This story has nothing to do with Lucas Film or George Lucas.

Note: Many people might find this script boring. To make it more realistic, try to imagine the script as an actual movie, as well as all the actors and locations that it contains. Think of whatever Star Wars music you deem most suitable for whatever scene you like while reading. This way, the script will hopefully seem more eventful and readable. ( Thanks for reading! -Nevin

Script Notes: Boba Fett is about 16 is this story. The Republic cruisers are the Imperial star destroyers seen in the original trilogy. Anakin is presumed to be about 28.

Star Wars Episode III: Mask Of The Sith

Civil War has engulfed the galaxy. Several thousand star systems have left the republic and joined the separatist movement under the leadership of COUNT DOOKU. This serious crisis has made it difficult for the Jedi to fulfil their role as the guardians of peace and justice in the galaxy.

SUPREME CHANCELLOR PALPATINE has reluctantly accepted an extension of his emergency powers in order to bring a decisive end to the ongoing conflict, declaring a GALACTIC EMPIRE in order to combat the threat more efficiently.

The JEDI COUNCIL, learning of Anakin's marriage to PADME AMIDALA, has ordered young Skywalker to report to the council with his master, OBI-WAN KENOBI..

CUT TO - a view of the Jedi temple, the camera slowly rotating around the structure.

CUT TO - a view of the inside of the temple, with Anakin and Obi-Wan standing in the centre, surrounded by the council.

Mace Windu: You have deceived us Anakin, and deliberately broken your Jedi oath.

Anakin remains defiant, not speaking, staring coldly at the Jedi. Obi-wan glanced at his young apprentice.

Yoda: Much anger there is in you, young Skywalker.

Anakin: I am not angry, master Yoda.

Yoda: Blind you are then, to the conflict within you.

Anakin: [angry] I told you I'm not-

Mace: Already, it is evident a strong bond has developed between you and senator Amidala.

Obi-Wan steps forward, glancing quickly at Anakin once more.

Obi-Wan: What do you propose should be done?

Mace Windu looks at Anakin, and then back at Obi-Wan.

Mace: He will have to leave senator Amidala and end their marriage.

Anakin steps forward, and looks at Mace angrily.

Anakin: I will not leave Padme!

Obi-Wan looks at Anakin, surprised by his rudeness towards the senior council members.

Yoda: A choice, you have not.

Mace: You must end your marriage or leave the order, Anakin.

Anakin looks around at the council, his eyes lingering on Mace. He turns around and storms off.

Obi-Wan: I apologise for my apprentice's behaviour. He will see sense.

He bows, turns and walks off.

CUT TO-corridor outside the council room.

Obi-Wan: You must see sense, Anakin. You have to end the marriage!

Anakin: I made a promise to Padme and I intend to keep it.

Obi-Wan: Even if it means sacrificing all you have worked for and believed in?

Anakin turns away and looks out at the stunning view of Coruscant that the corridors large windows offer him.

Anakin: If that is necessary, then-

He turns back and looks at Obi-Wan.

Anakin: -Yes, perhaps.

He walks away. The camera focuses on Obi-Wan's face as he looks after Anakin sadly, his face troubled.

CUT TO- unspecified planet, dozens of star ships floating in orbit, red and green lasers crossing space as tiny fighters fly about. There are a few minute explosions on the hulls of various ships.

CUT TO- the planets surface, where hundreds of clone-troopers and droids are fighting across a desert wasteland. We see more and more of the clones falling, as the droids march relentlessly forward, their constant casualties regenerated instantly by more droids who march to take the place of the fallen.

The camera zooms in on two Jedi, who are slashing and hacking through the droids, metal limbs and body parts flying through the air. They deflect blaster fire with their yellow and green lightsabers, trying to hold back the massive droid push.

Jedi: I fear that we are fighting a losing battle.

He ducks low and swings around, severing a droids legs. His female companion lunges over and deflects several blaster bolts directed at his head, sending two more droids careering to the ground.

Jedi [2]: I think you are right. Our defeat cannot be too far away.

They continue to fight on, and the camera zooms out again, giving us a view of the whole battle, hundreds of clone-troopers and droids fighting, the two Jedi distinguishable only by the faint flashing of their lightsabers in the tangled mass of bodies. It is now obvious that the clone-troopers are terribly outnumbered. The camera stays on this far off view, and eventually we see the white mass overrun by the cream colour of the droids, until not a single white spot remains in the droid body.

