It's time to wrap up our prequel series discussion with Star Wars: Episode III, Revenge of the Sith. Although the first two prequels were eviscerated by critics, Episode III received generally positive reviews and fans favored it overall. At the very least, the movie managed to not inspire an avalanche of nerd-rage.

Revenge of the Sith featured many big moments. Anakin Skywalker finally fell to the dark side. The Galactic Empire was officially born. Palpatine made weird faces and blasted Mace Windu out a window. It was everything we needed...or was it? As with every Star Wars movie, what ended up onscreen, wasn't necessarily always meant to be. With that said, here are 15 surprising ways Revenge of the Sith was almost a different movie.

15 Padmé Could Have Been the Tragic Hero Of The Movie...And Was Even Planning To Shank Anakin

Via: io9.gizmodo.com

In the spirit of the best Star Wars characters, Padmé Amidala was quick to dive into action, blast away enemies and battle it out with giant monsters. At least that's how she was depicted in Episode I and II. However, in Episode III, Padmé's character basically just cried a lot, gave birth to Luke and Leia, and then promptly died. None of which was consistent with how she was portrayed in previous films.

There are a few deleted scenes of Padmé helping to form the rebellion that easily could have beefed up her part. But beyond that, there was some awesome material planned for her character. At a speaking event at the Academy of Art University, Concept artist Iain McCaig let loose about how much Padmé could've been the tragic hero of the movie.

McCaig asserted that Padmé was well aware of Anakin slowly becoming a monster and was secretly building the rebellion behind his back to overthrow her crazed husband. In fact, on Mustafar she showed up packing a knife, fully intent on killing him. In a great twist, Anakin even knew she was there to murder him and was actually willing to let her take him out. Alas, she could not bring herself to do it. Then, at that point, Obi-Wan was meant to appear, Anakin was to violently turn on Padmé and then the epic duel would begin. The alternative climax seems far more consistent with Padmé's character. Also, the secret formation of the Rebellion behind Anankin's back sounds infinitely better than the simple broken heart angle Lucas decided upon.

14 Anakin's Turn Could Have Revolved Around A Love Triangle

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One of many subplots that hit the cutting room floor as Episode III was in production was a potential love triangle between Anakin, Obi-Wan, and Padmé. You may recall, this idea was actually an old concept that George Lucas briefly considered as far back as Phantom Menace. I even mentioned it in part one of this series. However, any hints of a love triangle between the three characters never survived beyond early drafts. Furthermore, no such soap-opera-ish angle was remotely hinted at in the previous two movies

Introducing a dramatic twist like that so late in the game would have been impossible to pull off. Also, it may have sparked a whole new debate about Obi-Wan being the father of the twins. (Get Maury on the phone!) However, the actual reason behind the abandonment of the love triangle was seemingly due to George Lucas removing extraneous subplots in favor of focusing on Anakin’s fall to the dark side. This may or may not be the reason why some of Anakin's lines still portray him as jealous. Perhaps such lines are remnants of a subplot we never got to see fully explore.

13 Anakin's Immaculate Conception Could Have Had An Onscreen Explanation

Via.starwars.com

"There was no father. I carried him, I gave birth, I raised him. I can't explain what happened." ―Shmi Skywalker from Phantom Menace, 1999. When Shmi Skywalker spoke those words way back in Episode I, fans were torn. Responses ranged from genuine fascination to moans and groans. For some, a mysterious Immaculate Conception, was an idea too far out there. Which is odd, considering Lucas has never hid the fact that the Force has religious overtones and inspirations.

In any case, according to IMDB, the first draft of Revenge of the Sith was finally going to bring an end to the mystery of Anakin's birth. In the tense confrontation scene between Anakin and Palpatine, he was going explain that his Master, Darth Plagueis, "used the power of the Force to will the midichlorians to start the cell divisions that created Anakin." Considering the scene was already heavy on exposition, that added reveal likely would have bogged things down further. But since more Star Wars movies are on the way, that leaves the mystery still open to explore in a possible Darth Vader movie.

