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War! The Republic is crumbling under attacks by the ruthless Sith Lord, Count Dooku. There are heroes on both sides. Evil is everywhere.
In a stunning move, the fiendish droid leader, General Grievous, has swept into the Republic capital and kidnapped Chancellor Palpatine, leader of the Galactic Senate.
As the Separatist Droid Army attempts to flee the besieged capital with their valuable hostage, two Jedi Knights lead a desperate mission to rescue the captive Chancellor...
Revenge of the Sith, the final film in the Star Wars prequels and the third episode chronologically, portrays the culmination of the Clone Wars, Anakin's turn to The Dark Side (and transformation into Darth Vader), the destruction of the entire order of the Jedi (the titular revenge), and the rise of the Galactic Empire. The film’s climax is the single longest lightsaber battle of all six films. It is considerably Darker and Edgier than The Phantom Menace and Attack of the Clones.
- Actionized Sequel: The film has many more battle sequences and one-on-one duels than Attack of the Clones, including a lengthy Action Prologue.
- Actor Allusion/Mythology Gag: The novelisation says the Jedi Cin Drallig (played by Nick Gillard, the guy who instructed the actors in the original trilogy on sword fighting) is the Jedi order's main lightsaber instructor. He's also in the videogame adaptation as a boss for Darth Vader during the Jedi Temple massacre.
- Agony Beam: Force Lightning, which Palpatine uses to torture then murder Mace Windu.
- Alas, Poor Villain: Count Dooku is betrayed by Sidious because he figures that Anakin will be more useful to him. Likewise, the Separatist Council are friendly towards Anakin and are loyal to Palpatine but the two kill them anyway.
- All There in the Manual:
- Padmé's death seemingly centered on a force-choke from Darth Vader, which she clearly survived. It is explained in supplementary material that the Polis Massa, the aliens that Obi Wan and Yoda meet with in the epilogue, are actually incredibly incompetent doctors and had no idea as to what the reason behind her dwindling health was. It's explained in said supplementary materials that it was trachea damage they couldn't detect.
- Order 66, as well as the previous executive order, were official orders of the Galactic Army of the Republic that were heavily implied to have actually been made by Palpatine, with the Jedi being unaware of either order. The previous order, Executive Order 65, was that the army would remove the Chancellor from power should he/she have been caught doing corrupt things, should Palpatine have not won the seat.
- General Grievous is never given any backstory or motivation in the movie itself; to anyone who didn't watch the first Clone Wars cartoon, he comes completely out of nowhere for a major villain.
- Always Save the Girl: Anakin, you well-intentioned idiot!
- Amplified Animal Aptitude: You could say it's Obi-Wan guiding her through the Force, but Boga is very good at knowing where he wants her to take him, in three dimensions no less. Made more blatant in the novelization; he sees an almost Jedi-like calm dedication to service in her eyes, she follows spoken orders to go home and then comes back to be there when he needs another lift, and obeys more spoken orders to destroy a specific part of a parked ship with her tail. For his part, Obi-Wan banters as playfully with her as with Anakin or Commander Cody, and acts like she's an intelligent being who can understand him and his reasoning.
- Arc Words: In the novelization, variations on "All things die" and "Even stars die", though it's not said by any of the actual characters.
- An Arm and a Leg: Numerous people lose limbs. It is Star Wars, after all. Anakin Skywalker in particular loses three of his limbs when he tries leaping over Obi-Wan Kenobi despite his former master’s warnings.
- Artificial Limbs: Anakin has one. Later, he gains more.
- Ascended Extra: Well it's Star Wars, but a notable one is that of Zett Jukassa (played by George Lucas' son). In Attack of the Clones, he was the youngling who answered Yoda's question on what happened to the information on Kamino. In this movie, he is the young Jedi who fought off a few troopers only to get shot down in front of Bail Organa in one of the more memorable and shocking single moments of the movie.
- Asshole Victim: All of the separatists on Mustafar, but especially the cowardly Viceroy Gunray. Though having said that, Emperor Palpatine did promise them peace...a promise he had no intention of keeping.
