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STAR WARS III: FALL OF THE REPUBLIC
Story treatment by John L. Flynn
Adapted from Part I:
"The Adventures of
Obi-Wan Kenobi"
The Journal of the Whills
By George Lucas
FADE IN:
MAIN AND CREDIT TITLES SUPERIMPOSED ON THE
BLACK OF OUTER SPACE -- pinpointed with
piercing stars, several moons, and a
bright-colored nebulae. As TITLES end --
The following is related in the story, roll-up
format:
Long ago, in a galaxy far, far away, the Old Republic was
crumbling away, rotting from the corruption and treachery
within. Power-hungry technocrats and wealthy bureaucrats
maneuvered and bribed their way into office, while one am-
bitious senator plotted to destroy the Jedi and rule the
galaxy.
Hoping to restore virtue and the remembered glory of the
Republic, the High Council of Senators dispatched the Jedi
Knights - protectorate of justice in the galaxy - on a quest to
retrieve the lost Kaiburr Crystal. They believed that the
small diamond-like object (which intensified the power of the
Force) would unite the disaffected among the people and would
destroy the corruption around them.
However, within their Council, the evil Senator Palpatine had
other traitorous designs. Foreseeing that the Crystal would
secure his position as Emperor, Palpatine deceived one of the
Jedi Knights and sent him to acquire the Crystal. . .
DISSOLVE TO:
September 6, 1983
FALL OF THE REPUBLIC
Page 2
SCENE 1: Sigma Vulcanus -- a new, evolving world, that is con-
stantly being shook by violent earthquakes and volcanic
eruptions, and which is devoid of sentient life-forms.
On the molten, volcanic world of Sigma Vulcanus, Anakin
Skywalker, a handsome, swarthy man with a dignified stature,
makes an important discovery. Using his lightsabre (as the
equivalent of a divining rod), he uncovers the legendary Kaiburr
Crystal. It pulsates with energy and fills Skywalker with a
false sense of power and importance. But before he can savor his
triumph, and return the Crystal to Palpatine, he is confronted by
his old friend, and fellow Jedi Knight, Obi-Wan Kenobi and
requested to explain his actions. Anakin refuses, and instantly,
the two knights draw their lethal weapons and become locked in
mortal combat.
Anakin Skywalker, as if controlled by another force,
strikes swiftly in rage, but Obi-Wan Kenobi, the more experienced
Jedi, easily deflects the furious blows of his young opponent.
"Let go of the Crystal, my friend! Its power will consume you
and turn you against the Jedi Knights," Kenobi explains. But the
words are un-heeded by the young Jedi, and the conflict
continues.
Skywalker attacks Obi-Wan again, forcing him to discard
his defensive posture. Kenobi parries the thrust and sends Ana-
kin's lightsabre flying out of his hand. At precisely the same
moment, a cataclysmic earthquake rocks the planet. The effect is
devastating: fissures, in the earth crack open and spout walls
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FALL OF THE REPUBLIC
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of flame; thunder and lightning strike violently from the sky;
and several volcanos burst and bubble.
The young Jedi struggles to regain his lightsabre, but
loses his footing and plunges, still in possession of the Crys-
tal, into a pit of molten lava.
Kenobi hurries to the edge of the volcano and looks down;
but he is too late to save his former friend: Skywalker is
completely engulfed in lava! With tears in his eyes and anguish
in his heart, Obi-Wan picks up Anakin's lightsabre and bids a sad
farewell to the body of his friend.
CUT TO:
SCENE 2: Jhantor -- is "the bright center of the universe."
Highly populated and technology-oriented, it is an old
world of many contrasts: the huge, domed capital, with
its elaborate space ports and transportation systems,
stands adjacent to an ancient castle and temple.
In another part of the galaxy, on the capital world of
Jhantor, Palpatine enters his senate chambers - followed closely
by a brash, young courtier named Prince Valarium - and assumes
his place at the head of a conference table. Valarium stands
next to him and whispers in his ear as Palpatine's wizened eyes
travel around the table from man to man.
Through a terse discussion with his cabinet members and
personal guard, Palpatine reveals that he has bribed or black-
mailed most of the High Council members into voting for him as
President, but he is concerned with three senators who cannot be
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FALL OF THE REPUBLIC
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swayed - Tara Courtney, Mon Mothma, and Bail Organa. He further
explains that, once they have been eliminated, he intends to have
his troops take over the Spice and Mineral Mines and blockade the
commercial shipping lanes.
Several of his personal guard nod their approval; how-
ever, two young officers stand and voice their disagreement.
