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INT. CORUSCANT-CHANCELLOR’S OFFICE-EARLY EVENING

MACE arrives with THREE JEDI to arrest PALPATINE.

PALPATINE: Master Windu. I take it General Grievous has been destroyed then. I must say, you're here sooner than expected.

MACE WINDU: In the name of the Galactic Senate of the Republic, you are under arrest, Chancellor.

MACE WINDU and the other JEDI ignite their lightsabers.

PALPATINE: Are you threatening me, Master Jedi?

MACE: The Senate will decide your fate.

PALPATINE: (burst of anger) I am the Senate!

MACE: Not yet!

PALPATINE stands, a laser sword appears out of his cloak sleeve, and he spins toward the JEDI.

PALPATINE: It's treason, then.

MACE: Arrest him!

PALPATINE leaps down from the podium and fights the JEDI, using his lightsaber and Force lightning. YODA and the JEDI are driven back into the atrium. PALPATINE is hit by a blaster shot and falls to the floor. He gets up and continues fighting. The JEDI force PALPATINE up the ramp to the Chancellor's Podium. YODA throws PALPATINE down to the landing below, and the JEDI begin to Force push him into the Senate Chamber.

YODA: Strong is Vader. Mind what you have learned. Save you it can.

MACE: It won't be enough.

PALPATINE: (screams) No!

The JEDI finally push PALPATINE through the Chancellor's Podium and into the Senate Chamber. YODA turns to MACE.

YODA: Destroy it, we must.

MACE: The Chancellor's Office must remain intact. The Senate must see that we did everything we could to stop him.

YODA: Agreed.

112 EXT. CORUSCANT-SENATE CHAMBER-MAIN AREA-NIGHT

The JEDI remove the ceiling panels above the Chancellor's Podium.

113 INT. CORUSCANT-SENATE CHAMBER-MAIN AREA-NIGHT

The JEDI work at the controls. The Senate BUZZES with confusion. The JEDI stand and watch.

YODA: Destroy it, we must.

MACE: Not yet. He is not to be harmed.

YODA: Darker times than these are ahead for him. You must realize this.

MACE: What's to become of him?

YODA: Torn between light and dark, he will be.

114 INT. CORUSCANT-CHANCELLOR’S OFFICE-NIGHT

The JEDI work at the controls of the Podium. MACE and YODA are standing in the doorway.

YODA: Destroy the Sith, we must.

MACE: Not yet.

115 INT. CORUSCANT-CHANCELLOR’S OFFICE-MAIN AREA-N


INT. CORUSCANT-CHANCELLOR’S OFFICE-EARLY EVENING

MACE arrives with THREE JEDI to arrest PALPATINE.

PALPATINE: Master Windu. I take it General Grievous has been destroyed then. I must say, you're here sooner than expected.

MACE WINDU: In the name of the Galactic Senate of the Republic, you are under arrest, Chancellor.

MACE WINDU and the other JEDI ignite their lightsabers.

PALPATINE: Are you threatening me, Master Jedi?

MACE: The Senate will decide your fate.

PALPATINE: (burst of anger) I am the Senate!

MACE: Not yet!

PALPATINE stands, a laser sword appears out of his cloak sleeve, and he spins toward the JEDI.

PALPATINE: It's treason, then.

The JEDI back off.

PALPATINE: I can see that this is going to be a great deal harder than I thought.

PALPATINE leaps over his desk, attacking the JEDI with his laser sword. They fight throughout the office. PALPATINE is a formidable opponent.

The JEDI are forced to retreat out the door.

EXT. CORUSCANT-SENATE ARENA-NIGHT

The vastness of the stadium is lit up by thousands of floating lights.

A box is situated high in the stadium. The box is a place of honor. The elite sit. In this box, PADMÉ, ANAKIN, and PALPATINE are watching the great PROCESSION that has come to the stadium. The Jedi Knights are in the procession. The CHANCELLOR is speaking.

CHANCELLOR: The Chancellor is unable to be with us today. Please welcome Senator Amidala in his place.

The CHANCELLOR and PADMÉ turn and bow.

PADMÉ: (continuing) The Naboo have made arrangements to donate ten million credits in supplies and material to the relief effort.