- At the Opera Tonight: With guest appearances by George Lucas and his family in blue makeup, and a Twi'lek with an amazing rack.
- The Bad Guy Wins: It is called Revenge of the Sith, after all. Not all the Jedi die though, as the original trilogy makes clear. Yoda and Obi-Wan both survive.
- Battle Amongst the Flames: On Mustafar, the Lethal Lava Land Single Biome Planet. Unfortunately for him, Anakin ends up being burned by those flames.
- Beauty Is Never Tarnished: Several male Jedi, including Ki Adi Mundi and an unknown in the Jedi temple, are shot dead by blaster fire. Their clothes - and bodies - show clear burn marks. However, when teal-skinned temptress Aayla Secura is shot at point-blank range by a squad of clones, her clothes and exposed skin do not show a single mark, even as they pour searing hot plasma into her motionless body. Averted with Anakin Skywalker who loses his good looks when he gets set on fire, though his suit covers up the burns pretty well.
- Being Evil Sucks: Anakin learns this the hard way, though it doesn't suck for Emperor Palpatine. He more or less succeeds in what the Sith have been trying to do for millennia.
- Big Badass Battle Sequence: The Battle of Coruscant, as well as Kashyyyk and Utapau.
- Big No:
- Darth Vader after learning that Padmé has died.
- Bail Organa when a Jedi youngling is gunned down right in front of him.
- Birth-Death Juxtaposition: Padmé dies on the operating table while giving birth to Luke and Leia - while on another operating table, Darth Vader takes his first breath.
- Bittersweet Ending: Palpatine has taken over the galaxy, Anakin has become Darth Vader, Padmé is dead and the Jedi have been utterly decimated, with only Obi-Wan, Yoda and a handful of others managing to escape Palpatine's wrath. However, the Skywalker children are safe and we know that, years later, they both will become the new hope of the galaxy.
- Black Cloak: Palpatine wears one as Darth Sidious. Anakin also dresses in black for much of the movie.
- Body Horror: Vader's transformation into his suit. Word of God says he wasn't given any anesthetic for it and was awake the entire time. Sidious told the droids not to give Vader anesthetics because the pain would increase his rage, therefore his power.
- Body Motifs: The novelization does this with Anakin's mechanical hand. It aches when Count Dooku is near, crushes things when he's angry, and is mentioned often.
- Bond One-Liner: While the execution of the Separatist leaders is actually one of the better scenes of the entire movie and played entirely seriously, in the novelization, it would appear that Stover couldn't resist Bonding it up. Almost every time that Vader killed one of the leaders, he spouts off a corny one-liner. In the movie, however, Vader slaughtered them without saying a word.
- Call Back/Call Forward: The final shot is of Owen and Beru standing on a sand dune holding an infant Luke as Tatooine's twin suns set in front of them. This recalls the famous shot of Luke doing the same thing in A New Hope. It even plays the same music.
- Card-Carrying Villain: Come on, General Grievous? Darth Sidious? Count Dooku?
- Cassandra Truth: Obi-Wan Kenobi is truthful to Anakin about what he says to him, such as Chancellor Palpatine being the bad guy, but Anakin doesn’t listen to him.
- Catapult Nightmare: Anakin has one in his and Padmé's apartment on Coruscant when he's Dreaming of Things to Come.
- Chickification: Padmé, an Action Girl for parts of Phantom Menace and Attack of the CLones, spends most of this film pining for Anakin and displaying some Badass Decay, although her pregnancy partially explains this.
- Children Are Innocent: Jedi children anyway.
Jedi youngling: "Master Skywalker, there are too many of them. What are we going to do?"
- Continuity Lock Out: Grievous is never really explained; all of his backstory and reasons to be worried about him are in the Clone Wars cartoon.
- Continuity Nod: The novelization often makes nods to the Star Wars Expanded Universe, and not just to Stover's Mace Windu book Shatterpoint. The worlds of Corellia, called the Five Brothers. Various EU adventures Anakin and Obi-Wan have been on get mentioned. He never appears in person, but the powerful Corellian senator Garm Bel Iblis is part of the proto-Rebellion.
