I’ve been thinking a lot about STAR WARS lately. It’s one of my favorite franchises of all time: I love the movies, the comics, the books, the games. I love this series.

But every franchise has its low points.

Do I even need to make a joke here?

It’s no secret that the prequel movies are mediocre at best, and horrendous at worst. Unlike most people, however, I can’t say I hate them. I’ve always had the feeling that with a couple tweaks, the prequels could have been solid movies, but I’ve never been able to pinpoint exactly what would have to change in order to fix them.

Well, today we’re going to figure it out. How do we fix the STAR WARS prequels?

Embrace the Cheese

Let’s start with our unfortunate protagonist: Hayden Christiansen as Anakin Skywalker.

Over the past few years people have started to argue that Christiansen isn’t necessarily a bad actor, but was simply given horrible dialogue that no one could possibly work with. I agree with this, to an extent. There are moments, usually when he doesn’t open his mouth, where Hayden shines as an actor, but whenever he speaks I can’t help but cringe and turn down the volume.

But I don’t think the fault here lies solely with Lucas’ directing. Look at Ewan McGregor as Obi Wan, Samuel L. Jackson as Mace Windu, or Ian McDiarmid as Chancellor Palpatine. They’re given ridiculous lines as well, but why do we give them a pass for it?

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Because they’re having fun. Every second Obi Wan, Palpatine, and Mace are on screen they are giving themselves up to the performance. They’re making it their own. Especially McDiarmid, who can make any cheesy line sound believable just because he’s having such a damn good time:


STAR WARS is amazing, but it’s silly, even at the best of times. McDiarmid, McGregor, and Jackson embrace this. Because they’re having fun, we’re having fun. Because they believe what’s happening, we believe it.

Hayden, on the other hand, looks like he’s fighting the direction every step of the way. He wants us to believe the cheesy lines he’s saying, and he thinks he can accomplish that by underplaying it, but it only makes us notice the bad writing even more.

“Don’t say that, master, you’re the closest thing I’ve ever had to a father” – Anakin Skywalker.

Every word he utters feels uncomfortable, unnatural, and awkward; especially in ATTACK OF THE CLONES, which makes his sudden outbursts even more jarring and hilarious to watch.

Is some of the dialogue simply unsalvageable? I would say so, but a lot of it could have worked if Christiansen had allowed himself to have fun with the performance. I think Hayden can be an effective actor, but he was simply going about this role in the wrong way. If he had accepted the cheese, his performance would have much better.

Make Anakin an Actual Person

So, enough about the actor, let’s talk about Anakin himself. At the end of the day, there’s really not much to talk about. What, exactly, do we know about Anakin?

Well, we know he grew up a slave, we know he has a strong connection to the Force, we know he misses his mother, we know he’s in love Padme (though we don’t know why, but we’ll get to that later), and…that’s pretty much it. We know what’s happened to him, we know what he desires, but we never get a sense of who he is as a person.

There’s so much material in his backstory to make a compelling character, but Lucas never utilizes it properly. Anakin grew up a slave and suddenly became one of the most powerful people in the galaxy. How does he handle this? Does he struggle with adjusting to his freedom? Does he develop a lust for power he struggles to control? Does he feel an obligation to help others who feel weak and powerless like he did? We don’t really get the answers to these questions. We mostly just see him mope around and scream sometimes.

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When you’re making a character, you need to understand his backstory, his personality, and his motivations. One of these is missing from Anakin’s character, leaving him a blank slate whose motivations feel un-earned and whose fate we don’t care much about.

Oh no…I’m so tortured…I guess…

So how do we fix this? Make Anakin a more sympathetic, charismatic character. Let him have his occasional outbursts, but balance that with a witty sense of humor, a conviction to help others, a friendly attitude, and a deep-seeded anger and fear of losing the ones he loves. This would make Anakin’s anger issues more startling and impactful, without coming off as silly and awkward.

Establish Anakin’s charisma and good nature through banter and humorous dialogue. Have a scene where Anakin is racing against the clock to save Obi Wan’s life, where he has to kill hundreds of people to reach him in time, where he’s tearing up as he thinks his best friend and father figure is about to die, yet he just barely manages to save him. This would not only help establish the friendship between the characters, but it would also help establish Anakin as both a fundamentally good person and a ticking time bomb.

