20th Century Studios

In Part One, we discussed the story elements of Star Wars: Episode II- Attack of the Clones is a Greek tragedy in space. In Part Two, we discussed the historical and modern relevance of the politics of the Republic. In Part Three, we’re talking about two of the most overrated criticisms of Attack of the Clones and hopefully seeing why the film is so much better than it gets credit for.

In his AFI Lifetime Achievement award acceptance speech, George Lucas called himself “the king of wooden dialogue.” It’s a refreshing awareness, as he had been called that many times by critics prior to this moment. Attack of the Clones is one of the best examples of this in Star Wars canon. 

But in Attack of the Clones, the dialogue is awkward and clunky and, as Lucas has said, “presented very honestly.” It’s often the most maligned aspect of everything Lucas does. But it’s important to note that Star Wars as a whole has some of the most quotable passages ever uttered in modern cinema history. 

  • “May the Force be with you.” 
  • “I am your father.” 
  • “I love you.” – “I know.” 
  • “Try not. Do or do not, there is no try.” 
  • “The ability to speak does not make you intelligent.” 
  • Fear leads to anger, anger leads to hate, hate leads to suffering.”
  • “So this is how liberty dies, with thunderous applause.” 

So, how is it that Attack of the Clones is so flat? So clunky? So…well…wooden?

Lucas has said he thinks of his dialogue as “a sound effect” or “part of the overall soundtrack,” which kind of makes it sound like he doesn’t care about dialogue. But then, you would be forgetting just how amazing Lucas’ use of sound effects is. 

From speeders to blasters to lightsabers to seismic charges, no one would call Lucas’ sound effects wooden. In fact, they’re iconic. They are instantly recognizable and an inherent part of Star Wars lore. When Lucas writes dialogue, it’s crafted from the necessity of it to convey tone. It’s not about interesting lines, though there are many; it’s about the emotion and timbre to craft the characters. Just look at R2 and the Jawas, whose entire dialogue is sound effects. 

I submit that in this way, Lucas is closer to Shakespeare than we want to admit. Shakespearean plays, while remarkable stories with dramatic subtext, have tons of bloated dialogue, monologue, and soliloquies. While in English class, the model may have been to dissect and discern meaning, but modern audiences watching a Shakespeare play take in the tone, the meter, and the emotional gravity while only capturing the gist of what is actually being spoken. 

Let’s talk a little about how much we hate sand. 

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I chose this moment because it is among the most derided and made fun of in Attack of the Clones, and I think it’s safe to say the entire Star Wars canon. Out of context, this line is ridiculous and delivered with all the unnecessary angst of a Hawthorne Heights song. But in the meat of the scene, Padme has just recounted her fond memories of a childhood spent with friends, enjoying the natural world away from education and responsibility. Growing up as a slave on a desert planet, Anakin has known nothing but responsibility. His hatred of sand is a metaphor for his tragic life, his associations with slavery, and his being treated like a lower life form. 

The tone of the exchange is that of longing, regret, and envy, reminding Padme of his troubled youth, and further deepening her connection to saving him from further pain. 

I’m not saying this isn’t the most laughter-inducing, eye-rolling bit of dialogue, but it’s exemplary of Lucas’ grasp that what is said is not nearly as important as the tonal emotion behind it. It’s also why, in the inexperience of Hayden Christenson, the line comes off so much more silly. Where similarly cumbrous dialogue sounds downright Shakespearean in the mouths of Christopher Lee and Ian McDiarmid. 

My favorite example of this is Chancellor Palpatine stating, “I love democracy. I love the Republic.” Because we know he does not, and it’s kind of a throwaway line that doesn’t need to be said at all. But the pathos he injects into every word is haunting as McDiarmid fools the entire Senate with just two sentences. Having that grasp into the depth of his character is why he shines throughout the trilogy, and rarely does his expository dialogue come off as wooden as it would look on the page. 

