How to improve Star Wars episode 3


As with many prequels and sequels these days, the Star Wars prequels failed to live up to the original. They don’t have the same character depth, the same sense of energy, or the same general quality level that the originals had. They’re overloaded with CGI, and sometimes bad CGI at that. Sure, they have their moments, and there are far worse prequels and sequels out there (Day of the Dead 2 for example, and yes that exists). Still, the prequels were very disappointing, and but a shadow of what they could have been.

Despite all the prequels problems though, I prefer to think positively about them. As a writer myself, I often think of ways that I would change movies I like for the better, or how I would make them differently. I often think of the directions I would take my favourite comic characters if I was given writing duties for them. I frequently think of sequels for some of my favourite video games, or I often imagine the storylines for sequels that haven’t been released yet. I can’t help it – I can’t shut my imagination off. That’s what it’s like being me.


(Rather than having Darth Vader shout NOOOOO, you could instead have him growl no as he throws machinery around the room in the force. After he tires himself out, he drops to his knees. It still shows his emotion, but through rage instead of the despair that ruins his character.)

A while ago I posted ideas on how to improve Star Wars episode 1, with the rule that I couldn’t remove any characters or major plot points. Several months later, I followed up with ideas on improving Attack of the Clones. It’s finally time to finish the prequel trilogy, so here are some potential ways that Star Wars Episode 3 could have been better. Let’s find the good movie that’s hidden inside the mixed bag that currently exists.

Episode 3 might simultaneously be the best and the worst Star Wars prequel. Sure, the first was infuriating and the second was boring, but this one is both incredibly disappointing and actually kind of watchable. While none of its problems can match the worst of the previous two prequels (Jar Jar Binks for example), the total number of problems is more numerous. There are tons of little plot holes that fail to match up with the original trilogy, completely insane space physics and a lot of wooden acting. It’s made all the more glaring when you have a legitimately good performance by Ian McDiarmid (most of the time anyway) and some rather impressive action scenes. With a little reworking of the story, most of these problems can be removed before they even show up. The biggest problem cannot be fixed all that easily, but I’ll get to that later.


(Ian McDiarmid’s performance in this movie is very good, save for the moment he brags about his unlimited power.)

Before I get started, I might as well talk about what works in this movie. First of all, most of the conversations between Anakin and Palpatine are brilliant. McDiarmid’s subtle persuasion is for the most part, both well written and well performed. The audience can tell that he’s the emperor, yet you can believe that he would fool others. Anakin’s struggle against the dark side works in concept too. The scene where he’s staring into the city, intercut with Padme doing the same, makes you care about his dilemma more than any of their other scenes together.

After Anakin turns to the dark side, the movie starts to get brilliant. The order 66 scene is almost perfect, as we see Jedi from around the galaxy betrayed by their former soldiers, set to John William’s brilliant musical score. It’s interesting that this movie’s most powerful scenes are the ones with the least amount of dialogue. They really take advantage of the film medium to portray raw emotion and storytelling with no exposition.


While the duel between Anakin and Obi wan is maybe a bit too long, it’s a brutally intense fight. The movie also ends fairly well, with Luke’s parents staring at the suns of Tatooine, perfectly reminiscent of Luke’s similar scene in A New Hope. More so than any of the other prequels, Revenge of the Sith has its moments of brilliance. Of course, they make the movie’s problems all the more glaring.

The space battle at the start, while impressive, has so many wonky physics that you’ll feel like you’re on drugs when you think about them. Most of these problems have to do with gravity when the space station is in free-fall. Characters shouldn’t be sliding along the floor or walking on the walls, they should be weightless. There’s also the capital ship crash, where the Federation cruiser stops way too smoothly and quickly on the ground. Fix the physics and you improve this scene significantly.


There’s a lot of bad script writing as well. The scenes between Anakin and Padme are amongst the worst in the entire series, and that includes video games. Perhaps the worst scene in terms of writing is Anakin’s heel turn to the dark side. I’m going to offer an alternate conversation for that scene.

Anakin – “What have I done?”

Pause as Palpatine struggles to his feet.

Palpatine – “You have assisted in the murder of a Jedi Council member.”

Anakin glares at Palpatine

Palpatine – “The Jedi will hunt both of us to the ends of the galaxy when they learn what happened here. They’ll consider us both too dangerous to live.”

Anakin – “Maybe I deserve death.”

Palpatine – “If you’re dead, who will save Padme’s life?”

Anakin looks at Palpatine with both anger and despair.

Palpatine – “I have a plan to shatter the Jedi order. Help me, and I promise I’ll help you save the one you love.”

Anakin (reluctantly) – “What would you have me do?”

While that dialogue isn’t the greatest, it only took two minutes to think up and write. It can easily be refined from there. In this version, Anakin has a reason to help Palpatine eliminate the Jedi. It’s his only chance to stay alive in order to help his wife. He’s also much more reluctant to help Palpatine, and he doesn’t truly turn to the dark side until after he attacks the Jedi palace, or maybe not until he kills the Viceroy. It leads to a more gradual turn to the dark side.


(Grievous feels completely pointless in this movie, especially if you never watched the Clone Wars TV show.)

