AfterThe Phantom Menace and Assail of the Clones were both panned by critics and rejected by the majority of fans, George Lucas did the impossible with the tertiary Star Wars prequel, Revenge of the Sith, and actually managed to stick the landing. Information technology'due south widely regarded to be the best of the prequels, and many fans fifty-fifty consider it to be the best Star Wars moving-picture show of all (although Empire is difficult to top).

While it's certainly flawed, Revenge of the Sith'southward focus on Anakin'southward turn to the nighttime side gave fans the harrowing Vader origin story they were initially promised. The movie has some heavy moments, just it's not without a healthy dose of humor.

10 Funniest: "How Did This Happen? We're Smarter Than This."

The spectacular opening set-piece in Revenge of the Sith is basically a live-action Clone Wars episode, as a battle-tested Anakin and Obi-Wan infiltrate a Separatist control send to rescue Chancellor Palpatine, who has supposedly been abducted.

Throughout the sequence, there are plenty of funny graphic symbol moments, like "I didn't say anything!" When Grievous captures the Jedi in a ray shield, Obi-Wan quips, "How did this happen? Nosotros're smarter than this."

9 Saddest: Count Dooku Realizes Palpatine Used Him

When Anakin manages to best Count Dooku in lightsaber gainsay and cuts off his hands, Palpatine encourages the conflicted young Jedi to finish the task and decapitate the count.

In that moment, Dooku realizes he wasn't his main's true apprentice after all — he was just an expendable pawn in Palpatine'southward chief plan. Christopher Lee expresses this emotion perfectly with a single look that shows Dooku's heart sinking.

viii Funniest: R2-D2 Defeats Two Super Battle Droids Lonely

One of the few inconsistences between the prequel and original trilogies is that, in the prequels, R2-D2 has a bunch of gadgets at his disposal — like the power to wing — that could've come in handy plenty of times in the Galactic Ceremonious War era.

But those gadgets are used for some of Artoo'due south funniest moments in the prequels, so this little plothole is easy to overlook. In Revenge of the Sith, when Artoo is seized by a couple of Super Battle Droids, he defeats them singlehandedly by unleashing an oil slick that makes them slip. He then sets the oil on fire and flies to safe.

7 Saddest: The Great Jedi Purge

In the prequel trilogy, pre-Empire, the Jedi Guild is functioning. Just in the original trilogy, all that remained of the Social club (seemingly) was Yoda and Obi-Wan. So, Star Wars fans knew that something terrible would happen to the Jedi in Revenge of the Sith.

After bold full control of the Commonwealth, Palpatine tells his clone regular army to "execute Guild 66," which triggers the Great Jedi Purge. In a harrowing montage, Jedi Knights across the milky way are killed by the troops that were originally assigned to go along them safe.

6 Funniest: "Hullo There."

Only Obi-Wan Kenobi would jump downwardly into the theater of warfare, surrounded by droid armies programmed to kill him, and confront a murderous cyborg that specifically targets his people by casually proverb, "Hello there."

This has since become 1 of the most-memed quotes in a movie full of heavily memed quotes. Ewan McGregor even suggested How-do-you-do At that place equally the title for Obi-Wan's upcoming spin-off series.

5 Saddest: "Failed, I Have."

When Bond Organa picks upwardly Yoda in a speeder after he loses his lightsaber duel with Darth Sidious, enabling the birth of the Empire, the wise former Jedi says, "Into exile, I must become. Failed, I have." Frank Oz's heartbroken commitment sells the gravity of Yoda's historic failure.

George Lucas originally showed Yoda settling into exile on Dagobah in the final montage in Revenge of the Sith, but decided to cut it to keep the finish of the trilogy focused on the Skywalkers.

4 Funniest: "UNLIMITED POWER!!!"

While Mace Windu's Jedi fill-in proves to be hilariously easy to defeat when they confront Palpatine in his office, Windu himself is much more skilled with a lightsaber. He manages to defeat Palpatine in swordplay, so the budding emperor resorts to using Force lightning.

But Windu deflects the lightning, sending it straight back into Palpatine's confront. He uses his weakness to convince Anakin to take activity. When Anakin chooses the night side in one case and for all and chops off Windu's arm, Palpatine blasts Windu with even more lightning and yells, "UNLIMITED POWER!!!" It'southward a pretty featherbrained line in an otherwise crucial dramatic juncture in Anakin'southward journey.

3 Saddest: Anakin And Obi-Wan'south Climactic Showdown

Obi-Wan'southward final confrontation with Anakin on Mustafar is 1 of the most emotionally charged set pieces in the Star Wars saga. Obi-Wan blames himself for his padawan's downfall, while Anakin'southward view of his well-significant primary has been distorted past his evil boob master.

The most heartbreaking moments in the sequence arrive after Obi-Wan does what he must and lops off Anakin's limbs. Equally the newly appointed Sith Lord lies on the molten ground, burning alive, Obi-Wan says, "You were my brother, Anakin! I loved yous!" With venom in his voice and Sith yellow in his eyes, Anakin snaps dorsum, "I HATE YOU!!!"

2 Funniest: "Then Uncivilized."

Later initially defeating Grievous in lightsaber gainsay, Obi-Wan has to hunt the cybernetic general through the streets of Utapau earlier finally getting to kill him.

The Jedi loses his own lightsaber and finds himself outmatched in hand-to-hand combat afterwards kicking Grievous on his metal leg and pain himself more than his enemy, Obi-Wan resorts to killing Grievous with a blaster. He tosses the barbaric weapon aside and says, "So uncivilized."

1 Saddest: Palpatine Tells Vader He Killed Padmé

After Palpatine recovers Anakin from Mustafar and puts him into the Vader adjust, his new apprentice awakens and asks, "Where is Padmé? Is she safe? Is she all correct?"

Just to remove the final shred of Anakin's humanity and turn the most powerful Forcefulness user in the galaxy into his own personal puppet, Palpatine lies and tells him, "It seems that, in your acrimony, yous killed her." The tragedy of the moment, unfortunately, is permit downward by Vader then crying out, "NOOOOO!!!"

Adjacent: Star Wars: 5 Things Revenge Of The Sith Got Right (& 5 It Got Wrong)

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About The Author

Ben Sherlock (3618 Articles Published)

Ben Sherlock is a writer, comedian, independent filmmaker, and Burt Reynolds enthusiast. He writes lists for Screen Rant and features and reviews for Game Rant. He's currently in pre-production on his beginning feature (and has been for a while, because filmmaking is expensive). You tin can catch him performing standup at odd pubs around the Uk that will give him stage time. Previously, he wrote for Gustation of Movie house, Comic Book Resource, and BabbleTop.

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