Reported Post by Pieyou

Pieyou · Jul 5, 2014

Pieyou has reported a post.

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Accidentally copy pasted the wrong thing lol!

please remove quickly
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Post: Selling my signature space
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Posted by: Pieyou
Original Content:

STAR WARS : EPISODE 1 : THE PHANTOM MENACE

"A long time ago in a galaxy far, far away...."

A vast sea of stars serves as the backdrop for the MAIN TITLE,
followed by a ROLL UP, which crawls up into infinity.

"EPISODE 1 THE PHANTOM MENACE"

"Turmoil has engulfed the Galactic Republic. The taxation of
trade routes to outlaying star systems is in dispute. Hoping
to resolve the matter with a blockade of deadly battleships,
the greedy Trade Federation has stopped all shipping to the
small planet of Naboo.

While the congress of the Republic endlessly debates this
alarming chain of events, the Supreme Chancellor has secretly
dispatched two Jedi Knights, the guardians of peace and
justice in the galaxy, to settle the conflict....."

PAN DOWN to reveal a small space cruiser heading TOWARD CAMERA
at great speed. PAN with the cruiser as it heads towardthe
beautiful green planet of Naboo, which is surrounded by
hundreds of Trade Federation battleships.

INT. REPUBLIC CRUISER - COCKPIT

In the cockpit of the cruise, the CAPTAIN and PILOT maneuver
closer to one of the battleships.

QUI-GON (O.S.)
Captain.

The Captain turns to an unseen figure sitting behind her.

CAPTAIN
Yes, sir?

QUI-GON (O.S.)
Tell them we wish to board at once.

CAPTAIN
Yes, sir.

The CAPTAIN looks to her view screen, where NUTE GUNRAY, a
Neimoidian trade viceroy, waits for a reply.

CAPTAIN
With all due respect for the Trade
Federation, the Ambassadors for the
Supreme Chancellor wish to board
immediately.

NUTE
Yes, yes, of coarse...ahhh...as you
know, our blockade is perfectly legal,
and we'd be happy to recieve the
Ambassador...Happy to.

The screen goes black. Out the cockpit window, the sinister
battleship looms ever closer.

EXT. FEDERATION BATTLESHIP - DOCKING BAY - SPACE (FX)

The small space cruiser docks in the enormous main bay of
the Federation battleship.

INT. FEDERATION BATTLESHIP - DOCKING BAY - SPACE

A PROTOCOL DROID, TC-14, waits at the door to the docking
bay. Two WORKER DROIDS, PK-4 and EG-9 watch.

PK-4
They must be important if the Viceroy
sent one of those useless protocol
gearheads to greet them.

The door opens, and the Republic cruiser can be seen in the
docking bay. Two darkly robed figures are greeted by TC-14.

TC-14
I'm TC-14 at your service. This way,
please.

They move off down the hallway.

EG-9
A Republic cruiser! That's
trouble...don't you think?

PK-4
I'm not made to think.

INT. FEDERATION BATTLESHIP - CONFERENCE ROOM

A door slides open, and the two cloaked shapes are led PAST
CAMERA into the formal conference room by TC-14.

TC-14
I hope you honoured sirs with the
most comfortable here. My master
will be with you shortly.

The droid bows before OBI-WAN KENOBI and QUI- GON JINN. He
backs out the door and it closes. The JEDI lower their hoods
and look out a large window at the lush green planet of Naboo.
QUI-GON sixty years old, has long white hair in a ponytail.
He is tall and striking, with blue eyes. OBI-WAN is twenty
five, with very short brown hair, pale skin, and blue eyes.
Several exotic, bird-like creatures SING in a cage near the
door.

OBI-WAN
I have a bad feeling about this.

QUI-GON
I don't sense anything.

OBI-WAN
It's not about the mission, Master,
it's somethging...elsewhere...elusive.

QUI-GON
Don't center on your anxiety, Obi-
Wan. Keep your concentration here
and now where it belongs.

OBI-WAN
Master Yoda says I should be mindful
of the future...

QUI-GON
...but not at the expense of the
moment. Be mindful of the living
Force, my young Padawan.

OBI-WAN
Yes, Master...how do you think the
trade viceroy will deal with the
chancellor's demands?

QUI-GON
These Federation types are cowards.
The negotiations will be short.

INT. FEDERATION BATTLESHIP - BRIDGE

NUTE GUNRAY and DAULTRAY DOFINE stand, stunned, before TC-
14.

NUTE
(shaken)
What?!? What did you say?

TC-14
The Ambassadors are Jedi Knights, I
believe.

DOFINE
I knew it! They were sent to force a
settlement, eh. Blind me, we're done
for!

NUTE
Stay calm? I'll wager the Senate
isn't aware of the Supreme
Chancellor's moves here. Go. Distract
them until I can contact Lord Sidious.

DOFINE
Are you brain dead? I'm not going in
there with two Jedi! Send the droid.

Dofine turns to TC-14, who lets out a squeaky sigh.

INT. FEDERATION BATTLESHIP - CONFERENCE ROOM

OBI-WAN
Is it their nature to make us wait
this long?

The door to the conference room slides open, and TC-14 enters
with a tray of drinks and food.

QUI-GON
No. I sense an unusual amount of
fear for something as trivial as
this dispute.

Obi-Wan takes a drink.

INT. FEDERATION BATTLESHIP - BRIDGE

Nute, Dofine, and Rune Haako are before the hologram of Darth
Sidious, a robed figure whose face is obscured by a hood.

DOFINE
This scheme of yours has failed,
Lord Sidious. The blockade is
finished! We dare not go against
these Jedi.

DARTH SIDIOUS
You seem more worried about the Jedi
than you are of me, Dofine. I am
amused.. Viceroy!

Nute, looking very nervous, steps forward.

NUTE
Yes, My lord.

DARTH SIDIOUS
I don't want that stunted slime in
my sight again. Do you understand?

NUTE
Yes, My Lord.

Nute gives Dofine a fierce look, and Dofine, terrified, rushed
off the bridge.

DARTH SIDIOUS
This turns of events is unfortunate.
We must accelerate our plans, Viceroy.
Begin landing your troops.

NUTE
Ahh, My Lord, is that, Legal?

DARTH SIDIOUS
I will make it legal.

NUTE
And, the Jedi??

DARTH SIDIOUS
The Chancellor should never have
brought them into this. Kill them,
immediatly.

NUTE
Ye..Yes, My Lord. As you wish.

INT. REPUBLIC CRUISER - COCKPIT - DOCKING BAY

In the Cockpit of the Cruiser, the Captain and Pilot look up
and see a gun turret swing around and point directly at them.

PILOT
Captain !? Look !!

CAPTAIN
No! Warn...

EXT. FEDERATION BATTLESHIP - HANGER BAY

The battle gun fires. The Republic Cruiser explodes.

INT. FEDERATION BATTLESHIP - CONFERENCE ROOM

Gui-Gon and Obi-Wan leap up to a standing position with their
light sabers drawn. TC-14 jumps back, startled, spilling the
drinks tray.

TC-14
Ahhh, Sorry, sir. The Viceroy...

Gui-Gon and Obi-Wan turn off their swords and listen intently.
A faint hissing sound can be heard.

GUI-GON
Gas!

Qui-Gon and Obi-Wan each taken a sudden deep breath and
holding it. The exotic bird-like creatures in the cage dorp
dead.

INT. FEDERATION BATTLESHIP - HALLWAY

A hologram of NUTE , surrounded by BATTLE DROIDS, appears in
the conference room hallway.

NUTE
They must be dead by now. Blast,
what's left of them.

The hologram fades off, as a BATTLE DROID, OWO-1, cautiously
opens the door. A deadly green cloud billows from the room.
BATTLE DROIDS cock their weapons as a figure stumbles out of
the smoke. It is TC-14 , carrying the tray of drinks.

TC-14
Oh, excuse me, so sorry.

The PROTOCOL DROID passes the armed camp just as two flashing
laser swords fly out of the deadly fog, cutting down several
BATTLE DROIDS before they can fire.

INT. FEDERATION BATTLESHIP - BRIDGE

The bridge is a cocophony of alarms. NUTE and RUNE watch OWO-
1 on the viewscreen.

OWO-1
Not sure exactly what...

OWO-1 is suddenly cut in half in mid-sentence. RUNE gives
NUTE a worried look.

NUTE
What in blazes is going on down there?

RUNE
Have you ever encountered a Jedi
Knight before, sir?

NUTE
Well, not exactly, but I don't...
(panicked)
Seal off the bridge.

RUNE
That won't be enough, sir.

The doors to the bridge SLAM shut.

NUTE
I want destroyer droids up here at
once!!!

RUNE
We will not survive this.

INT. FEDERATION BATTLESHIP - HALLWAY - OUTSIDE BRIDGE

QUI-GON cuts several BATTLE DROIDS in half, creating a shower
of sparks and metal parts. OBI-WAN raises his hand, sending
several BATTLE DROIDS crashing into the wall.

QUI-GON makes his way to the bridge door and begins to cut
through it.

INT. FEDERATION BATTLESHIP - BRIDGE

The CREW is very nervous as sparks start flying around the
bridge door.

QUI-GON and OBI-WAN are on the view screen.

NUTE
Close the blast doors!!!

The huge, very thick blast door slams shut, followed by a
second door, then a third. There is a hissing sound as the
huge doors seal shut. QUI-GON tabs the door with his sword.
The screen goes black as a red spot appears in the center of
the blast door.

RUNE
...They're still coming through!

On the door, chunks of molten metal begin to drop away.

NUTE
Impossible!! This is impossible!!

RUNE
Where are those destroyer droids?!

INT. FEDERATION BATTLESHIP - HALLWAY - OUTSIDE BRIDGE

Ten ugly destroyer WHEEL DROIDS roll down the hallway at
full speed. Just before they get to the bridge area, they
stop and transform into their battle configuration. QUI-GON
can't see them but senses their presence.

QUI-GON
Destroyer droids!

OBI-WAN
Offhand, I'd say this mission is
past the negotiaion stage.

The WHEEL DROIDS, led by P-59, rush the entry area from three
hallways, blasting away with their laser guns. They stop
firing and stand in a semi-circle as the smoke clears. OBI-
WAN and QUI-GON are nowhere to be seen.

P-59
Switch to bio...There they are!

The Jedi materialize at the far end of the hallway and dash
through the doorway that slams shut. The WHEEL DROIDS blast
away at the two JEDI with their laser swords.

OBI-WAN
They have shield generators!

QUI-GON
It's a standoff! Let's go!

INT. FEDERATION BATTLESHIP - BRIDGE

NUTE and RUNE stand on the bridge, watching the view screen
as the WHEEL

DROIDS' POV speeds to the doorway.

RUNE
We have them on the run, sir...they're
no match for destroyer droids.

TEY HOW
Sir, they've gone up the ventilation
shaft.

INT. FEDERATION BATTLESHIP - MAIN BAY

QUI-GON and OBI-WAN appear at a large vent in a giant hanger
bay. They are careful not to be seen. Thousands of BATTLE
DROIDS are loading onto landing craft.

QUI-GON
Battle droids.

OBI-WAN
It's an invisible army.

QUI-GON
It's an odd play for the Trade
Federation. We've got to warn the
Naboo and contact Chancellor Valorum.
Let's split up. Stow aboard separate
ships and meet down on the planet.

OBI-WAN
You were right about one thing,
Master. The negotiations were short.

INT. FEDERATION BATTLESHIP - BRIDGE

TEY HOW recieves a transmission.

TEY HOW
Sir, a transmission from the planet.

RUNE
It's Queen Amidala herself.

NUTE
At last we're getting results.

On the view screen, QUEEN AMIDALA appears in her throne room.
Wearing her elaborate headdress and robes, she sits,
surrounded by the GOVERNING COUNCIL and FOUR HANDMAIDENS,
EIRTAE, YANE, RABE, and SACHE.

NUTE
Again you come before me, Your
highness. The Federation is
pleased.

AMIDALA
You will not be pleased when you
hear what I have to say,
Viceroy...Your trade boycott of our
planet has ended.

NUTE smirks at RUNE.

NUTE
I was not aware of such a failure.

AMIDALA
I have word that the Senate is finally
voting on this blockade of yours.

NUTE
I take it you know the outcome. I
wonder why they bother to vote.

AMIDALA
Enough of this pretense, Viceroy!
I'm aware the Chancellor's Ambassadors
are with you now, and that you have
beencommanded to reach a settlement.

NUTE
I know nothing about any
Ambassadors...you must be mistaken.

AMIDALA, surprised at his reaction, studies him carefully.

AMIDALA
Beware, Viceroy....the Federation is
going too far this time.

NUTE
Your Highness, we would never do
anything without the approval of the
Senate. You assume too much.

AMIDALA
We will see.

The QUEEN fades off, and the view screen goes black.

RUNE
She's right, the Senate will never....

NUTE
It's too late now.

RUNE
Do you think she suspects an attack?

NUTE
I don't know, but we must move quickly
to disrupt all communications down
there.

INT. NABOO PALACE - THRONE ROOM

The QUEEN, EIRTAE, SACHE and her Governor, SIO BIBBLE, stand
before a hologram of SENATOR PALPATINE, a thin, kindly man.

PALPATINE
...How could that be true? I have
assurances from the Chancellor...his
Ambassaodrs did arrive. It must be
the...get...negotiate...

The hologram of PALPATIONE sputters and fades away.

AMIDALA
Senator Palpatine?!?
(turns to Panaka)
What's happening?

Capt. Panaka turns to his SARGEANT.

CAPT. PANAKA
Check the transmission generators...

BIBBLE
A malfunction?

CAPT. PANAKA
It could be the Federation jamming
us. Your Highness.

BIBBLE
A communications disruption can only
mean one thing. Invasion.

AMIDALA
Don't jump to conclusions, Governor.
The Federation would not dare go
that far.

CAPT. PANAKA
The Senate would revoke their trade
franchise, and they'd be finished.

AMIDALA
We must continue to rely on
negotiation.

BIBBLE
Negotiation? We've lost all
communications!...and where atre the
Chancellors Ambassadors? How can we
negotiate? We must prepare to defend
ourselves.

CAPT. PANAKA
This is a dangerous situation, Your
Highness. Our security volunteers
will be no match against a battle-
hardened Federation army.

AMIDALA
I will not condone a course of action
that will lead us to war.

EXT. SPACE LANDING CRAFT - TWILIGHT (FX)

Six landing craft fly in formation toward the surface of the
planet Naboo.

EXT. NABOO SWAMP - SHALLOW LAKE - TWILIGHT

Three landing craft slowly descend through the cloud cover
of the perpetually gray twilight side of the planet. One by
one, the Federation warships land in the eerie swamp. OBI-
WAN's head emerges from the mud of a shallow lake. For in
the background, the activities of the invasion force can be
seen in the mist.

OBI-WAN takes several deep breaths, then dissapears again
under the muddy swamp. Troop Transports (MTT's) emerge from
the landing craft.

EXT. NABOO EDGE OF SWAMP / GRASS PLAINS - TWILIGHT (FX)

The droid invasion force moves out of the swamp and onto a
grassy plain.

OOM-9, in his tank, looks out over the vast ARMY marching
across the rolling hills. A small hologram of RUNE and NUTE
stands on the tank.

RUNE
...and there is no trace of the Jedi.
They may have gotton onto one of
your landing craft.

OOM-9
If they are down here, sir, we'll
find them. We are moving out of the
swamp and are marching on the cities.
We are meeting no resistance.

NUTE
Excellent.

EXT. NABOO SWAMP - TWILIGHT

QUI-GON runs through the strange landscape, glancing back to
see the monstrous troop transports, emerging from the mist.
Animals begin to run past him in a panic.

An odd, frog-like Gungan, JAR JAR INKS, squats holding a
clam he has retrieved from the murky swamp. The shell pops
open. JAR JAR's greta tongue snaps out and grabs the clam,
swallowing it in one gulp.

JAR JAR looks up and sees QUI-GON and the other creatures
running like the wind toward him. One of the huge MTT's bears
down on the JEDI like a charging locomotive. JAR JAR stands
transfixed, still holding the clam shell in one hand.

JAR JAR
Oh, noooooooooo!

JAR JAR drops the shell and grabs onto QUI-GON as he passes.
The JEDI is caught by surprise.

JAR JAR
Hey, help me! Help me!!

QUI-GON
Let go!

The machine is about tp crush them as QUI-GON drags JAR JAR
behind him. Just as the transport is about to hit them, QUI-
GON drops, and JAR JAR goes splat into the mud with him. The
transport races overhead.

QUI-GON and JAR JAR pull themselves out of the mud. They
stand watching the war machine dissapear into the mist. JAR
JAR grabs QUI-GON and hugs him.

JAR JAR
Oyi, mooie-mooie! I luv yous!

The frog-like creature kisses the JEDI.

QUI-GON
Are you brainless? You almost got us
killed!

JAR JAR
I spake.

QUI-GON
The ability to speak does not make
you intelligent. Now get outta here!

QUI-GON starts to move off, and JAR JAR follows.

JAR JAR
No...no! Mesa stay...Mesa yous humble
servaunt.

QUI-GON
That wont be necessary.

JAR JAR
Oh boot tis! Tis demunded byda guds.
Tis a live debett, tis. Mesa culled
Jaja Binkss.

In the distance, two STAPS burst out of the mist at high
speed, chasing OBI-WAN.

QUI-GON
I have no time for this now...

JAR JAR
Say what?

The two STAPS barrell down on OBI-WAN.

JAR JAR
Oh, nooooo! Weesa ganna....

QUI-GON throws JAR JAR into the mud.

QUI-GON
Stay down!

His head pops up.

JAR JAR
...dieeee!

The two troops fire laser bolts at OBI-WAN. QUI-GON deflects
the bolts back, and the STAPS blow up. One-two. OBI-WAN is
exhausted and tries to catch his breath.

OBI-WAN
Sorry, Master, the water fried my
weapon.

OBI-WAN pulls out his burnt laser sword handle. QUI-GON
inspects it, as JAR JAR pulls himself out of the mud.

QUI-GON
You forgot to turn your power off
again, didn't you?

OBI-WAN nods sheeplishly.

QUI-GON
It won't take long to recharge, but
this is a lesson I hope you've
learned, my young Padawan.

OBI-WAN
Yes, Master.

JAR JAR
Yousa sav-ed my again, hey?

OBI-WAN
What's this?

QUI-GON
A local. Let's go, before more of
those droids show up.

JAR JAR
Mure? Mure did you spake??!?

OBI-WAN and QUI-GON start to run. JAR JAR tries to keep up.

JAR JAR
Ex-squeeze me, but da moto grande
safe place would be Otoh Gunga. Tis
where I grew up...Tis safe city.

They all stop.

QUI-GON
A city!
(JAR JAR nods his
head)
Can you take us there?

JAR JAR
Ahhh, will...on second taut...no,
not willy.

QUI-GON
No??!

JAR JAR
Iss embarrissing, boot... My afrai
my've bean banished. My forgoten der
Bosses would do terrible tings to
my. Terrible tings if my goen back
dare.

A PULSATING SOUND is heard in the distance.

QUI-GON
You hear that?

JAR JAR shakes his head yes.

QUI-GON
That's the sound of a thousand
terrible things heading this way...

OBI-WAN
When they find us, they will crush
us, grind us into little pieces,
then blast us into oblivion!

JAR JAR
Oh! Yousa point is well seen. Dis
way! Hurry!

JAR JAR turns and runs into the swamp.

EXT. NABOO SWAMP LAKE - TWILIGHT

QUI-GON, OBI-WAN and JAR JAR run into a murky lake and stop
as JAR JAR tries to catch his breath. The TRANSPORTS ARE
HEARD in the distance.

QUI-GON
Much farther?

JAR JAR
Wesa goen underwater, okeyday?

QUI-GON and OBI-WAN pull out small capsule from their utility
belts that turn into breathing masks.

JAR JAR
My warning yous. Gungans no liken
outlaunders. Don't expict a wern
welcome.

OBI-WAN
Don't worry, this has not been our
day for warm welcomes.

JAR JAR jumps, does a double somersault with a twist, and
dives into the water.

Breath masks on, QUI-GON and OBI-WAN wade in after him.

EXT. NABOO LAKE - UNDERWATER

QUI-GON and OBI-WAN swim behind JAR JAR, who is very much at
home in the water. Down they swim into murky depths. In the
distance the glow of Otoh Gunga, an underwater city made up
of large bubbles, becomes more distinct.

They approach the strange, art nouveau habitat. JAR JAR swims
magically through one of the bubble membranes, which seals
behind him. OBI-WAN and QUI-GON follow.

INT. OTOH GUNGA - CITY SQUARE

GUNGANS in the square scatter when they see the strange JEDI.
Four GUARDS armed with long electro-poles ride two-legged
KAADUS into the square. The GUARDS, led by CAPTAIN TARPALS,
point their lethal poles at the dripping trio.

JAR JAR
Heyo-dalee, Cap'n Tarpals, Mesa back!

CAPT. TARPALS
Noah gain, Jar Jar. Yousa goen tada
Bosses. Yousa in big dudu this time.

CAPT. TARPALS gives JAR JAR a slight zap with his power pole.
JAR JAR jumps and moves off, followed by the two JEDI.

JAR JAR
How wude.

INT. OTOH GUNGA - HIGH TOWER BOARD ROOM

The Bosses' Board Room has bubble walls, with small lighted
fish swimming around outside like moving stars. A long
circular judge's bench filled with GUNGAN OFFICIALS dominates
the room. OBI-WAN and QUI-GON stand facing BOSS NASS, who
sits on a bench higher than the others.

BOSS NASS
Yousa cannot bees hair. Dis army of
mackineeks up dare tis new weesong!

QUI-GON
That droid army is about to attack
the Naboo. We must warn them.

BOSS NASS
Wesa no like da Naboo! Un dey no
like uss-ens. Da Naboo tink day so
smarty den us-ens. Day tink day brains
so big.

OBI-WAN
After those droids take control of
the surface, they will come here and
take control of you.