CUT TO- the two Jedi, back to back, swinging their lightsabers around in wide arcs at incredible speed, deflecting hundreds of blaster bolts. The female suddenly falls, dropping her lightsaber as a blaster bolt crashes into her chest. The other Jedi calls it to his hand, fighting bravely with amazing agility for a few moments with both sabers ignited, until he too falls. We see the droids surround the bodies and continue to fire long after the Jedi have fallen.

CUT TO- scene of hundreds of droids marching in unison, past the lifeless bodies of hundreds of clone-troopers.

CUT TO- Darth Sidious and Darth Tyrannus, dressed in long black robes, as they stand beside the bodies of the two dead Jedi, surrounded by a dozen droids. In the distance we see hundreds of droids still marching, into the bowels of dozens of transports, the ravaged battleground in the distance.

Droid Captain: These are the bodies we recovered you expressed an interest in.

Darth Sidious: The Jedi are not suited to this type of combat. Their numbers are dwindling rapidly.

Darth Tyrannus: Yes, my master.

Darth Tyrannus turns to the droid.

Darth Tyrannus: Take these bodies away and burn them.

Droid Captain: Yes sir. Corporal, have these bodies taken away and have them incinerated.

Another Droid steps forward.

Droid Corporal: Roger Roger.

Darth Sidious turns around to leave. Darth Tyrannus hesitates, and puts out both of his hands. The Jedi's lightsabers fly into each palm. He pulls them back into his robes, and turns to walk with Sidious.

The two robed figures walk together, slowly. The camera follows them from the front. We can still see the epic battleground partially in the background.

Darth Tyrannus: Soon, master, it will be time for us to reveal ourselves fully to the Jedi.

Darth Sidious: Almost, my friend, almost.

We see an evil smile form on his lips as he walks ahead of Tyrannus. The camera stops, letting Sidious walk away, staying on Tyrannus' face. Eventually he walks forward, leaving us with a view of the hundreds of droids that are marching into various transports, organised efficiently and smartly, smoke still rising from the dusty battlefield around them.

CUT TO-the lush landscape of Naboo. The grass is exceptionally green, animals mill about, and a waterfall sparkles in the foreground. A Jedi starfighter suddenly streaks overhead, disrupting the tranquillity and sending the animals scattering, heading towards the city on the horizon

CUT TO-the City of Theed. The Jedi starfighter flies overhead.

CUT TO- the royal gardens. Anakin is standing still, admiring the view, his starfighter settling in the background. He begins to stalk up an elegant pathway, looking around him, as if remembering something from a long time ago. A Naboo fighter screams overhead as it races into the sky, and Anakin smiles, before continuing on.

CUT TO- A huge room, Padme sitting at a high desk, working on a data-pad. Anakin sits patiently on a couch, satisfied enough just to be in the same room as Padme. He looks out one of the giant windows that decorate the room, admiring the fantastic view.

Anakin: You must miss being Queen.

Padme looks up, frowning.

Padme: Sometimes, perhaps.

Anakin: You seem worried.

Padme: I am. Palpatine has just declared a Galactic Empire, in an effort to help solve this war. It's tearing apart the senate! I have faith in him, but others don't trust him as much as I do. I'm afraid the republic is slowly breaking up over this inner conflict as well as the war.

Anakin sinks down into the couch, thinking. Padme returns to her Data-pad, and Anakin suddenly sits up straight.

Anakin: Padme.

Padme: [impatiently] Yes, Ani?

Anakin: I have something important to tell you.

Padme: [distantly, still looking at her work] Ani, I'm very busy, maybe we can do this later.

Anakin: Oh never mind, it can wait.

Padme: Oh Ani, I'm sorry. What is it? I don't mean to neglect you, it's just.

Anakin smiles weakly.

Anakin: It doesn't matter. It wasn't actually that important.

Padme gets up, and walks over to Anakin, sitting on his lap. She pulls him against her, crushing her lips against his.

CUT TO- Palpatine's office. Palpatine is sitting behind his desk, Mace Windu and Kit Fisto sitting opposite him.

Palpatine: This war is growing serious, my friends. You must understand that a Galactic Empire is the only immediate solution. Once the conflict has passed, I will return to a republic!

Mace: I have faith in you actions, Chancellor.

Palpatine: Anther thing, Master Windu.

Mace: Yes, chancellor?

Palpatine: [sighs] The Jedi losses are catastrophic. I fear this war is taking a terrible toll [pauses]-one that you may find it hard to recover from. It is far easier to replace a clone-trooper than a Jedi knight.

Mace: We will serve our role of peace and guardians of Justice in the galaxy, no matter what the cost, chancellor.

Palpatine: That my friends, is entirely up to you, but I would hate to see the Jedi flame extinguished.