Lieutenant Motti (bright, young and smartly-dressed) and Com-
mander Tarkin (thin, hatchet-faced with dark eyes) report that
Palpatine's military force (which he has genetically engineered
on the prison planet) are en route to the Spice Mines and Star-
ports AND that they are ready to take command of the Starfleet;
but they fear the swift retribution of the Jedi Knights!
"I think I know the best way to deal with that rabble,"
Palpatine announces, standing and walking over to his cabinet.
"It's time that I demonstrate my absolute power--"
Taking a large, crystal globe form his cabinet, Palpatine
strokes it with his long, well-manicured fingers, then traces the
longitude and latitude lines. The object begins to glow, and
(with ILM's help) conjures a series of images from the planet
Sigma Vulcanus. These images combine and crystallize on the
SINGLE image of the dead Anakin Skywalker.
LAP DISSOLVE TO:
September 6, 1983
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Page 5
SCENE 3: Sigma Vulcanus
Four shadowy figures - adorned only in dark, hooded robes
(which conceal their identity) - approach the charred, motionless
body of Anakin Skywalker and lift him from his fiery grave.
Skywalker's flesh is torn and scabbed, his hair is missing and
clumped in disgusting patches. Deep scars trace his face, and
his body and limbs are without life.
They place him on the ground with great reverence and
begin to administer to his injuries in an attempt to bring him
back to life. One robed figure motions to the other: "Bring me
the herbs and remedies." He actually says nothing but is
instantly understood by the others. A third figure sprinkles the
body with a powder, while a fourth looks toward the stars and
begins to chant in a deep, rumbling voice.
In a matter of moments, the lifeless body of Anakin
Skywalker stirs, as we
CUT TO:
SCENE 4: Dagobah (introduced in Episode Five: Empire Strikes Bk)
Far across the galaxy, on the bog world of Dagobah,
Obi-Wan Kenobi walks through the dense fog and pauses, unhappy
and dejected because he has been forced by circumstances to kill
his friend. He turns to Yoda, his eight hundred year-old teacher
and says: "I have failed, Master Yoda."
September 6, 1983
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Yoda gives him a contemptuous stare, then closes his
eyes: "No good is it to teach you when you have not yet learned
patience! Humility!"
Obi-Wan shakes his head and offers an excuse as his
reply: "But Anakin was my friend. The Force was with him very
strongly, and I thought that I could be as good a teacher as you
were with me." He pauses and breathes a deep sigh: "I fear my
mistake may have terrible consequences for the galaxy!"
The Jedi Master points a crooked finger at him: "Most
important lesson have you learned! Now a great burden you
carry."
Kenobi squeezes his tear-filled eyes shut and drops his
head in defeat. But Yoda is immediately at his side to offer
comfort and to reveal that Anakin is not dead. He further
explains the incidents which have just taken place and foresees a
deadly conflict.
The Jedi Knight is pale and silent for a long moment.
Then, slowly, he, too, recognizes the entire awesome threat that
Palpatine has brought to the Old Republic. He thinks of the
lives of his friends (Lady Arcadia Skywalker and Bail Organa) and
realizes that he must leave immediately for Jhantor.
CUT TO:
September 6, 1983
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SCENE 5: Bridge Interior -- a small, saucer-shaped freighter,
with cramped quarters and a cockpit-like bridge.
On the starship bridge, Captain Antilles - a rugged,
mustached thirty-year old - makes final calculations for his
approach to Jhantor when two tractor beams lock-on and bring his
vessel to a halt. His short-range scanners reveal two sentry
fighters, swooping into a holding pattern on his port and
starboard sides. The sentry pilots order him to heave-to and
prepare to be boarded.
"No," he snarls in reply - but quickly reconsiders, when
his protocol droid (C3PO) and his ten-year-old, Correllian cabin
boy remind him that he is out-gunned. Antilles brings his ship
about, and, in moments, despite his objections, a handful of
Palpatine's troops board the freighter and confiscate his cargo.
Captain Antilles curses the officer in charge, and
explains the incident is far from over, as we
DISSOLVE TO:
SCENE 6: Jhantor
When the tragic news of Tara Courtney's assassination
reaches her embassy chambers, Lady Arcadia Skywalker is shocked
and hastily gathers her servants and droids to leave for her
homeworld. She is a beautiful matron, who is in the last stages
of pregnancy, and she is fearful for her unborn child (or
children).
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For the past several weeks, she has watched the order of
Jhantor deteriorate into anarchy under the rule of Palpatine, and
she has made plans to escape, by smuggling her household aboard a
spice freighter.