BOSS NASS
No, mesa no tink so. Mesa scant talkie
witda Naboo, and no nutten talkie it
outlaunders. Dos mackineeks no comen
here! Dey not know of uss-en.

OBI-WAN
You and the Naboo form a symbiont
circle. What happens to noe of you
will affect the other. You must
understand this.

BOSS NASS
Wesa wish no nutten in yousa tings,
outlaunder, and wesa no care-n about
da Naboo.

QUI-GON
(waves his hand)
Then speed us on our way.

BOSS NASS
Wesa gonna speed yousaway.

QUI-GON
We need a transport.

BOSS NASS
Wesa give yousa una bongo. Da speedest
way tooda Naboo tis goen through da
core. Now go.

QUI-GON
Thank you for your help. We go in
peace.

QUI-GON and OBI-WAN turn to leave.

OBI-WAN
Master, whats a bongo?

QUI-GON
A transport, I hope.

The JEDI notice JAR JAR in chains to one side, waiting to
hear his verdict.

QUI-GON stops. JAR JAR gives him a forlorn look.

JAR JAR
Daza setten yous up. Goen through da
planet core is bad bombin!!

QUI-GON
Thank you, my friend.

JAR JAR
Ahhh...any hep hair would be hot.

JAR JAR's soulful look is counterpointed by a sheepish grin.

OBI-WAN
We are short of time, Master.

QUI-GON
We'll need a navigator to get us
through the planet's core. This Gungan
my be of help.

QUI-GON walks bact to BOSS NASS.

QUI-GON
What is to become of Jar Jar Binks
here?

BOSS NASS
Binkss brokeen the nocombackie law.
Hisen to be pune-ished.

QUI-GON
He has been a great help to us. I
hope the punishment will not be too
severe.

BOSS NASS
Pounded unto death.

JAR JAR
(grimacing)
Oooooh...Ouch!

OBI-WAN looks concerned. QUI-GON is thinking.

QUI-GON
We need a navigator to get us through
the planet's core. I have saved Jar
Jar Binks' life. He owes me what you
call a "life debt."

BOSS NASS
Binks. Yousa havena liveplay with
thisen hisen?

JAR JAR nods and joins the JEDI. QUI-GON waves his hand.

QUI-GON
Your gods demand that his life belongs
to me now.

BOSS NASS
Hisen live tis yos, outlauder. Begone
wit him.

JAR JAR
Count mesa outta dis! Better dead
here, den deader in da core...Yee
guds, whata mesa sayin?!

EXT. NABOO CITY - UNDERWATER - SUB (FX)

A strange little submarine propels itself away from the Otoh
Gunga, leaving the glow of the settlement in the distance.

INT. SUB COCKPIT - UNDERWATER

OBI-WAN in the co-pilots seat, JAR JAR guides the craft.

JAR JAR
Dis is nusen.

OBI-WAN
Master, why do you keep dragging
these pathetic life forms along with
us?...Here, take over.

JAR JAR
Hey, ho? Where wesa goen??

QUI-GON
You're the navigator.

JAR JAR
Yo dreamen mesa hopen...

QUI-GON
Just relax, the Force will guide
us...

JAR JAR
Ooooh, maxibig..."da Force"...Wellen,
dat smells stinko****.

JAR JAR veers the craft to the left and turns the lights on.
The coral vistas are grand, fantastic, and wonderous.

OBI-WAN
Why were you banished, Jar Jar?

JAR JAR
Tis a long tale, buta small part
wawdabe mesa... ooooh... aaaa...
clumsy.

OBI-WAN
They banished you because you're
clumsy?

As the little sub glides into the planet core, a large dark
shape begins to follow.

JAR JAR
Mesa cause-ed mabee one or duey lettal
bitty axadentes...yud-say boom da
gasser, un crash Der Bosses
heyblibber...den banished.

Suddenly there is a loud CRASH, and the little craft lurches
to one side.

QUI-GON looks around and sees a huge, lumimnous OPEE SEA
KILLER has hooked them with its long gooey tongue.

QUI-GON
Full speed ahead.

Instead of full ahead, JAR JAR jams the controls into reverse.
The sub flies into the mouth of the creature.

JAR JAR
Oooops.

OBI-WAN
Give me the controls.

OBI-WAN takes over the controls and the OPEE SEA KILLER
instantly releases the sub from its mouth.

JAR JAR
Wesa free!

As the sub zooms away they see a larger set of jaws, munching
on the hapless KILLER. The jaws belong to the incredible
SANDO AQUA MONSTER. The lights on the tiny sub begin to
flicker as they cruise deeper into the gloom.

QUI-GON
There's always a bigger fish.

INT. FEDERATION BATTLESHIP - BRIDGE

NUTE and RUNE stand before a hologram of DARTH SIDIOUS.

NUTE
The invasion is on schedule, My Lord.

DARTH SIDIOUS
Good. I have the Senate bogged down
in procedures. By the time this
incident comes up for a vote, they
will have no choice but to accept
your control of the system.

NUTE
The Queen has great faith the Senate
will side with her.

DARTH SIDIOUS
Queen Amidala is yound and naive.
You will find controlling her will
not be difficult. You have done well,
Viceroy.

NUTE
Thank you, My Lord.

DARTH SIDIOUS fades away.

RUNE
You didn't tell him about the missing
Jedi?

NUTE
No need to report that to him, until
we have something to report.

INT. SUB COCKPIT - UNDERWATER

Sparks are flying, and water is leaking into the cabin. The
sound of the power drive drops.

OBI-WAN
...we're losing power.

OBI-WAN is working with the sparking wires. JAR JAR panics.

QUI-GON
Stay calm. We're not in trouble yet.

JAR JAR
What yet? Monstairs out dare! Leak'n
in here, all'n sink'n, and nooooo
power! You nutsen! WHEN YOUSA TINK
WESA IN TROUBLE?!!!?

OBI-WAN
Power's back.

The lights flicker on, revealing an ugly COLO CLAW FISH right
in front of them.

JAR JAR
Monstairs back!

The large COLO CLAW FISH is surprised and rears back. The
sub turns around and speeds away.

JAR JAR
Wesa in trouble now??

QUI-GON
Relax.

QUI-GON puts his hand on JAR JAR's shoulder. JAR JAR relaxes
into a coma.

OBI-WAN
You overdid it.

The COLO CLAW FISH leaps after the fleeing sub as it shoots
out of the tunnel and into the waiting jaws of the SANDO
AQUA MONSTER.

OBI-WAN
This is not good!

JAR JAR regains consciousness.

JAR JAR
Wesa dead yet?? Oie Boie!

JAR JAR's eyes bulge, and he faints again. The sub narrowly
avoids the deadly teeth of the AQUA MONSTER. The COLO CLAW
FISH chasing them isn't so lucky. It is munched in half by
the larger predator. The little sub slips away.

QUI-GON
Head for that outcropping.

EXT. THEED - MAIN ROAD INTO THEED - DAY (FX)

The long columns of the DROID ARMY move down the main road
leading to Theed, the Naboo capital.

EXT. THEED PLAZA - DAY (FX)

As the QUEEN watches helplessly from a window in the palace,
a transport carrying NUTE and RUNE lands in Theed Plaza.
They exit the transport.

NUTE
Ah, victory!

INT. NABOO LAKE - UNDERWATER - SUB (FX)

The little sub continue to propel itself toward the surface,
which is brightly lit.

JAR JAR
Wesa dude it!

EXT. THEED - ESTUARY - DAY

Paradise. Billowing clouds frame a romantic body of water.
There is a LOUD RUSH OF BUBBLES, and a small sub bobs to the
surface.

The current in the estuary begins to pull the sub backward
into a fast moving river. OBI-WAN switches off the two
remaining bubble canopies.

QUI-GON stands up to look around. JAR JAR lets out a sigh of
relief.

JAR JAR
Wesa safe now.

QUI-GON
Get this thing started.

JAR JAR
Dissen berry good. Hey?

OBI-WAN
What is it?

JAR JAR looks back to where they're drifting. He sees they
are headed for a huge waterfall.

JAR JAR
What!!?? Oie boie!

OBI-WAN tries to start the engine. The long props behind the
sub slowly begin to rotate. OBI-WAN struggles until finally,
a few feet short of the waterfall, the sub starts and is
able to generate enough power to stop drifting backward in
the powerful current. The sub slowly moves forward. In the
background, QUI-GON takes a cable out of his belt. The engine
coughs and dies. They start drifting backward again. JAR JAR
panics.

JAR JAR
Iyiiyi, wesa die'n here, hey!

QUI-GON shoots the thin cable, and it wraps itself around a
railing on the shore. The sub pulls the cable taut, and the
little craft hangs precariously over the edge of the
waterfall.

QUI-GON
Come on...

OBI-WAN climbs out of the sub and pulls himself along the
cable. QUI-GON starts in after him.

QUI-GON
Come on, Jar Jar.

JAR JAR
No! Too scary!

OBI-WAN
Get up here!

JAR JAR
No a mighty no!

JAR JAR looks back and sees he is hanging over the waterfall.

JAR JAR
Oie boie...mesa comen. Mesa comen!

JAR JAR starts to climb out of the sub. OBI-WAN is on shore
and helps to pull QUI-GON out of the water.

OBI-WAN
That was close.

BATTLE DROID 3B3 (O.S.)
Drop your weapons!

The TWO JEDI turn around to see a BATTLE DROID standing in
front of them.

BATTLE DROID 3B3

JAR JAR
Whoa!!!

EXT. THEED - PALACE - DAY

The waterfalls of Theed sparkle in the noonday sun.

INT. THEED - PALACE THRONE ROOM - DAY

QUEEN AMIDALA, SIO BIBBLE, and FIVE OF HER HANDMAIDENS
(EIRTAE, YANE, PADME, RABE, SACHE) are surrounded by TWENTY
DROIDS. Capt. Panaka and FOUR NABOO GUARDS are also held at
gunpoint. NUTE and RUNE stand in the middle of the room.

BIBBLE
...how will you explain this invasion
to the Senate?

NUTE
The Naboo and the Federation will
forge a treaty that will legitimize
our occupation here. I've been assured
it will be ratified by the Senate.

AMIDALA
I will not co-operate.

NUTE
Now, now, your Highness. You are not
going to like what we have in store
for your people. In time, their
suffering will persuade you to see
our point of view. Commander.
(OOM-9 steps forward)
Process them.

OOM-9
Yes, sir!
(turns to his sergeant)
Take them to Camp Four.

The SERGEANT marches the GROUP out of the throne room.

EXT. PALACE - PLAZA - DAY

QUEEN AMIDALA, PADME, EIRTA, YANE, RABE, SACHE, Capt. Panaka,
SIO BIBBLE,

and FOUR GUARDS are led out of the palace by ten BATTLE
DROIDS. The plaza is filled with tanks and BATTLE DROIDS,
which they pass on their way to the detention camp.
Unbeknownst to them, QUI-GON, OBI-WAN, and JAR JAR sneak
across on a walkway above the plaza and jump from a balcony
to begin an attack to rescue the QUEEN.

FOUR BATTLE DROIDS are instantly cut down. MORE DROIDS move
forward and are also cut down by the JEDIS' flashing
lightsabres until there is only the DROID SERGEANT left. The
SERGEANT starts to run but is pulled back to QUI-GON by the
Force, until finally he is dispatched by the JEDI.

JAR JAR
Yousa guys bombad!

QUEEN AMIDALA and the OTHERS are amazed. JAR JAR is getting
used to this. They move between two buildings.

QUI-GON
Your Highness, we are the Ambassadors,
for the Supreme Chancellor.

BIBBLE
Your negotiations seem to have failed,
Ambassador.

QUI-GON
The negotiations never took place.
Your Highness, we must make contact
with the republic.

Capt. Panaka steps forward.

CAPT. PANAKA
They've knocked out all our
communications.

QUI-GON
Do you have transports?

CAPT. PANAKA
In the main hanger. This way.

THEY disappear down an alleyway as the ALARMS are sounded

INT. CENTRAL HANGER - HALLWAY - DAY

Capt. Panaka cracks open a side door to the central hanger.
QUI-GON looks in over his shoulder. OBI-WAN, JAR JAR, and
the rest of the group are behind him. They see several Naboo
spacecraft guarded by about FIFTY BATTLE DROIDS. ALARMS can
be heard in the distance.

CAPT. PANAKA
There are too many of them.

QUI-GON
That won't be a problem.
(to Amidala)
Your Highness, under the
circumstances, Isuggest you come to
Coruscant with us.

AMIDALA
Thank you, Ambassador, but my place
is here with my people.

QUI-GON
They will kill you if you stay.

BIBBLE
They wouldn't dare.

CAPT. PANAKA
They need her to sign a treaty to
make this invasion of theirs legal.
They can't afford to kill her.

QUI-GON
The situation here is not what it
seems. There is something else behind
all this, Your Highness. There is no
logic in the Federation's move here.
My feelings tell me they will destroy
you.

BIBBLE
Please, Your Highness, reconsider.
Our only hope is for the Senate to
side with us... Senator Palpatine
will need your help.

CAPT. PANAKA
Getting past their blockade is
impossible, Your Highness.
Any attempt to escape will be
dangerous.

BIBBLE
Your Highness, I will stay here and
do what I can...They will have to
retain the Council of Governors in
order to maintain control. But you
must leave...

The QUEEN turns to PADME and EIRTAE.

AMIDALA
Either choice presents a great
risk...to all of us...

PADME
We are brave, Your Highness.

QUI-GON
If you are to leave, Your Highness,
it must be now.

AMIDALA
Then, I will plead our case before
the Senate.
(to Bibble)
Be careful, Governor.

INT. CENTRAL HANGER - DAY

The door opens to the main hanger. QUI-GON, OBI-WAN, JAR
JAR, Capt. Panaka, TWO GUARDS, and THREE HANDMAIDENS (PADME,
EIRTAE, RABE), followed by QUEEN AMIDALA, head for a sleek
chrome spacecraft. SIO BIBBLE, YANE and SACHE stay behind.
The HANDMAIDENS begin to cry.

CAPT. PANAKA
We need to free those pilots.

Capt. Panaka points to TWENTY GUARDS, GROUND CREW, and PILOTS
held in a corner by SIX BATTLE DROIDS.

OBI-WAN
I'll take care of that.

OBI-WAN heads toward the group of captured pilots.

QUI-GON and the QUEEN, Capt. Panaka, JAR JAR, and the rest
Of the GROUP approach the GUARDS at the ramp of the Naboo
craft.

GUARD DROID
Where are you going?

QUI-GON
I'm Ambassador for the Supreme
Chancellor, and I'm taking those
people to Coruscant.

DROID GUARD
You're under arrest!

The DROID GUARD draws his weapon, but before any of the DROIDS
can fire, they are cut down. OTHER GUARDS run to their aid.
OBI-WAN attacks the GUARDS around the PILOTS. QUI-GON stands,
fighting off DROIDS as the OTHERS rush on board the
spacecraft. OBI-WAN, the FREED PILOTS (including RIC OLIE),
GUARDS and GROUND CREW MEMBERS rush on board the ship. The
OTHER PILOTS and GUARDS race to SIO BIBBLR. After everyone
has made it onto the ship, QUI-GONjumps on board. ALARMS
sound. MORE DROIDS rush into the hanger and fire as the ship
takes off.

EXT. THEED - HANGER ENTRY - DAY (FX)

The ship exits the hanger. BATTLE DROIDS standing in the
hanger shoot at them.

EXT. SPACE (FX)

The sleek spacecraft speeds away from the planet of Naboo
and heads for the deadly Federation blockade.

INT. NABOO SPACECRAFT - COCKPIT

The PILOT, RIC OLIE, navigates toward the massive battleship,
QUI-GON and Capt. Panaka watch.

RIC OLIE
...our communications are still
jammed.

INT. NABOO SPACECRAFT - DROID HOLD

JAR JAR is led into a low, cramped doorway by OBI-WAN.

OBI-WAN
Now stay here, and keep out of
trouble.

OBI-WAN closes the door. JAR JAR looks around and sees a
long row of five short, dome-topped ASTRO DROIDS (R-2 units).
The all look alike, except for thier paint color, and they
all seem to be shut down.

JAR JAR
Ello, boyos.
(no response)
Disa wanna longo trip...hey?

JAR JAR taps a bright red R-2 UNIT on the head, and its head
pops up a bit. He lets out a gasp as he lifts the head.

JAR JAR
Tis opens?...Oooops!

Many springs and things come flying out.

JAR JAR quickly closes it again, very embarrassed.

JAR JAR
Yoi! Just yoken!

EXT. SPACE BATTLE

The Naboo Spacecraft, surrounded by explosions, head even
closer to the massive Federation battle ships.

INT.NABOO SPACECRAFT - COCKPIT

RIC OLIE
There's the blockade, hang on.

Alarm sounds fill the Cockpit as Obi-Wan enters.

RIC OLIE
The shield generator's been hit. Our
deflector shields can't withstand
this. Power down... Hopefully the
repair droids can fix it.

INT. NABOO SPACECRAFT - DROID HOLD

The lights go on, and all the Droids are activated. Droids
rush to an exterior air lock, except for the red one, who
runs into a wall. JAR JAR holds on for dear life.

One Little blue Astro Droid, who is especially dedicated,
lets out a loud screech as he passes JAR JAR, causing the
Gungan to jump.

The little Droid enters an air lock and is ejected onto the
exterior of the ship.

CAPT. PANAKA
Stay on course!

QUI-GON
Do you have a cloaking device?

CAPT. PANAKA
No, this is not a warship, we have
no weapons. We're a non- violent
people, that is why the Federation
was brave enough to attack us.

RIC OLIE
We won't make it. The shields are
gone.

EXT. NABOO SPACECRAFT - FEDERATION BATTLESHIP

The Droids pop onto the exterior of the Naboo Spacecraft;
the ship races across the surface of the massive Federation
Battleship, as its guns blast two Astro Droids to pieces.

OBI-WAN
We're losing droids fast.

CAPT. PANAKA
If they can't get those shield
generators fixed we will be sitting
ducks.

RIC OLIE
The shields are gone.

EXT. NABOO SPACECRAFT - ENGINES

The Federation Battleship blows away one more Atro Droid.
The blue Droid connects some wires, causing sparks to fly.

RIC OLIE
Powers back! That little droid did
it. He bypassed the main power drive.
Deflector shield up, at maximum.

The lone BLUE DROID finishes his repairs and goes back into
the ship. The Naboo spacecraft races away from the Federation
battleship.

RIC OLIE
There's not enough power to get us
to Coruscant...the hyperdrive is
leaking.

QUI-GON
We'll have to land somewhere to refuel
and repair the ship.

QUI-GON studies a star chart on a monitor.

OBI-WAN
Here, Master. Tatooine... It's small,
out of the way, poor... The Trade
Federation has no presence there.

CAPT. PANAKA
How can you be sure?

QUI-GON
It's controlled by the Hutts...

CAPT. PANAKA
The Hutts??

OBI-WAN
It's risky... but there's no
alternative.

CAPT. PANAKA
You can't take Her Royal Highness
there! The Hutts are gangsters... If
they discovered her...

QUI-GON
...It would be no different than if
we landed on a system controlled by
the Federation... except the Hutts
aren't looking for her, which gives
us an advantage.

CPATAIN PANAKA takes a deep breath in frustration.

EXT. SPACE - NABOO SPACECRAFT (FX)

The Naboo spacecraft races away.

INT. FEDERATION BATTLESHIP - CONFERENCE ROOM

NUTE and RUNE sit around a conference table with a hologram
of DARTH SIDIOUS.

NUTE
We control all the cities in the
North and are searching for any other
settlements...

DARTH SIDIOUS
Destroy all high-ranking officials,
Viceroy... slowly... quietly. And
Queen Amidala, has she signed the
treaty?

NUTE
She has disappeared, My Lord. One
Naboo cruiser got pat the blockade.

DARTH SIDIOUS
Viceroy, find her! I want that treaty
signed.

NUTE
My Lord, it's impossible to locate
the ship. It's out of our range.

DARTH SIDIOUS
...not for a Sith...

A second SITH LORD appears behind DARTH SIDIOUS.

DARTH SIDIOUS
...Viceroy, this is my apprentice.
Lord Maul. He will find your lost
ship.

NUTE
Yes, My Lord.

The hologram fades off.

NUTE
This is getting out of hand...now
there are two of them.

RUNE
We should not have made this bargain.
What will happen when the Jedi become
aware of these Sith Lords?

INT. NABOO SPACECRAFT - QUEENS CHAMBERS

QUI-GON, OBI-WAN, Capt. Panaka, and the LITTLE BLUE DROID
stand before QUEEN AMIDALA and her THREE HANDMAIDENS, PADME,
EIRTAE and RABE.

CAPT. PANAKA
...An extremely well put together
little droid. Without a doubt, it
saved the ship, as well as our lives.

AMIDALA
It is to be commended... what is its
number?

The LITTLE BLUE DROID lets out a series of bleeps. Capt.
Panaka leans over and scrapes some dirt off of the side of
the DROID and read the number:

CAPT. PANAKA
R2-D2, Your Highness.

AMIDALA
Thank you, Artoo Detoo. You have
proven to be very loyal... Padme!

PADME bows before the QUEEN.

AMIDALA
Clean this droid up the best you
can. It deserves our gratitude...
(to Panaka)
Continue, Captain.

Capt. Panaka looks nervously to OBI-WAN and QUI-GON.

QUI-GON
Yor Highness, we are heading for a
remote planet called Tatooine. It is
a system far beyond the reach of the
Trade Federation. There we will be
able to make needed repairs, then
travel on to Coruscant.

CAPT. PANAKA
Your Highness, Tatooine is very
dangerous. It's controlled by an
alliance of gangs called the Hutts.
I do not agree with the Jedi on this.

QUI-GON
You must trust my judgement, Your
Highness.

AMIDALA and PADME exchange looks. PADME moves next to the
DROID.

INT. NABOO SPACECRAFT - MAIN AREA

PADME sits in the Main Area, cleaning R2-D2, the brave little
Astra Droid. JAR JAR pops out of an open door.

JAR JAR
Hidoe!