Mace: As I said, chancellor, we will do what is expected of us no matter how high the cost.

Palpatine: Of course.

Mace and Kit Fisto get up to leave.

Mace: May the force be with you, chancellor.

The two Jedi leave the room. Palpatine, looks at the closed the door, smiling sinisterly.

Palpatine: And with you too, Mace.

He turns and looks out the window, into the sparkling nightlife of Coruscant.

CUT TO- Jedi temple. The camera zooms slowly towards the main tower.

CUT TO- Jedi council room. Anakin stands in the middle of the floor, with Obi-Wan at his side.

Mace: Have you reached a decision, Anakin.

Anakin: Yes.

Obi-Wan looks strangely at Anakin, and Anakin returns the look. Obi-Wan turns back to face the council.

Mace: What have you decided? Are you to remain with senator Amidala or with the Order?

Anakin: [hesitates] I am to remain with Padme. I have chosen to leave the order, Master Windu.

Obi-Wan looks at Anakin again, shocked.

Obi-Wan: Please, give him more t-

Anakin: [glaring at Obi-Wan] I have made my decision! I am leaving.

Obi-Wan lets his head drop down, his eyes focused on the floor. Mace looks uneasily around at the other council members.

Mace: If you sure Anakin, we cannot stop you. You have to choose your own destiny.

Anakin: And I have chosen it. It is a choice I am angry at being forced to make, but I am confident I have chosen the right one.

Yoda: Foolish and rash, is your chosen path.

Anakin: [angrily] I have wanted to be a Jedi ever since I was small. Yet.something more important to me has come up. It is to this that I now dedicate my life.

He turns to leave.

Mace: The council respects your decision, Anakin, although we are disappointed to see you leave. May the force be with you.

Anakin leaves the room, followed closely by Obi-Wan. Mace looks after them sadly.

Yoda: Made a grave mistake, has young Skywalker.

Mace: He feels he has made the right choice. I am afraid there is little we can do to stop him.

Yoda: Great anger, I sense in him.

Mace: We can only hope it is not too late.

CUT TO- corridor outside the council room. Obi-Wan is walking alongside Anakin, protesting strongly.

Obi-Wan: Anakin! You can't!

Anakin: I have made my choice Obi-Wan, and you can't stop me. You no longer have any control over me. Obi-Wan: Anakin, please! All these years, all-

Anakin: I won't change my mind. My Jedi training is over.

Obi-Wan: No! What about all the promises you made? What about your dream of becoming a Jedi and freeing the slaves, becoming the greatest Jedi ever! Are you going to give it all up so easily?

Anakin: [angrily] Leave me alone, Obi-Wan! You don't have control over me anymore!

Obi-Wan suddenly grasps Anakin by the arm. Anakin reacts angrily, suddenly force-throwing Obi-Wan against the wall, glaring at him angrily.

Obi-Wan: [shocked and stunned, lying slumped against shiny wall] Anakin!

Anakin: [shocked] I'm-I'm sorry Obi-Wan, its just- just I'm not coming back. Leave me alone.

He walks ahead, not looking back at Obi-Wan lying on the floor. The camera zooms in on Obi-Wan's face as he stares after Anakin sadly.

CUT TO- Giant battleship drifting in empty space. We recognise it as the Executor from the original Star Wars trilogy. A shuttle slowly glides into view, heading towards the ship.

CUT TO- inside view of one of the ships hangers. Technicians walk about and crewmen attend to the various pieces of equipment that lies scattered everywhere. The ship slowly glides in and lands, as we see a dozen clone- troopers march up to the side of the ship. The cockpit opens, and a robed figure emerges, waving away the clone-troopers. The camera swings around and follows him, as he marches towards a turbo-lift. In the left background we see technicians working on a double ship we recognise as a TIE fighter. The turbo lift closes and begins to hum upwards.

CUT TO-bridge of the ship. A metal walkway extends over a room full of computers and monitors, manned by dozens of officers. They all look up as the robed figure moves quietly across the walkway, towards the other similarly robed figure that is looking out the window at the far end. He stands side by side with Sidious, admiring the same view.

Sidious: [still looking out bridge window] It is time.

Tyrannus: At last, my master, we will reveal ourselves to the Jedi.

Sidious: You know what you must do.

Tyrannus: Yes, my master.

Sidious turns to look at Tyrannus.

Sidious: It is vital that you succeed. Our plans rest on your actions.

Tyrannus: I will not fail, my master. The senator will be destroyed, and with her young Skywalker.

Sidious: I have faith you will not fail me. Now go, leave me and carry out your task.

