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Star Wars: Episode II – Attack of the Clones review

Attack of The Clones ramps up prequel intensity

Easily the most polarizing Star Wars film — it’s assumed all but 5% of the fan base loathes Phantom MenaceAttack of the Clones remains the most underrated entry in the saga.


After the largely negative reaction to the first installment in the prequels, George Lucas went back to basics for AOTC with an emphasis on more action and an intricate mystery for our heroes to unravel.

A decade has passed since the events in Phantom Menace. Padme (Natalie Portman) is no longer queen of Naboo, but serving as a Naboo senator returning to Coruscant to prevent the creation of a clone army.


With the Jedi Knights being stretched thin in trying to curtail the growing unrest from a separatist movement led by Count Dooku (Christopher Lee), the need for an army seems reasonable. And with a trusted leader like Chancellor Palpatine (Ian McDiarmid), the Republic is confident that power will only be used to preserve order and peace throughout the galaxy.


Immediately upon Padme’s arrival, an assassination attempt on her life begins forcing the Jedi to place her under the watch of her old friends Obi-Wan Kenobi (Ewan McGregor) and his apprentice Anakin Skywalker (Hayden Christensen).

Director/Co-writer George Lucas put himself in a bad position in Phantom Menace by casting Anakin noticeably younger than Padme. For AOTC, Lucas was forced to use some dubious soap opera TV aging logic to not make Padme look like she was robbing the cradle. Interestingly, Christensen is the same age as Portman so Lucas probably would have been better suited discovering him and casting him in Phantom Menace.


As Obi-Wan tracks down leads on the assassin, Anakin escorts Padme back to Naboo where he confesses his true feelings for her. Soon Padme finds herself equally drawn to Anakin even if the Jedi Order forbids this type of attachment.

Prequel haters trash the romantic subplot saying the dialogue is poorly written and the chemistry between Christensen and Portman is lacking.

I’d argue the performances are right in line with how two teenagers unaccustomed to engaging in these matters of the heart would act and sound.

It’s not like Anakin could get dating advice from Obi-Wan or read a Top 5 listicle on how to win over your childhood crush.

Granted, Anakin’s subplot is kind of slow until he returns to his childhood home of Tatooine to rescue his mother, foreshadowing his ultimate destiny.

Obi-Wan’s story arc is much more exciting as he tracks down the assassin. Obi-Wan gets the bulk of the great moments in the film giving McGregor ample quality material to shine. It’s a brief bit, but I love Obi-Wan’s encounter with diner owner Dex, one of the better prequel CGI characters and his exchange with the Jedi librarian and Yoda.


Obi-Wan’s subplot gets even more entertaining when he travels to the clone colony of Kamino and meets the mysterious cloners and the clone base model, the bounty hunter Jango Fett (Temuera Morrison). While Lucas was still working the out the kinks in making the CGI backdrops and worlds look less like a video game and more a natural part of the environment, the locations this time are much more engaging.

Coruscant’s planet wide city is such an interesting concept and the ever present speeders clogging the airwaves and Las Vegas like florescent lights in the night scenes really helps provide a distinct and memorable setting.

Kamino is my favorite though with the rain-drenched planet contrasting the pure white brilliance interiors of the Kamino clone facility.

While it’s hard to top The Imperial March or Duel of the Fates, John Williams’ score, particularly Across the Stars, is exceptional and one of my favorite of the series. Star Wars Episode II: Attack of the Clones – Original Motion Picture Soundtrack


The machinations of the series’ main villain continue undetected due to the massive diversion of the separatists. This subtle story arc is unquestionably one of the aspects of the prequels Lucas handled perfectly.

I appreciated Lucas benching Jar Jar Binks for much of the movie, only using the reviled character as the unwitting pawn that sows the seeds for The Empire.


Jar Jar was never going to be the charming, lovable comedic character Lucas envisioned and against the odds, AOTC manages to make him somewhat sympathetic.

Lucas and co-screenwriter Jonathan Hales had to keep the mystery intact, but I wouldn’t have complained if Dooku and Jango, two of the series’ better villains, had more screen time. And seriously, Christopher Lee as a Sith Lord is just amazingly inspired casting.

On the action front, Lucas doesn’t just wait until the final act to bring some excitement kicking off the film with a chase sequence, the first extended Jedi vs. bounty hunter battle leading to that spectacular final act on Geonosis.

Seeing the Clone Wars unfold on the big screen is an impressive sight reflecting a massive improvement over the inconsistently CGI creatures from earlier in the film.


The Geonosis Arena Battle also helped to underscore the importance of the Clone Army. The Jedi prove more than capable battling several hundreds of the duck-billed battle droids and the souped up super battle droids, but dealing with several thousand? All it takes is one stray laser blast for a Jedi to fall.

With Jar Jar on the sidelines, Lucas still wanted to provide some element of humor so he put C-3P0 in that role of forced, goofy comic relief.

While 3P0’s adventures in the droid factory are kinda fun, intercutting his zany mishaps in getting his head back on his body against the very serious battle in the arena is a major clash in tone.

As with a good portion of AOTC, 3P0’s disassembled body sequence was a callback to Empire Strikes Back, but this was one that definitely didn’t work in the context.

Thankfully, the final action sequences are taken far more seriously with the clones wrecking havoc and Dooku having lightsaber duels with both Obi-Wan and Anakin before his surprising, film-stealing duel with Yoda.clone_army_charge

More than any other film in the saga, Attack of the Clones ends on an ominous, foreboding note and its follow-up makes good on all of those promises.

Rating: 8.5 out of 10


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