ByMatt Beutner, writer at Creators.co
Writer, Singer, Actor, Jedi. Follow @MattBeutner

DISCLAIMER: I am not a prequel-hater. I am very aware of their faults and flaws; HOWEVER I am also very aware that these ideas of mine are over 10 years after the fact and I am in no way my saying I could have done these movies better in the moment or even now. On that same line of thought I am and will always be immeasurably grateful for George Lucas' creation of Star Wars. My life would be hilariously different without it. Arguably it would be more productive - but that's besides the point.

So Star Wars Episode II. Its the longest Star Wars movie, and seemingly the most hated by "fans". The biggest problem most of us have with the Prequels is all of the politics and mystery as opposed to the straightforward rip-roaring adventure of the original trilogy. Dare I say, to a point the politics and mystery were a good move in these movies. They're prequels, the back story to the main conflict and its the right idea to see it all get set up.

BUT what I think may have been missing was some real surprises.

At least that one "WTF?" moment that nobody saw coming.

That's a lot of why we love Empire Strikes Back so much right?

"No, I am your Father."

So what I'm saying is all of the politics and the mystery only work if there is something mysterious going on that drives the story. Episode II flirts with this idea multiple times but never really delivers. Sure we don't know who's trying to kill Padme for most of the flick; but even when we find out its dismissed quickly and ultimately doesn't matter.

"Viceroy wants her dead." "Why?" *Shrug*
"Viceroy wants her dead." "Why?" *Shrug*

Another "mystery" in Episode II is the origin of the titular characters - the Clones. But let's face it. This was never even really explained until TEN YEARS LATER in season 6 of The Clone Wars.

Great episodes though. #clonebraintumor#clonebraintumor" title="Great episodes though. ">
Great episodes though.

So where's the reveal? The surprise twist that drives us to the theaters for Episode 3? I've got an idea that would not only have been a surprise, but would change the prequels entirely. The linchpin for it is this scene playing differently:

Very impractical way to keep a prisoner.
Very impractical way to keep a prisoner.

This is already one of my favorite scenes in Episode II. In which Dooku attempts to manipulate Obi Wan to join the Separatists, likely with ulterior motives to eventually seduce him to the dark side. What's really interesting about this scene the way it is in the film, is that Dooku uses the same weapon to try and manipulate Obi Wan that Vader and later the Emperor do with Luke.

He uses the truth.

Whereas Vader tells Luke "Dude I'm your father", the Emperor tells him "Man all of your friends are going to die and you can't stop it", Dooku tells Obi Wan "There's a Sith Lord in the Senate".

Obviously its all a ploy by Dooku because lets face it, he's the apprentice to this Sith Lord and will say whatever he needs to get an ally like Kenobi. But what if Dooku wasn't in league with the Sith?

For most of Episode II Dooku is a very mysterious character. All that we know about him is that he used to be a Jedi and left the Order awhile back. In this scene he reminds Obi Wan (and tells us) that he was Qui Gon Jinn's master, and that he left the Jedi when he found out about a Sith in the Senate. What if he wasn't full of it? What if Dooku legitimately found out about Palpatine being a Sith Lord and then when Palps became Chancellor that's why he left the Jedi, knowing no one else would believe him?

Classically trained actor - same films as Jar Jar.
Classically trained actor - same films as Jar Jar.

Now in the real scene Obi Wan dismisses this Sith idea and blows Dooku off. BUT what if in this scene Dooku reveals to Obi Wan that not only is there a Sith in the Senate, but that Dooku is not the leader of the Separatist Confederacy...

...He is the first member of the Rebel Alliance.

I mean I'm down.
I mean I'm down.

Now of course Dooku would have to explain his allegiance with the Trade Federation and Commerce Guilds, and by association Jango Fett. In this version Dooku aligned himself with the Federation and others to raise a droid army large enough to overthrow Palpatine. It was the only option he had.

The dialogue in this scene would need to be much different. Instead of Dooku denying Jango Fett's presence on Geonosis he'd tell Obi Wan he was hired by the Viceroy and Dooku was powerless to stop it.