But, in the docking bay, Lady Arcadia and her party are
suddenly surrounded by a heavily-armed detachment of troops,
activating their weapons and raising them to firing position.
She turns to the officer in charge and demands to know what's
going on; but he doesn't know - he is simply following orders.
She resists his authority, claiming diplomatic immunity, but
quickly reconsiders when the voice of evil echoes through the
bay:
"You mustn't be so hasty, Lady Skywalker!" PRESIDENT
Palpatine emerges from the shadows, accompanied by Prince
Valarium, and explains that Arcadia, her servants, her droids,
and her pilot are being placed under his protective custody.
CUT TO:
SCENE 7: Sigma Vulcanus -- The Monastic Order of the Sith -- a
spartan-like retreat, high atop a mountain ridge
Through a montage of scenes, wherein Anakin Skywalker
remains in a coma, the silent, robed figures minister to his in-
juries. Their task is an awesome one: First, in a most sophis-
ticated furnace, they forge battle armour and a metal
breath-screen (skull-like in appearance) that will cover his
demolished visage. Next, they amputate his arms and limbs that
no longer function, repair vital organs, and encase the torso -
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forever - in the dreaded armour and artificial respirator.
Finally, they restore the severed limbs with intricate computer
circuitry and revive him from his comatose state. Anakin
Skywalker becomes Darth Vader, more machine than man!
Following his repairs, the monk-like figures (still
hidden under their hooded robes) begin to instruct Vader in a
dark, evil parody of Luke's apprenticeship under Yoda. Darth
Vader is taught many sorceror's skills; he is lectured on the
sinister machinations of the Force and is shown how to construct
an even more lethal sabre using fragments of the shattered
Kaiburr Crystal. But with each new challenge, and skill
accomplished, Vader is doubtful of purpose. He knows he is being
trained as a power weapon - and yet, he cannot conceive why.
Angered by this confusion, and the fear that his humanity
(and manhood) has been stripped away, Darth Vader strikes out in
rage at one of his hooded teachers only to discover an empty
robe. He is momentarily terror-stricken and then mystified as,
one by one, the hooded figures vanish - in a strangely,
compelling way - to reveal a 3-D holographic image of Palpatine.
"Yes, yes," Palpatine taunts him, "Only now do you
conceive that is was my force of will that saved you - that kept
you alive - and that gave you life again!"
Darth Vader extends a courtly bow to Palpatine and thanks
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him for his life. But Palpatine is not interested in gratitude.
He is in need of a powerful weapon and an obedient servant, and
he reminds the former Jedi that he has the power to crush him
should he desire. He then forces Vader to his knees and
commands: "Now come to me, my servant. I have an important task
that will complete your training!"
CUT TO:
SCENE 8: Jhantor -- Docking-bay and City Exteriors
Obi-Wan Kenobi's approach and arrival on Jhantor is
undetected by the planetary defenses. Marshalling his Jedi
strength and cunning, he is able to slip past the sentries in the
docking bay, edge by the troops patrolling the perimeter and
reach the home of Lady Skywalker. But when he reaches the
embassy, the huge chambers are silent and empty - and there are
no apparent clues as to the Lady's whereabouts.
Then, out of the darkness, Captain Antilles appears and
confirms what Kenobi already suspects: The Lady and her party
have been detained as "guests" of Palpatine in the prison cell
block. After introducing himself (as Captain of a Correllian
freighter), Antilles explains that he came to her embassy,
seeking the help of the Merchanter's Guild (because of the piracy
of his goods), and discovered an R2 unit (Artoo Detoo), that had
slipped away during her capture, cowering in the shadows. He
further reveals that the R2 unit has monitored her termination
notice!
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Realizing that he has little time, Obi-Wan enlists the
pilot's aid; and the two men, accompanied by the stubby,
mechanical droid, hurry toward the cell-block.
CUT TO:
SCENE 9: Jhantor -- Palpatine's Senate Chambers
Palpatine orders his guards to bring the captured slaver
to his senate chambers. While pacing back and forth, he examines
the individual who stands before him in chains and shrewdly
considers his fate: Boba Fett, the lone survivor of a group of
commandos the Jedi defeated on Mandalore during the Clone Wars,
is charged with interstellar slavery and the cold-blooded murder
of the Jedi Kane Starkiller (Refer to Star Wars: Episode II).
Fett's battle-scarred face sneers at the charges, defending his
actions as "righteous vengeance."
The evil President stares malevolently at Boba Fett for
several moments, then offers him his freedom (and his confiscated
slavership) in exchange for the extermination of the Jedi
Knights. He also promises him a rich bounty for each Jedi scalp
that he brings back; he wants proof of their deaths - and no
disintegrations. Fett grins and replies that he may have
difficulty in locating them since they are scattered throughout
the galaxy. But Palpatine reassures him that the task should be
an easy one with the President's secret weapon.
