When George Lucas first conceived the Star Wars saga, the original trilogy was just part of a larger narrative. Lucas always planned to complete the series by filling in Darth Vader’s backstory as a wayward Jedi apprentice who got corrupted by Palpatine. More than a decade after finishing the original trilogy, the technology finally existed for Lucas to make the prequels.

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While Revenge of the Sith is widely regarded to be the best of the Star Wars prequels and was the only one to receive mostly positive reviews from critics, The Phantom Menace and Attack of the Clones both have plenty to offer, too.

The Phantom Menace: Introducing Anakin As A Little Kid Made For A Subversive Vader Origin Story

Anakin Skywalker in The Phantom Menace.

When The Phantom Menace first hit theaters, fans were polarized, largely by the fact that the young Skywalker who was promised to be the future Darth Vader was introduced as a cutesy nine-year-old who says things like, “I’ll try spinning, that’s a good trick!”

However, in retrospect, this was a smartly subversive way to tell Vader’s origin story. No matter how adorable young Anakin is, the audience knows he’s destined to become the evilest man in the galaxy. Jake Lloyd gives a great performance.

Attack Of The Clones: It Has The Most Jedi Action

Jedi on Geonosis in Attack of the Clones

After offering one thrilling lightsaber duel per movie in the original trilogy, George Lucas dialed up the Jedi action for the prequels. Attack of the Clones arguably has the most Jedi action of the trilogy, thanks to the Battle of Geonosis.

When Anakin, Obi-Wan, and Padmé are all captured by the Separatists, Mace Windu triumphantly arrives with a dozens-strong Jedi strike force. Samuel L. Jackson asked to have a purple lightsaber so he could be spotted amongst the crowd in this scene.

Revenge Of The Sith: The Whole Opening Set Piece Is Spectacular

The opening space battle in Revenge of the Sith

After the first two prequel movies got off to a slow start — Episode I with slow negotiations and Episode II with the death of a decoy — the third one opened with a spectacular set-piece that essentially plays like a live-action Clone Wars episode.

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Palpatine is being held prisoner by the Separatists and Anakin and Obi-Wan infiltrate the command ship to save him. From the opening space battle to the thrilling lightsaber duel with Count Dooku, this whole sequence is awesome.

The Phantom Menace: The Podracing Sequence Is Totally Cinematic

Anakin and Sebulba in the pod race in The Phantom Menace

The middle act of The Phantom Menace has a lot of Jar Jar Binks and very little action, but the utterly cinematic podracing sequence more than makes up for it.

Unlike most Star Wars action scenes, there’s no John Williams music for the first few laps of the Boonta Eve Classic podracing sequence. In its place, Ben Burtt’s booming sound effects create their own kind of rhythm.

Attack Of The Clones: Anakin’s Tusken Raider Massacre Is One Of His Darkest Acts

Shmi Skywalker dies in Anakin Skywalker's arms in Attack of the Clones.

After The Phantom Menace introduced the boy who would be Vader as an innocent little nine-year-old, Attack of the Clones started to bring out his dark side. When Anakin senses that his mother is in danger, he returns to Tatooine to track her down.

He finds her being held captive at a Tusken Raider village, where she dies in his arms. Motivated by this, Anakin slaughters all the Sandpeople — not just the men, but the women, and the children, too. This was one of Anakin’s darkest acts.

Revenge Of The Sith: It Focuses On Anakin’s Journey

Palpatine tells Anakin about the story of Darth Plagueis the Wise in RevengeOf The Sith

After the first two prequel movies got bogged down in politics and B-plots, George Lucas dropped the mysteries of Kamino to refocus the story on Anakin’s turn to the dark side in the third one.

While the completion of Palpatine’s plan and Obi-Wan’s hunt for General Grievous take up plenty of screen time, Revenge of the Sith is primarily focused on Anakin’s journey.

The Phantom Menace: The “Duel Of The Fates” Is One Of The All-Time Greatest Lightsaber Duels

Qui-Gon and Obi-Wan vs Darth Maul in Star Wars Episode I The Phantom Menace

The final battle of The Phantom Menace cuts between a few sequences, like Jar Jar on the battlefield and Padmé reclaiming her palace, but the most exciting one by far is the lightsaber duel between Obi-Wan, Qui-Gon, and Darth Maul.

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On top of having some of the saga’s most breathtaking fight choreography, this duel has massive implications for the saga. Qui-Gon’s death solidifies Anakin’s turn to the dark side because it leaves him without a positive father figure.

Attack Of The Clones: The Seismic Charge Is Ben Burtt’s Most Glorious Sound Effect

The seismic charge goes off in Attack of the Clones

Ben Burtt has created a ton of unforgettable sound effects that the Star Wars universe wouldn’t be the same without: R2-D2’s voice, Darth Vader’s breathing, the hum of a lightsaber, etc.

Arguably his most glorious, sumptuous, beautiful sound effect of all is the seismic charge, which made its debut during Obi-Wan and Jango Fett’s chase in Attack of the Clones.

Revenge Of The Sith: It Provides All The Most Explosive Emotional Payoffs

Anakin and Obi-Wan on Mustafar in Revenge of the Sith

Maybe this is cheating because it’s the last movie, but Revenge of the Sith has all the prequel trilogy’s most explosive emotional payoffs. Qui-Gon’s death and Anakin and Padmé’s secret wedding ceremony are heartbreaking, but they were both topped by Obi-Wan and Anakin’s climactic standoff in Revenge of the Sith.

The volcanic landscapes of Mustafar perfectly encapsulate the tragedy of Obi-Wan fighting his fallen apprentice and leaving him for dead. “You were my brother, Anakin! I loved you!”

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