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If Anakin had been a three-dimensional character, if we felt we truly knew him, I think his outbursts and fall to the dark side could have been much more believable, more sympathetic even. He would have felt like less of a whiny brat without a personality, and more like a troubled, well-intentioned young man who felt betrayed by the people he trusted the most, and was driven to insanity as a result.

Build Realistic Relationships

Perhaps the most annoying part of the STAR WARS prequels is the relationship between Padme and Anakin. I use the term “relationship” lightly, as it feels more like a teenage girl’s Star Wars fanfiction than an actual adult relationship.

You look me in the eye and tell me this doesn’t look like a teenager’s fan-fiction. 

Now, to be fair I understand what Lucas was going for here. He wanted the love between Anakin and Padme to feel like a fairy tale. At the end of the day, STAR WARS as a whole is pretty much a fairy tale. But just because something is exaggerated or romanticized, doesn’t mean it can’t be relatable, and nothing about this relationship feels relatable.

I could tolerate some of the cheesiness here, if their love for each other felt earned. That’s the key problem here. None of it feels earned.

Other than the clusterfuck at the droid factory, what exactly have Padme and Anakin been through together since they’ve reunited? What trials have they gone through, what adventures have they gone on together? What do they even talk about? I mean, really talk about. Not frothing at the loins over each other, but actual, meaningful, interesting conversation? As far as I can recall, after Anakin and Padme re-unite with one another in ATTACK OF THE CLONES, they only have two real conversations before they claim they’re in love. Two. There’s the dialogue they have on the island where they’re discussing politics, and the “aggressive negotiations” joke they share over lunch. That’s it. Everything else is just…this:


If we wanted to feel for this relationship, it should have been built on more than pubescent hormones. We need a sense that these two are actually friends. We need to see them getting along, joking with one another, doing important things together, playfully bickering with one another. We need to see them work together, fight together, succeed together. Give the audience a sense that they are an inseparable team.

If you want this relationship to feel like a fairy tale, you need to make it a good one.

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A lot of people say their favorite moment of ATTACK OF THE CLONES is the arena scene, and I can see why. Aside from the great action, it’s the first and only time we see Anakin and Padme accomplish something together. It’s the first time we see them as a real team. I wanted to see more of this.

The one and only time I believed they loved each other.

At the end of the day, if Anakin and Padme had a believable, entertaining, and meaningful relationship, I think this alone could have saved these movies from near-universal panning.

Revamp Dooku’s Role in the Story

Before we move on, there’s another character I want to mention, someone who I think is woefully underutilized in the movies, and someone whose arc should have gone in a much different direction.

Count Dooku.

I can’t help but feel like this was a wasted character. It’s especially disheartening when you really think about how he was set up.

Think about it: what do we know about Dooku at the beginning of ATTACK OF THE CLONES?

We know he used to be a Jedi. We know he left the order because he lost faith in the Republic. We know he leads the separatist movement. We think that he’s trying to fight against a Sith Lord who has taken over the Senate. We think he’s forming the Confederacy to destroy the Sith and bring freedom to the galaxy under a new regime.

Then, they drop this bomb.

It was at this moment that Dooku became a wasted character.

They took someone who could have been a wild-card—someone who seemed legitimately well intentioned, a rogue force that was working against the Jedi but still for the greater good, someone who may have been manipulated by the very forces he wanted to stop—and turned him into another Sith apprentice to be killed in the opening scene of the next movie.

Imagine how much more interesting the Clone Wars would have been if Dooku was just as much a good guy as the Jedi, if circumstances had pitted them against one another, if Dooku was that grey area between the Sith and the Jedi, if he was being unknowingly manipulated by Palpatine just as much as the Republic was. This would have made the conflict far more three-dimensional. We would have felt for a galaxy being torn apart by two forces who just want to do what’s right. It would have been even more impactful for Dooku to realize Palpatine was the Sith Lord all along, but to be struck down by Anakin before he could reveal the truth. There are numerous ways this simple change in Dooku’s character could have made the prequels more compelling.

