Star Wars Episode III: Revenge of the Sith is a 2005 American science-fiction action film directed by George Lucas and produced by Rick McCallum. It is the sequel to 1999's Star Wars Episode I: The Phantom Menace and 2002's Star Wars Episode II: Attack of the Clones, and is the last film of the Star Wars prequel trilogy. It was produced by Lucasfilms and distributed by 20th Century Fox. It was released on May 19, 2005.
Three years after the start of the Clone Wars, the galaxy is in a state of civil war. During a space battle over the Galactic Republic capital Coruscant, Jedi Knights Obi-Wan Kenobi and Anakin Skywalker infiltrate Separatist commander General Grievous' flagship to rescue Chancellor Palpatine, who has been abducted by Separatist forces. During their rescue mission, Anakin duels Separatist leader Count Dooku and, urged by Palpatine, kills him. The Jedi successfully rescue Palpatine and crash-land the ship on Coruscant while Grievous flees.
On Coruscant, Anakin reunites with his secret wife Padme Amidala and learns that she is pregnant. Anakin becomes concerned for Padme's safety after he experiences visions of Padme dying in childbirth. Palpatine appoints Anakin to the Jedi Council as his representative, but the Jedi Council refuse to grant Anakin the rank of master, leading to tensions between Anakin and the Jedi. Meanwhile, Master Yoda travels to Kashyyyk to defend the planet from Separatist invasion and Obi-Wan is dispatched by the Jedi to kill Grievous. At the same time, the Jedi, growing increasingly suspicion of Palpatine, order Anakin to spy on his activities, much to his chagrin.
Obi-Wan leads an ambush on Separatist forces on the planet Utapau, where he successfully kills Grievous. On Coruscant, Palpatine tantalizes Anakin with knowledge of the dark side of the force, including the ability to save the ones he loves from death. Anakin discovers that Palpatine is the Sith Lord Darth Sidious and reports this to Jedi Master Mace Windu, who leads a group of Jedi to detain the Chancellor. A lightsaber duel ensues in the council chamber that results in all the Jedi except Windu being killed. Windu defeats Palpatine, but Anakin, fearing for Padme's safety, intervenes on Palpatine's behalf, allowing the Sith Lord to kill Windu. Reluctantly, Anakin pledges allegiance to Palpatine, who dubs him Darth Vader.
Palpatine issues an order for the clone troopers to execute their Jedi generals and dispatches Vader and a legion of clone troopers to massacre everyone in the Jedi Temple. Palpatine then announces the transformation of the Galactic Republic into the Empire, proclaiming himself Emperor. Obi-Wan and Yoda survive their troops' treachery and are picked up by Senator Bail Organa. Arriving at the Jedi Temple, the two learn of Anakin's treachery and resolve to destroy the Sith; Obi-Wan will go after Anakin while Yoda deals with Sidious.
Vader travels to the planet Mustafar, where he kills the Separatist leaders. Padme, who had been informed of Anakin's descent to the dark side by Obi-Wan, follows him to Mustafar, with Obi-Wan secretly stowing aboard on her ship. Upon arrival, Padme pleads for Vader to abandon the dark side, but Vader refuses and, upon seeing Obi-Wan, assumes that Padme has betrayed him and chokes her into unconsciousness. Obi-Wan duels Vader, defeating him and leaving him to burn to death on the edge of a river of lava. Meanwhile, Yoda duels Palpatine on Coruscant, but is unable to defeat him and is forced to retreat. Palpatine, sensing his apprentice is in danger, travels to Mustafar, where he rescues a horribly mutilated Vader from the brink of death.
Obi-Wan takes an injured Padme to the asteroid Polis Massa, regrouping with Yoda. Padme gives birth to twins Luke and Leia before passing away shortly afterwards. While Yoda exiles himself to Dagobah, Obi-Wan delivers Luke to his step-family on Tatooine while Bail Organa adopts Leia as his daughter. Meanwhile, Vader's injuries are treated and he is fitted into a black armored suit, and he joins Palpatine in overseeing the construction of the Death Star and the rise of the Empire.
- Ewan McGregor as Obi-Wan Kenobi.
- Natalie Portman as Padme Amidala.
- Hayden Christensen as Anakin Skywalker.
- Ian McDiarmid as Chancellor Palpatine.
- Samuel L. Jackson as Mace Windu.
- Jimmy Smits as Bail Organa.
- Frank Oz as Yoda.
- Anthony Daniels as C-3PO.
- Christopher Lee as Count Dooku.
- Keisha Castle-Hughes as Queen of Naboo.
- Silas Carson as Ki-Adi-Mundi/Nute Gunray.
- Jay Laga'aia as Captain Typho.
- Bruce Spence as Tion Medon.
- Wayne Tygram as Governor Tarkin.
- Temuera Morrison as Commander Cody.