Both PADME and ARTOO jump and let out a little SCREAM. The
Gungan is embarrassed that he frightened them.

JAR JAR
Sorry, nomeanen to scare yousa.

PADME
That's all right.

JAR JAR
I scovered oily back dare. Needen
it?

PADME
Thank you. This little guy is quite
a mess.

JAR JAR hands PADME the oil can.

JAR JAR
Mesa Ja Ja Binksss...

PADME
I'm Padme, I attend Her Highness,
You're a Gungan, aren't you?
(Jar Jar nods)
How did you end up here with us?

JAR JAR
Me no know... mesa day starten pitty
okeyday witda brisky morning munchen.
Den boom... getten berry skeered, un
grabbed dat Jedi, and before mesa
knowen it... pow! Mesa here.
(he shrugs)
...getten berry berry skeered.

ARTOO BEEPS a sympathetic beep.

INT. NABOO SPACECRAFT - COCKPIT

OBI-WAN, QUI-GON, and Capt. Panaka watch over RIC OLIE'S
shoulder. A large yellow planet appears directly ahead. RIC
OLIE searches his scopes.

OBI-WAN
That's it. Tatooine.

RIC OLIE
There's a settlement...a spaceport,
looks like.

QUI-GON
Land near the outskirts. We don't
want to attract any attention.

EXT. TATOOINE - SPACE (FX)

The ship heads toward the planet of Tatooine.

EXT. TATOOINE - DESERT - NABOO SPACECRAFT - DAY (FX)

The Naboo spacecraft lands in the desert in a swirl of dust.
The spaceport of Mos Espa is seen in the distance.

EXT. NABOO SPACECRAFT - MAIN AREA

OBI-WAN is hoisting the hyperdrive out of a floor panel. JAR
JAR rushes up to him and falls to his knees.

JAR JAR
Obi-Wan, sire, pleeese, no mesa go!

OBI-WAN
Sorry, Qui-Gon's right. You'll make
things less obvious.

JAR JAR walks back to ARTOO in the hallway as QUI-GON (dressed
as a farmer) enters the main area.

OBI-WAN
The Hyperdrive generator is gone. We
will need a new one.

QUI-GON moves closer to OBI-WAN and speaks quietly to him.

QUI-GON
Don't let them send ant transmissions.
Be wary... I sense a disturbance in
the Force.

OBI-WAN
I fell it also, Master.

QUI-GON goes into the hallway to meet up with ARTOO and JAR
JAR. They head to the exit ramp.

EXT. TATOOINE - DESERT - SPACESHIP - DAY

They start their trek across the desert toward the city of
Mos Espa. In the distance, a strange looking caravan makes
its way toward the spaceport.

JAR JAR
Dis sun doen murder tada skin.

From the spaceship, Capt. Panaka and PADME run toward them.

CAPT. PANAKA
Wait!

QUI-GON stops as they catch up. PADME is dresses in rough
peasant's garb.

CAPT. PANAKA
Her Highness commands you to take
her handmaiden with you. She wishes
for her to observe the local...

QUI-GON
No more commands from Her Highness
today, Captain. This spaceport is
not going to be pleasant...

CAPT. PANAKA
The Queen wishes it. She is curious
about this planet.

PADME
I've been trained in defense... I
can take care of myself.

CAPT. PANAKA
Don't make me go back and tell her
you refuse.

QUI-GON
I don't have time to argue. But this
is not a good idea. Stay close to
me.

He gives PADME a stern look.

EXT. MOS ESPA - STREET - DAY

The little GROUP walks down the main street of Mos Espa.
They pass dangerous looking citizens of all types. PADME
looks around in awe at this exotic enviroment.

QUI-GON
...moisture farms for the most part,
but also a few indigenous tribes and
scavengers. The few spaceports like
this one are havens for those who do
not wish to be found...

PADME
....like us.

JAR JAR is in a constant state of panic.

ARTOO whistles along, with perfect confidence.

JAR JAR
Dissen berry berry bad.
(steps in ooze)
Ooooh...icky...icky...goo.

EXT. MOS ESPA - JUNK DEALER PLAZA - DAY

The GROUP comes to a little plaza surrounded by several junk
spaceship dealers.

QUI-GON
We'll try one of the smaller dealers.

They head for a little junk shop that has a huge pile of
broken spaceships stacked up behind it.

INT. WATTO'S JUNK SHOP - DAY

QUI-GON, JAR JAR, PADME, and ARTOO enter the dingy junk shop
and are greeted by WATTO, a pudgy blue alien who flies on
short little wings like a hummingbird.

WATTO (SUBTITLED)
Hi chuba da naga?
(What do you want?)

QUI-GON
I need parts for a J-type 327 Nubian.

WATTO
Ah yes, ah yes. Nubian. We have lots
of that. What kinda junk?
(subtitled)
Peedenkel! Naba dee unko
(Boy, get in here! Now!)

QUI-GON
My droid here has a readout of what
I need.

A disheveled boy, ANAKIN SKYWALKER, runs in from the junk
yard. He is about nine years old, very dirty, and dressed
in rags. WATTO raises a hand, and ANAKIN flinches.

WATTO (SUBTITLED)
Coona tee-tocky malia?
(What took you so long?)

ANAKIN (SUBTITLED)
Mel tassa cho-passa...
(I was cleaning the bin like you...)

ANAKIN (SUBTITLED)

WATTO (SUBTITLED)
Chut-Chut! Ganda doe wallya.
(Never mind! Watch the store)
Me dwana no bata.
(I've got some selling to do here.)
(to Gui-Gon)
Soooo, let me take- a thee out back.
Ni you'll find what you need.

ARTOO and QUI-GON follow WATTO toward the junk yard, leaving
JAR JAR with PADME and the young boy ANAKIN. JAR JAR picks
up a gizmo, trying to figure out its purpose. QUI-GON takes
the part out of his hand and puts it back.

QUI-GON
Don't touch anything.

JAR JAR makes a rude face to QUI-GON's back and sticks out
his long tongue.

ANAKIN sits on the counter, pretending to clean a part,
staring at PADME.

She is the most beautiful creaure he has ever seen in his
life. PADME is a little embarrassed by his stare, but she
musters up an amused smile.

Finally, he gets the courage to speak.

ANAKIN
Are you an angel?

PADME
What?

ANAKIN
An angel. I've heard the deep space
pilots talk about them. They live on
the Moons of Iego I thimk. They are
the most beautiful creatures in the
universe. They are good and kind,
and so pretty they make even the
most hardened spice pirate cry.

PADME looks at him, not knowing what to say. PADME : I've
never heard of angels.

ANAKIN
You must be one...maybe you just
don't know it.

PADME
You're a funny little boy. How do
you know so much?

ANAKIN
Since I was very little, three, I
think. My Mom and I were sold to
Gardulla the Hutt, but she lost us,
betting on the Podraces, to Watto,
who's a lot better master than
Gardulla, I think.

PADME
You're... a slave?

ANAKIN looks at PADME defiantly.

ANAKIN
I am a person! My name is Anakin.

PADME
I'm sorry. I don't fully understand.
(looking around)
This is a strange world to me.

ANAKIN studies her intently.

ANAKIN
You are a strange girl to me.

JAR JAR pushes the nose on what appears to be a LITTLE DROID,
and it instantly comes to life, grows legs and arms, and
starts marching around, knocking over everything. JAR JAR
hold on but can't stop it.

ANAKIN
Hit the nose!

JAR JAR hits the nose, and the DROID collapses back into its
original state. ANAKIN and PADME laugh. ANAKIN watches PADME
straighten her hair.

EXT. WATTO'S JUNK YARD - BEHIND SHOP - DAY

WATTO reads a small portable monitor he is holding. He stands
before a hyperdrive.

WATTO
...Here it is...a T-14 hyperdrive
generator!! Thee in luck, I'm the
only one hereabouts who has one...but
thee might as well buy a new ship.
It would be cheaper, I think...Sying
of which, how's thee going to pay
for all this?

QUI-GON
I have 20,000 Republic dataries.

WATTO
Republic credits?!? Republic credits
are no good out here. I need something
more real...

QUI-GON
I don't have anything else.
(raising his hand))
But credits will do fine.

WATTO
No they won'ta.

QUI-GON, using his mind power, waves his hand again.

QUI-GON
Credits will do fine.

WATTO
No, they won'ta. What you think you're
some kinda Jedi, waving your hand
around like that? I'm a Toydarian.
Mind tricks don'ta work on me-only
money. No money, no parts! No deal!
And no one else has a T-14 hyperdrive,
I promise you that.

INT. WATTO'S JUNK SHOP - DAY

JAR JAR pulls a part out of a stack of parts to inspect it,
and they all come tumblimg down. He struggles to catch them,
only to knock more down.

ANAKIN and PADME are oblivious.

ANAKIN
...wouldn't have lasted long if I
weren't so good at fixing things.
I'm making my own droid...

QUI-GON hurries into the shop, followed by ARTOO.

QUI-GON
We're leaving.

JAR JAR follows QUI-GON. PADME gives ANAKIN a loving look.

PADME
I'm glad I met you, ...ah...

ANAKIN
...Anakin.

PADME
Anakin.

ANAKIN
Anakin Skywalker.

PADME
Padme Naberrie.

PADME turns, and ANAKIN looks sad as he watches her leave.

ANAKIN
I'm glad I met you too.

WATTO enters the junk yard, shaking his head.

WATTO (SUBTITLED)
Ootmians! Tinka me chasa hopoe ma
booty na nolia.
(Outlanders! They think because we
live so far from the center, we don't
know nothing.)

ANAKIN (SUBTITLED)
La lova num botaffa.
(They seemed nice to me.)

WATTO (SUBTITLED)
Fweepa niaga. Tolpa da bunky dunko.
(Clean the racks, then you can go
home.)

ANAKIN lets out a "yipee" and runs out the back.

EXT. MOS ESPA - STREET - ALCOVE - DAY

QUI-GON, ARTOO, JAR JAR, and PADME have found a quiet spot
between two buildings. The busy street beyond is filled with
dangerous looking creatures. QUI-GON is talking on his com-
link, while JAR JAR nervously watches the street. OBI-WAN is
in the main hold of the Naboo craft.

QUI-GON
...Obi-Wan, you're sure there isn't
anything of value left on board?

OBI-WAN (V.O.)
A few containers of supplies, the
Queen's wardrobe, maybe. Not enough
for you to barter with. Not in the
ammounts you're talking about.

QUI-GON
All right. Another solution will
present itself. I'll check back.

QUI-GON puts his comlink away and starts out into the main
street. JAR JAR grabs his arm.

JAR JAR
Noah gain...da beings hereabouts
cawazy. Wesa be robbed un crunched.

QUI-GON
Not likely. We have nothing of value,
that's our problem.

EXT. MOS ESPA - STREET - MARKET - DAY

QUI-GON, PADME, JAR JAR, and ARTOO move out into the street.
JAR JAR is walking behind the others. They walk by an outdoor
cafe filled with a rough gang of aliens, one of which is
especially ugly, SEBULBA, a spider-like creature. JAR JAR
stops for a moment in front of a stall selling dead frogs
hanging on a wire. He looks around to see if anyone is
looknig, then sticks out his tongue, and gets hold of one,
pulling it into his mouth.

Unfortunately, the frog is tied tightly to the wire. The
vendor suddenly appears.

VENDOR
Hey, that will be seven truguts!!

JAR JAR opens his mouth in surprise, and the frog snaps away,
ricochets around the market, and lands in Sebulba's soup,
splashing him. As JAR JAR moves away from the VENDOR, SEBULBA
jumps up on the table and grabs the hapless Gungan.

SEBULBA (SUBTITLED)
Chuba!!
(You!!)

JAR JAR
Who, mesa??

SEBULBA (SUBTITLED)
Ni chuba na??
(Is this yours??)

SEBULBA holds the frog up to the Gungan threateningly. SEVERAL
OTHER CREATURES start to gather. SEBULBA shoves JAR JAR to
the ground. The Gungan desperately tries to scramble to
safety.

JAR JAR
(to himself)
Why mesa always da one??

ANAKIN (O.S.)
Because you're afraid.

JAR JAR turns to see ANAKIN pushing his way next to him. The
boy stands up to SEBULBA in a very self-assured way.

ANAKIN (SUBTITLED)
Chess ko, Sebulba...Coo wolpa tooney
rana.
(Careful, Sebulba...This one's very
connected.)

SEBULBA stops his assault on JAR JAR and turns to ANAKIN.

SEBULBA (SUBTITLED)
Tooney rana nu pratta dunko, shag.
(Connected?? Whada you mean, slave?)

ANAKIN (SUBTITLED)
Oh da Hutt...cha porko ootman
geesa...me teesa rodda co pana pee
choppa chawa.
(As in Hutt...big time outlander,
this one... I'd hate to see you diced
before we race again.)

SEBULBA (SUBTITLED)
Neek me chowa, wermo, mo killee ma
klounkee
(Next time we race, wermo, it will
be the end of you!)
Una noto wo shag, me wompity du pom
pom.
(If you weren't a slave, I'd squash
you right now.)

SEBULBA turns away.

ANAKIN (SUBTITLED)
Eh, chee bana do mullee ra.
(Yeah, it'd be a pity if you had to
pay for me.)

QUI-GON, PADME and ARTOO arrive.

ANAKIN
Hi! Your buddy here was about to be
turned into orange goo. He picked a
fight with a Dug. An especially
dangerous Dug called Sebulba.

JAR JAR
Nosir, nosir. Mesa hate crunchen.
Dat's da last ting mesa wanten.

QUI-GON
Nevertheless, the boy is right...
you were heading for trouble. Thank
you, my young friend.

PADME looks at ANAKINB and smiles; he smiles back. They start
walking down the crowded street.

JAR JAR
Mesa doen nutten!

ANAKIN
Fear attracts the fearful. He was
trying to overcome his fear by
squashing you... be less afraid.

PADME
And that works for you.

ANAKIN
To a point.
(he smiles)

EXT. TATOOINE - DESERT - SPACESHIP - DAY

OBI-WAN stands in front of the Naboo spacecraft as the wind
picks up and begins to whip at his robe. Capt. Panaka exits
the ship and joins him.

OBI-WAN
This storm's going to slow them down.

CAPT. PANAKA
It looks pretty bad. We'd better
seal the ship.

Capt. Panaka'S comlink sounds off.

CAPT. PANAKA
Yes?
(listens)
We'll be right there.

EXT. MOS ESPA - STREET - FRUIT STAND - DAY

ANAKIN and the GROUP stop at a fruit stand run by a jolly,
but very poor, old lady named JIRA.

ANAKIN
How are you feeling today, Jira?

JIRA
The heat's never been kind to me,
you know, Annie!

ANAKIN
Guess what? I've found that cooling
unit I've been searching for.

It's pretty beat up, but I'll have it fixed up for you in no
time, I promise.

JIRA
You're a fine boy, Annie.

ANAKIN
I'll take four pallies today.
(to Padme)
You'll like these...

ANAKIN reaches in his pocket and comes up with three coins.
He drops one.

QUI-GON picks it up, revealing for a moment, his lightsabre.

ANAKIN
Whoops, I thought I had more... Make
thgat three, I'm not hungry.

The wind picks up. SHOP OWNERS are starting to close up their
shops as JIRA gives them their pallies.

JIRA
Gracious, my bones are aching...
storm's coming on, Annie. You'd better
get home quick.

ANAKIN
(to QUI-GON)
Do you have shelter?

QUI-GON
We'll head back to our ship.

ANAKIN
Is it far?

PADME
On the outskirts.

ANAKIN
You'll never reach the outskirts in
time... sandstorms are very, very
dangerous. Come with me. Hurry!

The GROUP follows ANAKIN as he rushes down the windy street.

EXT. MOS ESPA - SLAVE QUARTERS - STREET - SANDSTORM - DAY

The wind is blowing hard as QUI-GON, JAR JAR, and PADME follow
ANAKIN down the street and into a slave hovel.

INT. ANAKIN'S HOVEL - MAIN ROOM - DAY

QUI-GON, JAR JAR, ARTOO, and PADME enter a small living space.

ANAKIN
Mom! Mom! I'm home.

JAR JAR
Dissen cozy.

Anakin's mother, SHMI SKYWALKER, a warm, friendly woman of
forty, enters from her work area and is startled to see the
room full of people.

SHMI
Oh, my!! Annie, what's this?

ANAKIN
These are my friends, Mom. This is
Padme, and...gee, I don't know any
of your names.

QUI-GON
I'm Qui-Gon Jinn, and this is Jar
Jar Binks. ARTOO lets out a little
beep.

PADME
...and our droid, Artoo-Detoo.

ANAKIN
I'm building a droid. You wanna see?

SHMI
Anakin! Why are they here?

ANAKIN
A sandstorm, Mom. Listen.

The wind HOWLS outside.

QUI-GON
Your son was kind enough to offer us
shelter.

ANAKIN
Come on! Let me show you Threepio!

ANAKIN leads PADME into the other room. ARTOO follows, beeping
all the way.

QUI-GON takes five small capsules from his utility belt and
hands them to SHMI.

QUI-GON
I have enough food for a meal.

SHMI
Oh, thank you. Thank you so much.
I'm sorry if I was abrupt. I'll never
get used to Anakin's surprises.

QUI-GON
He's a very special boy.

SHMI looks at him as if he's discovered a secret.

SHMI
Yes, I know.

INT. ANAKIN'S HOVEL - BEDROOM - DAY

ANAKIN shows off his ANDROID, which is lying on his workbench.
There is one eye in the head; the body, arms, and legs have
no outer coverings.

ANAKIN
Isn't he great?! He's not finished
yet.

PADME
He's wonderful!

ANAKIN
You reall like him? He's a protocol
droid...to help Mom. Watch!

ANAKIN pushes a switch, and the DROID sits up. Anakin rushes
around, grabs an eye and puts it in one of the sockets.

THREEPIO
How do you do, I am See-Threepio,
Human Cyborg Relations. How might I
serve you?

PADME
He's perfect.

ANAKIN
When the storm is over, you can see
my racer. I'm building a Podracer!

PADME smiles at his enthusiasm. ARTOO lets out a flurry of
beeps and whistles.

THREEPIO
I beg your pardon... what do you
mean I'm naked?

ARTOO BEEPS

THREEPIO
My parts are showing? Oh, my goodness.
How embarrassing!

INT. NABOO SPACECRAFT - QUEENS CHAMBERS

AMIDALA, EIRTAE, RABE, and OBI-WAN watch a very bad
transmission of a SIO BIBBLE hologram.

BIBBLE
...cut off all food supplies until
you return... the death toll is
catastrophic... we must bow to their
wishes, Your Highness...Please tell
us what to do! If you can hear us,
Your Highness, you must contact me...

AMIDALA looks upset...almost nervous.

OBI-WAN
It's a trick. Send no reply... Send
no transmission of any kind.

INT. ANAKIN'S HOVEL - MAIN ROOM - DAY

QUI-GON listens to his comlink. OBI-WAN is in the cockpit.

OBI-WAN
...the Queen is upset... but absolutly
no reply was sent.

QUI-GON
It sounds like bait to establish a
connection trace.

OBI-WAN
What if it is true and the people
are dying?

QUI-GON
Either way, we're running out of
time.

EXT. CORUSCANT - BALCONY OVERLOOKING CITY - NIGHT

DARTH SIDIOUS and DARTH MAUL look out over the vast city.

DARTH MAUL
Tatooine is sparsely populated. If
the trace was correct, I will find
them quickly, Master.

DARTH SIDIOUS
Move against the Jedi first... you
will then have no difficulty taking
the Queen back to Naboo, where she
will sign the treaty.

DARTH MAUL
At last we will reveal ourselves to
the Jedi. At last we will have
revenge.

DARTH SIDIOUS
You have been well trained, my young
apprentice, they will be no match
for you. It is too late for them to
stop us now. Everything is going as
planned. The Republic will soon be
in my command.

The hologram of DARTH MAUL fades off as DARTH SIDIOUS looks
out over the city.

EXT. MOS ESPA - SANDSTORM - DAY

The giant sandstorm engulfs the town, including the Naboo
spaceship on the outskirts of the city center, where Watto's
ship is; and the slave quarters, where drifts of sand begin
building up against Anakin's house.

INT. ANAKIN'S HOVEL - MAIN ROOM - DAY

QUI-GON, ANAKIN, SHMI, JAR JAR, and PADME are seated around
a makeshift table, having dinner as the wind howls outside.

JAR JAR slurps his soup rather loudly. Everyone looks at
him. He turns a little brighter red.

SHMI
All slaves have transmitters placed
inside their bodies somewhere.

ANAKIN
I've been working on a scanner to
try and locate them, but no luck.

SHMI
Any attempt to escape...

ANAKIN
...and they blow you up...poof!

PADME and JAR JAR are horrified.

JAR JAR
How wude.

PADME
I can't believe there is still slavery
in the galaxy. The Republic's anti-
slavery laws...

SHMI
The Republic doesn't exist out here...
we must survive on our own.

An awkward silence. ANAKIN attempts to end the embarrassment.

ANAKIN
Have you ever seen a Podrace?

PADME shakes her head no. She notices the concern of SHMI.
JAR JAR snatches some food from a bowl at the other end of
the table with his tongue.

QUI-GON gives him a dirty look.

QUI-GON
They have Podracing on Malastare.
Very fast, very dangerous.

ANAKIN
I'm the only human who can do it.

SHMI looks at her son.

ANAKIN
Mom, what? I'm not bragging. It's
true. Watto says he's never heard of
a human doing it.

QUI-GON
You must have Jedi reflexes if you
race Pods.

ANAKIN smiles. JAR JAR attempts to snare another bit of food
from the bowl with his tongue, but QUI-GON, in a flash, grabs
it between his thumb and forefinger. JAR JAR is startled.

QUI-GON
Don't do that again.

JAR JAR tries to acknowledge with some silly mumbling. QUI-
GON lets go of the tongue, and it snaps back into JAR JAR's
mouth.

ANAKIN
I... I was wondering... something...

QUI-GON
What?

ANAKIN
Well, ahhh... you're a Jedi Knight,
aren't you?

