Movies & TV Shows

10 Things That Still Hold Up Today

The second installment in George Lucas’ Star Wars prequel trilogy, Attack of the Clones, celebrates its 20th anniversary this year. Attack of the Clones is generally considered to be one of the weakest Star Wars movies. Episode II has a couple of weak spots – a bloated runtime, a reliance on CGI, a few cringeworthy romantic scenes – but there are still plenty of things to love.



From Ewan McGregor’s charismatic performance as Obi-Wan to John Williams’ breathtaking musical score, many aspects of Attack of the Clones still hold up today.

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10 Ewan McGregor’s Charming Turn As Obi-Wan Kenobi

As always, Ewan McGregor is ludicrously charismatic in the role of Obi-Wan Kenobi in Attack of the Clones. McGregor recaptures the warmth and wisdom of Alec Guinness’ portrayal of Kenobi, but with a healthy dose of youthful exuberance.

McGregor steals the whole movie from his co-stars as Obi-Wan goes off on his own B-plot adventure to investigate the cloning operation on Kamino.


9 The Badassery Of Jango Fett

With his role as Jango Fett in Attack of the Clones, Temuera Morrison managed to secure a lifetime of acting work playing Jango, his son Boba, and his hundreds of thousands of clones. Jango only appeared in one movie, but that was all he needed to join the canon of great Star Wars characters.

Named after the Franco Nero character (without the silent “D”), Jango evokes the same ice-cool spaghetti western icons that Boba did in the original trilogy, but he’s also involved in much more of the action. He engages Obi-Wan in an intergalactic chase and locks horns with Mace Windu, who promptly decapitates him.


8 John Williams’ Breathtaking Score

John Williams can always be relied on to redeem a Star Wars movie. Even when a Star Wars fan hates an entry in the saga, they love Williams’ score. His score for Attack of the Clones brings back Darth Vader’s unforgettable theme, “The Imperial March,” to foreshadow Anakin’s transformation into Vader.

As usual, Williams’ music elevates the movie’s weaker spots. “Across the Stars,” the theme of Anakin and Padmé’s courtship, is a sweeping romantic piece befitting of a much better-written love story. It sells the bittersweet emotions of the secret wedding ceremony in the final scene.


7 Padmé Gets In On The Action

Padmé’s romantic scenes with Anakin don’t really land in Attack of the Clones, but her arc in the movie is redeemed by her involvement in the action. Like Leia before her, Padmé refuses to be relegated to an archetypal “damsel in distress” role.

She’s competent and heroic enough to get herself and others out of distress – particularly in the final battle, where she singlehandedly fends off a bloodthirsty monster while she’s chained to a post.

6 Christopher Lee’s Captivating Portrayal Of Count Dooku

Following the bisection of Darth Maul in The Phantom Menace, Count Dooku is Palpatine’s new apprentice in Attack of the Clones. Like the others, Dooku represents one of the dimensions of Vader’s character. Maul reflects Vader’s seething rage, General Grievous reflects his robotic casing, and Dooku reflects the fallen Jedi.

The late, great Christopher Lee brings the same mustache-twirling villainy to Dooku that he brought to his iconic performances as Dracula in the Hammer Horror classics. Lee fits the pulpy tone of the Star Wars universe like a glove. He hams it up without overdoing it.

5 The Story’s Historical Allegories

Attack of the Clones is nowhere near as focused on political discourse as The Phantom Menace. Episode I had a lot of trade debates and Senate hearings, whereas Episode II is much more interested in intergalactic action.

But it’s still a deeply political narrative full of poignant historical allegories. Palpatine’s rise to power has parallels with Hitler, Napoleon, and Augustus. Lucas’ storytelling explores how a democracy is turned into a dictatorship.


4 Ben Burtt’s Glorious Sound Effects

Like Williams’ music, Ben Burtt’s sound effects are a huge part of the familiar feel of a galaxy far, far away. Burtt acted as the film editor on Attack of the Clones, but he still provided his iconic sound design.

Burtt’s sound design on Attack of the Clones includes both old chestnuts like R2-D2’s beeps and whirs and the hum of a lightsaber, and brand-new sounds like the glorious seismic charge.

3 The Uncompromising Darkness Of Anakin’s Arc

After The Phantom Menace was criticized for depicting the boy who would be Vader as a sweet, adorable podracer, Attack of the Clones didn’t shy away from the darkness.

Episode II picks up 10 years later with an angsty teenage Anakin exhibiting shades of the Sith Lord he’s destined to become. In the movie’s darkest sequence, he massacres the Tusken Raiders who kidnapped and killed his mother and subsequently expresses no remorse.

2 Ian McDiarmid’s Chilling Dual Performance As The Two Sides Of Palpatine

Ian McDiarmid nails both sides of the Emperor’s personality as his evil plan starts to come together in Attack of the Clones. He plays Palpatine as a mild-mannered politician and Darth Sidious as a sinister Sith Lord.

His acting on both sides of the coin is deceptively camp. Palpatine puts on a friendly facade around Jedi Knights and fellow politicians, but his demeanor can turn spooky and unsettling at the drop of a dime.


1 The Everything-But-The-Kitchen-Sink Final Battle

Attack of the Clones culminates in a massive battle sequence set in a gladiatorial arena with a dazzling flurry of lightsaber blades in combat with legions of battle droids. Mace Windu brings a strike force consisting of dozens of Jedi Knights to liberate Anakin, Padmé, and Obi-Wan from the nefarious Separatists’ clutches – and then, at the last minute, Yoda shows up with the cavalry.

This final battle feels like a direct response to complaints that The Phantom Menace didn’t have enough focus on action. The climax of Attack of the Clones gives Star Wars fans all the action they could ask for.

NEXT: 5 Ways Attack Of The Clones Isn’t As Bad As People Say (& 5 Ways It Is)

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