The crowd cheers.

PADMÉ: (continuing) I hope you will join me in a minute of silence in honor of those who have died in the war.

The crowd is silent.

PADMÉ: (continuing) May the Force be with you.

The crowd cheers.

ANAKIN and PADMÉ embrace.

PALPATINE: How are you, my dear?

PADMÉ: I'm worried about Anakin.

PALPATINE: Don't be.

PADMÉ: He's changed so much since we were children.

PALPATINE: It was a dream that brought me to the Jedi. I dreamt of a Jedi warrior, a Jedi hero.

PADMÉ: I know. I know you've had such dreams.

PALPATINE: (continuing) He was Obi-Wan Kenobi. I dreamed his conversations, I dreamed his victories, his defeats. I dreamed he was my brother.

PADMÉ: I've had the same dream.

PALPATINE:


INT. CORUSCANT-CHANCELLOR’S OFFICE-EARLY EVENING

MACE arrives with THREE JEDI to arrest PALPATINE.

PALPATINE: Master Windu. I take it General Grievous has been destroyed then. I must say, you're here sooner than expected.

MACE WINDU: In the name of the Galactic Senate of the Republic, you are under arrest, Chancellor.

MACE WINDU and the other JEDI ignite their lightsabers.

PALPATINE: Are you threatening me, Master Jedi?

MACE: The Senate will decide your fate.

PALPATINE: (burst of anger) I am the Senate!

MACE: Not yet!

PALPATINE stands, a laser sword appears out of his cloak sleeve, and he spins toward the JEDI.

PALPATINE: It's treason, then.

PALPATINE swings at the JEDI.

PALPATINE: (continuing) Arrest them!

OBI-WAN and ANAKIN jump up to help the JEDI.

OBI-WAN: Not this time.

ANAKIN: You're through, Palpatine.

The JEDI battle PALPATINE. ANAKIN fights the JEDI.

PALPATINE: (to Mace) You will not stop me. Darth Sidious will become Emperor.

MACE: The Sith will never take over the Republic.

OBI-WAN: My allegiance is to the Republic, Chancellor.

PALPATINE: If you're not with me, you're my enemy.

OBI-WAN: Only a Sith deals in absolutes.

PALPATINE: Anakin, help me!

ANAKIN: Chancellor Palpatine, I shall deal with this Jedi trash.

OBI-WAN: Anakin, my allegiance is to the Republic ...

ANAKIN: If you're not with me, you're my enemy.

OBI-WAN: Only a Sith deals in absolutes.

ANAKIN: You'll have to kill me.

ANAKIN attacks OBI-WAN.

PALPATINE: (to Mace) Help me!

ANAKIN: I'm killing you!

ANAKIN turns on PALPATINE.

ANAKIN: I'm becoming more powerful than any Jedi has ever dreamed of ...

OBI-WAN: You will not become a Jedi, Anakin.

ANAKIN: Don't underestimate my power.

ANAKIN jumps onto PALPATINE'S podium and grabs him.

ANAKIN: I sense great fear in you, Palpatine.

PALPATINE: (laughing) Good!

ANAKIN: I will finish, my training. I will learn to control the Force. I will avenge the death of my mother. I will bring balance to the Force.

OBI-WAN: Anakin, you're breaking my heart.

ANAKIN and PALPATINE fight.

ANAKIN: You will


INT. CORUSCANT-CHANCELLOR’S OFFICE-EARLY EVENING

MACE arrives with THREE JEDI to arrest PALPATINE.

PALPATINE: Master Windu. I take it General Grievous has been destroyed then. I must say, you're here sooner than expected.

MACE WINDU: In the name of the Galactic Senate of the Republic, you are under arrest, Chancellor.

MACE WINDU and the other JEDI ignite their lightsabers.

PALPATINE: Are you threatening me, Master Jedi?

MACE: The Senate will decide your fate.

PALPATINE: (burst of anger) I am the Senate!

MACE: Not yet!

PALPATINE stands, a laser sword appears out of his cloak sleeve, and he spins toward the JEDI.

PALPATINE: It's treason, then.

MACE WINDU: (deflects Palpatine's blow) It's not treason if you're saving democracy.