Narrative Tweaks

I’ve always maintained that the prequels had the skeleton of a great series, and nowhere is this more evident than in the narrative itself. The idea of a 20,000 year old government being brought to its knees by a dark force controlling both sides of a civil war, the idea of a man slowly working his way up the food chain, letting circumstances unfold that grant him more and more power, the idea of a thousand year-long revenge plot finally coming to fruition—it all has the making of a great movie series.

So what went wrong?

Okay, last time I promise.

We can talk for hours about the pacing issues, the confusing exposition, and the overall clunkiness of the story, but I want to focus on one aspect that alone may have saved this story if they had approached it from a different direction.

How does Palpatine turn Anakin over to the dark side? Aside from telling Anakin that he can save his wife, he convinces him that the Jedi aren’t to be trusted and that they’re planning to take over the Republic. He doesn’t present Anakin with any proof of this, but there’s no real reason to be suspicious, so he just takes Palpatine at his word. It’s not until Mace is about to execute Palpatine—something the Jedi are forbidden to do if the opponent is defenseless—that we see any evidence whatsoever that could convince Anakin that Palpatine is telling the truth.

What if this wasn’t the case? Now, what I’m about to say might be a little radical, and it could change the entire tone of the prequels, but hear me out:

What if the Jedi were plotting to take over the Republic? Or at least expand their power for the greater good?

If you re-watch the movies, it almost seems like Lucas is setting this up. We know the Jedi are the guardians of the Republic; we know that the Jedi have always had a great mistrust of politicians, and we know that they’re aware of a possible Sith Lord controlling the Senate.

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Mace Windu is especially obsessed with the Republic. He sees civilization as the greatest expression of the light side, and he believes the Republic to be the ultimate civilization. It’s established, especially in the Expanded Universe, that he will do literally anything to protect the Republic. This culminates in the scene where he breaks the Jedi code and attempts to execute Palpatine, a seemingly defenseless opponent.

If you take a look at the expanded universe, you’ll see even more reason for the Jedi to try and expand their power. A thousand years before the movies, the Jedi used to be a less centralized organization, with fewer rules and a massive standing military known as the “Army of Light.” It wasn’t until The Ruusan Reformation, where the Republic was completely restructured from the ground up and the Jedi Order was downsized into what we see in the movies.

With the Senate mired in corruption, a civil war on an unimaginable scale, the Order being weakened by the dark side, and a possible Sith Lord in control of the largest, most powerful state the Galaxy has ever seen, what better time to re-establish the Army of Light than now?

What if Mace Windu was trying to re-establish the Order’s power base? What if he and Yoda had disagreements on this? What if Windu was working behind his back to rebuild the Army of Light? What if instead of a two-sided war between Clones and Droids, there was the possibility of a third faction: the Jedi trying to restore the Republic at any cost?

Now imagine Anakin caught in the middle of all this. Imagine Palpatine whispering in his ear about the Jedi coming for them both. Imagine him overhearing a debate between the Masters regarding the development of an army. Imagine a rift in the Order itself forming between Windu and Yoda, lifelong friends with different visions for the Order’s future. Imagine Palpatine orchestrating this all from behind the scenes.

Now, think back to that moment when Mace is about to kill Palpatine. Watch that scene again. Imagine the “realization” Anakin must be having as his worst fears have come true. Imagine Palpatine’s fear that his plans will fall apart if Anakin doesn’t act. Imagine Windu finally snapping, finally making a choice from which he can never return.

Now take all that tension, all that emotion, all the confusion and fear and anger, and have it culminate with Anakin murdering Mace Windu. Imagine the payoff there. Imagine how much better this one scene would have worked. Imagine if Anakin had a real reason to believe the Jedi were plotting against the Republic.

The entire premise behind the prequel trilogy could have been strengthened if we really saw the Republic and the Jedi Order coming apart at the seams, and if Anakin was caught in the middle of it all.

The Point

I think the prequels had the potential to be great movies, and I can’t bring myself to hate them. The pieces were all there, but somewhere down the line things fell apart. The prequels should be seen as an object lesson, an example of a series that had great ideas, but needed more work before it was released to the public. Ideas alone do not make a good project. Hopefully someday these stories will be re-told, and hopefully they get the treatment that they deserve.


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