Boba Fett dubiously agrees, as his chains are unlocked
September 6, 1983
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Page 12
and he is escorted from the chambers.
As the slaver exits, Prince Valarium - accompanied by a
few personal guards - announces the arrival of Darth Vader.
Palpatine, in a quiet whisper, advises Valarium to - personally -
supervise Lady Arcadia's execution, then requests that Vader be
shown in.
As the guards stand aside, Darth Vader, tall and
threatening in flowing black robes and armour, enters the chamber
and kneels before his master. Palpatine smiles, looking at his
nightmare creation in black, and commands him to hunt down and
destroy the Jedi Knights. Vader is hesitant and requests
permission to visit his wife. But Palpatine refuses, telling his
servant a vicious lie that she has been murdered by his comrades,
and produces his crystal globe as evidence.
Seemingly unmoved, Vader turns to look at a series of
images Palpatine conjures (from the globe). The images re-create
- in holographic form - the treacherous betrayal and murder of
Lady Arcadia by two of Vader's fellow knights. (Note: since the
images are too brutal for our saga, tight point-of-view camera
angles should convey the details.) When the last image vanishes,
the Dark Lord, fooled by the false images, stands, ignite his
lightsabre and strikes the crystal globe with monumental anger.
And this rage completes Vader's journey to the dark side.
LAP DISSOLVE TO:
September 6, 1983
FALL OF THE REPUBLIC
Page 13
SCENE 10: Jhantor -- Cell-block
Meanwhile, deep in the cell-block dungeons, Obi-Wan
Kenobi and Captain Antilles overpower a pair of detention guards
and open Lady Arcadia's cell. Overjoyed to find her still alive,
Obi-Wan embraces Arcadia warmly, then senses the pains of her
motherly contractions. Antilles interrupts their embrace and
reminds them to save their hellos until they're safely out of the
cell-block. But, as they leave the cell, Prince Valarium and his
personal guards appear and draw their weapons. Antilles
exchanges fire with the guards, and Obi-Wan and Arcadia hurry off
into the dungeon maze, followed closely by the Correllian pilot.
Retreating down a linking corridor, past the cell-block
armory, the two heroes - with their pregnant fugitive - decide to
stand firm and fight. Captain Antilles charges his weapon and
blasts away at the detention guards, while the Jedi Knight
concentrates all his thoughts and feeling on detonating the
arsenal and sealing the dungeon exit. But, in the midst of his
efforts, Kenobi's heightened senses feel his former friend's
RAGE. The rage, in turn, betrays Vader's thoughts and President
Palpatine's sinister mission (to Obi-Wan).
"Whatever you're doing - do it faster!" Antilles shouts,
snapping the Jedi out of his daze. Kenobi immediately refocuses
his energy and, in a matter of moments, the armory explodes, iso-
lating the guards from them. However, the noise and excitement
are too much for the Lady Skywalker as she doubles over in pain.
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The Correllian pilot fears she's been hit by flying shrapnel -
but Kenobi says she's having a baby and advises Antilles take her
to the safety of his freighter. He further explains that he must
leave - in spite of his desire to help Arcadia - to warn his
fellow knights of Vader's treachery.
CUT TO:
SCENE 11: Jhantor -- Palpatine's Chambers
Reporting to the President's chambers, Valarium reluc-
tantly tells of Lady Skywalker's escape. Palpatine is angered
and quickly orders - over his private comlink - a division of
troops to search the city. He then orders the arrest of Mon
Mothma and Bail Organa to prevent any further interferences in
his plans.
Turning to Valarium, Palpatine's face darkens to an
insane fury. Blinding energy bolts shoot from his finger tips,
and the young Prince is struck down. "Don't fail me again!"
Palpatine warns, as Prince Valarium crawls, like a wounded
animal, to his side and gasps, "Never . . ."
CUT TO:
SCENE 12: Jhantor -- Docking bay, interior of saucer-shaped
Correlian freighter
In the dank, dark hangar-bay, Obi-Wan Kenobi departs in
his starship, and Captain Antilles turns his attention to one of
his most difficult tasks. With the nervous assistance of C3PO,
he first comforts Lady Skywalker, then helps deliver her
children. The moment is a joyous, mystic one as Luke and Leia
take their 1st breath and begin crying. But that special sound
September 6, 1983
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of babies crying brings a detachment of troops down upon them! *
* Special Note: The troops should be costumed dif-
ferently from the stormtroopers because they are part of
Bail Organa's personal guard, - but the scene should cause
a false moment of suspense for Antilles, and the audience.
