A Star Wars fan on Reddit recently shared a deep-dive post about how Anakin Skywalker’s fall to the dark side was originally written—and how George Lucas later rewrote and reshot key scenes after filming had already wrapped. The post pulls from The Making of Revenge of the Sith by J.W. Rinzler and The Secret History of Star Wars, and it’s packed with behind-the-scenes details that a lot of fans might not know.
But let’s be honest—it’s a long read. So I’m here to break it down and highlight the most important points. If you want to check out the full post right here, but if you’re just here for the core story of how and why Anakin’s fall was changed, you’re in the right place.
Table of Contents
The Original Plan for Anakin’s Fall
In the early drafts of Revenge of the Sith, Anakin’s descent into darkness wasn’t a sudden emotional breakdown, it was a slow, creeping corruption. George Lucas originally envisioned the dark side as something that gradually twisted the mind, like a drug or disease. The moment Anakin slaughtered the Tusken Raiders in Attack of the Clones was meant to be his first taste of that power, one he would become addicted to, returning to it again and again.
One of the biggest differences from the version we know today is how Anakin responds when he discovers that Palpatine is a Sith Lord. In the early script, he doesn’t run to report it to Mace Windu. Instead, he stays. He chooses to side with Palpatine right then and there, already too far gone to turn back.
Here’s how that original version plays out, according to the script:
From the script, “Palpatine reveals his true identity to Anakin, telling him that the Jedi are planning to take over the Republic and to accept the Sith and the darkside. Anakin is conflicted but distrusts the Jedi–his mind is being influenced by the darkside already and he chooses to stay with Palpatine, essentially accepting the Sith in this scene. Mace and the Jedi then enter Palpatine’s office–with Anakin present beside Palpatine.
Mace tells Anakin to get behind him but Anakin remains where he is. When the Jedi ignite their lightsabers to arrest him, Palpatine uses the Force to retrieve Anakin’s lightsaber and the fight begins. Anakin watches as his two mentors fight, and as Palpatine is disarmed he unleashes the Force-lightning. Mace and Palpatine struggle, and Palpatine’s face is drained of his visage in the effort to sustain the lightning. Finally, as the two masters remain locked in a standstill, Anakin cuts off Mace’s hand, and Palpatine fries him and sends him out the window. Anakin collapses in disbelief that the Jedi were indeed attempting to take over the Republic, and Sidious knights him, telling him to go kill the rest of the Jedi before they retaliate.”
Why Lucas Changed It
After assembling a rough cut of the film in 2004, George Lucas screened it for a group of colleagues and early viewers. But there was a problem—people didn’t understand why Anakin turned to the dark side. His motivations felt murky, his choice felt rushed, and some even suggested adding a more obvious betrayal or moment of anger to justify the switch.
As Lucas later admitted:
“Somebody asked whether somebody could kill Anakin’s best friend, so that he gets really angry. They wanted a real betrayal, such as ‘you tried to kill me now I’m going to kill you.’ They didn’t understand that Anakin is simply greedy. There is no revenge. The revenge of the Sith is Palpatine.”
Originally, Lucas intended to leave the film mostly as it was. But while editing, he began to see something: the emotional thread that really worked was Padmé. By focusing the story tightly around Anakin’s fear of losing her, the story suddenly felt more tragic, more personal—and more powerful.
Lucas made the call to rebuild the entire emotional arc of the film around this theme. As he famously put it:
“The first script I wrote had stories for everybody…and I cut it down and we had a script. But when we cut it together, there were still problems. Finally, I said, ‘Okay, let’s be even more hard-nosed here and take out every scene that doesn’t have anything to do with Anakin.’ But that causes you to juxtapose certain scenes that you were never contemplating juxtaposing before. And these scenes take on different qualities than before, because the scenes were never meant to be next to each other…What happens then is that some of the themes grab hold of each other and really strengthen themselves in ways that are fascinating…so we’ll strengthen that theme because it seems poetic.”
That choice kicked off a chain reaction. Scenes were reshuffled, new connections were made, and new material was written and filmed to support a revised version of Anakin’s fall—not as a long-term corruption by evil, but as a desperate attempt to save the one person he loved most.
What Changed in the Final Version
So far, we’ve covered what the original plan for Anakin’s fall looked like—and why George Lucas ultimately decided to change it. Now, let’s look at what actually changed in the film itself.
Once Lucas decided to focus the story entirely on Anakin’s emotional spiral over Padmé, the structure of his fall had to be rebuilt. Entire scenes that showed Palpatine slowly planting seeds of paranoia and jealousy were cut, including ones where Palpatine suggests Padmé may be hiding secrets and Obi-Wan is seen visiting her. Those scenes originally painted Anakin as unstable and increasingly suspicious—a man spiraling under the influence of the dark side.
But in the final version, that complexity was replaced by clarity: Anakin falls because he’s terrified of losing Padmé. His descent is no longer rooted in ideology, slow corruption, or hatred of the Jedi—it’s a tragic reaction to love and fear.
To reinforce that, a new vision of Padmé’s death was inserted, crafted not through new footage but by reusing existing material and splicing it into a quiet scene of Anakin sitting in her apartment. This added a second, more metaphorical “vision” that made Anakin’s obsession feel more constant and overwhelming. With that edit, the earlier ideas about jealousy and power were gone. Now, everything hinged on saving Padmé.
That led to two rounds of reshoots. Lucas added new scenes, like the conversation between Anakin and Yoda where Anakin admits to seeing visions of loss. This scene framed his nightmares as something ongoing, making his fear feel like a ticking time bomb. More importantly, Lucas reworked the moment Anakin learns Palpatine is a Sith. Instead of joining him immediately, as in earlier drafts, Anakin now turns him in to Mace Windu—at least at first.
But it doesn’t last. While Anakin waits, tormented by the thought of Padmé dying, Palpatine begins to manipulate him again—this time through subtle Force communication. When Anakin realizes Windu might actually kill Palpatine, the fear becomes unbearable. He races to the Chancellor’s office and steps in at the last second, making his fatal choice.
That’s when we get the emotional turning point: Anakin pleading that he needs Palpatine alive, not out of loyalty, but because he believes it’s the only way to save Padmé. He isn’t making a strategic decision. He’s acting out of desperation, driven by love and fear.