Last year, “That 70’s Show” star Topher Grace made his own fan edit of the Star Wars prequels. The entire trilogy was slashed from an original runtime of a combined 415 minutes to a single film that ran for a quick 85. Aside from a small handful of private screenings, his version has never seen the light of day (to avoid copyright infringement).

But there are lots of other fan-edits out there. Five months ago, YouTuber Andrew Kwan released his own version of the prequel trilogy, “Star Wars I-III: A Phantom Edit,” which clocks in at two hours in length. And it’s pretty damn good.

Let’s go over Kwan’s edit and highlight how it salvages the prequel mess into something actually palatable. And believe me – it’s more than just cutting back on the Jar Jar scenes.

Episode I

In The Phantom Menace, Lucas accomplished what many thought impossible: making the most fascinating galaxy ever depicted on film into something boring. Within the first paragraph of the introduction, Lucas managed to find something in his world of space wizards and astronaut smugglers that fans don’t care about. And that something was the intricate nature of politics.

Real wars are mired in politics, and while I, personally, loved the depiction of Palpatine’s rise to power in the Galactic Senate, political intrigue doesn’t appeal to a wide audience. But Lucas prominently featured that political aspect of warfare in his story… while simultaneously insisting that the movie was meant for kids and using Jar Jar as a more racially insensitive version of C-3PO.

It’s no surprise, then, that “Star Wars I-III: A Phantom Edit” all but omits Episode I. Starting near the end of the Darth Maul battle, we see Qui Gon Jin become mortally wounded, after which Obi Wan defeats Maul, approaches his dying master, and pledges to train the boy, Anakin.

And that is it for The Phantom Menace. A five minute partial fight scene. No Podracing, no Death-Star-climax-mirroring, no politics, no tariffs, no midichlorians, no awkward-age-difference-between-Anakin-and-Padme-that-haunts-you-as-a-viewer-forever, no Jar Jar, no racial stereotypes whatsoever (and between Watto, Jar Jar, and Newt Gunray there were quite a few). I can almost feel the cathartic release of the editor as he cut away all of those things from his version of the Star Wars saga.

In fact, he may have gone a bit overboard, as the entire final battle between Maul and the Jedi was pretty good, and including it would have given a little more character to the relationship between Obi Wan and his master. But the point was made.

In all truth, then, “Star Wars Episodes I-III: A Phantom Edit” is an edit of Episodes II and III, cutting them down to 1 hour each (roughly). Originally, Attack of the Clones was 142 minutes, and Revenge of the Sith was 140 minutes, but considering the treatment given to The Phantom Menace, they should consider themselves lucky. As you watch, you will come to realize that the main purpose of this particular fan edit is to make the love story between Anakin and Padme believable, and Episode 1 only damages the believability of that story.

Episode 2

The way that Episode 2 is cut goes to great lengths to minimize scenes and dialogue where Anakin is defiant, or whiny, or creepy towards Padme (gone is the “please don’t look at me like that” scene, and good riddance.) Anakin is no longer a would-be-rapist-who-just-won’t-take-no-for-an-answer-wearing-down-his-target-until-she-can’t-resist.

Another major change is that Obi Wan’s side quest to confront Jengo Fett, discover the clone army, and infiltrate the Separatist base are gone. The story is all about Anakin and Padme, including some deleted scenes of them visiting her family on Naboo which give proper time for their attraction to blossom.

The chemistry that seems a bit forced (at best) in the theatrical release is uncovered through this edit, and it really works. When the action moves to Tatooine, and Anakin tries to rescue his mother, he is not the obvious ticking time bomb of rage, intensity and frustration. He is a young man struggling with his emotions, but wanting to do the best he can for those he cares about. He is likable.

For whatever reason, Lucas’ vision of a temperamental, socially awkward Anakin is what we got, which robbed us as viewers from seeing the character firmly established as a likable hero before he is transformed into the villain. We all know he’ll turn into Darth Vader at the end of things, but why do we need see that inner darkness poke through so obviously and frequently? This approach only makes Obi Wan seem to be a crappy master, Padme to have terrible taste in men, and all of the supposedly gifted Jedi who surrounded Anakin on a daily basis to be fools not to see his future turn to the dark side coming from a parsec away.