PALPATINE: And you call this democracy?

MACE WINDU: (deflects Palpatine's blow) I call it the end of your rule.

PALPATINE: (kicks Mace) I am the Senate!

MACE: (jumps back) Not yet!

PALPATINE: It's treason then!

MACE: (holds Palpatine off) It's not treason if you're saving democracy.

PALPATINE: And you call this democracy?

MACE: (blocks Palpatine's blow) I call it the end of your rule.

PALPATINE: (kicks Mace) I am the Senate!

MACE: (jumps back) Not yet!

PALPATINE: It's treason then!

MACE: (holds Palpatine off) It's not treason if you're saving democracy.

PALPATINE: And you call this democracy?

MACE: (blocks Palpatine's blow) I call it the end of your rule.

PALPATINE: (kicks Mace) I am the Senate!

MACE: (jumps back) Not yet!

PALPATINE: It's treason then!

MACE: (holds Palpatine off) It's not treason if you're saving democracy.

PALPATINE: And you call this democracy?

MACE: (blocks Palpatine's blow) I call it the end of your rule.

PALPATINE: (kicks Mace) I am the Senate!

MACE: (jumps back) Not yet!

PALPATINE: It's treason then!

MACE: (holds Palpatine off) It's not treason if you're saving democracy.

PALPATINE: And you call this democracy?

MACE: (blocks Palpatine's blow) I call it the end of your rule.

PALPATINE: (kicks Mace) I am the Senate!

MACE: (jumps back) Not yet!


INT. CORUSCANT-CHANCELLOR’S OFFICE-EARLY EVENING

MACE arrives with THREE JEDI to arrest PALPATINE.

PALPATINE: Master Windu. I take it General Grievous has been destroyed then. I must say, you're here sooner than expected.

MACE WINDU: In the name of the Galactic Senate of the Republic, you are under arrest, Chancellor.

MACE WINDU and the other JEDI ignite their lightsabers.

PALPATINE: Are you threatening me, Master Jedi?

MACE: The Senate will decide your fate.

PALPATINE: (burst of anger) I am the Senate!

MACE: Not yet!

PALPATINE stands, a laser sword appears out of his cloak sleeve, and he spins toward the JEDI.

PALPATINE: It's treason, then.

The JEDI begin to fight PALPATINE, who is a formidable opponent. The JEDI are driven back by PALPATINE'S skill with the laser sword.

MACE: Don't let him get away!

The JEDI regroup and continue to fight. They drive PALPATINE toward the window.

  1. EXT. CORUSCANT-SENATE OFFICE BUILDING-SUNSET

The battle rages outside the huge window. The JEDI use their lightsabers to create an electric storm around the office. PALPATINE is forced to retreat from the window.

PALPATINE: (continuing) I'll take you all with me!

PALPATINE turns and throws his lightsaber, creating a huge explosion outside the window.

  1. EXT. SENATE ARENA-SUNSET

The huge explosion blows out the huge window of the Chancellor's office and hurls debris into the air. The battle outside continues.

  1. INT. CORUSCANT-CHANCELLOR’S OFFICE-SUNSET

MACE and the JEDI turn as the huge window is blown out. The battle rages outside the window. PALPATINE is blown out the window by the force of the explosion, and drops twenty stories to the ground below.

  1. EXT. CORUSCANT-SENATE OFFICE BUILDING-SUNSET

PALPATINE is blown out the window and plummets to the ground.

  1. EXT. SENATE ARENA-SUNSET

The battle outside the huge window moves away from the building as PALPATINE falls. The huge windows blow out, causing the JEDI to be blown back.

  1. EXT. CORUSCANT-SENATE OFFICE BUILDING ROOFTOP-SUNSET

PALPATINE falls past the huge window of the Chancellor's office, which is now missing a huge section.

  1. EXT. CORUSCANT-SENATE ARENA-SUNSET

The battle moves away from the huge window.

  1. EXT. CORUSCANT-SENATE OFFICE BUILDING ROOFTOP-SUNSET

PALPATINE falls past the


INT. CORUSCANT-CHANCELLOR’S OFFICE-EARLY EVENING

MACE arrives with THREE JEDI to arrest PALPATINE.