LAP DISSOLVE TO:
SCENE 13: Jhantor -- Palpatine's Chambers
Still enraged from Valarium's carelessness, Palpatine
plots a unique political move that will destroy Lady Arcadia's
influence with the Merchanter's Guild AND further cement his
power with commerce and industry. He first frees a handful of
pirates and bribes them to raid the Spice Mines and Mineral
Springs; he then orders his personal troops to eliminate the
pirates and guard - as well as regulate - the shipping lanes.
But. in the midst of his political maneuvering, Palpatine
is struck down - paralyzed - for a few, fleeting moments. When
he regains his composure, he is deeply disturbed by a nightmare
premonitions, a tremor in the Force which threatens his well
being. He senses Lady Arcadia's true strength - the birth of a
son that would one day challenge his power. (But he fails - in
his twisted wickedness - to sense the second child!)
Sending his special group of assassins into Jhantor,
Palpatine orders them to kill every new-born son - both in the
capital city and the nearby outlands - because, for the first
time in his life, he is afraid. (The character should be played
much like Herod's in the New Testament.)
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This brutal action (of Palpatine's) spawns screams of
anguish and unrestricted weeping as the soldiers - unquestion-
ingly - carry out their violent task. (Note: The horror of the
events will be merely suggested - and not shown - to our
cameras.)
IMMEDIATE CUT TO:
SCENES 14 TO 18: Numerous Worlds -- Each distinct in its own way
Across the galaxy, in a terror-filled montage of scenes,
wherein we glimpse numerous worlds and races, the betrayal and
execution of the Jedi Knights is perpetrated. Darth Vader and a
handful of Palpatine's assassins barge into an exotic saloon and
eliminate an alien-looking Jedi amidst screams and mass hysteria
from the patrons.
While this is happening, Boba Fett leads a group of
stormtroopers into a docking bay and disintegrates the Knight
mending repairs in his starship.
And by the time Vader and his cohorts have slipped into
the quarters and strangled a sleeping Jedi, Boba Fett, accom-
panied by several trained assassins, chases down and executes a
fleeing Jedi and his family. However, the abomination of Vader
(as well as Palpatine's sinister plan) is not complete until he
destroys the remaining Jedi Knights as they make a final stand.
The battle is fearsome, and the Jedi force manages to kill a
large number of troops; but they are vastly outnumbered, and
soon, they are massacred - to the last man - by Vader's troops.
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After dismissing Boba Fett and his troops, Darth Vader
looks over the battlefield, at the dead bodies, then takes a deep
breath and says, "Kenobi, I will deal with you myself..."
* * *
Obi-Wan Kenobi hears Vader's words - but he is too far in
space to offer him a challenge. He accelerates his starship,
thinking of his compatriots, and hurries to the planet. However,
arriving several hours too late, Kenobi is disheartened to find
the dead bodies of his fellow Jedi Knights. He unhappily builds
a funeral pyre and burns their bodies (in a ceremony befitting a
viking hero).
He then examines the broad, huge footprints in the sand,
and whispers Darth Vader's name.
CUT TO:
SCENE 19 : Jhantor -- The Alderaan Embassy -- Well-guarded, the
building is deceptive in its heavy fortification.
With very little military effort, a special detachment of
troops take Captain Antilles, Lady Skywalker and party through
the defenses of the Alderaan Embassy and deliver them to a
darkened conference room.
Bail Organa, Viceroy and 1st Chairman of the Alderaan
System, enters the room and apologizes to his guests for
frightening then with his personal guard, but he confesses that
his caution is not without warrant: Jhantor was full of spies
and assassins and the R2 unit (in her embassy) could have been a
September 6, 1983
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Page 18
clever trap. He further explains that his colleagues had put too
much trust in the stability of the Republic, failing to realize
that while the body might be sound, the head was growing diseased
and feeble, and THEY WERE ALL DEAD! There is deep bitterness in
his voice, and genuine concern for Lady Arcadia.
Antilles and Arcadia accept his apology and anxiously
insist upon diplomatic sanctuary. But, as news of Palpatine's
takeover of the Merchanter's Guild and the galactic shipping
lanes reaches the Embassy, the outlook is grim! Organa curses
loudly, suddenly realizing that there was nothing he could do to
prevent the fall of the Republic and guarantee their safety.
Pragmatically, he prays for their salvation by the Jedi Knights
(unaware of their extinction), then orders the immediate
evacuation of the Embassy.
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