Tyrannus: [kneeling] Yes my master.

He gets up and leaves. The camera zooms in on Sidious' shadowed face.

Sidious: [to himself, slowly] Our plans rest on your actions. [Chuckles softly] At least, for the moment.

He turns and looks out the bridge window one more.

CUT TO- a large stone room, well lighted and very plush, an elegant table in the middle filled with important separatist leaders. Count Dooku stands at the top, addressing the board. A large Holo screen in the background displays a rotating image of the Death Star.

Dooku: We have struck an important blow to the republic. We have taken control of the planets Helska, Bonadon and Etti IV. We have gained important footholds in the corporate sector and there is much sympathy towards our cause. Added to that, hundreds of Jedi knights have been killed in the recent fighting.

There are excited murmurs at the table.

Nemodian: And our plans for the ultimate weapon?

Dooku turns and indicates towards the holo screen displaying the rotating Death Star.

Dooku: It is most promising, I admit. With this weapon in our arsenal, we would be unstoppable.

He stretches out his hand and the holographic recording chip suddenly flies into it. The Nemodian starts to protest, but Dooku waves a hand.

Dooku: You have nothing to worry about. I have brought us this far, have I not? This weapon belongs to the Separatist movement, to all of us now, not the Trade federation.

There are murmurs of agreement from the table, and the Nemodian sits down.

Dooku: You will see this weapon built. For now, I am keeping these plans. They will be perfectly safe with me.

The Nemodian reluctantly nods his head. Count Dooku smiles grimly.

CUT TO- the lush Naboo landscape. Dozens of peaceful and friendly animals roam about the beautiful, green grass. Beautiful birds fly overhead, and a blue lake sparkles under the glistening sun. The peacefulness is suddenly broken as a speeder flies into our view, going at an incredible speed. Soon it is only a spot in the distance. A hazy dust trail still settles on the road in front of us.

CUT TO- inside the speeder. Anakin is driving, enjoying himself, while Padme sits in the passenger seat, her hair flying behind her, screaming crazily. Anakin laughs.

Padme: [Gasping] Anakin, this isn't.Pod racing.slow down!

Anakin: [agreeing] Yes, you're right. This isn't pod racing.

He pushes the speeder further and it flies ahead at an even faster speed. Padme screams increase, as she puts her hands over her eyes. The speeder is screaming in protest now and Anakin laughs as he sees Padme. He begins to slow down, still laughing. Padme meekly opens her fingers, peering out. The speeder slows to a halt.

Anakin: Okay, we've stopped.

Padme: Anakin Skywalker! You scared me! You should never do that to a lady! Did you ever bring your mom pod-racing?

Anakin: Well, no, it wasn't really her thing.[trails off]

She sighs, and then punches Anakin playfully in the chest.

Padme: [playfully] Men and their toys. [sighs]

Anakin holds up his hands in defence and shrugs. He then looks Padme in the eyes, suddenly becoming serious.

Anakin: Padme, there's been something I've been meaning to tell you.

Padme: [interested] Yes?

Anakin: You see.[falters]

Padme: What is it, Ani?

Anakin: [looks away] The Jedi council made me chose between you and the Order.

Padme: Anakin.

Anakin: I've already made my choice.

Padme: Anakin, I understand. I know it's always been your dream since you were little.

Anakin: [smiling] no, Padme, I chose.

Padme: I understand, Ani. Just because we wouldn't be married doesn't mean we still couldn't love each other! Anakin: [exasperated] Padme, I chose.

Padme: [sadly] Anakin, It's all right. I don't mind. I know how much of your life you've dedicated to.

Anakin: Padme!

Padme: [distracted] Yes?

Anakin: I chose you, Padme. I left the order. For you.

For a moment, Padme looks shocked, but then she smiles, still looking shocked, before smiling broadly again.

Padme: Oh, Ani! I meant it! I meant what I said. I would have understood!

Anakin: You don't have to, Padme. I made my choice, the right one.

Padme leans over to Anakin.

Padme: I would have missed you terribly! I would have been brave, but I would break down without you!

Anakin: You won't have to. I'm not going anywhere from now on.

He smiles, and reaches for Padme's neck. He feels something warm and sticky, and he draws back alarmed. He lets out a cry when he sees his fingertips matted with dark blood.

Anakin: [alarmed] Padme! What happened?

Padme: An-Ani! I d- don't k- Ani, please! I don- don't know! What's hap- happening to me?