The payoff of his transition to the dark side would have been all the more shocking if he was a humble, troubled (but well-meaning) ex-slave from Tatooine who never let fame get to his head. Instead, he is known as the Chosen One, believing and enjoying the hype built up around him, he openly challenges authority and makes little effort to mask his problematic temper.

This edit does a lot to fix that problem and make Anakin out to be the hero he supposedly was. And that set up makes the scene where his mother dies and he slaughters a camp full of sand people so much more significant. The scene where he tells Padme about his horrific actions is gone. Anakin returns and doesn’t say anything (which is much more believable than what the official release made us sit through), they bury his mother, and then they are off to save Obi Wan.

Considering all the things that have been left out of this version, I find it significant that Kwan left in the scene where Jar Jar Binks proposes to give emergency powers to Chancellor Palpatine. This pays off later. Jar Jar is no longer a bumbling bit of comic relief for audiences to suffer through periodically for the sake of the children; now he is a bumbling pawn used in a bit of genius political maneuvering by Palpatine, and nothing else.

Anakin Padme Episode 2

The droid factory scene is also left in, and through the severe nature of this edit so far, it is in this scene that we are first introduced to the Battle Droids. The action then moves on to the arena of monsters where Obi Wan, Anakin and Padme are to be executed. This is when Padme and Anakin declare their love for each other, and it really resonates here. The action continues until the clone troopers arrive, and Episode II is drawn to a close showing Count Dooku meeting with his Sith master, Darth Sidious. Dooku tells his master that the war has begun, and Sidious responds that everything is going according to plan.

Through editing, the audience is introduced to the Battle Droids, the Clone Troopers, as well as Count Dooku and Darth Sidious in the span of about twenty minutes. But all of this comes together to reveal that there is another, darker story surrounding the fate of Anakin Skywalker. Sidious is a mysterious puppet master at this point; still concealed by the shadow of the dark side.

Episode III

Anakin Executes Count Dooku

The Revenge of the Sith portion of “A Phantom Edit” kicks off in the aftermath of Chancellor Palpatine’s rescue. That means no big space-battle scene, the role of Count Dooku has been effectively reduced to a cameo, and the tendency Palpatine has of manipulating-his-next-planned-apprentice-to-murder-his-current-apprentice-while-a-raging-space-battle-takes-place-in-the-view-screen-behind-them is left out. The decision to focus mainly on Anakin’s story, and to save the reveal of Palpatine’s true nature so that it comes as a surprise to the character and the audience simultaneously is very satisfying.

As Padme and Anakin are reunited after a prolonged period of war, viewers will see that while the savagery of war has hardened Anakin, the strength of their love for each other has only grown stronger. It is at this point that Padme reveals she is pregnant. After this, Anakin’s dream appears in slightly altered form, showing Count Dooku cutting off his arm, and Anakin executing the Count in retaliation, along with a vision of Padme dying in childbirth as well as himself burned to a crisp. In the original version, this vision is only about Padme, but in the edited version, all of those images converge together into a glimpse of the dark destiny in store for Anakin. Moments like these really make this fan-edit stand out and shine. Anakin then vows to save his wife from dying at childbirth no matter what.

After that is another liberal cut that eliminates the scene within Jedi Council in which the Jedi discuss their increasing distrust of the Chancellor. Instead, the next scene included is at the opera, where Palpatine introduces Anakin to the ideals of the Sith and just so happens to share the fact that there is a Sith power to save people from dying (what a coincidence!). At this point, you have a sense that Palpatine may be hiding something, or that he seems to know more than he lets on, but you still don’t know that he is the Sith Lord.

