11 Facts About 'Star Wars: Episode II – Attack of the Clones'

When Star Wars: Episode II – Attack of the Clones hit theaters on May 16, 2002, it was written off as another divisive installment in the much-maligned prequel trilogy. Since then, though, the movie has served as the jumping-off point for a number of fan-favorite Star Wars projects, including the revered Clone Wars TV series, along with countless books, comics, video games, and more. Even current Disney+ shows like The Book of Boba Fett, The Mandalorian, and Obi-Wan Kenobi owe just as much (if not more) to Episode II than they do the original Star Wars trilogy. Find out more about Attack of the Clones by checking out these 11 facts about its production.

1. There's a THX 1138 Easter egg on a clone trooper's helmet. 

References to THX 1138, George Lucas’s feature film debut, are a trademark throughout the Star Wars universe, with the first few popping up in 1977's A New Hope. That tradition continued in Attack of the Clones where you can briefly see "1138" displayed in tiny LED lights on the back of the pilot clone trooper's helmet in a scene with Mace Windu during the final battle.

2. There were no physical clone trooper costumes used in the film. 

You know all those scenes of clone troopers battling it out with droids and piloting ships full of Jedis? Not one of those troopers is played by a flesh-and-blood actor. According to the film’s animation director, Rob Coleman, 100 percent of the armored-up clones in the movie were computer-generated. The only human influence in the performance came from some motion-capture footage done at Industrial Light & Magic to help make the animation look more convincing.

3. Artists made sure that the CGI Yoda still moved like the original puppet.

Attack of the Clones introduced the first-ever fully CGI version of Yoda, who had been a puppet in the original trilogy and in 1999's The Phantom Menace. Despite the switch to digital, Lucas pushed the animation department to have the CGI Yoda match Frank Oz's puppeteering style from the original movies down to the smallest detail.

"When Frank would move the head, the ears would jiggle," Coleman said in 2002. "If we hadn't put that in, it wouldn't look like Yoda." Though Oz was no longer controlling a Yoda puppet on screen, he continued to provide the character's iconic voice.

4. Attack of the Clones was Roger Ebert's lowest-rated Star Wars movie. 

Up until 2002, film critic Roger Ebert was firmly on the Star Wars bandwagon—he even gave The Phantom Menace an impressive 3.5 stars. But for Clones, Ebert settled on a two-star review, his lowest ever rating for a live-action Star Wars. In his review, he wrote, "I was amazed, at the end of Episode II, to realize that I had not heard one line of quotable, memorable dialogue. And the images, however magnificently conceived, did not have the impact they deserved." He was far more positive about the next installment, Revenge of the Sith, which got back on track with a 3.5-star review.

5. The film's Sith villain was almost a woman.

Artist and filmmaker Ian McCaig, who created Darth Maul, was initially intent on making Darth Sideous’s apprentice a woman for Clones. The purpose was to create a foil for Padmé and to explore foreboding forces in a woman, known in concept art as “Dark Padmé,” a character with a "Medusa-like hairstyle." However, the villain role eventually evolved into Count Dooku, who was played by Christopher Lee.

6. Trinity College Dublin almost took legal action because of the Jedi Archives.

If you're a native of Ireland or just have a soft spot for opulent universities, you'll notice that the Jedi Archive room in the movie is almost an exact architectural replica of the famous "Long Room" at the Trinity College Dublin library. Both have the barrel-vault ceiling, double-height bookshelves, and busts lining the aisles. The similarities were enough that Trinity considered taking legal action over the issue after the film's release, but that seemed to fizzle out by 2003.

7. Samuel L. Jackson specifically requested a purple lightsaber. 

Despite Lucas’s belief that Jedi lightsabers should only be either blue or green, he granted Samuel L. Jackson's request to let his character, Mace Windu, use a purple one for the final battle. To this day, Windu is the only live-action character to wield a purple blade. But there's one more thing that makes Mace's saber unique: The letters “BMF” are engraved on the hilt. (You can use your imagination for what that stands for.) Despite being a very Sam Jackson trademark, the actor told Jimmy Fallon that he never asked for the engraving and that the production crew put it on there "because they loved me."

8. The actors behind C-3PO and Jar Jar Binks make human cameos in the movie.

Actor Anthony Daniels played C-3PO throughout all three Star Wars trilogies, but Attack of the Clones is the first time he appeared out of his metallic costume during a quick cameo in the Outlander Club. It's in this scene that Ahmed Best—the actor behind the computer-generated Jar Jar Binks character—also makes a brief appearance in human form.

9. Three of Lucas’s children make cameos in the film.

Daniels and Best's quick appearances are far from the only cameos in the movie. Three of Lucas's kids also pop up during the action: Daughters Katie and Amanda played patrons at the Outlander Club, and his son Jett was a Jedi Padawan in the aforementioned archives.

10. Ewan McGregor had to wear a hairpiece and fake beard during many scenes due to reshoots.

When Ewan McGregor was cast in Ridley Scott’s war epic Black Hawk Down, he was required to be clean-shaven and sport a buzzcut. This was the polar opposite of his "Bee Gee" look in Attack of the Clones. So when Lucas needed the actor back for reshoots after he was done on Black Hawk, they had to whip up a fake beard and long hair to get him looking like Obi-Wan again. While it may be hard to tell the difference at first, just watch the above scene on Kamino (as pointed out by Looper) where it cuts back and forth between the real beard and the fake one and you won't be able to unsee it.

11. Attack of the Clones was the final Star Wars film released on VHS in the United States. 

VHS was out and DVD was in by 2002, and that meant Attack of the Clones was the final Star Wars movie put out on the fledgling tape format in the United States. It wasn't all bad news for video collectors: the VHS included exclusive content like a short featurette titled “Star Wars Connections with C-3P0 and R2-D2” that recapped the entire then-five-movie saga in order (weirdly enough before Episode III even came out).