And while I won’t argue that the dialogue is great and we’re all just wrong about it, I do propose that letting it stand as a barrier to our enjoyment of the film as a whole makes us blind to the depth with which we could embrace and enjoy Attack of the Clones

Returning to the world of Greek Tragedy, Aristotle proposed that a unity of space was a major tenant of these plays effectiveness. Essentially, a play should cover a single physical space. Now, this seems outside of the capabilities of Star Wars as it’s a grand epic across the galaxy, but Lucas is, first and foremost, an innovator. 

One could make the argument that the way Attack of the Clones was shot that fulfills this tenant: for the first time in Star Wars history, it was shot 100% on digital. And that means within the studio lot, unifying the places of shooting and leaving Industrial Light & Magic to do the rest. 

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It was a controversial call, with many cinematographers and directors commenting that the artistry would be lost by only working with digital. What it instead created was a complete and brilliant world. No longer were CGI species being placed on-location shoots (the bonkers insertion of Jabba the Hutt in the remastered A New Hope as Han seems to CD-skips over his tail with a noted cringe). Instead, the characters blended more cleanly with the backgrounds of Coruscant and Kamino to create stunning depth, scope, and worlds. 

The digital effects team was nominated for an Academy Award (back when that meant something) but only lost because, well, Lord of the Rings: The Two Towers came out that same year (you can really beat Helm’s Deep…sorry, not sorry). The absolutely interstellar amount of work generated by the artists was groundbreaking in scope. 

The bounty hunter chase through Coruscant is an amazing example: we travel from the upscale capital through industrial districts and slums. There are Easter Eggs in the vast number of vehicles flying around, a blink-and-you’ll-miss-it moment seeing the true face of our assassin, and a true breadth of knowledge to be garnered about the planet we’re traversing with Anakin and Obi-Wan. 

At the time of its release, Attack of the Clones was doing something never truly done before this immersively. And watching it today, you may find yourself wondering why effects work hasn’t gotten that much better. Henry Cavill’s mustache, anyone? 

And the only place where you will actually see it has evolved over 20 years is in Star Wars. Just look at The Book of Boba Fett and what it was able to do with the face capture of Luke Skywalker. Sure, it’s not 100% real, but it’s damn good FX work, and I have to wonder, if IL&M hadn’t thrown their hat into making Attack of the Clones entirely digital, would we even have this technology today? 

CGI owes a debt to Attack of the Clones. While not everything is great, not polished and “real,” such as the diner scene or the Clone battle on Geonosis, I think we can all be glad they decided not to bring back Muppet Yoda from The Phantom Menace (and if you’ve only ever seen Episode I on Disney+…here’s a picture of what Yoda looked like back in 1999 at the film’s release.) 

For those of you who stuck this out with me, I want to thank you. It’s hard sometimes for a Prequel fan. I assume you are one, too. Or perhaps you hate them, and you wanted to understand why someone, anyone, would love them so much. 

In the TL;DR version, I will leave you with this: 

Lucas stated that he thinks of the films as “a long poem that rhymes.” Lucas rhymes Attack of the Clones with The Empire Strikes Back, which is often considered to be the best film in the entire Saga (ironic then that AotC is often referred to as the “worst”). 

Empire and Clones both start with our heroes together and an almost fatal encounter. Our heroes then separate. Han, Leia, Chewy, and C-3PO take a similar path to Obi-wan, where the former is running away from the confrontation Obi-wan is running towards. Both have an asteroid field, hiding in plain sight and traveling to a remote floating city with underlying repercussions (Lando turning on Han/Discovering and activating the Clone Army). 

Anakin’s story rhymes with Luke’s, where Luke finds an old Jedi Master to hone his skill in the force, and Anakin finds his connection to hate and suffering — the cornerstone of his turn to the Dark Side. They both leave their charges early to save their friends. While Luke confronts his connection to the Dark Side and rejects it, Anakin’s love for Padme is required for Geonosis to embrace his connection to primal emotions and turn further away from the Light. 

These themes and story elements are profoundly crafted, yet they get bogged down in criticism and glib commentary about the superficial. The story is what matters, and Attack of the Clones is both intricate and formulaic. It takes what we know but adds and elevates it beyond its criticisms, making it a worthy and necessary part of the Skywalker Saga.

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