- Asajj Ventress is also mentioned once or twice; she's a major EU character.
- After the climactic duel, Obi-Wan is seen stopping to pick up Anakin's lightsaber, which he gives to Luke in A New Hope.
- Convection, Schmonvection: On Mustafar, both combatants are apparently immune to the heat from the molten lava that they are battling over. In the Novelization, it is stated that both are using the Force to protect themselves... until Vader gets his limbs sliced off.
- The Corrupter: Palpatine is a really dedicated Corrupter, who spares no effort and risks his own life in order to bring Anakin to the Dark Side, even though he expects Anakin to eventually become more powerful than himself, and thus very unlikely to remain loyal.
- Cosmic Deadline: Anakin's fall to The Dark Side goes really quickly in this film, since we all know how it has to turn out. The Expanded Universe and novelization elaborate on this a bit more.
- Cranial Processing Unit: Subverted. Within the span of a few seconds, Obi-Wan decapitates a Magnaguard, turns away from it and is caught off guard when it keeps fighting anyway. This is explained in the movie's visual dictionary that there is a second processing unit and photoreceptor in the chest that it can use.
- Critical Failure: Near the end of his battle with Grievous, Obi-Wan attempted to knock the cyborg off his feet by kicking his leg. The result: Obi-Wan ends up injuring himself and giving Grievous the opportunity to throw him off the platform they were on.
- Cuffs Off, Rub Wrists: Palpatine does this immediately after Anakin frees him from the chair on the command ship and later when the young Jedi destroys the droids that were holding him hostage on the ship's bridge.
- Dangerously Genre Savvy: In a deleted scene and the novelization, as well as subtly implied in the movie itself, the Clone Troopers, after betraying Obi-Wan on Sidious' command, sent some drones down to search for Obi-Wan's body just to make absolutely sure he had in fact died in the fall.
- Darker and Edgier: Easily the darkest of the prequel trilogy, and probably even the entire saga of Star Wars, and the novel is even darker. It has the highest age certificate rating out of all the films.
- Dark Reprise: The Force Theme towards the end of the movie.
- The Dark Side Will Make You Forget
- Death by Childbirth: Anakin dreams this will happen to Padmé. He immediately begins working to figure out a way to prevent it from happening. She does die in childbirth, but it's more accurately...
- Death by Despair: Padmé, who dies of a broken heart after Obi-Wan tells her that Anakin died on Mustafar.
- The Dejarik Master: Darth Sidious
- Deliberately Triggering the Trap:
Anakin: I sense Count Dooku."
- Disney Villain Death: Several battle droids were seen falling down to Coruscant when the Invisible Hand was losing stabilization and sinking to Coruscant in the beginning of the battle. Inverted with Boga, who was a hero, and yet was shot down into a ravine alongside Obi-Wan during Order 66.
- Doesn't Like Guns: Obi-Wan, since he's a Jedi. But it turns out to be the only way he can kill General Grievous.
- Doomed by Canon: Order 66 dooms a lot of people.
- Downer Ending: Well, at least we knew it was coming.
- The Dragon: Grievous turns out to be a considerably weaker one than expected, seeing how the Clone Wars cartoon set him up to be a significant threat.
- Dramatic Shattering: The window in Palpatine's office during his fight with Mace, whom he later throws out of it.
- Drunk on the Dark Side: Palpatine. POWAH! UNLIMITED POWAH!
- Dual-Wielding: General Grievous takes this to the extreme with quad wielding. Anakin also takes Dooku's lightsaber after defeating him and uses it to kill him.
- Dull Surprise: While he doesn't have as much as he does in Attack of the Clones, Hayden (Anakin) delivers a few lines like this in this movie.
- Epic Tracking Shot: The opening battle follows two lowly Jedi Starfighters as they swoop in to join a massive battle above Coruscant.
- Ethereal Choir: When Anakin's rebirth as Vader is complete, a mournful choral theme is heard.
- Lava Adds Awesome: The final showdown between Vader and Obi-Wan, naturally.
- Evil Costume Switch: After Palpatine reveals himself to be a Sith Lord, he puts on his Black Cloak. After he officially becomes emperor, he openly wears a traditional red Sith robe.
