Skip to main content

Should I Watch..? 'Star Wars: Episode II - Attack of the Clones' (2002)

Benjamin has been reviewing films online since 2004 and has seen way more action movies than he should probably admit to!

Poster for "Star Wars: Episode II - Attack Of The Clones"

Poster for "Star Wars: Episode II - Attack Of The Clones"

What's the Big Deal?

Star Wars: Episode II - Attack Of The Clones (sometimes referred to simply as Attack Of The Clones) is an epic sci-fi adventure film released in 2002 and is the second prequel to George Lucas' Star Wars trilogy. Set ten years after the events of The Phantom Menace, the film sees the galaxy on the brink of civil war as the Jedi are caught in the middle of a conflict between the Old Republic and a droid Separatist army led by a rogue Jedi knight. The film stars Ewan McGregor, Natalie Portman, Hayden Christensen, Ian McDiarmid, Samuel L Jackson and Christopher Lee. Despite a better critical reception than the first prequel received and takings just shy of £650 million, the film's excessive use of CG, confusing storyline and poor performances from some of the cast failed to win over new fans to the franchise.


What's it About?

Ten years after the Trade Federation's blockade of the planet Naboo, a separatist movement led by rogue Jedi Count Dooku has formed and threatens the peace of the Old Republic. On Coruscant to vote with the Senate on this matter, Senator Amidala narrowly escapes an attempt on her life and is placed under the protection of Jedi knight Obi-Wan Kenobi and his young and talented apprentice Anakin Skywalker. After another failed assassination attempt, the Jedi Council assigns Obi-Wan to capture the assassin who escaped while Anakin remains as Amidala's guardian and is to escort her back to Naboo.

While Anakin struggles to contain his feelings for Amidala, he is plagued by visions of his mother in pain on Tattooine. With Amidala at his side, Anakin returns to his homeworld to find that she has been abducted by Tusken Raiders. Meanwhile, Obi-Wan's investigation leads to a secret army of clones hidden on the remote world of Kamino being built for the Republic with bounty hunter Jango Fett as their template. Is the galaxy about to become engulfed in civil war and what repercussions will the forbidden romance between Anakin and Amidala have for the young Jedi?

What's to Like?

Viewers of The Phantom Menace who spat out blood at the mere mention of Jar Jar Binks will be delighted to learn that he's all but disappeared from this film. Now that's been taken care of, what else?

Well, the film retains the excessive use of CG but is still a stunning picture to look at. Sets, costumes and the quirky designs of the droid war machines during vast battle sequences all look fantastic and display far more imagination than the lumpen screenplay does. I especially liked the sequence on Kamino, an ocean planet with storms raging beyond the serene interior of the clone production facility. The film ups the action quota significantly from The Phantom Menace with the highlight undoubtedly being the battle between a handful of Jedi against a seemingly endless droid army in a gladiatorial arena. It was the first time Jedi had been seen in large numbers and the effect is awesome. For a few brief moments, it's enough to make it feel like a genuine Star Wars product.

Traditionalists may balk at the completely CG Yoda but I thought they did an excellent job, finally giving the character much more to do besides sitting cross-legged and dispensing grammatically questionable advice. It's certainly a surprise to see him going toe-to-toe with the looming figure of Lee, leaping about the place like a whirling dervish. So on a purely visual level, the film is a winner. Tragically, however, this is not the film you're looking for.

Given the importance of the role, Christensen is far too wet as Anakin

Given the importance of the role, Christensen is far too wet as Anakin

Fun Facts

  • Amidala is the most accurate shooter as she almost never misses. This is an intentional reference to her daughter Leia who, in the original trilogy, also very rarely misses.
  • Just like McGregor did when filming The Phantom Menace, Christensen had to be stopped making his own lightsaber noises when filming scenes with them.
  • This is the only Star Wars film to date not to top the box office the year it was released. Weirdly, it's also the only film in the series where the camera pans up after the opening scroll - it pans down in all the others.
Scroll to Continue

What's Not to Like?