She falls forward, across Anakin's Lap, and we see suddenly a toxic dart sticking out of her neck. Her chest heaves, and she gasps. Her eyes flutter, and then close fully. Anakin rubs her hair, her forehead. He checks for a pulse, finding only a very faint one. He looks up, around the speeder, scanning for the assassin. He sees him on top on a sheer cliff face, leering down, his blaster held loosely by his side.

Anakin: [choking] You!

It is Boba Fett. He stands unmoving, looking down. He raises his blaster, and Anakin instinctively jumps over the side of the speeder. He crouches there, reaching for his belt but realising that the no longer has his lightsaber. Laser bolts rock and char the speeder side as Boba Fett continually fires. The camera stays focused on Anakin looking straight ahead, panting. Boba Fett stops firing, looks down, and turns and leaves. Anakin remains in his position, looking around. A minute later, there is a deafening blast, and the Slave I floats up into the air over the cliff-top, before blasting away noisily, leaving a hazy trail behind. Anakin watches it leave, his face an image of anger and sadness.

CUT TO-The republic senate. Chancellor Palpatine's platform is suspended in the middle of the giant, deep hall and he stands ready to speak.

Palpatine: My friends, the war is becoming more serious every day. [Pauses] We are finding it difficult to keep up with the mass production of the separatist droids. The next batch of clone-troopers is not due for a few years and I fear that many more planets on this Republics rim will fall before the situation improves. There seems to be little solutions available for me. [Pauses] I have no choice but to enforce my authority on this delicate matter.

There are murmurs around the Senate and Palpatine looks around. He sighs.

Palpatine: Using my extended emergency powers, I am declaring myself Emperor of this Galactic Empire!

There is outrage from the senate.

Palpatine: Please! This war is tearing our republic apart! Even with these powers, I cannot act quickly enough will all the opposition I have gathered in this senate! I feel this measure will give me more control over the actions that are necessary to save our future!

The angry chants and booing continues.

Palpatine: I am declaring this with my emergency powers! I will do what I feel is necessary to protect this republic, with or without the help of this senate!

His platform floats back towards the wall, towards a protruding walkway. Palpatine exits his platform, waking away from the Senate, oblivious to the angry chanting and hissing behind him. The camera pans in on his face as he leaves. There is a sinister smile on his lips.

CUT TO- A large, unspecified planet. A ship flies down, towards the atmosphere at an incredible speed. It is a Sith infiltrator.

CUT TO- A large city. The streets are spotlessly clean, and bustling with people. There are many tall buildings, but they are elegant, not like the ugly skyscrapers in Coruscant. In the foreground a particularly large building stands. It is a dull cream colour, with dozens of elegant windows and expensive doorways. It is surrounded by lush gardens and towering marble statues. The camera crawls forward, towards a large, flat stone that extends into the air outside the giant main doors. The words NEXUS MINING FEDERATION are engraved in the heavy stone, as well as a symbol of a bloodied hand holding a pickaxe.

CUT TO- inside the main hall. A robed figure glides smoothly across the lush carpeted floors. There are dozens of droids marching around, but they unusually take no notice of the figure. A roaring fire lights up the dull room, and there are a few desks at one side of the room. The figure heads towards a turbo lift. He is suddenly interrupted as an officer, human, pulls on his shoulder.

Officer: Hey, you! What do you think you're doing? That's a restricted area. There's a meeting in progress!

The figure calmly raises a strong hand, and waves it before the officer's eyes.

Robed Figure: You will let me continue on. You recognise me as a Jedi knight. I am wearing Jedi robes. You have been expecting me, for negotiation with the Nexus trade board.

Officer: Hey, I recognise you! You're the Jedi knight the board has been expecting! Carry on. [Salutes]

The robed figure steps into the turbo lift. The camera turns and follows the officer as he walks smartly back to the room he came from. He shakes his head, disgusted at how many droids the Jedi got past without warning. He walks into the room, and we see several other officers working on Data- pads and electronic panels.

Officer: You'll never guess whom it was that just walked in.

Officer [2]: Who? [Uninterested tone, looking at Data pad.]

Officer: A Jedi knight!

All the other officers suddenly stop working and stare up at the officer.

Officer [2]: Is this a joke? [Ashen face]

Officer: No, he just went up towards the board meeting there a minute ago, and [pauses]- actually, I can't remember what he wanted. [Looks strangely at ceiling]

Officer [3]: You. [Sputters]-you Idiot! He must have used a mind trick! [Grabs his blaster from the table surface and rises]

All the officers suddenly scrabble up, clutching their blasters, pushing past the bewildered officer who remains standing at the doorway. He stares after them, shaking his head.

Officer: What's all the fuss? He is expected!

There is suddenly a blaring alarm sound that echoes through the building, repeating endlessly.