- Anakin also puts his hood up a lot more after being christened Darth Vader, and in the ultimate evil costume switch, he becomes the biomechanical suit of armour we are familiar with.
- To a degree, this also applies to the Republic clones, whose outfits and arsenal more closely resemble the later Imperial Stormtroopers that they would ultimately become.
- Et Tu Anakin
- Evil Is Hammy: Once Darth Sidious drops his act as the Glorious Leader Palpatine, it's time to chew apart the scenery.
- Grievous is pretty hammy too, spouting movie-villain cliches in a ridiculous Transylvanian accent.
- Hayden Christensen suddenly drops his Dull Surprise when he goes evil and starts hamming it up.
- Evil Sounds Deep: Grievous' voice.
- Exact Words: Palpatine, to the Separatist High Command, before Vader arrives on their hideout towards Mustafar to ultimately slaughter them (and he did mean it, just not in the way they thought he meant).
Nute Gunray: "The plan has gone as you had promised, my Lord."
- Similarly, this is how Palpatine managed to get the audience to believe that the Jedi had turned traitor. Technically, they were going renegade and trying to throw a coup against Palpatine. He just left out the little detail that he is a Sith Lord.
- Expecting Someone Taller: Grievous and Anakin do this back and forth.
- Face Heel Turn: Anakin
- Fallen Hero: The point of the movie.
- Fantastic Racism: Count Dooku doesn't like cyborgs or aliens. Low-class, filthy creatures that they both are. Anakin starts picking up on this too, finding a Chagrian to be hideously repulsive. Both of these are exclusive to the novelization.
- False Reassurance: Palpatine to Nute Gunray. "When my new apprentice, Darth Vader, arrives, he will...take care of you."
- Fearful Symmetry: In the climactic final battle, there are a fair number of moments where Obi-Wan and Vader mirror each other's movements perfectly, complete with a Force-push Beam-O-War which sends them each flying in opposite directions.
- Final Solution:
Palpatine/Darth Sidious: "Execute Order 66."
- Finish Him!: Palpatine gets Anakin to execute Dooku this way.
- The Force: Stover's known for somewhat flowery philosophical prose, and this comes into play full force whenever Obi-Wan fights. By letting go of his self, he loses his sense of identity and allows the Force to move through him, allowing him to get through impossible odds. By contrast, The Dark Side requires users to make The Force to do their bidding.
- Foregone Conclusion: Anakin turning to the Dark Side and becoming Darth Vader.
- Fungus Humongous: The low-gravity planet Felucia, where Aayla Secura was killed during Order 66.
- Hero Antagonist: Obi-Wan becomes this after Anakin's Face Heel Turn. He is understandably upset about what Palpatine has turned Anakin into.
- Hope Springs Eternal: Even in a galaxy torn be death and sadness, A New Hope shall one day rise.
- I Am the Noun:
Windu: "The Senate will decide your fate."
- In Medias Res: Similar to A New Hope, this film starts off with a space battle, where much has transpired before we catch up on the story.
- Interesting Situation Duel: Obi-Wan Kenobi and Darth Vader's duel at the lava streams.
- Yoda and the Emperor's duel in the middle of the Senate chamber.
- The fight on the bridge of the Invisible Hand as well; Grievous escapes by shattering the windows, as he can survive being spaced but the Jedi cannot.
- Ironic Echo: Rather tragically done: Anakin tells Palpatine that he shouldn't have killed Count Dooku. Palpatine then tells Anakin that Dooku would have been far too dangerous to allow him to live. Later, Anakin then tells Windu when he is trying to deliver the coup de grace that he should have Palpatine stand trial, to which Windu retorts that Palpatine is far too dangerous to be allowed to live.
- Is That a Threat?: Palpatine to Windu. Leads into I Am the Noun.
- Joker Jury/Kangaroo Court: Windu implies that Palpatine will use his control over the courts to get himself off scot-free if they attempt to simply have him stand trial and not kill him.
- Kill'Em All: Everyone except the characters who showed up in the original trilogy, as well as Jar Jar Binks and Sabe. Also, all of the Jedi (except a few) and (almost) all of the Separatists.
