Synopsis:

The Empire Begins consolidates the prequel trilogy into one self-contained episode, carefully edited to feel like a real Lucasfilm release. I used footage from all three prequels + a few deleted scenes. I wasn't trying to be flashy, or to chop the movies down to the bone. I endeavored to make my cuts invisible and keep the runtime in the 2.5 hour range. The Empire Begins runs slightly longer than Attack of the Clones.

Intentions:

According to George Lucas' own admission: "60 percent - maybe 80 percent of the story - is in Episode III. The rest was a jazz riff." The Empire Begins = roughly 5% Phantom Menace, 35% Clones, and 60% Sith. I should note that these percentages do not reflect my opinion of each film. My focus was to show the fall of Anakin Skywalker and the rise of the Empire, not to assemble a personal "best of" reel. I sought to make Anakin a stronger and more likable character, to simplify his motivation for turning to the dark side, and to strengthen the Anakin/Padme love story. I invite you to enter a parallel universe with me. A universe without Jar Jar Binks, without General Grievous, without cringeworthy dialog and questionable filler material. A universe where only one prequel was ever made…

Change List:

(SPOILER ALERT) added copyright disclaimer color corrected Fox logo new crawl PHANTOM: removed all of The Phantom Menace except for… re-edited Darth Maul duel CLONES: dialog trims on Coruscant landing platform. cut "there was no danger at all" and "I failed you Senator" added deleted scene - Padme addresses the Senate (used noise reduction to clean up all reinstated deleted scenes) cut Jar Jar close-ups in deleted scene cut Chancellor's Meeting scene (Palpy's chamber). cut Old Friends scene (apartment reunion) cut Ani's "just being around her again is intoxicating" cut Padme's handmaiden checking on her after kouhun worm attack cut first alien drive-by in speeder chase dialog trims throughout speeder chase. OB and Anakin's relationship is far less contentious. cut Ani's laugh at "pull up Anakin!" cut chase through power plant cut "…I think" off Ani's "this is a shortcut". cut OB's "I hate it when he does that" cut all references to Anakin losing his lightsaber cut wide shot of Anakin falling off Zam's speeder cut argument between OB and Anakin outside club. ends with OB's "he went in there to hide, not to run" cut OB and Ani's entrance to club cut Sleazebaggano character. (death sticks guy) cut a few frames of Anakin roaming the club cut Anakin's "Jedi business. Go back to your drinks." cut Anakin's "tell us now!" Zam now says "It was a bounty hunter... from Kamino. Real scum." cut OB's "a toxic dart" cut Mace's "don't use registered transport. travel as refugees." cut Palpy's "even more powerful than master yoda" line cut Padme packing scene cut departure from Coruscant scene cut Dex's Diner scene cut scene aboard refugee ship cut Jedi Archives scene cut Yoda and younglings scene cut walk after Naboo landing cut Audience with the Queen scene cut Kamino arrival scene cut Meeting Lama Su scene added deleted scene - Dinner with Padme's family cut children playing cut Ruwee's "you've come to the right place at the right time" cut Padme's "he's not my boyfriend" talk moved Ani reaction shot cut Inspecting the Clones scene cut Picnic and Shaak riding scene cut Jango's Apartment scene cut Forbidden Love scene (fireplace) trimmed OB's report to Yoda and Mace, cutting all references to Sifo-Dyas moved Stolen Kiss scene cut all dialog at lake house after "try to guess the names of the birds singing" replaced music under kiss cut Padme breaking off kiss inserted shot of sunset trimmed Boba action during OB vs. Jango fight cut very slow shot of OB sliding down ledge cut Anakin having nightmare trimmed and re-jiggered dialog in Ani and Padme's "morning after" scene cut arrival to Tatooine. Watto is gone. trimmed Boba and Jango dialog during Asteroid chase trimmed C3PO's dialog at Lars homestead. He doesn't call Ani "the maker". He doesn't recognize Padme. cut Cliegg's "where are you going" cut Ani's "to find my mother" cut Nute Gunray's "until I have her head on my desk" moved Dooku line about Darth Sidious controlling the Senate cut Banking Clan alien trimmed Shmi's death scene trimmed OB's call to Tatooine cut Ani and Padme scene in garage ("You're not all-powerful" scene) cut Cliegg's eulogy cut Ani's "I miss you… so much." now OB says "Count Dooku is behind the attacks on Senator Amidala" cut any reference to OB being captured on Geonosis cut Mace's instructions to Anakin cut Anakin and Padme's departure from Tatooine cut Jar Jar out of Palpy's chamber scene cut Mas Amedda and Palpy's last lines in chamber cut OB captive scene cut Jar Jar out of Emergency Powers scene. Senate scene ends with Mace's "It is done then." cut Ani and Padme arrival to Geonosis cut Droid factory scene cut Ani and Padme's capture cut Arena scene cut Geonosian battle cut OB / Ani / Dooku duel cut Yoda / Dooku duel cut Dooku's departure from Geonosis trimmed dialog in Jedi temple wrap-up scene. No references to Geonosian war. cut Yoda's "begun the Clone War has" trimmed and re-jiggered wedding scene. No close-up of Ani's mechanical hand. created montage of wedding and clone war SITH: added "3 years later" title cut Ani's "this is where the fun begins" cut all references to General Grievous in this section. He is not seen or referred to at all. cut droid ship antics cut Ani and OB evading missles cut buzz droids scene cut dialog about shields still being up cut OB's "I have a bad feeling about this" cut from OB's "spring the trap" to OB and Ani exiting the control tower elevator cut all references to OB and Ani dueling Dooku in Ep. 2 cut Palpy's "yeah!" trimmed shot of OB being crushed by railing cut Palpy's "he cut off your arm" line cut R2's flame thrower fight cut OB's "to the hangar" line trimmed Anakin dialog in crash landing scene cut OB recounting Palpy rescue cut OB's "someone needs to be the poster boy" cut dialog between Palpy and Mace trimmed Anakin's reaction to "I'm pregnant" cut Ani and Padme balcony scene cut all references to Ani's "on the council but not a master" subplot trimmed opera house scene Palpy now says "we've found the location of the droid army" Palpy now says "he could use the force to create life." No reference to midichlorions. cut Wookiee tarzan swing cut clone trooper's "when have I ever let you down" line. cut OB's response. trimmed OB's landing on Utupau. OB actually flies off instead of sneaking out of his ship. inserted establishing shot of Palpy's office office scene ends with "I'm going to turn you over to the Jedi council" trimmed Ani and Mace dialog in hangar scene. trimmed Jedi showdown in Palpy's chamber trimmed Palpy pleading for his life cut Ani's "I can't live without her" cut Palpy's "the force is strooong with you" cut Ani's "thank you my master" cut OB and Commander Cody dialog. OB never loses his lightsaber because OB never fights Grievous. cut death of she-Jedi on Willy Wonka planet cut Jett Lucas vs. Stormtroopers at temple cut Padme's "so this is how liberty dies" cut toaster droids at Ani's entrance to Mustafar command center cut C3PO's "i think I'm getting the hang of this flying thing" cut Ani's "freedom" in new empire speech cut Ani's "you will try" cut Vader and Emperor dialog. no "where is Padme" or "nooooo!" cut Jar Jar out of Padme's funeral march. added "Yoda lands on Dagobah" deleted scene added fan editor credit

Additional Notes:

My priorities were: 1) Make The Empire Begins feel like a real Star Wars film. Follow George Lucas' film grammar, keeping my edits as invisible as possible. 2) Make Anakin a stronger and more likeable character. Simplify his motivation for turning to the dark side. 3) Strengthen the Anakin/Padme love story. After all, it is the most important romance in the galaxy. 4) Remove weak dialog and cringeworthy moments. 5) Keep the runtime between 2 and 3 hours. See rule #1.

Other Sources:

I replicated some of the IMAX cuts to help streamline Attack of the Clones.

Special Thanks:

Special thanks to modernknife for giving me the idea in the first place, and to the Phantom Editor for the brilliant use of subtitles in Zam's death scene.