Official computer voice: Warning! Intruder alert! All security personnel report to sector level five! Repeat, all security personnel to sector level five immediately!

We see a lot of Nexus soldiers and officers suddenly running towards the lifts, as well as dozens of droids. The officer stares, watching from the doorway of the Data-pad room, shaking his head. There is a lot of shouting going on.

Officer: [muttering, to himself] He was expected.

CUT TO- a long, expensively decorated hallway. Two giant doors lie at the end, two alert droids on guard. Six Nexus officers suddenly sprint into view, slowing down as they see the droids. They walk the rest of the way, quickly, looking around for anything suspicious. We see over a dozen droids follow.

Nexus Officer: Has anyone come through here?

Droid [1]: Negative, commander. Nothing to report here.

The Nexus officer looks around at his men, a relieved look on his face.

Nexus Officer: I want that Jedi found! Search the building!

Most of the soldiers and droids leave, until only the officer, the two droids and a soldier remain.

Nexus Officer: I think we should inform the board that there is a danger, although they will not be pleased at having their meeting interrupted.

Soldier: Yes, Sir.

The Nexus Officer knocks politely at the large door. He waits patiently, hands folded behind his back. He frowns when there is no answer after several moments. He knocks more urgently.

Officer: Open up please! This is Nexus Security!

A worried look comes over his face as he turns slowly to look at the soldier.

Officer: [whispering] No. [Shouting loudly] Get this door open!

Soldier: Yes, sir!

He raises the jutting butt of his blaster rifle. He smashes the access panel again and again, until it eventually cracks inward and lets off a crackle of electricity and dies. A few sparks fly out. The soldier reaches down and begins to fiddle with the wires, touching them off each other.

CUT TO- inside of the boardroom, looking at the double wooden doors from close distance, nothing else visible. The doors suddenly swing open, and we see the officer staring into the room, shocked. The soldier appears, going pale as he also looks into the room. He looks expectantly at the Officer. The camera slowly turns around, going into the room. We see a charred table, littered with documents and empty cups. A few chairs lie discarded messily around the elegant room. Numerous corpses lie sprawled across the floor. There is no blood. Expensive curtains flap around the large, open window that looks out into the beautiful gardens. The officer carefully walks into the room, his eyes focused on the shiny metal tube that is on the floor beside the bodies. He bends down and picks it up, pressing the red button that decorates the hilt. A brilliant beam of intense energy appears, lighting up the officer's face in its green haze.

CUT TO- Palpatine's office. Palpatine walks around the lush room, as Anakin sits motionless in the chair opposite the desk. Palpatine turns eventually from the window and focuses on Anakin.

Palpatine: I'm glad to see that Padme is making a good recovery.

Anakin: [gritting his teeth] the healing process is slow. She was lucky to survive the assassination.

Palpatine: [distantly] good, good. [Suddenly focuses] However, I have called you here to discuss your decision concerning the Jedi order.

Anakin: [irritated] my decision is not going to be reconsidered. I have made my choice, and I am sick at all these efforts to persuade me otherwise!

Palpatine: Of course, I respect your decision to remain loyal to Padme, Anakin. But you are a great leader, and a great warrior. Much morale will be lost at the news of your departure.

Anakin: That is not my concern. I am positive that the choice I have made is the right one.[hesitates]

Palpatine: [almost smiling] .but it is a choice you should not have been forced to make, is it not? Or do you think otherwise?

Anakin: [strangely, looking directly at Palpatine] Yes, I agree. It was an unfair proposal.

Palpatine starts to pace around the room, before turning again to Anakin.

Palpatine: [sighs] I have something that I feel it is time to share with you, Anakin.

Anakin: [interested] Yes?

Palpatine stops pacing around the room and focuses fully on Anakin, leaning forward on his desk.

Palpatine: You must realise, Anakin, that the Jedi order is no longer what is used to be.

Anakin: [curious and suddenly riveted] What do you mean by that?

Palpatine: You may not realise this, Anakin, but it is rapidly falling into deep decay.

Anakin: [slightly defensively] The Jedi Order? They have been the guardians of peace and justice in the galaxy for many millennia! They're incorruptible, and the order is stronger than ever!

Palpatine: I wish that were so, my young friend. But I fear you are gravely mistaken. [Sighs heavily] I will soon be forced to take action against them in the Senate before things get out of hand.

Anakin: Why? What have they done?

Palpatine: A great many things, Anakin. A great many things. This war is getting desperate, as are the Jedi council. They are suffering catastrophic losses in the various theatres of war, and they know how weak and vulnerable their order is becoming. They are taking steps to ensure their own survival, even against their own Jedi principles. Anakin: [snarling] I don't believe you, Palpatine. The Jedi would never commit any illegal acts.