- Killed Mid-Sentence: Nute Gunray pleads for mercy, only to be quickly cut down by Vader mid sentence.
- Lampshade Hanging: Padmé: "Women on Coruscant don't die in childbirth!"
- La Résistance: The Rebellion, but unfortunately most of the scenes depicting its formation were cut. Then again, it's far too early for the Rebellion to be formed, since the movie ends shortly after the first "Empire Day".
- Last-Minute Baby-Naming: Padmé doesn't name her twins until they are born, and she's dying.
- Lethal Lava Land: Mustafar. In fact, it's so lethal (and so lava) that it even manages to (partially) avert the Convection, Schmonvection rule!
- Let's Split Up, Gang!: Yoda and Obi-Wan decide to tackle the two Sith Lords separately.
- Love Cannot Overcome: Padmé's breakup with Anakin.
- Love Hungry: Anakin regarding Padmé, to the point that keeping her love (and her alive) is all he wants, and when she gets scared of him...
- Love Makes You Evil: Anakin.
- Love Triangle: Anakin thought he, Padmé and Obi-Wan were in one of these. In reality, it was only his own paranoia that made him think Obi-Wan and Padmé were together, along with a few unhappy coincidences.
- Manipulative Bastard: Palpatine, to the entire galaxy.
- Mini-Mecha: Some of the walkers.
- My God, What Have I Done?: Hand in hand with Heel Realization.
- The novelization, when handling the scene where Vader's just been assembled on a slab, leaves out the Big No and adds a moment of Never My Fault before he realizes that it is his fault. Then he tries to call on the Force to kill Sidious - but he's lost so much of his power that he can only destroy droids and equipment, he can't even touch Sidious - and in the end he doesn't want to, because now this is all he has left. The same person who caused him to kill his wife, their unborn child, and thoroughly alienate everyone he ever thought of as a friend is now the only person who will understand, and forgive, and care. Anakin - or now, Darth Vader - will spend the rest of his life burning in self-hatred the way he burned on the shores of the river of lava. All alone, with himself.
- Names to Run Away From Really Fast: General Grievous, any of the Darths.
- A Nazi by Any Other Name: Palpatine, when declaring the new order, vows to make a Galactic Empire that will reign for ten thousand years (and as evidenced by the Original Trilogy, fell far short of that goal), similar to Hitler's vow of a "Thousand Year Reich". In addition, some of the Clone Troopers in a deleted scene and supplementary materials, during the attack on the Jedi Temple, disguised themselves as Jedi presumably to sell the act of a Jedi uprising, similar to how Hitler orchestrated a "Polish" (actually Germans disguised as Polish people) attack on key German bases to have the excuse for him to invade Poland. In addition, Order 66 and Operation Knightfall are similar to Kristallnacht (The Night of the Broken Glass) and the Holocaust.
- New Era Speech: Palpatine gets an especially juicy one as he declares the birth of The First! GALACTIC! EMPIRE!
- Ninja Pirate Zombie Robot: Grievous, who was specifically described in this manner in tie-in materials as "an alien cyborg".
- No One Could Survive That: When Obi-Wan is almost killed by the clone troopers on Utapau, they don't bother to check for his body, assuming the long drop must have killed him (He landed in Soft Water).
- In the novelization and a deleted scene, though, they do send probes to check for his body, but Obi-Wan tricks a nearby monster into eating them. The final film also implies that they sent a drone to locate them, as a drone was seen in the background when Obi-Wan hides out in a cave shortly before the scene transitions.
- Noodle Incident: "Nine times... that business on Cato Neimoidia doesn't... doesn't count..."
- Said incident occurs in the EU novel Labyrinth of Evil. Obi-Wan loses his rebreather and gets high when a box of hallucinogenic spores cracks and Anakin saves him from disaster. Obi-Wan later saves Anakin from a very nasty chair.
- Oh Crap: Bail Organa when he sees the youngling Zett being gunned down by the clone troopers.
- Offhand Backhand: Vader does this with a lightsaber blaster deflection when a lowly battle droid tries to shoot him in the back. Yoda does this to two Mooks with the Force.
