Separatist forces are losing and Gunray decides to withdraw his forces from the theatre of battle. Poggle informs Dooku that he has ordered his warriors to hide in the deep catacombs of Geonosis and fears that the Republic will find the plans for an ultimate weapon they have designed. Dooku insists that he will take the plans to his Master and gazes upon a holographic image of a massive, planet-like space station.

Outside the arena, a massive battle is underway with hordes of battledroids and large military vehicles attacking a superior force of clone troopers and Republic war machines. The remaining Jedi fight alongside the clone troops and inflict heavy damage as the Trade Federation battleships attempt to take off. Yoda orchestrates the battle and it isn’t long before the Separatist forces are being driven back.

Meanwhile, Anakin and Obi-Wan Kenobi see Dooku escaping on a speederbike, flanked by two small fighter craft. They order the pilot of their gunship to follow the fleeing vehicle. Dooku senses their approach and orders his fighter escorts to attack them. The aircraft peel away and come around behind the gunship, firing repeatedly. The Republic vehicle is rocked by the assault and Padme and a clone trooper are sent reeling to the sandy dunes below.

Anakin screams for the pilot to rescue his love, but Obi-Wan countermands the order. The pair have a furious argument, with the older Jedi explaining that if they catch Dooku, the war will end before it has a chance to begin. Anakin reluctantly concedes and the gunship continues its pursuit of the fleeing Count.

They follow Dooku to a small hangar, housed in a cliffside cave. The gunship deposits the two Jedi Knights and takes off again. Anakin and Obi-Wan head into the hangar to confront the errant ex-Jedi.

Back in the desert, Padme regains consciousness and is helped to her feet by the clone trooper. She orders him to call for a ship so that they can assist Obi-Wan and Anakin.

Inside the hangar the two Jedi encounter the Separatist leader. Against his master’s orders, Anakin lunges towards Dooku, his lightsabre ignited. Dooku sends the young warrior flying across the cavern with bolts of Force energy. Obi-Wan is a little more cautious and when the Count fires the same energy towards him, he easily deflects it with his lightsabre. Smiling, Dooku ignites his own lasersword and the two begin duelling.

While Obi-Wan is extremely skilled with his lightsabre, he is no match for Dooku and the rebel Jedi quickly overpowers Kenobi. But just as he is about to strike a killer blow against Obi-Wan, Anakin leaps into the fray and deflects Dooku’s attack. As the two square up, Obi-Wan tosses Anakin his own lightsabre and the Padawan begins a twin-bladed assault upon Dooku.

Almost immediately, though, Dooku destroys one of Anakin’s sabres, demonstrating his mastery of the duelling art. Anakin fights valiantly, but he is no match for Dooku. During a frenzied attack, the former Jedi Master slices off Anakin’s arm and uses a Force push to send him soaring across the hangar. He slides into the prone form of Obi-Wan, the two Jedi moaning in pain.

Before Dooku can gloat over his victory, a tiny form enters the cavern, it’s wooden staff tapping on the floor as it ambled slowly into view.

Master Yoda surveys the handiwork of Dooku and comments that he can sense the Dark Side of the Force in Dooku and that he has grown powerful. Dooku suggests that he is more powerful than any Jedi – even Yoda – and sends a bolt of Force lightning towards the diminutive Master. Yoda easily counters the attack, sending the energy harmlessly into the ceiling of the cavern.

Dooku tries again and again Yoda deflects the assault with ease, absorbing the energy into his tiny, green hand. The Count realizes that Force Powers will not settle the debate about who is the more adept Jedi. He ignites his lightsabre and assumes an aggressive posture. Yoda opens his robes and his own laser sword leaps into his hand.

The duel begins and Dooku is almost overwhelmed by the unexpected agility of the tiny Master. Yoda leaps around the Dark Jedi, his sabre a blur of thrusts, parries and blocks.

Realizing he has no chance against the ancient Jedi Master, Dooku uses The Force to pull a huge piece of equipment towards the prone forms of Obi-Wan Kenobi and Anakin Skywalker. Distracted, Yoda has to break off the battle with Dooku to save his young allies. He extends his Force Powers and grabs the mass of metal, halting it in mid-air. Dooku uses the diversion to scurry aboard his spacecraft and when the door closes, it zooms from the hangar.

Outside, a Republic gunship glides to a stop beside the main entrance to the hangar and disgorges a squad of clonetroopers led by Padme Amidala. As Dooku’s ship glides into the sky, they open fire in a futile attempt to prevent his escape.

Once in orbit, Dooku’s vessel unfolds a billowing set of solar sails and soars below a fleet of Trade Federation battleships busy re-coupling themselves with their spherical landing sections. Once clear of them, the Count’s ship zips into hyperspace.

Back in the hangar, Yoda drops the bulky equipment he is holding with The Force away from the two fallen Jedi. He gasps, seemingly exhausted. Padme rushes in and immediately throws herself at Anakin, who is struggling to his feet beside Obi-Wan. She hugs her love fiercely, his face contorting with pain.