12 General Grievous Could Have Been Radically Different

Via: theforce.net

General Grievous was easily one of the most unique villains from the prequel trilogy. He was a coughing, wheezing, unhinged monstrosity. One second he'd be tough-talking and twirling around multiple light sabers...the next second he would cowardly flee like a cheesy Saturday morning cartoon villain.

As was the case with Darth Maul, General Grievous went through many different incarnations. Probably the most shocking version of the character (pictured above)  was a small child seated on a floating chair, with two loyal IG88 droids at his side. While this is an interesting concept for a villain, the idea is so out there, it may have taken viewers right out of the movie. George Lucas instead wanted someone who at least looked threatening and formidable (even if the character was a wuss at times). Thus, later designs brought the character closer to the version we saw onscreen. As a cool side-note, actor, Gary Oldman was set to voice Grievous, but he pulled out of the movie because it was made with actors who weren't part of the Screen Actor's Guild. Which sucks because Oldman has proven himself capable of playing memorable villains.

11 The Further Adventures Of Yoda & His Wookie Pals

Via: starwars.com

When Yoda says his goodbye to Chewbacca and Tarfful on Kashyyyk, it is a bit jarring. The farewell is somewhat emotional, its scored with John Williams music and it even features an homage to E.T. But the thing is, aside from Yoda mentioning having good relations with the Wookies and us seeing him with them briefly; we really do not get a sense of their bond.

Perhaps the farewell scene doesn't work as well because scenes featuring more of Yoda's time on Kashyyyk was cut. For example, one such deletion was a potentially great scene which detailed Yoda's struggle to get off the planet. Prior to reaching the escape pod, Yoda, Chewie, and Tarfful ran into some Clones amidst the aftermath of Order 66. They dealt with the problem and then the Wookies escaped using a stolen AT-ST. Yoda came along atop a giant flying insect. This short action scene could have helped flesh out Yoda's time with the Wookies.

10 We Could Have Had A CGI Tarkin In The Movie

Via: makingstarwars.net

As we all know, Peter Cushing made his epic return to Star Wars thanks to modern CGI in Rogue One. However, as far back as 2005's Revenge of the Sith, George Lucas was toying with resurrecting Cushing with a little help from the CGI Gods. Realistically, the technology at the time was no where near ready for something of that magnitude. Some argue it's still not quite there. But Lucas intended to use stock footage of Cushing and creatively combine it with digital technology. Which sounded like a solid idea.

Unfortunately, Tarkin's return was scrapped because the archive footage of Peter Cushing was simply unusable. This is too bad because Tarkin is a classic character who could have definitely fit within the time-frame of Revenge of the Sith as one of Palaptine's up and coming cronies. Had he somehow been included, it would have helped connect the prequels to the original trilogy. It also would've given fans some interplay between Palpatine and Tarkin, which we've never had the chance to see on the big-screen. Anyway, pictured above is the real Peter Cushing from A New Hope, the CGI version from Rogue One and finally an alternate makeup test of "Captain Tarkin" via makingstarwars, which was declared "too old looking." Ultimately, they chose a younger look for Tarkin which was briefly seen in the film's closing moments. Sadly, Revenge of the Sith was 99% Tarkin-less.

9 The Obi-Wan Vs. Anakin Duel Could Have Been Interrupted By A Colossal Beast

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The Obi-Wan vs. Anakin duel was clearly a highlight of Revenge of the Sith. The battle was given ample time and was only intercut with the duel between Yoda and Palpatine. However, could the Obi-Wan/Anakin duel have withstood an interruption in the form of a sudden battle with a giant monster? Well according to the art book for Episode III: Revenge of the Sith, the idea was at least thrown out there. Pictured above, we clearly see concept art featuring Anakin and Obi-Wan taking a break from killing each other, to unite against a nightmarish beast.