- One-Woman Wail: During a scene when Anakin and Padmé are thinking of one another on Coruscant.
- Paradise Lost: Darth Vader, formerly Anakin Skywalker, the Jedi's Morning Star, standing against the fire-and-brimstone backdrop of Mustafar.
- The Paragon Always Rebels: Duh.
- Pay Evil Unto Evil: Subverted big-time. Although Nute Gunray and his minions invaded Naboo earlier on, Vader's eagerness to kill them is portrayed as alarming nonetheless, not least due to their loyalty to Palpatine. Though there does seem to be SOME trace of this trope present; Vader's killing of Nute and his minions is shown on-screen, whereas his massacre of the innocent children in the Jedi temple is not.
- People's Republic of Tyranny: The Galactic Republic, when the story takes place 3 years into the Clone Wars. It's now a military dictatorship in all but name, where every single decision is made by Palpatine, and each star system is overseen by a regiment of clone troopers. All in the name of safety and defense. By the time the Empire is declared, Palpatine even points out that they are an Empire already, and it's just a change in name.
- Pet the Dog: Subverted. Near the end of the movie, when Palpatine finds Vader on Mustafar, for a brief moment he acts like he genuinely cares for Vader, and is saddened by what has happened. You can see that Palpatine is incapable of sadness knowing what kind of man Palpatine is and Palpatine's face seeing Vader's despair. Its only the fact that Palpatine has waited 13 years for Vader's turn and power that motivates him to save his life and its why he eventually tries to have Luke replace him, namely because Luke doesn’t need to rely on a suit, just a metallic hand.
- Plot Parallel: Grievous is partly removed from a mechanical suit and set on fire after being shot by Kenobi; Vader is set on fire and put into a mechanical suit.
- Anakin kills Dooku at Palpatine's behest on the grounds that he's too dangerous to be left alive. Later, Mace Windu tries to do the same thing to Palpatine.
- Poor Communication Kills: Palpatine's rise possibly could have been averted if Anakin, Windu and Obi-wan just took a few minutes to talk and actually listen to each other. Obi-Wan does eventually try to get Anakin to listen to him, but he ignores him.
- The Power of Love: In the book, an invocation of this is what steers it into the more positive kind of Bittersweet Ending. After numerous notes about the omnipresence of darkness and its assured victory, about how even stars die, this is the last page.
The dark is generous, and it is patient, and it always wins - but in the heart of its strength lies weakness: one lone candle is enough to hold it back.
- Pragmatic Adaptation: The Novelization was a departure from the other movie novelizations in that it wasn't just a prettied-up transcript of the movie. This was written by Matt Stover, who changed parts of the script given to him and expanded on some points while minimizing others, although George Lucas approved of all of the changes he made. People who have read it tend to call it superior to the movie - more time was spent on Anakin's fall and Padmé's thoughts, and it's much darker than the movie was, though like all of Stover's works it's not devoid of hope.
- Proud Warrior Race: The Wookiees, who help the Republic fight off the Separatists on Kashyyyk.
- Punch Clock Villain: The clone troopers, almost to the point of being Affably Evil, though we don't get to know any one of them well enough for that. The friendship between Obi-Wan and Cody, their utter lack of enjoyment from executing Order 66, their sincere-sounding apology when they tell Bail Organa to turn around and walk away from the burning Jedi Temple... plus their suffering from the Cloning Blues.
- The Purge: Order 66. It turns out that the clone troopers had secretly had chips placed in their heads that allow Emperor Palpatine to command them. Palpatine uses this to the greatest effect when he commands them to kill the Jedi. He could have done this at any time following the clone trooper’s introduction to the Republic, but he figured he would wait until Jedi support had faltered.
- Putting on the Reich: The allusions to Adolf Hitler's rise to power are plenty.
- Recursive Translation: It's a train wreck, resulting in a sub-meme based on Vader's Big No being translated to "Do Not Want!".
- Reluctant Warrior: Obi-Wan says he will not kill Anakin/Vader, but Yoda sends him to fight anyway, because "strong enough to face this Lord Sidious, you are not."