QUI-GON
What makes you think that?

ANAKIN
I saw your laser sword. Only Jedi
carry that kind of weapon.

QUI-GON leans back and slowly smiles.

QUI-GON
Perhaps I killed a Jedi and stole it
from him.

ANAKIN
I don't think so... No one can kill
a Jedi Knight.

QUI-GON
I wish that were so...

ANAKIN
I had a dream I was a Jedi. I came
back here and freed all the slaves...
have you come to free us?

QUI-GON
No, I'm afraid not...

ANAKIN
I think you have... why else would
you be here?

QUI-GON thinks for a moment.

QUI-GON
I can see there's no fooling you...
(leans forward)
You mustn't let anyone know about
us... we're on our way to Coruscant,
the central system in the Republic,
on a very important mission, and it
must be kept secret.

ANAKIN
Coruscant... wow... how did you end
up here in the outer rim?

PADME
Our ship was damaged, and we're
stranded here until we can repair
it.

ANAKIN
I can help! I can fix anything!

QUI-GON
I believe you can, but our first job
is to aquire the parts we need...

JAR JAR
Wit no-nutten mula to trade.

PADME
These junk dealers must have a
weakness of some kind.

SHMI
Gambling. Everything here revolves
around betting on those awful races.

QUI-GON
Podracing... Greed can be a powerful
ally.. if it's used properly.

ANAKIN
I've built a racer! It's the fastest
ever... There's a big race tomorrow,
on Boonta Eve. You could enter my
pod. It's all but finished...

SHMI
Anakin, settle down. Watto won't let
you...

ANAKIN
Watto doesn't know I've built it.
(to Qui-Gon))
You could make him think it's your's,
and you could get him to let me pilot
it for you.

QUI-GON looks to SHMI. She is upset.

SHMI
I don't want you to race, Annie...
It's awful. I die every time Watto
makes you do it.

ANAKIN
But Mom, I love it... and they need
help... they're in trouble. The prize
money would more than pay for the
parts they need.

JAR JAR
Wesa ina pitty bad goo.

GUI-GON
Your mother's right. Is there anyone
friendly to the Republic who might
be able to help us?

SHMI shakes her head no.

ANAKIN
We have to help them, Mom...you said
that the biggest problem in the
universe is no one helps each other...

SHMI
Anakin, don't...

JAR JAR belches. There is silence for a moment as they eat.

PADME
I'm sure Qui-Gon doesn't want to put
your son in danger. We will find
another way...

SHMI
No, Annie's right, there is no other
way... I may not like it, but he can
help you... he was meant to help
you.

ANAKIN
Is that a yes? That is a yes!

The storm continues to rage outside the slave hovel.

EXT. MOS ESPA - JUNK DEALER PLAZA - DAY

The storm has passed. VENDORS and STREET PEOPLE clean up the
mess and rebuild their food stalls. JAR JAR sits on a box
in front of Watto's parts shop, watching all the activity
with growing nervousness. ARTOO is standing next to him.
PADME stops QUI-GON as he is about to enter the shop.

PADME
Are you sure about this? Trusting
our fate to a boy we hardly know.
The Queen will not approve.

QUI-GON
The Queen does not need to know.

PADME
Well, I don't approve.

QUI-GON turns and starts into the shop.

INT. WATTO'S JUNK SHOP - DAY

WATTO and ANAKIN are in the middle of an animated discussion
in Huttese.

WATTO
Patta go bolla!

ANAKIN
No batta!

WATTO
Pedunky. Maa kee cheelya.

ANAKIN
Bayno, Bayno!

QUI-GON walks in, and WATTO and ANAKIN join him.

WATTO
The boy tells me you wanta sponser
hi insa race. You can't afford parts.
How can you do this? Not on Republic
credits, I think.
(he laughs)

QUI-GON
My ship will be the entry fee.

QUI-GON pulls a small object that looks like a watch out of
his pocket, and a hologram of the Naboo spacecraft appears
about a foot long in front of WATTO. He studies it.

WATTO
Not bad... not bad... a Nubian.

QUI-GON
It's in good order, except for the
parts we need.

WATTO
...but what would the boy ride? He
smashed up my Pod in the last race.
It will take some time to fix it.

ANAKIN is embarrassed and steps forward.

ANAKIN
Ahhhh....it wasn't my fault really...
Sebulba flashed me with his vent
ports. I actually saved the Pod...
mostly.

WATTO
(laughing))
That you did. The boy is good, no
doubts there.

QUI-GON
I have... acquired a Pod in a game
of chance. "The fastest ever built."

WATTO
I hope you didn't kill anyone I know
for it.
(laughs))
So, you supply the Pod and the entry
fee; I supply the boy. We split the
winnings fifty-fifty, I think.

QUI-GON
Fifty-fifty!?! If it's going to be
fifty-fifty, I suggest you front the
cash for the entry. If we win, you
keep all the winnings, minus the
cost of the parts I need... If we
lose, you keep my ship.

WATTO thinks about this. ANAKIN tries not to be nervous.

QUI-GON
Either way, you win.

WATTO (SUBTITLED)
Deal! Yo bana pee ho-tah, meedee ya.
(Your friend is a follish one,
methinks.)

EXT. NABOO SPACECRAFT - TATOOINE DESERT - DAY

OBI-WAN stands outside the Naboo spacecraft, speaking into
his comlink.

QUI-GON is on the back porch of the hovel.

OBI-WAN
What if this plan fails, Master? We
could be stuck here for a long time.

QUI-GON (V.O.)
A ship without a power supply will
not get us anywhere, and there is
something about this boy...

EXT. MOS ESPA - SLAVE QUARTERS - PORCH - DAY

QUI-GON puts the comlink away as SHMI comes onto the porch
PADME, ANAKIN, JAR JAR, and ARTOO work on the engines of the
Podracer in the courtyard below.

QUI-GON
You should be proud of your son. He
gives without any thought of reward.

SHMI
He knows nothing of greed. He has...

QUI-GON
He has special powers.

SHMI
Yes...

QUI-GON
He can see things before they happen.
That's why he appears to have such
quick reflexes. It is a Jedi trait.

SHMI
He deserves better than a slave's
life.

QUI-GON
The Force is unusally strong with
him, that much is clear. Who was his
father?

SHMI
There was no father, that I know
of... I carried him, I gave him
birth... I can't explain what
happened. Can you help him?

QUI-GON
I'm afraid not. Had he been born in
the Republic, we would have identified
him early, and he would have become
Jedi, no doubt...he has the way.
But it's too late for him now, he's
too old.

EXT. MOS ESPA - SLAVE QUARTERS - BACK YARD - DAY

KITSTER (a young boy about Anakin's age), SEEK (a boy of
ten), AMEE (a girl of six), and WALD (a Greedo Type, six
years old) join ANAKIN, JAR JAR, ARTOO, and PADME securing
some wiring.

ANAKIN
Padme and Jar Jar, this is my friend
Kitster, and Seek, Amee, and Wald.

All whistle, hoot, and speak a greeting.

KITSTER
Wow, a real Astro Droid...how'd you
get so lucky?

ANAKIN
This isn't the half of it. I'm entered
in the Boonta Race tomorrow!

KITSTER
What? With this??

WALD (SUBTITLED)
Annie, Jesko na joka.
(You are such a joke, Annie.)

AMEE
You've been working on that thing
for years. It's never going to run.

SEEK
Come on, let's go play ball. Keep it
up, Annie, and you're gonna be bug
squash.

SEEK, WALD, and AMEE take off, laughing. JAR JAR is fiddling
with one of the energy binder plates.

ANAKIN
Hey! Jar Jar! Stay away from those
energy binders...

JAR JAR
Who, mesa?

ANAKIN
If your hand gets caught in that
beam, it will go numb for hours.

JAR JAR peeks at the energy plate; it makes a little
electronic pop, zaps him in the mouth and jumps back. JAR
JAR tries to say something, but his mouth is numb and his
words are garbled.

JAR JAR
Ouch-dats muy bigo Oucho.
(gibberish)

KITSTER
But you don't even know if this thing
will run.

ANAKIN
It will.

QUI-GON approaches the GROUP and gives ANAKIN a small battery.
JAR JAR gets his hand caught in the afterburner and tries to
tell Anakin, but can't get words out that make sense.

QUI-GON
I think it's time we found out. Use
this power charge.

ANAKIN
Yes, sir!!

ANAKIN jumps into the little capsule behind the two giant
engines. He puts the power pack back into the dashboard.
EVERYONE backs away, except for JAR JAR who calls for help.
Finally PADME frees him and the engines ignite with a ROAR.
EVERYONE cheers.

EXT. MOS ESPA - SLAVE QUARTERS - PORCH - DAY

SHMI, watching from the porch, smiles sadly.

EXT. SLAVE QUARTERS - BALCONY - NIGHT

ANAKIN sits on the balcony rail of his hovel as QUI-GON tends
to a cut. The BOY leans back to look at the vast blanket of
stars in the sky.

QUI-GON
Sit still, Annie. Let me clean this
cut.

ANAKIN
There are so many! Do they all have
a system of planets?

QUI-GON
Most of them.

ANAKIN
Has anyone been to them all?

QUI-GON
(laughs)
Not likely.

ANAKIN
I want to be the first one to see
them all... Ouch!

QUI-GON wipes a patch of blood off ANAKIN'S arm.

QUI-GON
There, good as new...

SHMI yells from inside the hovel.

SHMI (O.S.)
Annie, bedtime!

QUI-GON scrapes ANAKIN's blood onto a comlink chip.

ANAKIN
What are you doing?

QUI-GON
Checking your blood for infections.

ANAKIN
I've never seen...

SHMI (O.S.)
Annie! I'm not goiung to tell you
again!

QUI-GON
Go on, you have a big day tomorrow.
(beat)
Goodnight.

ANAKIN rolls his eyes and runs into the hovel. QUI-GON takes
the blood stained chip and inserts it into the comlink, then
calls OBI-WAN.

QUI-GON
Obi-Wan...

OBI-WAN
Yes, Master.

QUI-GON
Make an analysis of this blood sample
I'm sending you.

OBI-WAN
Wait a minute...

QUI-GON
I need a midi-chlorian count.

OBI-WAN
All right. I've got it.

QUI-GON
What are your readings?

OBI-WAN
Something must be wrong with the
transmission.

QUI-GON
Here's a signal check.

OBI-WAN
Strange. The transmission seems to
be in good order, but the reading's
off the chart... over twenty thousand.

QUI-GON
(almost to himself)
That's it then.

OBI-WAN
Even Master Yoda doesn't have a midi-
chlorian count that high!

QUI-GON
No Jedi has.

OBI-WAN
What does it mean?

QUI-GON
I'm not sure.

The JEDI KNIGHT looks up and sees SHMI in the doorway watching
him.

Embarrassed, she goes back into the kitchen while QUI-GON
ponders the situation.

EXT. TATOOINE - DESERT MESA - NIGHT

The sinister looking Sith spacecraft lands on top of a desert
mesa at dus, scattering a herd of banthas. DARTH MAUL walks
to the edge of the mesa and studies the landscape with a
pair of electrobinoculars. He picks out the lights of three
different cities in the distance, then pushes buttons on his
electronic armband.

Six football-sized PROBE DROIDS float out of the ship and
head off in three different directions toward the cities.

DARTH MAUL stands on the mesa and watches them through his
electrobinoculars.

EXT. MOS ESPA - SLAVE QUARTERS - PORCH - SUNRISE

Padme exits the hovel.

EXT. MOS ESPA - SLAVE QUARTERS - BACK YARD - SUNRISE

As the twin suns rise, ARTOO is busy painting the racing
Pod. ANAKIN is asleep. PADME passes ARTOO.

PADME
I hope you're about finished.

ARTOO whistles a positive reply. PADME sees KITSTER riding
toward them on an EOPIE, a strange camel-lile creature. He
is leading a second EOPIE behind him. PADME goes over to
ANAKIN. He looks very vulnerable as he sleeps. She watches
him, then touches him on the cheek. ANAKIN wakes up, yawns,
and looks at her, a little puzzled.

ANAKIN
You were in my dream... you were
leading a huge army into battle.

PADME
I hope not, I hate fighting. Your
mother wants you to come in and clean
up. We have to leave soon.

ANAKIN stands up and stretches just as KITSTER arrives.

ANAKIN
Hook 'em up, Kitster.
(to Padme))
I won't be long. Where's Qui-Gon?

PADME
He and Jar Jar left already. They're
with Watto at the arena.

EXT. MOS ESPA - ARENA - MAIN HANGER - DAY

RACE CREWS mill about outside the Main Hanger.

INT. MOS ESPA - ARENA - MAIN HANGER - DAY

The hanger is a large building with a dozen or so Podracers
being readied for the race. ALIEN CREWS and PILOTS rush about,
making last minute fixes on their vehicles. WATTO, QUI-GON,
and JAR JAR walk through the activity.

WATTO
...I want to see your spaceship the
moment the race is over.

QUI-GON
Patience, my blue friend. You'll
have your winnings before the suns
set, and we'll be far away from here.

WATTO
Not if your ship belongs to me, I
think... I warn you, no funny
business.

QUI-GON
You don't think Anakin will win?

WATTO stops before an orange racer. Sitting to one side,
having his shoulders and neck massaged by TWIN YOBANAS, is
SEBULBA.

WATTO
Don't get me wrongo. I have great
faith in the boy. He's a credit to
your race, but Sebulba there is going
to win, I think.

QUI-GON
Why?

WATTO
He always wins.
(laughs)
I'm betting heavily on Sebulba.

QUI-GON
I'll take that bet.

WATTO
(suddenly stops
laughing)
What??!! What do you mean?

QUI-GON
I'll wager my new racing pod
against... say... the boy and his
mother.

WATTO
A Pod for slaves. I don't think so...
well, poerhaps. Just one...the mother,
maybe...the boy isn't for sale.

QUI-GON
The boy is small, he can't be worth
much.

WATTO shakes his head.

QUI-GON
For the fastest Pod ever built?!

WATTO shakes his head again.

QUI-GON
Both, or no bet.

WATTO
No Pod's worth two slaves... not by
a long shot... one slave or nothing.

QUI-GON
The boy, then...

WATTO pulls out a small cube from his pocket.

WATTO
We'll let fate decide. Blue it's the
boy, red his mother...

WATTO tosses the cube down. QUI-GON lifts his hand slightly;
it turns blue.

QUI-GON smiles. WATTO is angry.

WATTO
You won the small toss, outlander,
bou you won't win the race, so... it
makes little difference.

ANAKIN and PADME enter the hanger on one of the EOPIES,
pulling an engine. KITSTER, on the other EOPIE, is pulling
another engine. With THREEPIO walking alongside, ARTOO
trundles behind, pulling the Pod with SHMI sitting on it.
WATTO passes ANAKIN as he leaves.

WATTO (SUBTITLED)
Bonapa keesa pateeso, o wanna meetee
chobodd.
(Better stop your friends betting,
or I'll end up owning him, too.)

WATTO walks off, laughing.

ANAKIN
What did he mean by that?

QUI-GON
I'll tell you later.

ARTOO beeps at THREEPIO.

THREEPIO
Oh my! Space travel sounds rather
perilous.

ARTOO emits a series of beeps.

THREEPIO
I can assure you they will never get
me onto one of those dreadful
starships!

KITSTER
(to Anakin)
This is so wizard! I'm sure you'll
do it this time, Annie.

PADME
Do what?

KITSTER
Finish the race, of course!

PADME
You've never won a race?

ANAKIN
Well... not exactly...

PADME
Not even finished?!

ANAKN looks sheepish.

ANAKIN
...but Kitster's right, I will this
time.

QUI-GON
Of course you will.

EXT. MOS ESPA - STREET - DAY

One of Darth Maul's PROBE DROIDS slowly floats down the main
street of Tatooine. It looks in shops and studies PEOPLE as
it searches for OBI-WAN, QI-GON, or the QUEEN.

EXT. MOS ESPA - DESERT RACE ARENA - DAY

An EXTREME HIGH WIDE ANGLE reveals a vast arena in the
Tatooine desert. A large semi-circular amphitheatre that
holds at least a hundred thousand people dominates the
landscape. Large viewing platforms loom over the racetrack.

INT. MOS ESPA - ARENA ANNOUNCER'S BOX - DAY (FX)

A two-headed ANNOUNCER describes the scene.

FODE/BEED
A: Toogi! Toogie!
(Greetings)
Toong mee cha kulkah du Boonta magi!
tah oos azalus ooval Poddraces.
(We have perfect weather today for
the Boonta classic. The most hazardous
of all Podraces.)

B : That's absolutly right. And a
big turnout here, from all corners
of the Outer Rim territories. I see
the contestants are making their way
out onto the starting grid.

EXT. MOS ESPA - DESERT RACE ARENA - DAY

On the left side of the tracks across from the grandstands,
a line of Podracers emerges from the large hanger, surrounded
by several CREW MEMBERS. Pods are pulled by a wide variety
of CREATURES and are led by aliens carrying flags. The PILOTS
stand facing the royal box.

FODE/BEED (O.S.)
A : La Yma beestoo
(Yes, there they are!)
B : I see Ben Quadinaros from the
Tund system.
A : ...eh Gasgano doowa newpa Ord
Petrovia!
(And Gasgano in thenew Ord Pedrovia.)
B : Two time winner, Boles Roor...
A : Poo tula moosta, woe grane champio
Sebulba du Pixelito! Splastyleeya
bookie ookie!! (On the front line
the reigning champion, Sebulba from
Pixelito. By far the favorite today.)
B : And a late entry, Anakin
Skywalker, a local boy.
A : Wampa peedunkee unko
( I hope he has better luck this
time.)
B : I see the flaggers are moving
onto the track.

EXT. MOS ESPA - ARENA - GRANDSTAND - DAY

Colorful canopies shade some of the SPECTATORS. VENDORS sell
barbecued creature parts and colorful drinks.

EXT. MOS ESPA - ARENA - ROYAL BOX - DAY (FX)

All the PILOTS bow from the waist as JABBA THE HUTT enters
the box and waves to the crowd.

FODE/BEED
A : O grandio lust, Jabba Du Hutt,
amu intoe tah parena.
(His honor, our glorious host, Jabba
the Hutt has entered the arena.)

The crowd ROARS. SEVERAL OTHER SLUG-LIKE HUTTS follow, along
with humans and aliens. Several SLAVE GIRLS on a chain are
led alongside JABBA.

JABBA (SUBTITLED)
Chowbaso! Tam ka chee Boonta rulee
ya, kee madda hodrudda du wundee.
(Welcome!)
Sebulba tuta Pixelito...

EXT. MOS ESPA - ARENA - STARTING GRID - DAY

SEBULBA, who is right next to ANAKIN, stands and waves to
his fans. A small pep band plays as his fans wave and cheer.

KITSTER attaches the giant engins to Anakin's Pod with a
long cable. SHMI gives ANAKIN a big hug and kiss. She looks
him right in the eye.

SHMI
Be safe.

ANAKIN
I will, Mom. I promise.

She leaves as ANAKIN checks the cable hitches.

JABBA
...Mawhonic tuta Hok, Teemto Pagalies
tuta Moonus Mandel, Anakin SKywalker
tuta Tatoonine....

The CROWD YELLS. ANAKIN waves to the crowd, as JABBA continues
with his introductions. SEBULBA moves over to one of Anakin's
engines. KITSTER and JAR JAR unhitch the EOPIES, and KITSTER
leads them away. ARTOO beeps that everything is OK. JAR JAR
pats ANAKIN on the back.

JAR JAR
Dis berry loony, Annie. May da guds
be kind, mesa palo.

PADME comes up and gives ANAKIN a little kiss on the cheeek.
SEBULBA bangs on a part protruding from Anakin's engine. He
looks around to see if anyone has noticed.

PADME
You carry all our hopes.

ANAKIN
I won't let you down.

PADME moves away as SEBULBA edges his way next to ANAKIN and
gives him a sinister grin.

SEBULBA
Bazda wahota, shag. Dobiella Nok.
Yoka to Bantha poodoo.
(You won't walk away from this one,
slave scum! You're Bantha poodoo.)

ANAKIN (SUBTITLED)
Cha skrundee da pat, sleemo.
(Don't count on it, slime-ball.)

ANAKIN looks the evil SEBULBA in the eye with a cold stare.
QUI-GON approaches, and SEBULBA backs off toward his racer.

JABBA (SUTITLED)
...Ka bazza kundee hodrudda!
(...Let the challenge begin!)

The CROWD lets out a LOUD CHEER. QUI-GON helps ANAKIN into
his Pod. The boy straps himself into the tiny racer.

QUI-GON
Are you all set, Annie?
(Anakin nods)
Remember, concentrate on the moment.
Feel. Don't think. Trust your
instincts.
(he smiles)
May the Force be with you.

QUI-GON steps away as ANAKIN puts on his goggles. The PILOTS
flip switches, and powerful energy binders shoot between the
engines. ANAKIN flips a switch, and his engine starts. The
incredible ROAR of high-powered engines igniting echoes
throughout the arena. One driver, ODY MANDRELL, yells at a
droid (DUM-4) to get away from the front of his engine. The
crowd is tense.

EXT. MOS ESPA - ARENA - STARTING GRID - DAY

The giant power-house engines torque as the PILOTS gun them.
The PILOTS flip switches, and poerful energy binders shoot
between the engines. Aliens carrying large flags move off
the track. JAR JAR covers his eyes.

JAR JAR
Mesa no watch. Dissen ganna be messy!

FODE/BEED
A : Ya pawa culka doe rundee! (The
power couplings are being activated)
B : Hey, it looks like they're
clearing the grid.

EXT. MOS ESPA - ARENA - VIEWING PLATFORM - DAY

SHMI looks nervously to QUI-GON as he enters a veiwing
platform. PADME and JAR JAR are already on board. The platform
rises like an elevator.

SHMI
Is he nervous?

QUI-GON
He's fine.

PADME
You Jedi are far too reckless. The
Queen...

QUI-GON
The Queen trusts my judgment, young
handmaiden. You should too.

PADME
You assume too much.