The screenplay is a tedious slog through every cliché imaginable - the romance between Portman & Christensen feels as believable and genuine as a Chippendale chair being sold in Ikea. There is zero chemistry between them and their performances are easily the worst seen so far in the series. What's worse is that the film quickly loses your interest and makes following the story rather difficult - it's merely a series of CG-flavoured action scenes strung together with Lucas' typically cheesy dialogue and yet more CG shots of alien worlds and characters. At no point did I really understand what was happening.

As much as I respect and admire the late Christopher Lee, Dooku is not one of his more memorable characters (certainly not compared to the memorable Darth Maul from the first film) and isn't even seen until halfway through. I also disliked Lucas' obsession with cramming the prequels with endless references to his original trilogy - why are the likes of C-3PO, the infant Boba Fett and Uncle Owen in here? This is supposed to be Star Wars, not Days Of Our Lives in space! I understand that the prequels obviously must have some crossover with the original trilogy but frankly, this feels like carpet-bombing. I also wasn't a fan of the fact that the film has no real conclusion - always annoying when it happens but especially when it's the middle part of a trilogy because it merely makes the two-hour-plus film you've just watched feel like filler. But again, there is an all-too-recognisable precedent - Lucas knows that The Empire Strikes Back is the most critically hailed of the original trilogy and deliberately tries to tap into that with its downbeat and negative vibe to the picture. I'm afraid we're smarter than that, George!

Even Yoda lights up - not an option with puppets of yore...

Even Yoda lights up - not an option with puppets of yore...

Should I Watch It?

Star Wars fanatics will lap it up as the prequels rumble on towards the much-improved Revenge Of The Sith but for casual fans, the film is an expensive-looking disappointment. The film might have dispensed with the accursed Jar Jar but what's left is a confusing mash-up of poor dialogue, incoherent battle scenes and the least romantic romance in cinema history. It's also dogged by poor performances throughout and only really deserves any credit for the action scenes which look great. A pity, then, that the rest of the film is decidedly shoddy.

Great For: the Star Wars faithful, CG animators

Not So Great For: converting new fans, short attention spans, anyone who prefers the original trilogy

What Else Should I Watch?

While receiving plenty of criticism when it first emerged, The Phantom Menace is actually not that bad in hindsight. Yes, Jar Jar Binks ruins the whole thing by the being the single most irritating character in movie history but it's imaginative and offers a much better bad die in the unmistakable form of Darth Maul and his double-ended lightsaber. The action that is there good and the scenery on Naboo is much easier on the eye than the harsh deserts of Tattooine or the endless cityscape of Coruscant.

However, none of the prequel trilogies ever matched the wonder of the original trilogy. A New Hope created the entire series in one movie, making the film feel part of a much bigger galaxy and introducing a baddie for the ages in the terrifying form of Darth Vader. The Empire Strikes Back offers a much grander stage, from the epic battle scenes on Hoth to the intimate confrontation between Vader and Luke Skywalker in the bowels of Cloud City. And while Return Of The Jedi may still have its detractors, it also has Leia in that fabulous gold bikini so it's not all bad!

Main Cast


Ewan McGregor

Obi-Wan Kenobi

Natalie Portman

Senator Padmé Amidala

Hayden Christensen

Anakin Skywalker

Ian McDiarmid

Chancellor Palpatine

Samuel L Jackson

Mace Windu

Christopher Lee

Count Dooku

Frank Oz

Yoda (voice)

Temuera Morrison

Jango Fett

Technical Info

* based on a story by George Lucas

DirectorGeorge Lucas


George Lucas & Jonathan Hales *

Running Time

142 minutes

Release Date (UK)

16th May, 2002




Action, Adventure, Sci-Fi

Academy Award Nominations

Best Visual Effects

Razzie Awards

Worst Supporting Actor (Christensen), Worst Screenplay

Razzie Award Nominations

Worst Picture, Worst Supporting Actress (Portman), Worst Screen Couple (Christensen & Portman), Worst Rip-Off or Sequel, Worst Director

© 2015 Benjamin Cox

Related Articles