- Reverse Psychology: Palpatine suggests (through Anakin) that Anakin be the one to lead the campaign to take out General Grievous on Utapau, and Mace Windu says sharply "We'll make our own decision on who to send". The Jedi Council chooses Obi-Wan to lead the campaign instead, and while he's away, all hell breaks loose on Coruscant.
- Sad Battle Music: "Anakin's Betrayal", which plays during the march on the Jedi Temple, courtesy of Order 66.
- Scenery Gorn: The burnt-out Jedi Temple, as well as Mustafar.
- Scenery Porn: And how. Made heartbreaking towards the end as we are given a glimpse of all that is to fall under the rule of the Empire.
- Self-Fulfilling Prophecy: Anakin, trying to stop Padmé from dying in childbirth, ends up killing her. Sure, the incompetent doctors say that she lost her will to live, but she does so while giving birth, not because of.
- In the Coruscant Nights Trilogy, her bodyguard, looking over the autopsy report, concludes that she was strangled in a way that didn't bruise, and that was how she died - choked with the Force. Prophecies are tricky things...
- Separated at Birth: The twins.
- Shirtless Scene: Anakin, again in bed after having a nightmare.
- Shout-Out: The scene where the 501st Legion march up the stairs into the Jedi Temple is a direct allusion to The Battleship Potemkin.
- The scene of Palpatine declaring the formation of the Galactic Empire in the name of peace and security interspersed with scenes of his apprentice Anakin killing the Separatist leaders is very similar to Michael Corleone attending the baptism of his nephew whilst his allies eliminate rival Mafia dons (and Moe Greene) on his command.
- Yoda's departure from Kashyyyk looks much like E.T.'s departure from Earth.
- Single Tear: Vader on Mustafar.
- Smug Snake: General Grievous acts all tough and imposing, but later ends up getting defeated by Obi-Wan, who doesn't even have a lightsaber. Quite messily so, for that matter.
- Snow Means Death: Ki-Adi-Mundi's death on Mygeeto.
- Standard Starship Scuffle: Provides perhaps the best example of the trope in the entire Star Wars series, with the opening featuring vast capital ships exchanging broadsides (we even get a close look at the old-fashioned looking cannons in the gun ports!) at point-blank range, and one even "sinking" (by falling into a planet's atmosphere).
- The Starscream: Anakin.
- Sword Over Head: Early in the movie, Anakin has the defeated Count Dooku at his mercy, and Palpatine encourages him to go ahead and do it; he does. The novelization's version of the scene has Dooku realize at the last that everything in his villainous life has built up to making him the subject of the new Sith Lord's "first cold-blooded murder".
- They Died Because of You:
Darth Vader: Where is Padmé? Where is she?!"
- They Were Holding You Back: Obi-Wan and Padmé for Anakin. Sidious manipulates Anakin into killing/driving them away himself. Unfortunately, Obi-Wan mutilates Anakin to defend himself from him.
- This Is Gonna Suck: Anakin Skywalker’s reaction to his new mask.
- Three-Month-Old Newborn: Newborn Luke and Leia are quite robust, especially since they're a) twins (multiple births, due to space limitations, tend to be smaller than average) and b) almost certainly delivered prematurely.
- Possibly The Coconut Effect since, at the birth, the twins were CGI.
- Tragic Mistake: Anakin breaks with the Jedi by unintentionally aiding Palpatine in killing Mace Windu. "What have I done?", indeed. Mace also makes the fatal mistake of focusing on Palpatine's "shatterpoint", which was Anakin, while completely ignoring Anakin's "shatterpoint", Padmé.
- Word of God suggests that the real tragic mistake was Mace Windu taking that dramatic killing swing at Palpatine, instead of just finishing him off instantly. It gave Anakin time to intervene.
- Word of God also suggests that, while Palpatine knew Anakin would intervene, Mace had no idea it would happen, leaving him open to being deceived by the old man.