At Coruscant, Dooku’s ship drops out of hyperspace, its sails folding back into the fuselage as it approaches the Republic’s capitol planet. It streaks over the vast, gleaming cityscape, leaving it behind and heading towards an area of the planet that appears run-down and less affluent than the shimmering spires of the governmental districts. It enters a vast, industrial-looking edifice and sets down in a large hangar-like area. Dooku leaves the craft and is met by a black-robed figure. Darth Sidious welcomes home his apprentice, Dooku, and addresses him by his Sith name, Darth Tyranus.

Tyranus reports that ‘the war’ has begun. Sidious cackles that everything is proceeding as planned.

Inside the Jedi Temple, Yoda, Windu and Kenobi muse over the recent battle. It is revealed that Anakin has escorted Senator Amidala back to Naboo. Obi-Wan suggests that without the clone army, the Republic would not have been victorious. Yoda retorts that there has been no victory.

“The Clone War has begun!” he utters, the words possessing a menace and doom that can be felt across the galaxy.

On Naboo, two people, very much in love, recite the vows of marriage before a minister. Two droids witness the event, the taller one’s rigid metal face somehow beaming at his squat, cylindrical companion. The couple join hands, Anakin Skywalker’s loose hand twitches at his side, newly installed mechanical fingers moving involuntarily.

Anakin and his bride, Padme Skywalker kiss to seal their commitment to one another and the movie ends with John Williams’ soundtrack soaring to a crescendo.


While the film is a major improvement over The Phantom Menace and is hugely enjoyable, it still does not possess the magic of the original trilogy. Those movies had an air of innocence and wonder around them that the new Star Wars movies do not (or maybe that’s just me….)

Yes, the CGI effects are impressive, but as I stated in the TPM review, FX aren’t everything. Somehow George Lucas has become bogged down in his own storyline. He appears to have listened to the fans after TPM (and good on him for that), but has, it appears, tried to please everybody all the time. As we know, that’s impossible.

The cast are a major improvement over TPM with the acting being much more believable (well, as believable as Star Wars acting can be).

Hayden Christensen plays the rebellious young Anakin Skywalker with great style. His James Dean-esque looks add to his moody portrayal and it’s easy to imagine this good guy being easily swayed from the path of righteousness.

Ewan McGregor seems to have made the role of Obi-Wan Kenobi his own. His style, wit and skilful use of the lightsabre make this character much more believable than the slightly stilted and awkward portrayal in TPM.

Natalie Portman’s portrayal of Senator Amidala is workmanlike (in a good way), depicting the evolution of this young woman, who has had responsibilities beyond her years, from a stiff monarch to a tough diplomat who (it seems to me, at least) will do anything to be loved. This is why she gravitates towards Anakin Skywalker, even though his descent towards the dark side of the Force is obvious.

Samuel L Jackson plays Mace Windu with much aplomb. We see more of this character in action and Jackson pulls it off, making the coolest man on Earth the coolest man in the galaxy! Even though Windu is a good guy, I sensed, through Jackson’s portrayal, that there is more to the character than meets the eye and that perhaps we shall see something of a revelation in Episode III.

The rest of the cast did their jobs well and the story zipped along at a fair clip, giving little time for the viewer to draw breath. I think the character of Jar Jar Binks was used incredibly well, the character’s development from Episode I to his unwittingly handing Palpatine the reins of absolute power were a masterstroke!

There are some minor niggles, though:

Will See-Threepio get his memory erased before Episode IV. If not, how come he doesn’t recognise the Lars moisture farm and Luke Skywalker’s surname (“Oh, I was built by a boy called Anakin Skywalker. Any relation?”).

Why did everybody start using missiles in Episode II?

Who was Jedi Master Sifo-Dyas? Will we get to know in Episode III? I wouldn’t hold my breath.

Where will Obi-Wan Kenobi get his Ben Kenobi moniker from? I think it would have been good if Dexter Jettster had called him ‘Ben’, perhaps referring to an old nickname. It would have been a nice bit of character development in my opinion.

Why did all the Clones have the same accent as Jango Fett? Accents develop when you have been surrounded by people with similar accents for an extended period (usually years). The Clones went through accelerated learning programs (I assume these were computer controlled). Surely the computers didn’t have New Zealand accents as well. 

Did the Kaminoans supply the Republic with all the weapons and military ships as well as the Clones? This wasn’t made clear in the film. Also, they must have been very trusting of the Republic to spend ten years creating an army for them without a word between the two parties. Or did Sifo-Dyas leave a large down payment (perhaps full payment) beforehand?

There’s probably more, but my brain hurts……

All in all, Attack of the Clones is a terrific sci-fi adventure that blows the socks off most other films in the genre, but ‘Original Trilogy’ material it ain’t…..