EXT. MOS ESPA - ARENA ANNOUNCER'S BOX - DAY (FX)

FODE/BEED
B : Start your engines.

The earth-pounding ROAR of the engines revving is deafening.

EXT. MOS ESPA - ARENA - ROYAL BOX - DAY (FX)

Jabba bites off the head of a frog and spits it at a gong,
signaling the start of the race.

EXT. MOS ESPA - ARENA - STARTING GRID - DAY

On a bridge over the track, a great green light at the center
flashes. The Podracers shoot forward with a high-pitches
scream. ANAKIN'S engine floods and coughs - then dies. All
the other Podracers except one swerve around him and dissapear
down the track. The slave boy struggles to get his racer
started. The two-headed announcer reports.

FODE/BEED (O.S.)
A : An dare ovv!
(And they're off!)

B : Oh...wait. Little Skywalker has
stalled.

PADME and JAR JAR are very dissapointed with ANAKIN. QUI-GON
puts his arm around a very worried SHMI to comfort her.
Finally, Anakin's engines ignite. He zooms away after the
receeding pack of competitors, leaving one quadra-Pod racer
still trying to get started. The two-headed ANNOUNCER
describes the race as it progresses.

FODE/BEED (O.S.)
B : And there goes Skywalker... He'll
be hard pressed to catch up with the
leaders today.

EXT. MOS ESPA - RACETRACK - DAY (FX)

The Podracers fly across the desert. SEBULBA is running neck
and neck with MAWHONIC. They round the first turn in the
track, side by side. SEBULBA drives his Pod into his rival,
forcing him into the wall of a large rock formation. MAWHONIC
crashes in a spectacular display of fire and smoke. ANAKIN
is much faster than the back-end stragglers and passes them
easily.

One of the drivers, GASGANO, won't let ANAKIN by. ANAKIN
tries to pass him on one side and is cut off. He then tries
to pass him on the other side ansd is cut off. As they come
up on a cliff drop-off, ANAKIN backs off, then guns it as
GASGANO goes over the cliff. ANAJIN accelerates so fast that
he sails right over the top of GASGANO and speeds away.

Four TUSKEN RAIDERS perched above the race course fire their
rifles at the Pods racing in the canyon below them. One shot
ricochets off the back of Anakin's Pod.

FODE/BEED
B : Looks like a few Tusken Riaders
have campe out on the canyon dune
turn.

EXT. MOS ESPA - ARENA - VIEWING PLATFORM - DAY

JABBA THE HUTT and the crowd watch the progress of the race
on small, hand-held view screens. JAR JAR is looking over
the shoulder of a strange alien named FANTA.

JAR JAR
Where's Skywalker?

FANTA moves the view screen out of Jar Jar's view. PADME,
SHMI, and QUI-GON watch another screen and look worried.

ARTOO, down in the pits with KITSTER, lets out a worried
sigh. The driver of the quadra-Pod looks worried.

EXT. MOS ESPA - RACETRACK - DAY (FX)

ANAKIN is powering around corners and over hills and cliffs,
passing other racers right and left. SEBULBA is in the lead.
He is being challenged by another racer, XELBREE.

SEBULBA slows a little, and as XELBREE pulls alongside, he
opens a side vent on the racer's engine and the exhaust starts
to cut through the alien's engine.

The blast cuts along the engine until finally it EXPLODES.
SEBULBA deftly veers away.

ANAKIN works his way through a dense mass of racers as they
zoom over a dune sea, kicking up dust. His Pod shakes
violently as he goes over a jump.

One of the Podracers, ODY, catches one of his engines in the
sand, and the whole thing EXPLODES.

EXT. MOS ESPA - ARENA - VIEWING PLATFORM - DAY

QUI-GON sits quietly, meditating. PADME and SHMI search the
landscape for any sign of the racers. JAR JAR is still
annoying FANTA for information. The crowd SCREAMS. WATTO is
laughing with his friends, confident in Anakin's defeat.

The quadra-Pod engines start just as the racers come around
the corner. The DRIVER, BEN QUADINAROS, puts it in gear, and
the four engines go off in all directions, EXPLODING in a
spectacular display. The Pod drops to the ground as SEBULBA
enters the arena, closely followed by all the OTHER RACERS.

KITSTER strains to see as ARTOO beeps excitedly. The announcer
continues.

FODE/BEED (O.S.)
B ; There goes Quadinaros' power
couplings.
A : Sebulba! Ka pa me cheespa wata!
(Here comes Sebulba in record time.)

QUI-GON, PADME, SHMI, and JAR JAR yell for joy as ANAKIN
passes. JAR JAR is very nervous and pounds on the back of
his alien neighbor, FANTA.

JAR JAR
What gooie-on?

FANTA
Bug off.

Lap two. SEBULBA and the pack race past the main arena. The
crowd stands and YELLS as the Podracers scream off into the
distance. QUI-GON and PADME look worried.

JAR JAR
He musta crash-ud.

PADME
Here he comes!

EXT. MOS ESPA - ARENA - PIT AREA - DAY (FX)

ARTOO lets out an excited whistle, as KITSTER yells.

THREEPIO : He has to complete two more circuits? Oh dear!

EXT. MOS ESPA - RACETRACK - DAY (FX)

Sure enough, coming around the bend is ANAKIN, quickly gaining
on the pack.

The two-headed announcer describes the action. The crowd
goes wild.

FODE/BEED (O.S.)
B : It looks like Skywalker is moving
up through the field. He's in...
A : Steeth pa nagoola!
(Sixth place, not bad.)

ANAKIN continues to gain on the pack. Tension for SHMI and
PADME is unbearable.

ODY stops in the pits. Droids work on his engines. DUM-4
stands in front of the engine and is sucked in, causing the
engine to die. DUM-4 is spit out the back of the engine,
very bent up. The engine lets out one final wheeze, then
EXPLODES in a puff of smoke.

FODE/BEED (O.S.)
A : Ody Mandrell! Coona wa wunda
dunko!
(Ody Mandrell into the pits for some
attention.)

ODY
Droids!

TERTER is getting close to SEBULBA, who purposely breaks a
small part off his Pod, sending it into Terter's engine,
causing him to veer into ANAKIN, and unhooks one of the main
straps on Anakin's engines that links the Pod to his engines.
ANAKIN struggles to keep control of the little Pod. It whips
about wildly.

As the Pod swings near the broken engine strap, ANAKIN grabs
for it.

Finally, he catches the strap and manages to unhook it to
the Pod.

SEBULBA cuts the engine of OBITOKI with his side exhaust,
and the racer crashes with a cloud of dust. A THIRD RACER,
HABBA, flie into the cloud of dust and crashes into OBITOKI.
ANAKIN rounds a corner and heads into the cloud of smoke. He
hits a part of one of the engines but regains control.

FODE/BEED (O.S.)
B :At the start of the third and
final lap, Sebulba is in the lead,
closely followed by Skywalker...

ANAKIN finally catches up with SEBULBA, and runs neck and
neck over the rough terrain. JAR JAR, QUI-GON, SHMI, and
PADME all SCREAM s ANAKIN comes through the arena. The lights
in the tower indicate that this is the third and last lap.
WATTO begins to worry.

SEBULBA uses his side exhaust port to try to cut through
Anakin's engines.

ANAKIN manages to avoid having his engine disabled but is
forced off course.

FODE/BEED (O.S.)
B : Skywalker is forced onto the
service ramp!
A : Oh noah!

On a tight corner, ANAKIN dives to the inside and takes the
lead.

FODE/BEED (O.S.)
B : Amazing... a controlled thrust
and he's back on course! What a move!

SEBULBA is furious. He stay's right on Anakin's tail, crowding
him and pushing him through the turns.

SEBULBA pushes ANAKIN harder, and the young boy has a
difficult time keeping control. One of the parts on Anakin's
engines begins to shake loose. ANAKIN sees it and switches
over to an auxiliary system. While he is trying to accomplish
this maneuver, SEBULBA races past him.

ANAKIN tries to get around SEBULBA, to no avail. Every move
ANAKIN makes, SEBULBA is able to block.

Finally, ANAKIN fakes a move into the inside as he usually
does, then tries to go around SEBULBA on the outside. They
race sid by side down the final stretch of the track.

FODE/BEED (O.S.)
B : He's catching Sebulba.
A : Inkabunga.
(Incredible!)

SEBULBA veers toward ANAKIN and bangs into his Pod. He crashes
into ANAKIN over and over. The young boy struggles to maintain
control as the steering rods on the two Pods become hooked
together. SEBULBA laughs at ANAKIN.

FODE/BEED (O.S.)
B : That little human being is out
of his mind.
A : Punda tah punda!
(They're neck and neck!)
B : They're side by side!
A : Bongo du bongu!
(Shoulder to shoulder!)

As they head for the final stretch, ANAKIN fights to unlock
the steering rods by trying to pull away from SEBULBA. The
strain on the steering rod is tremendous. Suddenly, ANAKIN's
steering arm breaks, and his Pos starts spinning.

The release of tension sends SEBULBA into an ancient statue.
One engine EXPLODES, then the other. SEBULBA skids through
the fire-balls, blackened, but unhurt. He slides to a smoking
stop, gets out of his racer, and throws what's left of a
shifter arm on the ground. Suddenly he realizes his pants
are on fire, and he struggles to put them out. ANAKIN flies
through the EXPLOSION as the crowd stands, CHERRING. PADME
and JAR JAR jump up and down with excitment, PADME screaming
for joy. ARTOO and KITSTER whistle hysterically. QUI-GON and
SHMI smile. ANAKIN races over the finish line, the winner.

INT. MOS ESPA - ARENA ANNOUNCERS BOX - DAY (FX)

The two-headed announcer excitedly calls the finish.

FODE/BEED
B : It's Skywalker! The crowd are
going nuts! Oh Ah Oh Ah (rock head
in tandem with partner)

EXT. MOS ESPA - ARENA - DAY

As ANAKIN stops the Podracer, KISTER turns up, and they
embrace. Hundreds of SPECTATORS join them and put ANAKIN on
their shoulders, marching off, CHEERING AND CHANTING. Darth
Maul's PROBE DROIDS move through the crowd.

INT. MOS ESPA - ARENA - PRIVATE BOX - DAY

Several ALIENS leave Watto's box, laughing and counting their
money. WATTO sees QUI-GON standing in the doorway.

WATTO
You! You swindled me! You knew the
boy was going to win! Somehow you
knew it! I lost everything.

WATTO flies up to QUI-GON and puts his face right up against
QUI-GON's.

QUI-GON simply smiles.

QUI-GON
Whenever you gamble, my freind,
eventually you'll lose. Bring the
parts to the main hanger. I'll come
by your shop later so you can release
the boy.

WATTO
You can't have him! It wasn't a fair
bet!

QUI-GON
Would you like to discuss it with
the Hutts...I'm sure they can settle
this.

WATTO
No, no! I want no more of your tricks!
Take him!

The SITH PROBE DROID watches with great interest.

EXT. MOS ESPA - ARENA - MAIN HANGER - DAY

The Main Hanger is almost deserted as RACERS depart.

INT. MOS ESPA - ARENA - MAIN HANGER - DAY

JAR JAR gives ANAKIN a great hug, then PADME gives him a
hug, then SHMI.

ANAKIN
Ah, gee...enough of this...

SHMI
It's so wonderful, Annie. You have
brought hope to those who have none.
I'm so very proud of you...

PADME
We owe you everything.

ANAKIN
Just feeling this good was worth it.

In the background, QUI-GON has harnessed the EOPIES to
containers full of parts.

QUI-GON
Padme. Jar Jar, let's go, we've got
to get these parts back to the ship.

The GROUP walks over to QUI-GON and the EOPIES.

PADME climbs on behind QUI-GON. JAR JAR swings up onto the
second EOPIE, only to slwly slide off the other side. ARTOO
whistles. ANAKIN and SHMI wave as they ride off.

QUI-GON
I'll return the eopies by midday.

EXT. TATOOINE - DESERT - NABOO SPACECRAFT - DAY

ARTOO cruises ahead of QUI-GON and PADME, who are riding one
of the EOPIES; JAR JAR ridses the other. They stop in front
of the sleek Naboo spacecraft.

OBI-WAN comes out of the ship and joins them.

QUI-GON
Start getting this hyperdrive
generator installed. I'm going
back...some unfinished business. I
won't be long.

OBI-WAN
Why do I sense we've picked up another
pathetic life form...?

QUI-GON
It's the boy who's responsible for
getting those parts.

On a hill far overlooking the Naboo spacecraft, the SITH
PROBE DROID turns and speeds away.

EXT. TATOOINE - STREET - SLAVE QUARTERS - DAY

ANAKIN and A GREEDO are rolling around on the floor, fighting.
About A DOZEN OR SO KIDS are standing around them, yelling.
Suddenly, a long shadow is cast over the TWO BOYS; they stop
fighting and look up. QUI-GOMN is towering above them. KITSTER
is with them.

QUI-GON
What's this?

ANAKIN
He said I cheated.

QUI-GON
Did you?

ANAKIN
No!

QUI-GON
Do you still think he cheated?

GREEDO
Yes.

QUI-GON
Well, Annie. You know the truth...
You will have to tolerate his opinion,
fighting won't change it.

QUI-GON moves off down the street. Anakin follows. The GREEDO
wanders over to WALD who has been watching the goings-on.

WALD
Keep this up, Greedo, and you're
gonna come to a bad end.

Farther down the street QUI-GON and ANAKIN head toward
Anakin's hovel.

QUI-GON takes a handful of credits from beneath his poncho
and hands them to the boy.

QUI-GON
These are yours. We sold the Pod.

ANAKIN
(suddenly beaming))
Yes!

INT. ANAKIN'S HOVEL - MAIN ROOM - DAY

SHMI is cleaning up as ANAKIN bursts through the door,
followed by QUI-GON.

ANAKIN
Mom, he sold the Pod. Look at all
the money we have!

ANAKIN pulls a bag of coins out of his pocket.

SHMI
Oh, my goodness, That's wonderful.

QUI-GON
And Anakin has been freed.

ANAKIN
What?!?

QUI-GON
You're no longer a slave.

ANAKIN jumps for joy! SHMI is stunned.

ANAKIN
Did you hear that, Mom?
(to Qui-Gon)
Was that part of the prize, or what?

QUI-GON
Let's just say Watto has learned an
important lesson about gambling.

SHMI
Now you can make your dreams come
true, Annie. You're free!
(turns to Qui-Gon)
Will you take him with you? Is he to
become a Jedi?

QUI-GON
Our meeting was not a coincidence.
Nothing happens by accident.
(to Anakin)
You are strong with the Force, but
you may not be accepted by the Coucil.

ANAKIN
A Jedi! Mighty blasters, you mean I
get to go with you in your starship
and everything?!

QUI-GON kneels down to the boy.

QUI-GON
Anakin, training to be a Jedi will
not be a easy challenge. And if you
succeed, it will be a hard life.

ANAKIN
But it's what I want. What I've always
dreamed about. Can I go, Mom?!

QUI-GON
This path has been placed for you,
Annie; the choice to take it is yours
alone.

ANAKIN thinks, looks to his mother, then to QUI-GON.

ANAKIN
I want to go.

QUI-GON
Then, pack your things. We haven't
much time.

ANAKIN
Yipee!!

ANAKIN hugs his mom and starts for the other room, then stops.
SHMI and QUI-GON give each other a knowing look. ANAKIN has
realized something.

ANAKIN
What about Mom? Is she free too?
You're coming, aren't you, Mom

QUI-GON
I tried to free your mother, Annie,
but Watto wouldn't have it.

ANAKIN
But the money from selling...

QUI-GON
It's not nearly enough.

SHMI comes over to her son and sits next to him. Taking both
of his hands in hers, she draws him close.

SHMI
Son, my place is here. My future is
here. It is time for you to let go...
to let go of me. I cannot go with
you.

ANAKIN
I want to stay with you. I don't
want things to change.

SHMI
You can't stop change any more than
you can stop the suns from setting.
Listen to your feelings; Annie, you
know what's right.

ANAKIN takes a deep breath, drops his head. QUI-GON and SHMI
exchange a look of concern. When ANAKIN raises up, there
are tears in his eyes.

ANAKIN
I'm going to miss you so much, Mom...

SHMI
I love you, Annie... now hurry.

ANAKIN and SHMI hug. ANAKIN runs into the other room.

SHMI
Thank you.

QUI-GON
I will watch after him. You have my
word. Will you be all right?

SHMI
He was in my life for such a short
time.

INT. ANAKIN'S HOVEL - SECOND ROOM - DAY

ANAKIN has thrown the last of his things in a small backpack.
As he leaves, he stops and pushes the button that wakes his
droid up. THREEPIO stares at him blankly.

ANAKIN
Well, Threepio, I'm free...and I'm
going away...in a starship...

THREEPIO
Master, Annie, you are my maker, and
I wish you well. Although I'd like
it better if I were a little less
naked.

ANAKIN
I'm sorry I wasn't able to finish
you, Threepio... give you coverings
and all... I'm going to miss working
on you. You've been a great pal.
I'll make sure Mom doesn't sell you
or anything. Bye.

THREEPIO stares at ANAKIN as he rushes out of the room.

THREEPIO
Sell me?!?

EXT. MOS ESPA - STREET - SLAVE QUARTERS - DAY

KITSTER runs up to ANAKIN as he and QUI-GON exit Anakin's
hovel. SHMI stands in the doorway. ANAKIN pulls a handful of
coins out of his pocket and gives them to KITSTER.

KITSTER
There are so many of us who want you
to stay, Annie... You're a hero.

ANAKIN
I...
(looks to Shmi)
I... have to go.

QUI-GON has moved a short way down the street.

KITSTER
Well.

ANAKIN
Well.

KITSTER
Thank's for every moment you've been
here. You're my best friend.

ANAKIN
I won't forget.

ANAKIN hugs KITSTER and runs toward QUI-GON, then stops to
look back at his mother standing in the doorway. He turns
back to QUI-GON, then turns and runs back to his mother.

ANAKIN
(starting to cry)
I can't do it, Mom. I just can't.

SHMI hugs ANAKIN. QUI-GON watches from the distance. She
kneels down and looks him in the face.

SHMI
Annie, remember when you climbed the
great dune in order to chase the
Banthas away so they wouldn't be
shot... Remember how you collapses
several times, exhausted thinking
you couldn't do it?

ANAKIN shakes his head.

SHMI
This is one of those times when you
have to do something you don't think
you can do. I know how strong you
are, Annie. I know you can do this...

ANAKIN
Will I ever see you again?

SHMI
What does your heart tell you?

ANAKIN
I hope so...yes...I guess.

SHMI
Then we will see each other again.

ANAKIN
I.. will become a Jedi and I will
come back and free you, Mom... I
promise.

SHMI
No matter where you are, my love
will be with you. Now be brave, and
don't look back... don't look back.

ANAKIN
I love you so much.

SHMI hugs ANAKIN, then turns him around so he is facing QUI-
GON, and off he marches, like the brave little trooper that
he is. He marches right past QUI-GON, starring right ahead,
tears in his eyes, determined not to look back.

EXT. TATOOINE - DESERT MESA - DAY

The PROBE DROID beeps and whistles to DARTH MAUL. The SITH
LORD gets on a speeder bike and follows the PROBE DROID into
Mos Espa.

EXT. MOS ESPA - STREET - FRUIT STAND - DAY

ANAKIN and QUI-GON exit WATTO'S and stop before JIRA'S fruit
stand. ANAKIN hands JIRA some coins.

ANAKIN
I've been freed, and I'm going away.
Buy yourself a cooling unit with
this... Otherwise I'll worry about
you.

JIRA is astonished. She stares, not knowing what to say.

JIRA
Can I give you a hug?

ANAKIN
Sure.

She gives him a hug.

JIRA
I'll miss you, Annie... there isn't
a kinder boy in the galaxy. You be
careful...

ANAKIN runs to join QUI-GON, who has already started down
the street. As they walk along together, QUI-GON notices
something out of the corner of his eye. Suddenly, without
breaking his stride, he ignites his laser sword, swing around,
and lunges forward and cuts a lurking PROBE DROID in half.
QUI-GON inspects the sparking and fizzing DROID.

ANAKIN
What is it?

QUI-GON
Probe droid. Very unusual... not
like anything I've seen before.

Come on.

QUI-GON and ANAKIN start running.

EXT. TATOOINE - DESERT - NABOO SPACECRAFT - DAY

QUI-GON and ANAKIN run toward the Naboo spacecraft. ANAKIN
is having a hard time keeping up.

ANAKIN
Master Qui-Gon,sir, wait!

QUI-GON turns to answer and sees a DARK-CLOAKED FIGURE bearing
down on a speeder bike.

QUI-GON
Anakin, drop!

ANAKIN drops to the ground just as DARTH MAUL sweeps over
him. DARTH MAUL jumps off his speeder bike, and before he
has hit the ground, the Sith Lord has swund a death blow
with his laser sword that is barely blocked by QUI-GON.

ANAKIN picks himself up. The two galactic warriors, Sith and
Jedi, are bashing each other with incredible blows. They
move in a continual cloudof dust, smashing everything around
them. This is a fierce fight. ANAKIN gets up, bewildered by
the confrontation.

QUI-GON
Annie, get to the ship! Take off!
Go! Go!

QUI-GON struggles to fend off the relentless onslaught as
ANAKIN races to the ship.

INT. NABOO SPACECRAFT - HALLWAY

ANAKIN runs into the main hallway of the spaceship, where
PADME and Capt. Panaka are working.

ANAKIN
Qui-Gon's in trouble. He says to
take off...now!!

CAPT. PANAKA
Who are you?

PADME
He's a friend.

INT. NABOO SPACECRAFT - COCKPIT

Capt. Panaka, ANAKIN, and PADME rush into the cockpit where
OBI-WAN and RIC OLIE are checking the hyperdrive.

CAPT. PANAKA
Qui-Gon is in trouble, he says to
take off!

PILOT
I don't see anything.

OBI-WAN
Over there! Fly low!

In the distance is a small cloud of dust.