The subtlety of the approach is fantastic, since in the official releases audiences had long since rolled their eyes and figured out the reveal of Palpatine as the Sith Lord literally years before it ever took place for Skywalker. When it comes to pacing and story development, it is always best for the hero to discover the truth of a matter at the same rate as the audience. This allows the audience to relate to the hero further and trust in the intelligence of the protagonist, rather than the audience twiddling their thumbs as they wait for characters to catch up to facts that they already know.

Anakin Darth Vader Force Episode 3

Next, Palpatine appoints Anakin as his personal representative on the Jedi Council, granting Skywalker an honor previously reserved for Jedi Masters, and creating further tension between Skywalker and the Jedi. In the course of his scene in the Council, Skywalker’s juvenile “It’s not FAIR!” outburst is mercifully, and skillfully cut short by Mace Windu through editing magic.

At this point, Kenobi asks Skywalker to keep an eye on Palpatine. In the official release, this scene took place before Palpatine discusses Sith ideals at the opera, but by arranging it after the audience first has reason to be suspicious of Palpatine, this edit delivers a more cohesive narrative flow. Finally, continuing this more natural progression of events, Palpatine confesses to Anakin that he is a Sith, but offers his teachings as the only way that Anakin can save his wife from certain death.

Anakin Chokes Padme

This seduction is the heart of Anakin Skywalker’s fall to the dark side. He joined the Sith to save his wife. This is the same plot device used in the original prequel trilogy, but in the context of this version (which is, once again, much more focused on the love story) the tragedy of his seduction is much greater and more believable.

The next notable omission is Obi Wan’s battle with General Grievous in Utapau. Just as before, the focus of the story is Darth Vader’s journey to the dark side. So edited, the conflict of Skywalker (and his murderous actions made to preserve the power to save his wife) remains in the forefront of the minds of viewers, maintaining the kinetic sense of unfortunate inevitability.

Many scenes in the second half of Episode III were used in this edit, to good effect, considering that this was the most highly acclaimed episode of the prequel trilogy. However, there is one final editing choice made in the conclusion of this version that is worth mentioning.

Yoda Palpatine Duel

When it comes time for the final battle between the Emperor and Yoda, which coincided with Anakin’s fight with Obi Wan, Revenge of the Sith used a trick that has become a George Lucas signature. Both battles were inter-cut so that a cliffhanger in one fight would fuse with a burst of action in the other fight. This tactic was first used in Return of the Jedi, when Luke faced off with the Emperor and Darth Vader, while the battle of Endor took place with Han, Leia, and the gang, and a spaceship assault led by Admiral Akbar was also being launched. All elements of these different stories were shown in a back and forth cutting, until they all concluded at roughly the same time.

This tactic was used again in Episode I, with Jar Jar fighting in one scene, Amidala infiltrating with soldiers in another, Jedi battling Sith in a third, and way-too-young-to-be-doing-this Anakin destroying the mothership of the droids in still another scene.

Anakin Obi Wan duel

The theatrical release of Episode III pulled this exact same move, but A Phantom Edit does away with that trick entirely. Any scene in the battle between Yoda and the Emperor that is cut is done so briefly, and only with a setup scene that will eventually lead to Anakin and Obi-Wan’s fight. Each fight is given its own space, and as a fan I couldn’t be more grateful for that approach. The problem I have always had with the “jumpy climax” is that each struggle is not given the room to breathe so that the audience can be invested in them; instead we are on an adrenaline high and presented with action upon action upon action, which can dissolve into a kinetic blur.

The end of the film uses the patented Lucas simultaneous-actions-happening-at-the-same-time approach to much better effect, as it ties in the birth of Luke and Leia to the birth of Darth Vader. Once the mask is on, the movie is over. No “Noooo!” or baby Death Star cameos, only the anticipation to see what happens next.

At the end of the day, I think this fan-edit does a great job of humanizing and sympathizing the character of Anakin Skywalker, and resolving questions raised by The Empire Strikes Back in a timely, concise and satisfying manner. It reminds us of why the Prequel trilogy was conceived in the first place, and prepares us for the outright amazing journey we have in store for us when The Force Awakens releases in December of this year.

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