Palpatine looks wearily at Anakin, before leaning back and returning to pacing around the room again.

Palpatine: Have you heard the latest news? The Nexus mining federation has just opted out of the separatist camp after their board was assassinated yesterday. Without their support, the separatists will be crippled in the corporate sector.

Anakin: I would believe that to be good news. The disruption could tip this war in our favour.

Palpatine: Perhaps it will, but the priorities of the Jedi must still be checked. The assassin that killed the Nexus mining board was a Jedi knight. He used his mind capabilities to get into the federation's main headquarters on Bonadan, and killed the defenceless board members with his lightsaber. He then left the building through a fifth floor window and was never comprehended. He left his lightsaber at the scene of the assassinations.

Anakin: [Incredously] Are you sure? A Jedi knight?

Palpatine: Quite sure, my friend, although the council has denied any connections with the murders.

Anakin: It is quite possible it was a rogue jedi knight taking matters into his own hands.

Palpatine: Perhaps, but that is not all, Anakin. I have something that will interest you, and concerns the recent assassination attempt on your wife.

Anakin suddenly sits up straight, staring at Palpatine.

Anakin: [slightly menacing] what is it? What do you know?

Palpatine: [pauses] you are familiar with the bounty hunter Boba Fett?

Anakin: [through gritted teeth] yes, of course I am. He is the one who attacked Padme.

Palpatine: [getting slightly louder] and do you know why he is a bounty hunter, Anakin? Do you recognise him?

Anakin: Yes, I recognise him. His father, Jango Fett, was killed in the fighting in the Geonosis arena. [Pauses] His armour was very similar to that of Boba's.

Palpatine: I understand it is based on his the armour his father wore.

Anakin: [angrily] where is this going? What are you implying?

Palpatine: Do you know how Jango Fett was killed, Anakin?

Anakin: He was killed by Master Windu during the fighting in the Geonosis arena.

Palpatine: That is but the bones of it, Anakin. [Pauses] What you didn't hear is how Jango Fett saved Master Windu's life.

Anakin leans forward, suddenly interested.

Palpatine: Mace Windu, caught off guard while fighting Jango Fett, was almost gored by the Geonosisan Reek. Before this could happen, Jango Fett shot the beast down. Fett lowered his blasters as Windu studied the beasts' corspe, before Windu suddenly jumped forward, decapitating him with his lightsaber.

Anakin: [angrily, after a seconds pause] It was a fight, not a play! Master Windu had to seize his opportunity!

Anakin gets up, ready to leave. Palpatine watches him.

Palpatine: They seem to be seizing an awful amount of 'opportunities' recently. [pauses] Opportunities to eliminate their enemies through deception and treachery!

Anakin: [loudly and angrily] I may not be part of the Jedi order any more, Palpatine, but I won't sit here and listen to you make these ridiculous accusations.

Anakin walks towards the door of Palpatine's office. Palpatine turns and looks out the window, his back towards Anakin.

Palpatine: That is why Boba Fett hunts the Jedi. He is looking to avenge his fathers death.

Anakin suddenly stops, turning to look at Palpatine's back.

Palpatine: But while killing Jedi is Boba Fett's goal, it is only his second priority.

Anakin: And the first?

Palpatine turns around.

Palpatine: Money, of course, is every bounty hunters top priority. [pauses] They will do a job for anyone if the money is right.

Anakin: [slightly menacing] What are you getting at?

Palpatine: Money, my friend, is something the Jedi are not short on.

Anakin: [shocked] What? What do you mean by that?

Palpatine: I was not sure you are ready to see this, Anakin, but it is the right thing to do.

Anakin: [demanding, powerful, almost shouting] What is it? Tell me, Palpatine!

Palpatine walks to his desk, looking in a drawer until he finally brings out a small holo-disc. He sets it on the crowded and expensive table.

Palpatine: You must now realise the truth, my friend. I am sorry you have to see this.

He switches on the holo-disc. An image suddenly appears. It flickers and then clears. It is Boba Fett, talking to a figure in flowing, black robes. They are in a small room, the darkness closing in around the dim light that hangs above the two figures.

Boba Fett: I am available, Jedi, but I trust the money will be rewarding. I do not normally deal with your kind.

Robed Figure: The money will be extremely generous, provided that the assassination goes as planned.

Boba Fett: Very well, Jedi. I require half the payment now, and the rest on completion.

The figure reaches up and pulls down his hood. It is Obi-Wan Kenobi.