EXT. TATOOINE - DESERT - NABOO SPACECRAFT - DAY

QUI-GON and DARTH MAUL continue theirsword battle. Leaping
over one another in an incredible display of acrobatics, the
two warrios hear the ship fly over them a few feet off the
ground. QUI-GON almost dissapears for a moment. Before DARTH
MAUL knows what's happening, QUI-GON is on the spacecrat's
ramp.

EXT. TATOOINE - NABOO SPACECRAFT RAMP - DAY

The SITH LORD immediately jumps onto the ramp after QUI-GON,
but barely makes it. His heels hang over the edge of a forty-
foot drop. QUI-GON swings his laser sword with all his might
and knocks DARTH AMUL off the ramp and onto the desert floor.
The ramp closes, and the Naboo craft rockets away, leaving
the Sith Lord standing alone.

EXT. SPACE - NABOO SPACECRAFT (FX)

The sleek spacecraft rockets away from the planet Tatooine.

INT. NABOO SPACECRAFT - HALLWAY

ANAKIN and OBI-WAN rush into the hallway to find QUI-GON
collapsed on the floor opposite the entry. ARTOO is looking
over him. The JEDI is breathing hard, wet with sweat and
covered in dirt.

ANAKIN
Are you all right?

QUI-GON
I think so... that was a surpirse I
wont soon forget.

OBI-WAN
What was it?

QUI-GON
I don't know... but he was well
trained in the Jedi arts. My guess
is he was after the Queen...

ANAKIN
Do you think he'll follow us?

QUI-GON
We'll be safe enough once we're in
hyperspace, but I have no doubt he
knows our destination.

ANAKIN
What are we going to do about it?

OBI-WAN gives ANAKIN a "who are you?" look. ANAKIN returns
an innocent stare.

QUI-GON
We will be patient. Anakin Skywalker,
meet Obi-Wan Kenobi.

ANAKIN
Pleased to meet you. Wow! You're a
Jedi too?

OBI-WAN gives the boy a skeptical look.

INT. COCKPIT - SPACE

RIC OLIE pulls back on the hyperdrive. OBI-WAN, QUI-GON, and
ANAKIN watch.

QUI-GON
Let's hope this hyperdrive works and
Watto didn't get the last laugh.

The stars streak outside the cockpit window.

EXT. SPACE - NABOO SPACECRAFT (FX)

The ship streaks into hyperspace.

EXT. THEED - STREET - NIGHT (FX)

SEVERAL FEDERATION DROIDS patrol a deserted city street. The
Palace can be seen in the distance.

INT. NABOO PALACE - THRONE ROOM - THEED - NIGHT

NUTE sits in a strange, mechanical walking chair, which
approaches SIO BIBBLE and SEVERAL OTHER NABOO OFFICIALS.
RUNE follows a few paces behind.

DROID GUARDS surround SIO BIBBLE and THE OTHERS as FOUR
COUNCIL MEMBERS watch.

NUTE
When are you going to give up this
pointless strike? Your Queen is lost,
your people are starving, and you,
Governor, are going to die, much
sooner than your people, I'm afraid.
Take him away!

BIBBLE
This invasion will gain you nothing.
We're a democracy. The people have
decided... They will not live under
your tyranny.

BIBBLE is taken away as OOM-9 approaches NUTE.

OOM-9
My troops are in position to begin
searching the swamps for these rumored
underwater villages... they will not
stay hidden for long.

INT. NABOO SPACECRAFT - MAIN AREA

The ship is asleep. The lights are dim as PADME walks into
the main room.

She goes to a monitor and watches the BIBBLE plea recording.
JAR JAR is stretched out on the floor, snoring. ARTOO is to
one side, cooing as he rests.

PADME appears tired. She senses someone watching her and
turns around with a start. She sees ANAKIN sitting in the
corner, shivering and looking verydejected. She goes over to
him. He looks up at her with tears in his eyes. He is holding
his arms to keep himself warm.

PADME
Are you all right?

ANAKIN
It's very cold.

PADME gives him her over-jacket.

PADME
You're from a warm planet, Annie.
Too warm for my taste. Space is cold.

ANAKIN
You seem sad.

PADME
The Queen is...worried. Her people
are suffering...dying. She must
convince the Senate to intervene,
or...I'm not sure what will happen.

ANAKIN
I'm...I'm not sure what's going to
happen to me. I dunno if I'll ever
see you again..
(he pulls something
from his pocket)
I made this for you. Sou you'd
remember me. I carved it out of a
japor snippet... It will bring you
good fortune.

ANAKIN hands a wooden pendant to PADME. She inspects it,
then puts it around her neck.

PADME
It's beautiful, but I don't need
this to remember you. Many things
will change when we reach the capital,
Annie. My caring for you will always
remain.

ANAKIN
I care for you too. Only I...miss...

ANAKIN is disturbed about something. Tears are in his eyes.

PADME
...You miss your mother.

ANAKIN looks at her, unable to speak. She hugs him.

EXT. SPACE - PLANET CORUSCANT (FX)

MOVE with the ship as it heads toward Coruscant.

INT. CORUSCANT - CITYSCAPE - NABOO SPACECRAFT - DAY (FX)

The spacecraft dlies over the endlesscityscape of Coruscant,
the capital of the galaxy.

INT. NABOO SPACECRAFT - COCKPIT

ANAKIN looks out the cockpit window in awe.

RIC OLIE
Coruscant...the capital of the
Republic...the entire planet is one
big city.

ANAKIN
Wow! It's so huge!

INT. NABOO SPACECRAFT - DAY (FX)

The ship flies through the cityscape of Coruscant.

EXT. CORUSCANT - SENATE LANDING PLATFORM - DAY

Supreme Chancellor VALORUM, SEVERAL GUARDS, and SENATOR
PALPATINE stand on a landing platform.

The sleek Naboo spacecraft lands on the platform high above
the street level of the galactic capital. The ramp lowers.
OBI-WAN, QUI-GON, JAR JAR and ANAKIN descend the ramp first
and bow before PALPATINE and VALORUM.

Capt. Panaka, TWO GUARDS, QUEEN AMIDALA, then PADME, RABE,
EIRTAE, and MORE GUARDS descend the ramp. QUEEN AMIDALA stops
before the group.

ANAKIN and JAR JAR stand to one side, looking at the huge
city. PADME smiles at ANAKIN. PALPATINE bows before the Queen.

PALPATINE
It is a great gift to see you alive,
Your Majesty. May I present Supreme
Chancellor Valorum.

VALORUM
Welcome, Your Highness. It is an
honor to finally meet you in person.
I must relay to you how distressed
everyone is over the currant
situation. I've called for a special
session of the Senate to hear your
position.

AMIDALA
I am grateful for your concern,
Chancellor.

PALPATINE starts to lead QUEEN AMIDALA and her RETINUE off
the platform toward a waiting air taxi.

PALPATINE
There is a question of precedure,
but I feel confident we can overcome
it...

JAR JAR and ANAKIN start to follow, then stop, noticing that
OBI-WAN and QUI-GON are staying with the SUPREME CHANCELLOR.
QUEEN AMIDALA waves to the duo to follow her. ANAKIN looks
back to QUI-GON, and he nods to go ahead.

ANAKIN and JAR JAR join the QUEEN, PALPATINE, PADME, RABE
and EIRTAE in the taxi. PALPATINE gives the Gungan and the
boy in the back of the taxi a skeptical look. JAR JAR leans
over to ANAKIN.

JAR JAR
Da Queens- a bein grossly nice, mesa
tinks.
(he looks around)
Pitty hot!

VALORUM and the JEDI watch the taxi move off into the city.

QUI-GON
I must speak with the Jei Council
immediately, Your Honor. The situation
has become more complicated.

INT. PALPATINE'S QUARTERS - ANTEROOM - DAY

QUEEN AMIDALA is sitting listening to PALPATINE. EIRTAE and
RABE stand behind the QUEEN; PADME is nowhere to be sen.
ANAKIN and JAR JAR are waiting in an adjoining room. They
can see the Queen but cannot hear what is being said.

JAR JAR
Dissen all pitty odd to my.

ANAKIN
Don't look at me. I don't know what's
going on.

Capt. Panaka enters, then goes into the room with QUEEN
AMIDALA.

INT. PALPATINE'S QUARTERS - LIVING AREA - DAY

PALPATINE is pacing as Capt. Panaka enters. EIRTAE and RABE
stand to one side.

PALPATINE
...the Republic is not what it once
was. The Senate is full of greedy,
squabbling delegates who are only
looking out for themselves and their
home sytems. There is no interest
in the common good...no civility,
only politics...its disgusting. I
must be frank, Your Majesty, there
is little chance the Senate will act
on the invasion.

AMIDALA
Chancellor Valorum seems to think
there is hope.

PALPATINE
If I may say so, Your Majesty, the
Chancellor has little real power...he
is mired down by baseless accusations
of corruption. A manufactured scandal
surrounds him. The bureaucrats are
in charge now.

AMIDALA
What options do we have?

PALPATINE
Our best choice would be to push for
the election of a stronger Supreme
Chancellor. One who will take control
of the bureaucrats, enforces the
laws, and give us justice. You could
call for a vote of no confidence in
Chancellor Valorum.

AMIDALA
He has been our strongest supporter.
Is there any other way?

PALPATINE
Our only other choice would to be to
submit a plea to the courts...

AMIDALA
There's no time for that. The courts
take even longer to decide things
than the Senate. Our people are dying,
Senator...more and more each day. We
must do something quickly to stop
the Federation.

PALPATINE
To be realistic, Your Highness, I'd
say we're going to have to accept
Federation control for the time being.

AMIDALA
There is something I cannot do.

EXT. TEMPLE OF THE JEDI - DAY (FX)

A unique building with it tall spires stands out against the
Coruscant skyline. A small transport passes by the vast
temple.

INT. TEMPLE OF THE JEDI - COUNCIL CHAMBERS - DAY

QUI-GON stands in a tall stately room. Twelve JEDI sit in a
semi-circle. OBI-WAN stands behind QUI-GON in the center of
the room.

The Senior Jedi is MACE WINDU. To his left is an alien Jedi
named KI-ADI-MUNDI, and to his right, the Jedi Master, YODA.

QUI-GON
...my only conclusion can be that it
was a Sith Lord.

MACE WINDU
A Sith Lord?!?

KI-ADI
Impossible! The Sith have been extinct
for a millenium.

YODA
The very Republic is threatened, if
involved the Sith are.

MACE WINDU
I do not believe they could have
returned without us knowing.

YODA
Hard to see, the dark side is.
Discover who this assassin is, we
must.

KI-ADI
I sense he will reveal himself again.

MACE WINDU
This attack was with purpose, that
is clear, and I agree the Queen is
the target.

YODA
With this Naboo queen you must stay,
Qui-Gon. Protect her.

MACE WINDU
We will use all our resources here
to unravel this mystery and discover
the identity of your attacker... May
the Force be with you.

YODA
May the Force be with you.

OBI-WAN turns to leave, but QUI-GON continues to face the
Council.

YODA
Master Qui-Gon more to say have you?

QUI-GON
With your permission, my Master. I
have encountered a vergence in the
Force.

YODA
A vergence, you say?

MACE WINDU
Located around a person?

QUI-GON
A boy... his cells have the highest
concentration of midi-chlorians I
have seen in a life form. It is
possible he was conceived by the
midi-chlorians.

MACE WINDU
You're referring to the prophesy of
the one who will bring balance to
the Force...you believe it's this
boy??

QUI-GON
I don't pressume...

YODA
But you do! Rrevealed your opinion
is.

QUI-GON
I request the boy be tested.

The JEDI all look to one another. They nod and turn back to
OBI-WAN and QUI-GON.

YODA
Trained as a Jedi, you request for
him?

QUI-GON
Finding him was the will of the
Force...I have no doubt of that.

There is too much happening here...

MACE WINDU
Bring him before us, then.

YODA
Tested he will be.

INT. QUEENS QUARTERS - CORUSCANT - DAY

Anakin, tentative, walks down one of the long hallways in
Senator Palpatine's quarters. He stops before a dor that is
flanked by TWO GUARDS.

GUARD
May I help you, son?

ANAKIN
I'm...I'm looking for the handmaiden,
Padme.

The GUARD speaks into his comlink as ANAKIN looks around a
bit nervously.

GUARD
The boy is here to see Padme.

RABE
Send him in.

The doors open, and ANAKIN enters the Queen's quarters.

RABE greets ANAKIN as TWO OTHER HANDMAIDENS come and go into
the next room.

ANAKIN
I'd like to speak with Padme, if I
could.

RABE
I'm sorry, Annie. Padme is not here
right now.

The Queen speaks out in the next room.

AMIDALA (O.S.)
Who is it?

RABE
Anakin Skywalker, to see Padme, Your
Highness.

The QUEEN moves into the doorway and studies ANAKIN. ANAKIN
bows and looks down, then takes a peek at her.

AMIDALA
I've sent Padme on an errand.

ANAKIN
I'm going to the Jedi temple to start
my training, I hope.

The QUEEN just stares at him.

ANAKIN
I may not see her again... and... I
just wanted to say goodbye.

AMIDALA
We will tell her for you. We're sure
her heart goes with you.

ANAKIN bows again.

ANAKIN
Thank you, Your Highness. I'm sorry
to have disturbed you.

The QUEEN dissapears behind the doorway, and ANAKIN exits.

EXT. CORUSCANT - GALACTIC SENATE BUILDING - DAY (FX)

A large, distinctive looking domed building stands out amid
the cityscape of Coruscant.

INT. MAIN ROTUNDA - GALACTIC SENATE - DAY

The Senate chambers are huge. Thousands of SENATORS and their
AIDES sit in the circular assembly area. CHANCELLOR VALORUM
sits in an elevated area in the center. Hindreds of AIDES
and DROIDS hurry about. SENATOR PALPATINE, QUEEN AMIDALA,
EIRTA, RABE, and Capt. Panaka sit in the Naboo congressional
box, which is actually a floating platform. PALPATINE leans
over to the QUEEN.

PALPATINE
If the Federation moves to defer the
motion...Your Majesty, Ibeg of you
to ask for a resolution to end this
congressional session.

AMIDALA
I wish I had your confidence in this,
Senator.

PALPATINE
You must force a new election for
Supreme Chancellor... I promise you
there are many who will support us...
it is our best chance... Your Majesty,
our only, chance.

AMIDALA
You truely believe Chancellor Valorum
will not bring our motion to a vote?

PALPATINE
He is distracted...he is afraid. He
will be of no help.

VALORUM
The Chair recognizes the Senator
from the sovereign system of Naboo.

The Naboo congressional box floats into the center.

PALPATINE
Supreme Chancellor, delegates of the
Senate. A tragedy has occured on our
peaceful system of Naboo. We have
become caugt in a dispute you're all
well aware of, which began right
here with the taxation of trade
routes, and has now engulfed our
entire planet in the oppresion of
the Trade Federation.

A second box rushes into the center of the Senate. It is
filled with Federation trade barons led by LOTT DOD, the
Senator for the Federation.

LOTT DOD
This is outrageous! I object to the
Senator's statements!

VALORUM
The Chair does not recognize the
Senator from the Trade Federation at
this time. Please return to your
station.

LOTT DOD reluctantly moves back to his place.

PALPATINE
To state our allegations, I present
Queen Amidala, the recently elected
ruler of Naboo, to speak on our
behalf.

QUEEN AMIDALA stands and addresses the assembly. There is
some applause.

AMIDALA
Honorable representatives of the
Republic, distinguished delegates,
and Your Honor Supreme Chancellor
Valorum, I come to you under the
gravest of circumstances. The Naboo
system has been invaded by force.
Invaded...against all the laws of
the Republic by the Droid Armies of
the Trade...

LOTT DOD
I object! There is no proof. This is
incredible. We recommend a commision
be sent to Naboo to assertain the
truth.

VALORUM
Overruled.

LOTT DOD
Your Honor, you cannot allow us to
be condemned without reasonable
observation. It's against all the
rules of procedure.

A third box representing Malastare moves into the center of
the room. AKS MOE, the Ambassador, addresses the convention.

AKS MOE
The Congress of Malastare concurs
with the honorable delegate from the
Trade Federation. A commision must
be appointed...that is the law.

VALORUM
The point...

VALORUM confers with several of his AIDES and VICE CHAIRMAN
MAS AMEDDA.

PALPATINE whispers something to the QUEEN.

PALPATINE
Enter the bureaucrats, the true rulers
of the Republic, and on the payroll
of the Trade Federation, I might
add. This is where Chancellor
Valorum's strength will dissapear.

VALORUM
The point is conceded...Section 523A
take precedence here. Queen Amidala
of the Naboo, will you defer your
motion to allow a commission to
explore the validity of your
accusations?

QUEEN AMIDALA is angry but remains composed.

AMIDALA
(angrily)
I will not defer... I have come before
you to resolve this attack on our
sovereignty now. I was not elected
to watch my people suffer and die
while you discuss this invasion in a
committee. If this body is not capable
of action, I suggest new leadership
is needed. I move for a "vote of no
confidence"...in Chancellor Valorum's
leadership.

VALORUM
What?...No!

This causes a great stir in the assembly. A loud mumur
cresendos into a roar of approval and jeers. CHANCELLOR
VALORUM is stunned and stands speechless. His Vice Chair,
MAS AMEDDA, takes over.

MAS AMEDDA
Order! We shall have order...

Things settledown a little. The Federation box settles next
to AMIDALA.

PRINCE BAIL ORGANA moves his box into the arena.

BAIL ORGANA
Alderaan seconds the motion for a
vote of no confidence in Chancellor
Valorum.

MAS AMEDDA
The motion has been seconded by Bail
Organa of Alderaan.

MAS AMEDDA turns to the confused VALORUM, and whispers
something to him.

BAIL ORGANA
There must be no delays. The motion
is on the floor and must be voted
upon in this session.

LOTT DOD
The Trade Federation moves the motion
be sent to the procedures committee
for study.

The assembly begins to chant. VALORUM talks to MAS AMEDDA.

ASSEMBLY
Vote now! Vote now! Vote now!

PALPATINE stands next to AMIDALA.

PALPATINE
You see, Your Majaesty, the tide is
with us... Valorum will be voted
out, I assure you, and they will
elect in a new Chancellor, a strong
Chancellor, one who will not let our
tragedy continue...

MAS AMEDDA
The Supreme Chancellor requests a
recess. Tomorrow we will begin the
vote.

The Federation delegation is furious. VALORUM turns to
PALPATINE.

VALORUM
Palpatine, I thought you were my
ally...my friend. You have betrayed
me! How could you do this?

EXT. PALACE OF THE JEDI - BALCONY - SUNSET

OBI-WAN and QUI-GON stand outside the palace on a balcony.

OBI-WAN
The boy will not pass the Council's
tests, Master, and you know it. He
is far too old.

QUI-GON
Anakin will become A Jedi... I promise
you.

OBI-WAN
Don't defy the Council, Master..not
again.

QUI-GON
I will do what I must.

OBI-WAN
Master, you could be sitting on the
Council by now if you would just
follow the code. They will not go
along with you this time.

QUI-GON
You still have much to learn, my
young apprentice.

INT. PALACE OF THE JEDI - COUNCIL CHAMBERS - SUNSET

ANAKIN stands before the TWELVE JEDI. MACE WINDU holds a
small hand-held viewing screen. In rapid succession, images
flash across the screen.

ANAKIN
A ship...a cup...a speeder.

MACE WINDU turns the viewing screen off and nods toward YODA.

YODA
Good, good, young one. How feel you?

ANAKIN
Cold, sir.

YODA
Afraid are you?

ANAKIN
No, sir.

MACE WINDU
Afraid to give up your life?

ANAKIN
I don't think so.

ANAKIN hesitates for a moment.

YODA
See through you, we can.

MACE WINDU
Be mindful of your feelings...

KI-ADI
YOur thoughts dwell on your mother.

ANAKIN
I miss her.

YODA
Afraid to lose her..I think.

ANAKIN
(a little angry)
What's that got to do with anything?

YODA
Eveything. Fear is the path to the
dark side... fear leads to anger...
anger leads to hate.. hate leads to
suffering.

ANAKIN
(angrily)
I am not afraid!

YODA
A Jedi must have the deepest
commitment, the most serious mind. I
sense much fear in you.

ANAKIN
(quietly)
I am not afraid.

YODA
Then continue, we will.

INT. PALPATINES QUARTERS - SUNSET

QUEEN AMIDALA is standing, staring out the window, with JAR
JAR. The lights of the city shimmer before them. EIRTAE and
SABE stand near the door. JAR JAR turns to face the QUEEN
and sees her sadness.

JAR JAR
Mesa wonder why da guds invent pain?

AMIDALA
To motivate us, I imagine...

JAR JAR
Yousa tinken yousa people ganna die?

AMIDALA
I don't know.

JAR JAR
Gungans ganna get pasted too, eh?

AMIDALA
I hope not.

JAR JAR
Gungans do die'n without a fight....
wesa warriors. Wesa gotta grand army.
Dat why you no liken us, metinks.

PALPATINE and Capt. Panaka rush into the rom and bow before
the QUEEN.

CAPT. PANAKA
Your Highness, Senator Palpatine has
been nominated to succeed Valorum as
Supreme Chancellor.

PALPATINE
A surprise, to be sure, but a welcome
one. I promise, Your Majesty, if I
am elected, I will bring democracy
back to the Republic. I will put an
end to corruption. The Trade
Fedreation will lose its influence
over the bureaucrats, and our people
will be freed.

AMIDALA
Who else can be nominated?

CAPT. PANAKA
Bail Antilles of Alderaan and Ainlee
Teem of Malastare.

PALPATINE
I feel confident...our "situation"
will create a strong sympaphy vote
for us... I will be Chancellor, I
promise you.

AMIDALA
I fear by the time you have control
of the bureaucrats, Senator, there
will be nothing left of our cities,
our people, our way of life...

PALPATINE
I understand your concern, Your
Majesty; unfortunately, the Federation
has possession of our planet. The
law is in their favor.

AMIDALA
With the Senate in transition, there
is nothing more I can do
here...Senator, this is your arena.
I feel I must return to mine. I have
decided to go back to Naboo. My place
is with my people.