- Word of God also suggests that Anakin did not intend for Mace Windu to be killed by Palpatine, as he was actually trying to stop Windu from falling to the Dark Side by murdering Palpatine (presumably due to guilt for killing Dooku). Unfortunately, he didn't anticipate that Palpatine would play possum and then attack Mace Windu when his guard was forcibly dropped.
- Trailers Always Spoil: There were complete and accurate whole plot parodies out before the movie was released.
- Tranquil Fury: Yoda during his fight with Sidious, as well as Mace during his.
- Translation Train Wreck: Not official translations, but Star War: The Third Gathers - Backstroke of the West is positively a Fountain of Memes.
- Tyrant Takes the Helm: It's in this film that Palpatine crowns himself Emperor of the Galaxy.
- Unstoppable Rage: Anakin defeats Dooku this way. However, being furious only works against him when fighting Obi-Wan, who's glacially calm during most of their fight.
- Unto Us a Son and Daughter Are Born: Luke and Leia.
- Uriah Gambit: Palpatine does this to Dooku. It works.
- And more subtly to Grievous, in a way that would have been win-win regardless of who survived the duel with Obi-Wan. The Chessmaster, indeed.
- Vader Breath: Not only do we hear it for the first time in-universe, if you watch the smoke hovering around Vader's head, you get to see it.
- Villainous Breakdown: Dooku in the novelization. It starts when he realizes he underestimated Obi-Wan and Anakin and culminates in him pathetically begging for his life when Palpatine's Uriah Gambit becomes all too clear to him.
- Villain Protagonist: Anakin.
- Watching the Sunset: A nice Continuity Nod.
- We Can Rule Together: Anakin tries to convince Padmé to become his Empress so they can rule the galaxy and "make things the way we want them to be!" Her horrified reaction is similar to their son Luke's when Anakin makes a similar offer to him in The Empire Strikes Back.
- Well-Intentioned Extremist: Anakin probably thought he was this.
- We Used to Be Friends: Anakin and Obi-Wan provide the image and the quote for the trope page.
- Wham! Line: "Execute Order 66." Everything goes to hell from that line onwards.
- With Us or Against Us: Darth Vader shouts "If you're not with me, you're my enemy!". Also, Obi Wan says right back at him "Only a Sith deals in absolutes".
- The Worf Effect: Mace Windu takes a posse of three Jedi masters with him to confront Palpatine, all of whom are killed within seconds. Especially glaring when you consider that one of them was Kit Fisto, who single-handedly almost took down pre-asthma General Grievous in The Clone Wars.
- Dooku's death early on the film showed how powerful Anakin had gotten in the meantime, after getting floored by Dooku in the previous installment.
- Would Hurt a Child: Anakin/Vader's slaughter of the Jedi younglings.
- Wounded Gazelle Gambit: Palpatine acts weak and helpless when at the mercy of Mace Windu to get Anakin to help him. Once it works, he attacks Windu with force lightning which shows he's not so weak and helpless after all.
- Wuxia: Once you take away the spaceships, aliens and lightsabers, Revenge of the Sith is a classic Chinese tragedy chronicling the consequence of being driven insane through studying an Evil Kung-Fu Tradition.
- Xanatos Gambit: The novelization's chapter The Jedi Trap lovingly details the things that must be part of such a trap before Obi-Wan goes to confront Grievous. After he wins, the narration explains how it was still a perfect trap, since the bait and the killer - Grievous - was going to need disposing of soon and the true purpose of this trap, the one that made the Jedi lose the moment he stepped in, was having him not be on Coruscant at a pivotal moment.
- You Could Have Used Your Powers for Good: Obi-Wan to Vader after the duel.
- You Have Failed Me: Subverted. See Pet the Dog.
- You Have Outlived Your Usefulness: Palpatine to everyone: Dooku, Grievous, the Separatists, the Jedi... almost did it to Vader as well, and wasn't quite sure if saving him was worth the effort.
- Zeerust: In terms of aesthetics...it was inevitable in this film, considering it had to find a way to tie itself in with A New Hope. You'll be watching sleeker looking droids and spaceships gradually getting clunkier and more dated looking in design as the movie progresses. Especially by the end.
- The Obsessed With Star Wars Trivia Game implies that she underwent a Disney Death.