Kenobi would naturally trip balls about Dooku willingly allowing attempts on Senator Padme Amidala's life, but Dooku would retort that to the best of his ability Padme was never in any real danger.

I was in Star Wars for 10 seconds.
I was in Star Wars for 10 seconds.

The bomb hit her decoy, not her.

Elaborate and illogical bad guy plan foiled.
Elaborate and illogical bad guy plan foiled.

The centipede things would never have succeeded with Kenobi and Anakin in the very next room.

Obi Wan will naturally continue to fight Dooku on these points until Dooku will ultimately say, "Obi Wan when you know the identity of Lord Tyrannus, you will understand why I have had no choice. The Republic is beyond saving."

SIDEBAR: Let's just say Palpatine isn't called "Sidious". He's "Tyrannus". Jango told Obi Wan he was recruited by a man called Tyrannus for the Clone Army gig, and he isn't full of it. Also Tyrannus has some meaning for Palpatine as he of course becomes Emperor, a tyrannical leader. See what I did there?

Obi Wan responds, "Who?"

As the music builds and Dooku is about to tell Obi Wan we cut to Anakin and Padme's arrival on their rescue mission. The same beats play out (droid factory) leading to them getting captured. But now we also use this deleted scene:

Termites with spears.
Termites with spears.

Anakin and Padme brought before Dooku. In the real scene Dooku tries to convince Padme to join him and she refuses blah, blah,...but in this version he's a little frantic. As he is surrounded by these Geonosian termite looking freaks he doesn't and can't tell them what he told Kenobi or that he is alive. He also wants to save them but after their "attack" on the droid factory their execution has been ordered.

So then we go to the arena and the same beats play out again but Obi Wan is nowhere to be found.

Aren't my photo shop skills great?
Aren't my photo shop skills great?

So Anakin and Padme break out and are surrounded by droids. And that's when Mace muthaF'n Windu and the other Jedi show up to drop some Ezekiel 25:17 level beat downs.

"What" ain't no system I've heard of.
"What" ain't no system I've heard of.

But right as the big arena fight is about to go down someone calls from behind Mace, "Stand down!"

And Obi Wan Kenobi steps out of the shadows and stands next to Count Dooku. Mace says, "Kenobi what are you doing?" "Master we have been deceived. The Republic is under the influence and control of the Sith."

But right as Obi Wan is about to blow the lid on all of it, Yoda and the Clones show up at the all time worst possible moment and the fight is on as droids pour in.

A good entrance we did make.
A good entrance we did make.

Jango can still attack Mace, ending in Mace killing him. Anakin and Padme can still "banter" (if you can call it that) for a moment, none of that is changed. But Obi Wan and Dooku never join the fight.

As the drop ships pick up all of the Jedi after a very brief battle Mace is still on the balcony and looks to Obi Wan. Obi Wan's not coming. Dooku pleads for Mace to stay. Mace grumbles, "We will be in contact." and leaps onto one of the nearby ships carrying Yoda, and Anakin and Padme.

As the ship lifts away Anakin and Obi Wan lock eyes. Anakin yells, "Wait we can't leave him!" Mace responds, "He's staying of his own will." Padme reacts. Yoda reacts in a very pensive and troubled manner but not surprised. Anakin is absolutely dumbfounded and almost heartbroken at his master's decision. He has now lost Qui Gon, his mother, and been abandoned by his mentor. In this version, Anakin and Obi Wan will be apart for awhile after this, so they will have had a much better relationship to this point. Otherwise Kenobi telling Luke that Anakin was his good friend makes no sense. Also something needs to have been lost for this to have any emotional relevance. If it was just like real Episode II where Obi Wan and Anakin have been dicks to each other the whole time, we wouldn't care.

Deep in the Geonosian caves, the Geonosian leader is speaking with someone over hologram. He's talking about how Dooku and the Jedi must not discover the plans he commissioned for the ultimate weapon.

DEATH STARRRRR
DEATH STARRRRR

We widen out to reveal the hologram is....

We got Death Stars, We got Death Stars, We got...
We got Death Stars, We got Death Stars, We got...

This guy.

So the heroes dejectedly limp back to Coruscant, leaving behind Obi Wan, whom they went to rescue. Padme comforts Anakin. She is all he has now and he tells her this.