It's safe to say, seeing the two Jedi teaming up to take down this monster would have been awesome. Then again, we already saw that in Attack of the Clones. Stopping the battle to show off some more CGI likely would have just needlessly distracted viewers from the main battle.

8 The Original Cut Was Four Hours Long

Via: movieweb.com

Clocking in at 140 minutes, Revenge of the Sith was just two minutes shorter than Attack of the Clones, which to date, was the longest Star Wars movie. However, if certain parts of Revenge of the Sith feels rushed or the lack of subplots feels evident, that may be because the original cut of the movie ran nearly four hours. Yeah you read that right, Episode III could have been the Lord of the Rings of the Star Wars Saga in terms of running time.

According to IMDB, the opening battle and subsequent rescue of Palpatine was initially over an hour all on its own. While I'm not sure the opening sequence needed to be over an hour, there seems to be a significant amount of deleted scenes that likely could have been left in the movie without disrupting the pacing. Although the acting in the deleted formation of the Rebellion scenes were rough, those moments still could have shed light on the big picture and given Padmé much needed screen-time.

7 We Almost Had A Young Han Solo

Via: slashfilm.com

As of this writing, a young Han Solo movie starring Alden Ehrenreich is actually being made. But the question is - do we need a young Han Solo movie? Well, long before Alden took over for Harrison Ford, a young Han Solo was something George Lucas thought about as well. However, the version of Solo that Lucas had in mind for a cameo in Revenge of the Sith would only have been 10 years old (it's unclear if he would have said "yippee" a lot).

The young Han Solo idea did manage to get as far as the early draft, and concept art was cranked out as well. So what would we have seen young Han Solo doing in the movie? Well, according to Iain McCaig as quoted from The Art of Revenge of the Sith"we were told that Han Solo was on Kashyyyk and that he was being raised by Chewbacca. He’s such a persnickety guy later on – he always has to have the best of everything – so I thought it’d be great if when he was a kid, he was an absolute slob... Of course that slightly goes against the whole 'Solo saved Chewbacca from slavery and Chewie owes him a life-debt thing'." Like most fans, I'm a huge fan of Han Solo. But I'm glad he wasn't forced into Revenge of the Sith. His presence would have been a complete distraction from the main story.

6 The Opening Montage That Never Was

Via: youtube.com

As it stands, the opening of Revenge of the Sith was pretty awesome in its own right. Once the famous text crawl fades, the camera pans down to the sun drenched Coruscant horizon. From there we followed Obi-Wan and Anakin right into the heart of a vast space battle. The opening was as close as we ever came to rivaling the iconic opening of A New Hope in terms of scope and creativity. But the memorable opening of Revenge of the Sith wasn't always meant to be the long tracking shot.

According to IMDB, in the first draft, Revenge of the Sith was originally going to open with an epic montage sequence which detailed the different battles taking place during the closing of the Clone Wars. The montage was also going to feature several different planets. While this idea sounds interesting, I'm not sure a montage is the best way to open a Star Wars movie. However, the idea wasn't totally scrapped. Eventually, a similar montage was used to showcase the fall of the Jedi after Palpatine put Order 66 into effect.

5 Obi-Wan Originally Delivered Baby Luke To Owen Lars

Via: starwarz.com

A New Hope and the latest canon Star Wars comics made it very clear that Obi-Wan and Owen Lars were not exactly friends. With that said, it's pretty interesting to note that originally Obi-Wan was meant to deliver infant Luke directly to Owen at the end of Episode III. During the filming of Episode II, while still in Tunisia, George Lucas wisely made use of his time and shot the closing scene for Episode III. (George knows how to save himself some dough.)

However, the actual scene which appeared in the movie differed from what was shot. Images from The Making of Revenge of the Sith reveal that Obi-Wan handed the baby to Owen Lars as opposed to Beru. In fact, Owen was alone, and his wife wasn't even present. Despite filming the scene years ahead of time, ultimately the scene was re-shot anyway on a green-screen set. Which still beats having to go back to Tunisia for a 30 second sequence.