PALPATINE
Go back!! But, Your Majesty, be
realistic! You would be in danger.
They will force you to sign the
treaty.

AMIDALA
I will sign no treaty, Senator. My
fate will be no different from that
of our people. Captain!

CAPT. PANAKA
Yes, Your Highness?

AMIDALA
Ready my ship!

CAPT. PANAKA
Please, Your Majesty, stay
here...where it's safe.

AMIDALA
No place is safe, if the Senate
doesn't condemn this invasion. It is
clear to me now that the Republic no
longer functions as a democracy. If
you win the election, Senator, I
know you will do everything possible
to stop the Federation. I pray you
will bring sanity and compassion
back to the Senate.

AMIDALA and her RETINUE exit the room. PALPATINE has a self-
satisfied smile on his face.

INT. TEMPLE OF THE JEDI - COUNCIL CHAMBERS - TWILIGHT

ANAKIN, OBI-WAN, and QUI-GON stand before the TWELVE MEMBERS
OF THE JEDI COUNCIL.

YODA
...Correct you were, Qui-Gon.

MACE WINDU
His cells contain a high concentration
of midi-chlorians.

KI-ADI
The Force is strong with him.

QUI-GON
He's to be trained, then.

The COUNCIL MEMBERS look to one another.

MACE WINDU
No. He will not be trained.

ANAKIN is crestfallen; tears begin to form in his eyes.

QUI-GON
No??!!

OBI-WAN smiles.

MACE WINDU
He is too old. There is already too
much anger in him.

QUI-GON
He is the chosen one...you must see
it.

YODA
Clouded, this boy's future is. Masked
by his youth.

QUI-GON
I will train him, then. I take Anakin
as my Padawan learner.

OBI-WAN reacts with surprise. ANAKIN watches with interest.

YODA
An apprentice, you have, Qui-Gon.
Impossible, to take on a second.

MACE WINDU
We forbid it.

QUI-GON
Obi-Wan is ready...

OBI-WAN
I am ready to face the trials.

YODA
Ready so early, are you? What know
you of ready?

ANAKIN watches as QUI-GON and OBI-WAN exchange angry looks.

QUI-GON
Headstrong....and he has much to
learn about the living Force, but he
is capabe. There is little more he
will learn from me.

YODA
Our own council we will keep on who
is ready. More to learn, he has...

MACE WINDU
Now is not the time for this...the
Senate is voting for a new Spreme
Chancellor. Queen Amidala is returning
home, which will put pressure on the
Federation, and could widen the
confrontation.

YODA
And draw out the Queen's attacker.

KI-ADI
Events are moving fast...too fast.

MACE WINDU
Go with the Queen to Naboo and
discover the identity of the dark
warrior. That is the clue we need
to unravel this mystery of the Sith.

YODA
Young Skywalker's fate will be decided
later.

QUI-GON
I brought Anakin here; he must stay
in my charge. He has nowhere else to
go.

MACE WINDU
He is your ward, Qui-Gon...we will
not dispute that.

YODA
Train him not. Take him with you,
but train him not!

MACE WINDU
Protect the Queen, but do not
intercede if it comes to war until
we have the Senate's approval.

YODA
May the Force be with you.

OBI-WAN, QUI-GON, and ANAKIN leave.

EXT. CORUSCANT - SENATE LANDING PLATFORM - NIGHT

QUI-GON, OBI-WAN, and ANAKIN stand on the landing platform
outside the ship. ARTOO whistles a happy tune as he leans
over the edge of the platform, watching the traffic. Suddenly,
he leans over too far and falls overboard. After a moment,
he reappears, using his on-board jets to propel himself back
onto the landing platform. The wind whips at ANAKIN as he
listens to the JEDI.

OBI-WAN
It is not disrespect, Master, it is
the truth.

QUI-GON
From your point of view....

OBI-WAN
The boy is dangerous...they all sense
it. Why can't you?

QUI-GON
His fate is uncertain, not dangerous.
The Council will decide Anakin's
future...that should be enough for
you. Now get on board!

OBI-WAN reluctantly boards the Naboo spacecraft followed by
ARTOO. QUI-GON goes over to ANAKIN.

ANAKIN
Master Qui-Gon, sir, I do not wish
to be a problem.

QUI-GON
You won't be, Annie....I'm not allowed
to train you, so I want you to watch
me and be mindful...always remember,
your focus determines your reality.
Stay close to me and you will be
safe.

ANAKIN
Master, sir... I've been wondering...
what are midi-chlorians?

QUI-GON
Midi-chlorians are a microcopic
lifeform that reside within all living
cells and communicates with the Force.

ANAKIN
They live inside of me?

QUI-GON
In your cells. We are symbionts with
the midi-chlorians.

ANAKIN
Symbionts?

QUI-GON
Life forms living together for mutual
advantage. Without the midi-chlorians,
life could not exist, and we would
have no knowledge of the Force. They
continually speak to you, telling
you the will of the Force.

ANAKIN
They do??

QUI-GON
When you learn to quiet your mind,
you will hear them speaking to you.

ANAKIN
I don't understand.

QUI-GON
With time and training, Annie...you
will.

Two taxis pull up, and Capt. Panaka, SENATOR PALPATINE, TWENTY
OR SO TROOPS, GUARDS, and OFFICERS walk briskly toward the
ship, followed by QUEEN AMIDALA, PADME, EIRTAE, and finally,
JAR JAR. AMIDALA and her HANDMAIDENS stop before the JEDI.

QUI-GON
Your Highness, it is our pleasure to
continue to serve and protect you.

AMIDALA
I welcome your help. Senator Palpatine
fears the Federation means to destroy
me.

QUI-GON
I promise you, I will not let that
happen.

AMIDALA enters the ship, followed by her HANDMAIDENS. JAR
JAR hugs QUI-GON and ANAKIN.

JAR JAR
Wesa goen home!

They ALL move onto the ship. The ship takes off.

INT. NABOO PALACE - THRONE ROOM - THEED - NIGHT

NUTE and RUNE stand before a hologram of DARTH SIDIOUS.

DARTH SIDIOUS
The Queen is on her way to you. I
regret she is of no further use to
us. When she gets there, destroy
her.

NUTE
Yes, my Lord.

DARTH SIDIOUS
Viceroy, is the planet secure?

NUTE
Yes, my Lord, we have taken over the
last pockets of primitive life forms.
We are in complete control of the
planet now.

DARTH SIDIOUS
Good. I will see to it that in the
Senate, things stay as they are. I
am sending Darth Maul to join you.
He will deal with the Jedi.

NUTE
Yes, my Lord.

DARTH SIDIOUS fades off.

RUNE
A Sith lord here with us?!!

INT. SPACE - NABOO SPACECRAFT COCKPIT

ANAKIN stands next to the PILOT, RIC OLIE, pointing to various
buttons and gauges.

ANAKIN
...and that one?

RIC OLIE
The forward stabalizer.

ANAKIN
And those control the pitch?

RIC OLIE
You catch on pretty quick.

INT. NABOO SPACECRAFT - QUEEN'S CHAMBERS

SABE and EIRTAE stand behind QUEEN AMIDALA as she talks with
QUI-GON and Capt. Panaka. OBI-WAN and JAR JAR watch.

CAPT. PANAKA
The moment we land the Federation
will arrest you, and force you to
sign the treaty.

QUI-GON
I agree... I'm not sure what you
hope to accomplish by this.

AMIDALA
I'm going to take back what's ours.

CAPT. PANAKA
There are only twelve of us, Your
Highness....we have no army.

QUI-GON
I cannot fight a war for you, Your
Highness, only protect you.

AMIDALA
Jar Jar Binks!

JAR JAR looks around, puzzled.

JAR JAR
Mesa, Your Highness?

AMIDALA
Yes. I need your help.

INT. NABOO CRUISER COCKPIT - DAY

The Naboo Cruiser heads toward the lush green planet. There
is only one Federation battle cruiser orbiting. OBI-WAN and
Capt. Panaka spot it on the view screen.

PANAKA
The blockade's gone.

OBI-WAN
The war's over...No need for it now.

RIC OLIE
I have one battleship on my scope.

OBI-WAN
A droid control ship.

PANAKA
They've probably spotted us.

OBI-WAN
We haven't much time.

INT. NABOO SPACECRAFT - MAIN HOLD

The QUEEN, Capt. Panaka, TROOPS, and HANDMAIDENS get ready
to disembark as the ship alnds. The elevator door slides
open, and ANAKIN emerges into the hold area. He see PADME
and run up to her.

ANAKIN
Hi! Where have you been?

PADME
Annie! What are you doing here?

ANAKIN
I'm with Qui-Gon... but... they're
not going to let me be a Jedi. I'm
too old.

PADME
This is going to be dangerous, Annie.

ANAKIN
Is it? I can help... Where are we
going?

PADME
To war, I'm afraid. The Queen has
had to make the most difficuld
decision of her life. She doesn't
believe in fighting, Annie. We are a
peaceful people...

ANAKIN
I want to help...I'm glad you're
back.

ANAKIN smiles. PADME smiles back.

EXT. NABOO SWAMP - DAY

The Naboo spacecraft has landed in the Gungan swamp. TROOPS
unload the ships in the background as OBI-WAN approaches QUI-
GON.

OBI-WAN
Jar Jar is on his way to the Gungan
city, Master.

QUI-GON's thoughts are elsewhere.

QUI-GON
Good.

OBI-WAN and QUI-GON stand silently for a moment.

OBI-WAN
Do you think the Queen's idea will
work?

QUI-GON
The Gungans will not easily be swayed,
and we cannot use our power to help
her.

OBI-WAN
I'm... I'm sorry for my behavior,
Master. It is not my place to disagree
with you about the boy. I am grateful
you think I am ready for the trials.

QUI-GON looks at him for a long moment.

QUI-GON
You have been a good apprentice. You
are much wiser than I am, Obi-Wan.
I foresee you will become a great
Jedi Knight.

EXT. NABOO SWAMP - UNDERWATER - DAY (FX)

JAR JAR swims down into Bubble City.

INT. OTOH GUNGA - CITY SQUARE

JAR JAR enters the main square of the bubble city. He stands,
stunned, in amazement and fear. He is nervous and shaking.

JAR JAR
Ello! Where das everybody?

The plaza is empty. He notices that many of the buildings
are shot up as if there had been a battle of some kind.

EXT. NABOO SWAMP LAKE - DAY

JAR JAR exits the swamp lake and walks over to QUEEN AMIDALA,
Capt. Panaka, OBI-WAN, and QUI-GON. PADME, EIRTAE, RABE,
ANAKIN, and ARTOO, FOUR PILOTS, and EIGHT GUARDS stand in
the background near the starship.

JAR JAR
Dare-sa nobody dare. All gone. Some
kinda fight, I tink. Sorry, no
Gungas...no Gungas.

CAPT. PANAKA
Do you think they have been taken to
camps?

OBI-WAN
More likely they were wiped out.

JAR JAR
No... mesa no tink so. Gungan hiden.
When in trouble, go to sacred place.
Mackineeks no find them dare.

QUI-GON
Do you know where they are?

EXT. NABOO SWAMP - DAY

The GROUP follows JAR JAR as he moves through the swamp. JAR
JAR stops and sniffs the air. The GROUP stop behind him.

JAR JAR
Dissen it.

JAR JAR makes a strange chattering noise. Suddenly, out of
nowhere, CAPTAIN TARPALS and SIX OTHER GUNGAN TROOPS riding
on KAADUS emerge from the brush.

JAR JAR
Heyo-dalee, Captain Tarpals.

CAPT. TARPALS
Binks!! Noah gain!

JAR JAR
We comen to see da boss.

CAPTIAN TARPALS rolls his eyes.

CAPT. TARPALS
Ouch time, Binks... Ouch time for
all-n youse.

EXT. NABOO SACRED TEMPLE RUINS - DAY

JAR JAR, QUEEN AMIDALA, ANAKIN, ARTOO, QUI-GON, OBI-WAN,
PADME, RABE,

EIRTAE, and the rest of her group are led through a clearing
full of GUNGAN refugees. At the far end are the ruins of a
grand temple with massive carved heads. BOSS NASS and several
other COUNCIL MEMBERS walk out on the top of a three-quarter-
submerged head.

BOSS NASS
Jar Jar, yousa payen dis time. Who's
da uss-en others??

QUEEN AMIDALA steps forward. Capt. Panaka and the JEDI stand
behind her.

AMIDALA
I am Queen Amidala of the Naboo...I
come before you in peace.

BOSS NASS
Naboo biggen. Yousa bringen da
Mackineeks... Dya busten uss-en omm.
Yousa all bombad. Yousa all die'n,
mesa tink.

Capt. Panaka and HALF A DOZEN GUARDS and PILOTS look around
nervously, and the GUNGAN TROOPS lower their long power poles.
The JEDI stay relaxed.

ANAKIN watches everything with great interest.

AMIDALA
We wish to form an alliance...

Suddenly, PADME steps forward.

PADME
Your Honor...

ARTOO whistles a quiet "uh oh."

BOSS NASS
Whosa dis?

PADME
I am Queen Amidala
(points to Queen)
This is my decoy... my protection...
my loyal bodyguard.

ANAKIN is stunned. OBI-WAN and QUI-GON give each other a
knowing look.

PADME
...I am sorry for my deception, but
under the circumstances it has become
necessary to protect myself. Although
we do not always agree, Your Honor,
our two great societies have always
lived in peace...until now. The Trade
Federation has destroyed all that we
have worked so hard to build. You
are in hiding, my people are in camps.
If we do not act quickly, all will
be lost forever...I ask you to help
us...no, I beg you to help us.

PADME drops to her knees and prostrates herself before BOSS
NASS. There is a gasp from Capt. Panaka, HIS TROOPS, and the
HANDMAIDENS.

PADME
We are your humble servants...our
fate is in your hands.

Slowly, Capt. Panaka and his TROOPS bow down before the GUNGAN
COUNCIL. Then the HANDMAIDENS, ANAKIN, and finally the JEDI.
The GUNGANS are puzzled by this. BOSS NASS begins to laugh.

BOSS NASS
Yousa no tinken yousa greater den da
Gungans.. Mesa like dis. Maybe wesa
bein friends.

INT. NABOO PALACE - THRONE ROOM - DAY

NUTE, RUNE, and DARTH MAUL walk with a hologram of DARTH
SIDIOUS.

NUTE
...we've sent out patrols. We've
already located their starship in
the swamp... It won't be long, My
Lord.

DARTH SIDIOUS
This is an unexpected move for her.
It's too aggresive... Lord Maul, be
mindful.

DARTH MAUL
Yes, my Master.

DARTH SIDIOUS
Be patient... Let them make the first
move.

EXT. NABOO EDGE OF SWAMP/ GRASS PLAINS - DAY

A GUNGAN SENTRY sits on top of the ancient temple heah,
searching the landscape with a pair of electrobinoculars. He
sees something and yells down to ANAKIN at the foot of the
statue.

GUNGAN LOOKOUT
Daza comen!

ANAKIN
All right. They're here!

ANAKIN yells and runs over to PADME and the JEDI, who are
discussing a battle plan with FIVE GUNGAN GENERALS. SABE and
EIRTAE stand nearby. BOSS NASS puts his arm around JAR JAR.

BOSS NASS
Yousa doen grand. Jar Jar bringen da
Naboo together.

JAR JAR
Oh, no, no, no...

BOSS NASS
So, wesa maken yousa Bombad General.

JAR JAR
General??! Oh, no..

JAR JAR's eyes roll back, his tongue flops out and he faints.

FOUR SPEEDERS pull up to the GROUP. Capt. Panaka and a DOZEN
OR SO GUARDS and PILOT pile out and join the group.

PADME
What is the situation?

CAPT. PANAKA
Almost everyone's in camps. A few
hundred police and guards have formed
an underground movement. I brought
as many of the keaders as I could.
The Federation Army's also much larger
than we thought, and much stronger.
Your Highness, this is a battle I do
not think we can win.

PADME
The battle is a diversion. The Gungans
must draw the Droid Army away from
the cities. We can enter the city
using the secret passages on the
waterfall side. Once we get to the
main entrance, Capt. Panaka will
create a diversion, so that we can
enter the palace and capture the
Viceroy.
Without the Viceroy, they will be
lost and confused.

QUI-GON and OBI-WAN look on with interest.

PADME
What do you think, Master Jedi?

QUI-GON
The Viceroy will be well guarded.

CAPT. PANAKA
The difficulty's getting into the
throne room. Once we're inside, we
shouldn't have a problem.

QUI-GON
There is a possibility with this
diversion many Gungans will be killed.

BOSS NASS
Wesa ready to do are-sa part.

JAR JAR smiles a very worried and sheepish grin. ANAKIN
watches with interest, as does ARTOO.

PADME
We have a plan which should immobilize
the Droid Army. We will send what
pilots we have to knock out the Droid
control ship which is orbiting the
planet. If we can get past their
rayshields, we can sever communication
and their droids will be helpless.

QUI-GON
A well-conceived plan. However,
there's great risk. The weapons on
your fighters may not penetrate the
shields on the control ship.

OBI-WAN
And there's an even bigger danger.
If the Vicroy escapes, Your Highness,
he will return with another droid
army.

PADME
That is why we must not fail to get
to the Viceroy. Everything depends
on it.

INT. THEED - PALACE - THRONE ROOM - DAY

NUTE, RUNE, DARTH MAUL, OOM-9, and a hologram of DARTH SIDIOUS
walk through the throne room.

DARTH SIDIOUS
...she is more foolish than I thought.

NUTE
We are sending all available troops
to meet this army of hers assembling
near the swamp. It appears to be
made up of primitives. We do not
expect much resistance.

OOM-9
I am increasing security at all Naboo
detention camps.

DARTH MAUL
I feel there is more to this, My
Master. The two Jedi may be using
the Queen for their own purposes.

DARTH SIDIOUS
The Jedi cannot become involved.
They can only protect the Queen.
Even Qui-Gon Jinn will not break
that conenant.... This will work to
our advantage...

NUTE
I have your approval to proceed then,
My Lord.

DARTH SIDIOUS
Proceed. Wipe them put...all of them.

INT. NABOO SWAMP LAKE - DAY (FX)

All is peaceful. SMALL CRITTERS drink out of a large swamp
lake. Suddenly there is a disturbance in the middle of the
lake. A rush of bubbles, then a GUNGAN SOLDIER riding a KAADU
emerges from the water, followed by SEVERAL OTHERS. FROGS
and OTHER LITTLE ANIMALS flee in all directions as the GUNGAN
ARMY marches through the swamp. The KAADU shake themselves
off as they exit the lake. When JAR JAR's KAADU shakes off,
JAR JAR falls off.

SOLDIERS on huge, lizard-like FAMBAAS with large shield
generators mounted on their backs follow the marching
WARRIORS. The GUNGAN ARMY heads out of the swamp and onto
the rolling grassy hills.

HUNDREDS OF GUNGAN WARRIORS march in lon lines toward the
horizon.

Federation tanks move up to a ridge and stop. In the distance
they see the GUNGAN ARMY marching toward them. The GUNGAN
GENERAL CEEL sees the tanks on the ridge and orders a halt.
The GUNGANS are spread out in a large line.

JAR JAR is nervous. GENERAL CEEL signals to the shield
operators.

GENERAL CEEL
Energize the shields.

A red ray shoots out of the generator and blasts into a large
dish on the back of a second FAAMBA and spreads like an
umbrella over the assembled WARRIORS.

EXT. THEED - CENTRAL PLAZA - DAY

PADME, followed by EIRTAE, OBI-WAN, QUI-GON, ANAKIN, and
ARTOO, stealthily makes her way toward the entrance to the
main hanger. They are followed by about TWENTY NABOO GUARDS,
PILOTS, and TROOPS. They stop, and PADME uses a small red
laser light to signal across the plaza to Capt. Panaka, RABE
and TWENTY OTHER ASSORTED NABOO TROOPS. They signal back.
QUI-GON leans over to ANAKIN.

QUI-GON
Once we get inside, Annie, you find
a safe placeto hide and stay there.

ANAKIN
Sure.

QUI-GON
And stay there!

DROID TROOPS mill about the tank-filled plaza. At the far
end of the plaza, SEVERAL DROIDS begin to run and fire. NABOO
SOLDIERS begin to fire back at the BATTLE DROIDS.

As the ruckus erupts at one end of the plaza, PADME and her
TROOPS rush into the main hanger. Capt. Panaka and HIS
SOLDIERS continue to engage the DROIDS outside.

INT. THEED - CENTRAL HANGER - DAY

ALARMS ARE SOUNDING a PADME, the JEDI, ANAKIN, EIRTAE, and
PADME's TROOPS rush into the hanger. BATTLE DROIDS begin
firing at them as they run for cover. ANAKIN runs under a
Naboo fighter. The JEDI deflect bolts aimed at PADME back
onto the BATTLE DROIDS, causing them to EXPLODE.

INT. THEED - PALACE THRONE ROOM - DAY

NUTE, RUNE, and FOUR COUNCIL MEMBERS watch the plaza battle
on a large view screen.

NUTE
I thought the battle was going to
take place far from here...this is
too close!

RUNE
What is going on?

DARTH MAUL enters the throne room.

DARTH MAUL
I told you there was more to this...
the Jedi are involved.

EXT. NABOO GRASS PLAINS - DAY (FX)

The Federation tanks begin to fire on the GUNGANS, but they
are protected by their energy shield. The tanks stop firing,
and the GUNGANS CHEER, until they see the doors to the massive
transports open, and racks of BATTLE DROIDS are pulled out
and lined up by a squad of STAPS.

The BATTLE DROIDS reconfigure into their standing position.
The GUNGANS get ready for an attack. OOM-9 gives the command
to move forward, and THOUSANDS OF DROIDS march toward the
GUNGANS.

The GUNGANS power up their weapons. The DROIDS slowly march
through the protective shield and start firing. The GUNGANS
throw their power poles and fling small balls of energy with
slingshots. The WARRIORS dump large balls of energy into
mortars that heat up and fire the energy goo onto the BATTLE
DROIDS, causing them to short out.