Anakin then goes to meet with Palpatine...

Just wait till your legs and arms get cut off.
Just wait till your legs and arms get cut off.

...Who tells him how troubled he is over the recent developments. But how much more he is depending upon Anakin than any other Jedi for the Republic to be victorious in the coming war.

Meanwhile Mace and Yoda discuss their concern and confusion over Obi Wan's decision, and the reliability of Dooku's revelation as the sun sets on the Republic...

In deep sh*t we are.
In deep sh*t we are.

...And the Clone War has begun. Our ending scene is not Anakin and Padme's wedding, but Palpatine dispatching the clones.

With Anakin Skywalker at his side.

Imperial March blaring for dramatic effect.
Imperial March blaring for dramatic effect.

And THAT'S how we end Episode II.

So obviously Episode III would be radically different. The idea behind all of this is that while the Clone Wars rage Obi Wan is eventually able to meet with Mace and Yoda in secret.

You'll never believe this.
You'll never believe this.

Finally telling them (and us even though its semi obvious) that Palpatine is the Sith.

Also Bail Organa, Mon Mothma, and Padme in those deleted scenes are not only meeting with each other in secret to discuss a potential Rebellion, but are surprised when Dooku summoned and arranged the meeting.

I don't believe this.
I don't believe this.

Meanwhile Anakin is having the same dreams about Padme's death that he does in the real film. So soon after Obi Wan has told Yoda and Mace this happens:

You're the..."Yup. Took you awhile."
You're the..."Yup. Took you awhile."

"You're the Sith Lord!"

Then Anakin unknowingly confirms Obi Wan's revelation to Mace.

Well damn.
Well damn.

So now Anakin, Mace, the others that were already there, AND Obi Wan AND Dooku all go to arrest Palpatine.

(Never been a fan of Yoda fighting. So its not going to happen here. I've always understood the idea of his character growing to become more or less a pacifist in the original trilogy as opposed to what he was before, but I just don't like this idea of him leaping around and slinging a lightsaber. Besides this is fan fiction anyway who cares.)

IT

IS

ON

Our heroes are united against the real enemy. Everything is going to work out just fine. But the same beats play out. Only now it is Mace, Dooku, Obi Wan, and Anakin standing over a subdued Palpatine. Mace still wants to kill him, all agree except Anakin because he believes he needs him to save Padme. So now despite a room full of Jedi's objections Anakin cuts down Mace, and stands alongside Palps. Obi Wan and Dooku flee.

Now instead of Anakin marching on the Temple and killing the Jedi Yoda blows the horn on the whole thing and they quickly abandon Coruscant.

Now Palpatine addresses the Senate and tells them what he does in the real film. He also executes Order 66 and many Jedi are killed, but nowhere near as much as Obi Wan knew and told Yoda about Tyranus having hired Jango.

Before he leaves Coruscant, Obi Wan seeks out Padme and tattle tails on Anakin. She reveals to him that she is pregnant. Padme then seeks out and meets with Anakin and has the whole "You're breaking my heart" scene. Albeit with different and more human sounding dialogue. She leaves Coruscant with Obi Wan and the other "Rebels" and Anakin chases them across the galaxy.

Now the whole thing erupts as the remaining Jedi and droids meet Anakin and the Clones in this massive, Lord of the Rings meets Highlander, meets Braveheart battle on let's say Mustafar for some reason.

But right as the fight is about to begin, Palpatine (as he does in the real episode 3) orders all the Federation droid units to be shut down immediately and the Jedi are mowed down.

Dooku dies at Anakin's hand trying to allow Obi Wan and Padme to escape.

Anakin and Obi Wan then fight and everything ends up roughly the same (without the high ground), setting up the original trilogy.

So vastly different, particularly in Episode II, but ending at roughly the same point in three. The idea of Dooku having good intentions and then putting Obi Wan and the Jedi in conflict just really appealed to me. Not to mention the scene of ALL of our heroes going to arrest Palpatine just strikes me. To have it be THAT MUCH CLOSER to being okay only to have Anakin mess it up.

Leave your thoughts on the prequels and this "what if" in the comments below!

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