PALPATINE: Master Windu. I take it General Grievous has been destroyed then. I must say, you're here sooner than expected.

MACE WINDU: In the name of the Galactic Senate of the Republic, you are under arrest, Chancellor.

MACE WINDU and the other JEDI ignite their lightsabers.

PALPATINE: Are you threatening me, Master Jedi?

MACE: The Senate will decide your fate.

PALPATINE: (burst of anger) I am the Senate!

MACE: Not yet!

PALPATINE stands, a laser sword appears out of his cloak sleeve, and he spins toward the JEDI.

PALPATINE: It's treason, then.

PALPATINE jumps down from the podium and attacks the JEDI.

MACE WINDU: Stop, Chancellor, don't make me destroy you.

PALPATINE: (laughs) Master Jedi, only a Sith deals in absolutes.

MACE WINDU: You're under arrest.

PALPATINE: (laughs) I am the Senate!

PALPATINE jumps down from the podium and attacks the JEDI.

MACE WINDU: Stop, Chancellor, don't make me destroy you.

PALPATINE: (laughs) Master Jedi, only a Sith deals in absolutes.

MACE WINDU: You're under arrest.

PALPATINE: (laughs) I am the Senate!

PALPATINE jumps down from the podium and attacks the JEDI.

MACE WINDU: Stop, Chancellor, don't make me destroy you.

PALPATINE: (laughs) Master Jedi, only a Sith deals in absolutes.

MACE WINDU: You're under arrest.

PALPATINE: (laughs) I am the Senate!

PALPATINE jumps down from the podium and attacks the JEDI.

MACE WINDU: Stop, Chancellor, don't make me destroy you.

PALPATINE: (laughs) Master Jedi, only a Sith deals in absolutes.

MACE WINDU: You're under arrest.

PALPATINE: (laughs) I am the Senate!

PALPATINE jumps down from the podium and attacks the JEDI.

MACE WINDU: Stop, Chancellor, don't make me destroy you.

PALPATINE: (laughs) Master Jedi, only a Sith deals in absolutes.

MACE WINDU: You're under arrest.

PALPATINE: (laughs) I am the Senate!

PALPATINE jumps down from the podium and attacks the JEDI.

MACE WINDU: Stop, Chancellor, don't make me destroy you.

PALPATINE: (laughs) Master Jedi, only a Sith deals in absolutes.


INT. CORUSCANT-CHANCELLOR’S OFFICE-EARLY EVENING

MACE arrives with THREE JEDI to arrest PALPATINE.

PALPATINE: Master Windu. I take it General Grievous has been destroyed then. I must say, you're here sooner than expected.

MACE WINDU: In the name of the Galactic Senate of the Republic, you are under arrest, Chancellor.

MACE WINDU and the other JEDI ignite their lightsabers.

PALPATINE: Are you threatening me, Master Jedi?

MACE: The Senate will decide your fate.

PALPATINE: (burst of anger) I am the Senate!

MACE: Not yet!

PALPATINE stands, a laser sword appears out of his cloak sleeve, and he spins toward the JEDI.

PALPATINE: It's treason, then.

PALPATINE attacks MACE WINDU.

JEDI: No!

The JEDI attack PALPATINE, and the battle is on. PALPATINE is a very powerful Jedi. He makes quick work of the THREE JEDI, and then turns to MACE.

PALPATINE: You were the Chosen One! It was said that you would destroy the Sith, not join them. You were to bring balance to the Force, not leave it in darkness.

MACE: (angry) You're the one who's leaving.

MACE WINDU ignites his lightsaber, but PALPATINE quickly turns the laser sword on MACE and cuts him in half.

PALPATINE: (angry) If you're not with me, then you're my enemy.

MACE'S body falls to the floor.

EXT. KASHYYYK-MEETING HALL-DAY

YODA: A terrible thing to lose a planet, Master Kenobi.

OBI-WAN: I was lucky to escape.

YODA: Lucky, we were. Tricky is the path the Dark Side is. Easily we fall.

OBI-WAN: I should have known the Jedi were plotting to take over.

YODA: To be Sith is to give up the Force. Forever. It is the way of the Sith.