Obi-Wan: You have a deal bounty hunter, but the assassination must be completed. If you fail, I will dispatch you myself.

He pulls his hood back over his head and turns to leave.

Boba Fett: The senator will be destroyed, Jedi.

The Holo-image flickers again and switches off.

Anakin sits, stunned. He is still staring at the deactivated holo-disc.

Anakin: [quietly, shocked] No.I can't believe it, it can't be true.

Palpatine: Search your feelings, Anakin, and you will know it to be true. The Jedi are jealous of your power, and they want you back. This is how far they will go.

Anakin: [angrily, still shocked] Obi-Wan.I'm going to make him pay.

Palpatine: It is not only Obi-Wan, I'm afraid. He was acting on the orders of the council. You were wise to leave the Order, my friend. They were stifling your power because they wanted it for themselves. You are far more powerful then the council and they are afraid to admit it.

Anakin: [shouting] What would you know about power, Palpatine!

Palpatine: [evil smile] A great deal more then you realise, Anakin. A great deal more.

Anakin stops talking for several moments. The two regard each other silently. Anakin finally opens his mouth to speak.

Anakin: [thinking, calmly] the Sith.you're in league with the Sith.

Palpatine leans forward on the desk, looking intently at Anakin.

Palpatine: Yes, Anakin, your insight serves you well. I am indeed in league with the Sith. I am Darth Sidious. [pauses] And I wish for you to join me.

Anakin: [exclaiming] What? I would never join the Sith!

Palpatine: My only aim is to restore peace and order to this republic, to this empire, and to remove the influence of the Jedi order. As you have already seen, they are growing weak and ineffective. The new Empire has no place for them.

Anakin: New empire? Then you have no intention to return to a republic.

Palpatine: Of course not. But I promise that this Empire will be far more powerful then the republic ever has been. And it will not be under the crooked influence of the Jedi.

Anakin: Why should I join you? To join the Sith would be giving in to my hate and anger, going against the strongest of the Jedi principles.[falters]

Palpatine: You are no longer part of the Jedi order, Anakin. They have no control over you. Giving into your hate and power will only make you more powerful than you can possibly imagine. In this day and age, in a galaxy of greed and wealth, there is only power.

Anakin: Why destroy the Jedi?

Palpatine: They are corrupt and ineffective.

Anakin: There is something else, I can sense it. You want something, perhaps.

Palpatine: .Revenge. Good, good. Your insight again serves you. Revenge, my friend, for the thousands of years that the Jedi have been in power. I will succeed where they have failed. They will not be able to repel us this time.

Anakin: I don't know.

Palpatine: Power, Anakin. It's what this whole galaxy operates on. And you will have it. The Jedi will hold you back no longer. Together we can restore proper peace and justice to a galaxy engulfed in turmoil, where crime and resistance will not be tolerated!

Anakin: Your ideas are realistic, Palpatine, but I'm not sure about becoming involved in the Sith.

Palpatine: The Dark side, it will give you all the power you need. It will fulfil all your desires. Together we can rule this Galaxy with the dark side as our ally. Embrace it, and you will see the true nature of the force. Listen to your destiny and decide your own fate.

Anakin: [smiling grimly] And if my fate tells me to join you?

Palpatine: [smiling] Then you must embrace it, and accept what is unavoidable. It is your destiny.

Anakin: Yes.[pauses].my master.

Palpatine: [still smiling sinisterly] Welcome to the Dark side, my young apprentice. You will see things you never believed possible.

CUT TO- Space. We see nothing but the stars, a small planet in the background. All is peaceful. There is suddenly a low rumbling sound and a Republic battle cruiser lumbers into our view, heading towards the small planet. It gradually takes up the whole screen with its massive, crimson shape, until the screen shines only with the engines that face us from the end of the ship. The screen clears after the ship has passed and we see hundreds of green laser bolts emit from its hull, directed at an unseen enemy.

The camera pans around to show us a different sector, past the planet. We see a space battle of epic porportions. Several Trade federation space stations lie in orbit near the planet. Hundreds of Droid star-fighters swarm around their launch ships, flying against the republic ships that oppose them. Green and Red laser bolts fly everywhere, and there are various multi-coloured explosions throughout the whole battle-scene. There are several republic battle cruisers orbiting around the federation stations, floating impervious to the laser fire directed at them as they pound their targets with turbo laser fire. TIE fighters and delta-7 star- fighters pour from under the battle cruisers, engaging the droid fighters in open dogfights. Dozens of ships from both sides continually spiral down into inner space, trailing smoke and wreckage.