And then there’s General Grievous. Grievous should have only been in the TV show; introducing him in the movie without having him do anything impressive before killing him off makes him completely pointless. Why not have Count Dooku do everything that Grievous did instead, since he was also in Episode 2. The movie would be much less crowded that way. What if Jango Fett survived episode 2 and took Grievous’ place in episode 3? What if every Grievous scene was removed in favour to make Anakin’s fall more gradual and/or showing more of the battle on Kashykk? What if both Yoda and Obi Wan went to meet Chewbacca? It could have improved their meeting in episode 4 too. There are so many options they could have taken, but instead they just had to throw in an extra villain that the movie-only crowd knows virtually nothing about. Movies, even sequels, should be as self-contained as possible because there will always be first-time watchers.


(Count Dooku is completely wasted in this movie. His fight scene sucks too.)

And of course there’s the birth of Luke and Leia. Not only was Luke born first, which directly contradicted Leia’s memory of her mother in Return of the Jedi, but their mother died of a broken heart before they were even held by her. While people can actually die of a broken heart (simply giving up on life), it simply doesn’t work here. She might not have Anakin anymore, but she has children to live for. She has an alliance to help build, which will give her life purpose (in the deleted scenes, she’s in talks with a number of the Alliance founding members).


Instead, have Anakin’s rage cause her internal injuries that somehow worsen over time. Additionally, there’s some sort of force link between them, and the only way Anakin survives being burned is that he leeches off her life force, even half way across the galaxy, until she dies. By then, the children are a few months old – it would then make sense that Leia remembers her mother’s face. After that, finish this movie pretty much the same way the real episode 3 was finished.

But the core problem with this movie isn’t with all its plot holes, its inconsistencies with the original trilogy or its poor performances from otherwise good actors. The central problem with this movie, and the prequel trilogy as a whole, is the conflict between Obi Wan and Anakin. This problem is never clearer than in the third movie. I’m not talking about the fight scene. It wasn’t really too long – the problem is that their relationship/conflict is so poorly portrayed through the entire trilogy that it doesn’t warrant such a long fight scene.


In Episode 4, Obi Wan describes Anakin as a good friend, yet we never see the two of them acting like friends. In Episode 1, they barely say anything to each other. In Episode 2, Obi Wan spends half of their shared screen time scolding Anakin, and Anakin frequently complains about him when they’re not together. Even when they fight Dooku, Anakin completely ignores Obi Wan’s orders and recklessly attacks their far more experienced opponent.

In Episode 3, they do little more than argue and bicker when they share screen time. In the opening action scene, Obi Wan continuously complains about Anakin’s seemingly reckless tactics. The only scene where they seem kind of like friends is when Obi Wan heads out to find General Grievous, and in that scene they only talk about how they care about each other. Yeah, the only evidence we ever see of their friendship is when they tell each other how much they care. Ever heard of Show don’t tell?


Compare that to Luke and Han. In episode 4 they argue quite a bit, but as the movie goes on, they start to get along. They even make plans together in the Death Star, and they work well together. By the end, they have mutual respect for each other and they learn to tolerate their differences in character. In episode 5, Han risks his life to save Luke’s, and even when they don’t share screen time together, they frequently show concern for each other. In Episode 6, they almost look like brothers in how they treat each other – the best kind of brothers.

I’ve already suggested how giving Obi Wan and Anakin more screen time together in Episode 2 could have fixed that. With Revenge of the Sith though, they should have treated each other with much more respect in the opening battle. Instead of bickering, they could quip at each other and laugh it off. That would show how well they get along. Instead of having Obi Wan yell at Anakin for his reckless moves, he could instead hold in his frustration or shake his head. That would imply that while he’s annoyed by Anakin’s antics, he’s also learned to tolerate them.


(Even when Anakin is trying to convince Obi Wan to join him, he won’t look at his former master.)

Their friendship should have been the core of the trilogy. Sure, Anakin’s romance with Padme is important as well, but Padme never shows up in the original trilogy yet Obi Wan does. Darth Vader doesn’t even reference his wife in the original trilogy, yet he mentions Obi Wan by name at least once in each movie. And yet in the prequels, we rarely see them work together, and they seem to hate each other half the time. That is the core problem with Revenge of the Sith, and the prequels as a whole.

And that’s it for my long delayed Star Wars episode 3 nerd journal. I hope you enjoyed, and if you have further ideas on improving the Star Wars prequels, feel free to share them.


About healed1337

I am a relatively new comic book fan writing this blog for other new comic book fans and/or people who are interested in comics but don't know where to start. I've always been interested in writing, to the point where I have a college Creative Writing Certificate and I'm currently a year 2 Journalism student. I also have another blog where I mostly make fun of bad movies - As for how I got into comics, I've always had a passing interest in superheroes: most notably Batman, Spider-man and the X-Men. Until February of 2011 (I think,) my only experience with any of these franchises came from the movies and video games. Shortly after I bought Marvel Vs. Capcom 3 however, I decided to check out X-23, Wolverine's female clone. I ended up reading her Innocence Lost origin story and enjoyed it. From there, I started reading various X-Men comics and it quickly exploded into my newest hobby. My other interests/hobbies include video games, movies, music, playing sports, my dogs and weird news.
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1 Response to How to improve Star Wars episode 3

  1. Pingback: Star Wars movies 10: Revenge of the Sith | healed1337

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