OBI-WAN: What should we do?

YODA: We will take ship to Coruscant. Warn the Jedi that their plot is known.

OBI-WAN: The Chancellor will never go along with that.

YODA: His days are over, my friend.

OBI-WAN: I can't believe you would support the Jedi Council. After all the years we've been together, how can you turn on me?

YODA: You're the chosen one, Anakin. It's your destiny.

OBI-WAN: Don't call me that.

YODA: You cannot escape your destiny. You must face it.

OBI-WAN: I'm not going to kill you, Master.

YODA: Kill me?

OBI-WAN: I'm not going to kill you


INT. CORUSCANT-CHANCELLOR’S OFFICE-EARLY EVENING

MACE arrives with THREE JEDI to arrest PALPATINE.

PALPATINE: Master Windu. I take it General Grievous has been destroyed then. I must say, you're here sooner than expected.

MACE WINDU: In the name of the Galactic Senate of the Republic, you are under arrest, Chancellor.

MACE WINDU and the other JEDI ignite their lightsabers.

PALPATINE: Are you threatening me, Master Jedi?

MACE: The Senate will decide your fate.

PALPATINE: (burst of anger) I am the Senate!

MACE: Not yet!

PALPATINE stands, a laser sword appears out of his cloak sleeve, and he spins toward the JEDI.

PALPATINE: It's treason, then.

The JEDI ignite their laser swords and move to attack PALPATINE.

PALPATINE: Very well.

PALPATINE jumps down from the platform.

PALPATINE: If you are determined to destroy me, then I will defend myself.

PALPATINE takes on the JEDI. They fight. PALPATINE is clearly the superior swordsman. MACE WINDU is the only one who is a threat to PALPATINE. PALPATINE is knocked to the ground.

PALPATINE: (angry) Good. Your hate has made you powerful. Now, fulfill your destiny and take your father's place at my side.

MACE: (ignites his lightsaber) I'll take you to the Jedi Council. They will decide your fate.

PALPATINE: I am the Senate! I am the Senate!

MACE WINDU: Not yet.

PALPATINE: You will regret this, Master Jedi.

PALPATINE uses his Force lightning against MACE. MACE is knocked to the ground. PALPATINE laughs.

EXT. CORUSCANT-SENATE OFFICE BUILDING-LATE EVENING

The sky is dark.

INT. CORUSCANT-CHANCELLOR’S OFFICE-LATE EVENING

PALPATINE is seated at his desk.

PALPATINE: The end of this Republic is at hand.

PALPATINE laughs.

INT. CORUSCANT-CHANCELLOR’S OFFICE-LATE EVENING

MACE and the other JEDI drag PALPATINE before the JEDI COUNCIL.

YODA: (to Mace) Leave him to me.

MACE WINDU: (to Yoda) Master Yoda, he will kill you.

YODA: (smiling) Good! Good! Strong you are with the dark side. Yet not that strong.

MACE WINDU: He's too dangerous to be kept alive.

YODA: Leave him to me.

PALPATINE: No!

YODA: (to Palpatine) Strong


INT. CORUSCANT-CHANCELLOR’S OFFICE-EARLY EVENING

MACE arrives with THREE JEDI to arrest PALPATINE.

PALPATINE: Master Windu. I take it General Grievous has been destroyed then. I must say, you're here sooner than expected.

MACE WINDU: In the name of the Galactic Senate of the Republic, you are under arrest, Chancellor.

MACE WINDU and the other JEDI ignite their lightsabers.

PALPATINE: Are you threatening me, Master Jedi?

MACE: The Senate will decide your fate.

PALPATINE: (burst of anger) I am the Senate!

MACE: Not yet!

PALPATINE stands, a laser sword appears out of his cloak sleeve, and he spins toward the JEDI.

PALPATINE: It's treason, then.

The JEDI ignite their lightsabers and move to attack PALPATINE. The Chancellor's laser sword is a blur as he battles the JEDI. He jumps up on his desk.

PALPATINE: You will not stop me!

He jumps down and charges the JEDI, slashing Mace and killing Agen Kolar. The other two JEDI engage him. PALPATINE turns and runs, disappearing down a corridor.