4 The Near Return Of Qui-Gon Jinn

Via: youtube.com

Prior to the release of Revenge of the Sith, a very popular rumor was that Qui-Gon Jinn would be back either as a Force Ghost (blue and sparkly) or as a disembodied voice. In fact, the rumor was so prevalent that some fans were actually disappointed that there was no sign of the fallen Jedi in the movie. In the closing moments of the film, Yoda did mention communing with Qui-Gon, but that's about it. Clearly the scene in which Yoda was seen meditating on the asteroid base, was meant to be when we were to hear Qui-Gon. However, actor Liam Neeson never recorded his part.

The return of Qui-Gon was in the original script and even made it into the comic-book adaptation. For what it's worth, an unfinished version of the sequence was on the Blu-ray box-set and several fans have tried to cobble together their own edits of the scene on YouTube.

3 Senator Bana Breemu & The Lemur People = Missing

Via: starwarz.com

One of the great things about Star Wars is that even background characters that are on screen for mere seconds are designed incredibly. (Rogue One was a great example of this.) Well, as it turns out, in the case of Revenge of the Sith, sometimes even characters that were completely cut out of the movie are also just as fully realized. Case in point: the species pictured above in the first and third image are concept art of what was described as the "lemur people." They were meant to be the original inhabitants of the planet Utapau. The lemur people were scrapped because it was felt there were already enough furry warriors in the movie (meaning the Wookies).

The woman in the middle image is actress Bai Ling and she was set to play Senator Bana Breemu. You'll have to check out the deleted scenes section of your Blu-ray to spot her as she too was removed from the movie. The actress claimed her removal was due to the fact that she posed in the June 2005 issue of Playboy, however George Lucas insisted her cuts were due to time constraints. Whatever the case may be, it always sucks to see interesting designs go to waste. But as I've noted previously, often unused designs and concepts will be dusted off and used at a later point.

2 Instead of Just "Nooo!" We Could Have Had An Insane Tornado Of Destruction

Via: starwarz.com

Darth Vader screaming "Nooo!" in Episode III is probably one of the most inadvertently hilarious moments in all of Star Wars. While most people simply laughed at the scene, others either hated it or just thought it was cringe-worthy. Well, if you think perhaps something other than the Frankenstein walk and the awkward scream would have improved the scene, here's some information on an alternative that was considered.

Originally, the animation team discussed the possibility of Vader going completely ape-sh*t and obliterating everything in the room. We're talking a violent tornado of destruction, fire, and chaos (not just the toned down temper tantrum we saw in the theatrical version). Hell, it was even mentioned that Palpatine would have to duck out of the way to avoid flying droid parts and debris.

1 Palpatine Vs. The Jedi Was Completely Reworked

Via: wookieepedia.com

One of the scenes which fans felt was somewhat lacking was the confrontation between Palpatine and the Jedi — who arrived to haul him off to Sith jail. As it turns out, that scene in particular was completely reworked. According to starwarz.com, Anakin was actually supposed to watch the whole fight between Palpatine and the Jedi Masters. Furthermore, Palpatine even jacked Anakin's lightsaber to defend himself against Mace and his Jedi pals. Meaning Palpatine wasn't originally supposed to have his own, unique red saber hidden up his sleeve.

Anyway, the alternate Palpatine/Jedi battle was actually filmed, but along the way, Lucas decided Anakin watching the fight without getting involved implied he had already made up his mind about going to the dark side. Thus the scene was re-shot, Palpatine easily cut down three Jedi and battled Mace as Anakin arrived. The reworking of the sequence forced Anakin to make a decision on the spot. It also mirrored Darth Vader's moment in Return of the Jedi, when he was faced with watching Palpatine shock the crap out of his son. Although some fans may not have been thrilled with how the theatrical version played out, I think in this instance the alternate scene was better to be scrapped.

 

SOURCES: io9.gizmodo.com, slashfilm.com, starwarz.com, makingstarwars.net