58 INT. CORUSCANT-CHANCELLOR’S OFFICE-MAIN HALLWAY-EARLY EVENING

PALPATINE runs down the hallway, followed by the two JEDI.

59 INT. CORUSCANT-CHANCELLOR’S OFFICE-MAIN HALLWAY-EARLY EVENING

The JEDI chase PALPATINE down the hallway and into the main hallway.

60 INT. CORUSCANT-CHANCELLOR’S OFFICE-MAIN HALLWAY-EARLY EVENING

The JEDI pursue PALPATINE into the main hallway. PALPATINE is cut off by the JEDI.

MACE WINDU: You are under arrest, My Lord.

PALPATINE: I am the Senate!

MACE WINDU: And so you are.

MACE uses the Force to throw PALPATINE down the hallway.

MACE WINDU: (continuing) But you are also under arrest.

PALPATINE: (laughing) I'll soon be back, stronger than ever.

PALPATINE raises his hands, and lightning bolts shoot from his fingers toward the JEDI.

61 EXT. CORUSCANT-CHANCELLOR’S OFFICE-MAIN HALLWAY-EARLY EVENING

The JEDI deflect the lightning back at PALPATINE. The Chancellor is hit and falls to the floor, smoking.

62 INT. CORUSCANT-CHANCELLOR’S OFFICE-MAIN HALLWAY-EARLY EVENING

MACE and the other JEDI leave the room. PALPATINE (V.O.) (filtered) You have failed, My Jedi. The Sith will rise again.


INT. CORUSCANT-CHANCELLOR’S OFFICE-EARLY EVENING

MACE arrives with THREE JEDI to arrest PALPATINE.

PALPATINE: Master Windu. I take it General Grievous has been destroyed then. I must say, you're here sooner than expected.

MACE WINDU: In the name of the Galactic Senate of the Republic, you are under arrest, Chancellor.

MACE WINDU and the other JEDI ignite their lightsabers.

PALPATINE: Are you threatening me, Master Jedi?

MACE: The Senate will decide your fate.

PALPATINE: (burst of anger) I am the Senate!

MACE: Not yet!

PALPATINE stands, a laser sword appears out of his cloak sleeve, and he spins toward the JEDI.

PALPATINE: It's treason, then.

PALPATINE leaps over his desk and engages the JEDI in a ferocious sword fight.

  1. EXT. CORUSCANT-PADME'S APARTMENT-EARLY EVENING

PADME is watching the sky as the battle rages in space above the city. She looks up at the night sky, and sees a sight that stops her cold.

  1. EXT. UTAPAU-CLIFF AND LANDING PLATFORM-EARLY EVENING

OBI-WAN and ANAKIN struggle to get up the cliff, and ANAKIN pulls himself over the edge, then turns to help OBI-WAN.

ANAKIN: Master, I've got a bad feeling about this.

OBI-WAN: I don't sense anything.

They look up and see a SHADOWY FIGURE standing on the edge of the cliff.

OBI-WAN: Stand back.

OBI-WAN draws his lightsaber and starts to run toward the FIGURE. Suddenly, there is a tremendous roar and KING OMAR'S PET DRAGON emerges from behind some rocks and attacks OBI-WAN. ANAKIN tries to help him, but the dragon knocks him down.

OBI-WAN: Anakin, get out of here. Go back to the ship.

ANAKIN: Master . . .

OBI-WAN: Now, Anakin, go!

OBI-WAN struggles to fight off the ferocious DRAGON.

ANAKIN gets up and runs toward his ship.

  1. EXT. UTAPAU-LANDING PLATFORM-EARLY EVENING

ANAKIN starts up the ramp to his ship. He hears a terrifying SCREAM and runs back down to the edge of the platform. He sees OBI-WAN being dragged off the edge of the cliff by the DRAGON. ANAKIN runs down the ramp, jumps off the end, and grabs onto a protruding rock ledge. He starts to climb down to help OBI-WAN.

OBI-WAN: Go, Anakin! I can't hold on . . .

ANAKIN: Master!

OBI-WAN: Leave me, Anakin! Go!

ANAKIN jumps down and starts to run along the ledge.