The battle rages and the GUNGANS defend their shield
generators against the ARMY OF DROIDS. OOM-9 watches from a
tank on a hill overlooking the battle.

INT. THEED - CENTRAL HANGER - DAY

ANAKIN hides behind one of the Naboo fighters, ducking as
large bolts whiz past and EXPLODE near him. PADME and the
TWO JEDI destroy BATTLE DROIDS right and left. The QUEEN'S
TROOPS and EIRTAE also blast away at the DROIDS. PADME signals
to her pilots.

PADME
Get to your ships!

The PILOTS and ARTOO UNITS run for the Naboo fighter craft
stacked in the hanger bay. ONE OF THE PILOTS jumps into a
fighter right above where ANAKIN is hiding.

FIGHTER PILOT
Better find a new hiding place, kid.
I'm taking this ship.

The ship begins to levitate out of the hanger. BATTLE DROIDS
fire at it as it falls in behind five other fighters. ARTOO
whistles to ANAKIN from a second fighter not far away. ANAKIN
runs and jumps into the second fighter to hide.

EXT. THEED - CENTRAL PLAZA - DAY (FX)

Two Naboo starfighters exit the main hanger. A tank fires at
them, hitting one of them, which causes it to pinwheel into
the ground and EXPLODE.

INT. THEED - CENTRAL HANGER - DAY

Capt. Panaka, SABE and NABOO TROOPS rush into the hanger and
overwlm the few remaining BATTLE DROIDS. PADME, OBI-WAN, and
QUI-GON join forces with Capt. Panaka.

PADME
My guess is the Viceroy is in the
throne room.

She looks to QUI-GON.

QUI-GON
I agree.

They start to head for the exit, on the way passing the
fighter where ANAKIN is hiding. ARTOO whistles a greeting as
ANAKIN peeps out of the cockpit.

ANAKIN
Hey! Wait for me.

QUI-GON
No, Annie, you stay there. Stay right
where you are.

ANAKIN
But, I...

QUI-GON
Stay in that cockpit.

They head for the exit. As they are about to go through the
door, suddenly everyone scatters, revealing DARTH MAUL
standing in the doorway. Capt. Panaka, PADME, and HER TROOPS
back away. QUI-GON and OBI-WAN step forward.

QUI-GON
We'll handle this...

The TWO JEDI take off their capes and ignite their laser
swords. DARTH MAUL takes off his cape, and ignites his laser
sword. Both ends of the sword light up.

At the far end of the hanger, SIX WHEEL DROIDS roll in and
transform into their battle position. ARTOO calls ANAKIN's
attention to the DROIDS. The JEDI begin to fight the Sith
Lord.

ANAKIN
Oh, no...

The DROIDS begin to advance and start firing on PADME and
HER TROOPS.

ANAKIN
We gotta do something, Artoo.

ARTOO whistles a reply. Suddenly, the ship's systems go on,
and the ship begins to levitate.

ANAKIN
All right, thanks Artoo! Great idea!
I'll take over. Let's see...

ANAKIN steers the ship toward the DROIDS. He pushes a button,
and the ship begins to shake.

ANAKIN
Where's the trigger? Oops, wrong
one.. Maybe this one....

ANAKIN pushes a second button, and the lasers begin to fire,
wiping out several DESTROYER DROIDS. ARTOO whistles a cheer.

ANAKIN
Yeah, all right. "Droid blaster."
Yeah!

The JEDI are engaged in a fierce sword fight with DARTH MAUL.
They have moved into the center of the hanger. While the
WHEEL DROIDS are momentarily distracted by ANAKIN, Capt.
Panaka, PADME, and HER TROOPS exit into a palace hallway.

The WHEEL DROIDS start firing at ANAKIN. There are EXPLOSIONS
all around him.

ANAKIN
Oops...shield up! Always on the
right...shields always on the right.

ANAKIN flips several switches, and the after-burner ignites.

ANAKIN
I know we're moving. I'll shut the
energy drive down.

The fighter rockets out of the hanger. ARTOO and ANAKIN hold
on for dear life.

ANAKIN
Oops!! Wrong one.

ARTOO beeps.

ANAKIN
I'm not doing anything!

ARTOO beeps.

ANAKIN
I know...I didn't push anything.

The SITH LORD's moves are incredible. He is fighting the TWO
JEDI at once, flipping into the air, outmaneuvering them at
every turn.

INT. NABOO STARFIGHTER - COCKPIT - SPACE

The Naboo fleet leaves the planet and heads toward the space
station.

RIC OLIE
Bravo Flight A, take on the fighters.
Flight B, make the run on the
transmitter.

BRAVO TWO
Roger, Bravo Leader.

The fleet approaches the space station. Many Federation
fighters exit the hangers and attack.

RIC OLIE
Enemy fighters straight ahead!

EXT. NABOO GRASS PALINS - DAY

JAR JAR's clumsiness works for him in the battle. He gets
caught up in the wiring of a blasted DROID, dragging the
torso around with him, the DROID's gun firing randomly,
accidently blasting SEVERAL DROIDS in one process.

OOM-9 decides to send in the WHEEL DROIDS and gives the
signal. HUNDREDS OF WHEEL DROIDS roll out of the transports
and head down toward the battle.

They slowly roll through the deflector shields, then transform
themselves once they get on the other side. The GUNGANS blast
the WHEEL DROIDS with energy balls. The DESTROYER DROIDS
blast many GUNGANS.

INT. NABOO STARFIGHTER - COCKPIT - SPACE

A giant dogfight ensues. ANAKIN's fighter flies into space
above Naboo.

ARTOO beeps a worried concern.

ANAKIN
The Autopilot is searching for what
other ships?

ARTOO beeps and whistles.

ANAKIN
There is no manual override, Artoo.
You'll have to rewire it or something.

ARTOO chirps that he's trying.

ANAKIN
Look! There they are! That's where
the autopilot is taking us.

ANAKIN's fighter flies toward the Federation Battleship.

INT. THEED - CENTRAL HANGER - DAY

The SITH LORD drives the JEDI out of the hanger and nto the
power generator area next door.

INT. THEED - POWER GENERATOR PIT - DAY

Three swords are crossed in an intense display of
swordmanship. The JEDI and the SITH LORD fight their way
across the narrow bridge of the Theed power generator. DARTH
MAUL jumps onto the bridge above them. The JEDI follow, one
in front of the SITH LORD and one behind. They continue their
sword fight.

INT. THEED - PALACE - HALLWAY - DAY

PADME, Capt. Panaka, EIRTAE, SABE and THIER TROOPS are trapped
in a hallway by BATTLE DROIDS.

PADME
We don't have time for this, Captain.

CAPT. PANAKA
Let's try the outside stairway.

Capt. Panaka blasts a hole in the window, and they make their
way outside the building onto a ledge about six stories above
a raging waterfall. SABE, EIRTAE and about TWENTY NABOO
SOLDIERS stay in the hallway to hold off the BATTLE DROIDS.

EXT. THEED - PALACE - OVER WATERFALL - DAY

PADME, Capt. Panaka, and about TEN OTHER NABOO SOLDIERS are
lined up along the edge. They have pulled small attachments
out of their pistols and fire at a ledge about four stories
above them. Thin cables shoot out of the pistols and are
embedded into the ledge. PADME, Capt. Panaka, and the OTHERS
begin to climb up the wall.

EXT. NABOO GRASS PLAINS DAY

The GUNGAN ARMY is no match for the DESTROYER DROIDS. JAR
JAR tries to run from the BATTLE DROIDS.

GENERAL CEEL
Retreat! Retreat!

The GUNGANS begin to turn and run, on foot, on their kaadu,
and in wagons.

JAR JAR attempts to escape on a wagon of energy balls but
only manages to unhitch the back gate, causing all of the
energy balls to roll out of the wagon and down the hill. JAR
JAR scrambles to avoid being hit by one of the balls. FOUR
DESTROYER DROIDS aren't so lucky. They get blasted by the
energy balls.

The GUNGANS renew their attack on the DROID ARMY. JAR JAR's
bumbling destroys several more DESTROYER DROIDS.

INT. NABOO STARFIGHTER - COCKPIT -SPACE

ANAKIN finds himself in the middle of the space battle. A
ship explodes behind him (over his left shoulder).

ANAKIN
Whoo, boy! This is tense!

He looks forward to see enemy ships approaching head on.

ANAKIN
Oops! Artoo, get us off Autopilot!

ARTOO screams a reply.

ANAKIN
I've got control?

ANAKIN fips switches.

ANAKIN
Okay, let's go left!

He moves the controls left and the ship responds, turning
left.

ANAKIN
Yes...I've got control. You did it,
Artoo!

ARTOO beeps

ANAKIN
Go back!?! Qui-Gon told me to stay
in this cockpit and that's what I'm
gonna do. Now c'mon!

An enemy fighter comes into his sights. ANAKIN pushes the
controls and instead of firing, his fighter accelerates past
the enemy ship.

ANAKIN
Oops! Whoa!

Now the enemy ship is on his tail. He tries evasive
maneauvers.

ANAKIN
I'll try spinning, that's a good
trick.

ANAKIN rolls the ship as ARTOO screams desperately.

ANAKIN
I know we're in trouble! Hang on!
The way out of this mess is the way
we got into it.

ARTOO beeps a reply.

ANAKIN
Which one? This one?

ANAKIN yanks on the reverse thrusters and the ship slows
instantly- the enemy fighter shoots past and explodes against
the space station.

INT. NABOO STARFIGHTER - COCKPIT - SPACE

The SQUADRON attacks the space station.

RIC OLIE
Bravo flight...go for the central
bridge.

BRAVO TWO
Roger, Bravo Leader.

The attack is fruitless.

RIC OLIE
Their deflector shield is too strong.
We'll never get through it.

Meanwhile, ANAKIN is being chased by another fighter. ARTOO
shrieks.

ANAKIN
I know, Artoo! This isn't Podracing!

The enemy ship fires and hits ANAKIN's fighter, sending it
into a spin.

ARTOO screams.

ANAKIN
We're hit!

ANAKIN regains control as his ship enters the space station
hanger.

ANAKIN
Great gobs of bantha poo-doo!

ANAKIN's ship dodges parked transport ships and other
obstacles. A huge bulkhead blocks his way. ARTOO beeps.

ANAKIN
I'm trying to stop! I'm trying to
stop! Whoa!

ANAKIN hits the reverse thrusters and the ship skids to a
stop on the hanger deck. ARTOO givesout a worried whistle.

ANAKIN
All right! All right! Get the system
started!

ANAKIN ducks down to adjust a control panel.

ANAKIN
Everything's overheated. All the
lights are red.

ARTOO sees DROIDS appraoching, and beeps frantically.

INT. THEED - POWER GENERATOR PIT - DAY

The laser sword battle continues on the small catwalk around
the vast power pit. DARTH MAUL kicks OBI-WAN off one of the
ramps and he falls several levels. QUI-GON knocks the DARK
LORD off another ramp, and he lands hard on a ramp two levels
below. QUI-GON jumps down after him. The DARK LORD backs
away along the catwalk into a small door. QUI-GON follows as
OBI-WAN runs to catch up.

INT. THEED - POWER GENERATOR ELECRIC BEAM - HALLWAY

The SITH LORD, followed by QUI-GON, enters a long hallway
filled with a series of deadly rays that go on and off in a
pulsing pattern that shoots down the corridor every minute
or so. DARTH MAUL makes it down several walls of deadly rays
before they close. QUI-GON is one wall away from the DARK
LORD. OBI-WAN is just starting into it and is five walls way
from DARTH MAUL.

The JEDI must wait until the next pulse to advance down the
corridor.

OBI-WAN is impatient and paces, waiting for the wall of rays
to open.

QUI-GON sits and meditates. The SITH LORD tries to patch up
his wounds.

INT. THEED - PALACE - HALLWAY TO THRONE ROOM

A window in the hallway blasts apart. PADME, Capt. Panaka,
and HER SOLDIERS climb into the hallway. They head for the
door to the throne roo.

Suddenly, two DESTROYER DROIDS skitter in front of the door.
PADME turns around and sees TWO MORE appear at the far end
of the hallway, trapping them in the middle.

PADME throws down her pistol and turns to Capt. Panaka.

PADME
Throw down your weapons. They win
this round.

CAPT. PANAKA
But we can't....

PADME
Captain, I said throw down your
weapons.

Capt. Panaka and HIS MEN throw down their weapons.

EXT. NABOO GRASS PLAINS - DAY

A DESTROYER DROID blasts one of the shield generators, causing
it to EXPLODE. The protective shield begins to weaken and
fall apart.OOM-9 sees the shield weaken and orders his tanks
forward. The GUNGAN GENERAL signals a retreat as the tanks
enter the battle.

The GUNGANS flee as fast as they can. JAR JAR is blown off
his KAADU and lands on one of the tank guns. A GUNGAN WARRIOR
signals JAR JAR to jump off. JAR JAR is afraid. The gun swings
around trying to knock JAR JAR off.

JAR JAR hangs from the tank barrel as it moves along. Finally,
he jumps onto a KAADU behind a GUNGAN WARRIOR. EXPLOSIONS
from the tank fire are everywhere. It is chaos.

INT. THEED - POWER GENERATOR ELECTRIC BEAM - HALLWAY

The electric rays cycle as QUI-GON sits meditating. The wall
of the deadly rays turn away, and OBI-WAN starts running
toward QUI-GON and the DARK LORD. When the wall between QUI-
GON and DARTH MAUL opens, QUI-GON is in a split second
fighting the DARK LORD with a ferocity not seen before. They
move into the area at the end of the corridor called the
melting pit, a small area that is mostly made up of a deep
hole.

The electron ray gates begin to close. OBI-WAN tries to make
it to the melting pit but is caught one gate short. He slides
to a stop just before he hits the deadly electron field.

QUI-GON and DARTH MAUL battle around the melting pit as a
frustrated OBI-WAN watches.

DARTH MAUL cathces QUI-GON off guard. The SITH makes a quick
move, bashes his lightsaber handle into QUI-GON's chin, and
runs him through. QUI-GON slumps to the floor in a heap.

EXT. NABOO GRASS PLAINS - DAY

The GUNGANS have beeb overrun. Some flee into the hills,
chased by BATTLE DROIDS on STAPS. Many OTHERS are herded
into groups by BATTLE DROIDS and DESTROYER DROIDS.

JAR JAR and GENERAL CEEL are held in a small group with OTHER
OFFICERS.

JAR JAR
Dissa bad, berry bombad.

GENERAL CEEL
Mesa hopen dissa working for da Queen.

INT. THED - PALACE THRONE ROOM - DAY

PADME, Capt. Panaka, and SIX OTHER OFFICERS are brought by
TEN BATTLE DROIDS before NUTE and RUNE and FOUR NEIMOIDIAN
COUNCIL MEMBERS.

NUTE
Your little insurrection is at an
end, Your Highness. Time for you to
sign the treaty... and end this
pointless debate in the Senate.

SADBE dressed like the Queen appears in the doorway with
SEVERAL TROOPS.

Several destroyed battle droids can be seen in the distance.

SABE
I will not be signing any treaty,
Viceroy, because you've lost!

NUTE and THE OTHERS are stunned to see a SECOND QUEEN. NUTE
yells at the TEN GUARDS in the room.

NUTE
After her! This one is a decoy!

SIX OF THE DROIDS rush out of the throne room after SABE.
NUTE turns to PADME.

NUTE
Your Queen will not get away with
this.

PADME slumps down on her throne and immediately hits a
security button that opens a panel in her desk opposite Capt.
Panaka. PADME grabs two pistols, tosses one of the to Capt.
Panaka and one to an OFFICER. She takes a third pistol and
BLASTS the last of the BATTLE DROIDS.

The OFFICERS rush to the door control panel as PADME hits
the switch to close the door. The OFFICER at the door jams
the controls. Capt. Panaka throws more pistols to the OTHER
GUARDS. The NEIMODIANS are confused and afraid.

PADME
Now, Viceroy, this is the end of
your occupation here.

NUTE
Don't be absurd. There are too few
of you. It won't be long before
hundreds of destroyer droids break
in to rescue us.

INT. THEED - POWER GENERATOR - MELTING PIT

OBI-WAN screams as the pulsing electron gate opens, and the
SITH LORD attacks him. The DARK LORD is relentless in his
assault on the young JEDI.

OBI-WAN and DARTH MAUL use the Force to fling objects at
each other as they fight. DARTH MAUL seems to have the upper
hand as OBI-WAN grows weary.

DARTH MAUL catches OBI-WAN off guard, and the JEDI slips
into a melting pit. He is barely able to hold onto a nozzle
on the side of the pit. DARTH MAUL grin evilly at OBI-WAN as
he kicks OBI-WAN's lightsaber down the endless shaft.

The SITH LORD smiles as he goes in for the kill. At the last
moment, OBI-WAN jumps up out of the pit, calls QUI-GON's
lightsaber to hi, throwing DARTH MAUL off. The young JEDI
swings with a vengeance, cutting the SITH down. DARTH MAUL
falls into the melting pit to his death.

OBI-WAN rushes over to QUI-GON, who is dying.

OBI-WAN
Master! Master!

QUI-GON
It is too late...It's...

OBI-WAN
No!

QUI-GON
Obi-Wan promise... promise me you'll
train the boy...

OBI-WAN
Yes, Master...

QUI-GON
He is the chosen one... he will...
bring balance... train him!

QUI-GON dies. OBI-WAN cradles his Master, quietly weeping.

INT. NABOO STARFIGHTER - COCKPIT - FEDERATION HANGER

ANAKIN peeks over the edge of the cockpit to see BATTLE DROIDS
surrounding the ship. He ducks back down.

ANAKIN
Uh oh. This is not good.

He looks at the dashboard to see red lights.

ANAKIN
The systems are still overheated,
Artoo.

The BATTLE DROID CAPTAIN walks up to the ship and sees ARTOO.

BATTLE DROID CAPTAIN
Where's your pilot?

ARTOO beeps a reply.

BATTLE DROID CAPTAIN
You're the pilot?

ARTOO whistles.

BATTLE DROID CAPTAIN
Let me see your identification!

ANAKIN sees the dashboard lights go from red to green.

ANAKIN
Yes...we have ignition.

He flips the switch and the engine starts.

BATTLE DROID CAPTAIN
(seeing Anakin)
You! Come out of there or we'll blast
you!

ANAKIN
Not if I can help it! Shields up!

ANAKIN flips a switch and the ship levitates, knocking over
the BATTLE DROID CAPTAIN. The OTHER DROIDS shoot, but the
lasers are deflected by ANAKIN's shields. ARTOO beeeps.

ANAKIN
his should stop them.

ANAKIN fires lasers as the ship begins to rotate.

ANAKIN
...and take this!

He presses a button and launches two torpedos which miss the
DROIDS.

ANAKIN
Darn...I missed!

The two torpedos fly down a hallway and explode inside the
reactor room.

ANAKIN
Let's get out of here!

ANAKIN's ship roars through the hanger deck, bouncing over
the DROIDS.

ANAKIN
Now, this is Podracing! Whoopee!

INT. FEDERATION BATTLESHIP - BRIDGE

TEY HOW turns to CAPTAIN DOFINE.

TEY HOW
Sir, we're losing power... There is
some problem with the main reactor...

DOFINE
Impossible!! I don't...

The bridge explodes.

INT. NABOO FIGHTER - COCKPIT - SPACE

RIC OLIE watches in amazement as the Federation battleship
starts to explode from the inside out.

BRAVO TWO
What's that?? It's blowing up from
the inside.

RIC OLIE
I don't know, we didn't hit it.

BRAVO THREE
Look! One of ours! Outta the main
hold!!

EXT. NABOO GRASS PLAINS - DAY

Suddenly, all of the DROIDS begin to shake upside down, run
around in circles, then stop. The GUNGANS carefully move out
to inspect the FROZEN DROIDS. JAR JAR pushes one of the BATTLE
DROIDS, and it falls over.

JAR JAR
Wierdind...

EXT. THEED - CENTRAL HANGER - DAY

ANAKIN and ARTOO follow the squad of yellow Naboo starfighters
into the main hanger.

INT. THEED - CENTRAL HANGER - DAY

RIC OLIE and the OTHER PILOTS gather around as they exit
their ships.

BRAVO TWO
He flew into the hold, behind the
deflector shield and blasted the
main reactor...

BRAVO THREE
Amazing... They don't teach that in
the academy.

ANAKIN's ship skids to a stop behind the other Naboo
starfighters. RIC OLIE, BRAVO TWO, the OTHER PILOTS, and
GROUND CREW rush to his ship.

RIC OLIE
We're all accounted for. Who flew
that ship?

ANAKIN sheepishly opens the cockpit and stands up. All the
PILOTS stare in amazement.

ANAKIN
I'm not going to get into trouble,
am I?

ARTOO beeps. oh. oh.

INT. MAIN HANGER - COURTYARD - DAY

The large, grand cruiser of the Supreme Chancellor lands in
the courtyard of the main hanger. Capt. Panaka and TWENTY
TROOPS guard NUTE GUNRAY and RUNE HAAKO. OBI-WAN, the QUEEN,
and her HANDMAIDENS stand before the NEIMOIDIANS.

PADME
Now, Viceroy, you are going to have
to go back to the Senate and explain
all this.

CAPT. PANAKA
I think you can kiss your Trade
franchise goodbye.

The main ramp of the cruiser is lowered as OBI-WAN and Capt.
Panaka lead the VICEROY and HIS ASSISTANT toward the ship.
The GRAND CHANCELLOR PALPATINE and SEVERAL REPUBLIC GUARDS
descend the walkway, followed by YODA and SEVERAL OTHER JEDI
MASTERS.

The CHANCELLOR PALPATINE is greeted by the QUEEN.

AMIDALA
Congratulations on youer election,
Chancellor. It is so good to see you
again.

PALPATINE
It's good to be home. Your boldness
has saved our people, Your Majesty.
It is you who should be congratulated.
Together we shall bring peace and
prosperity to the Republic.

OBI-WAN greets YODA and the OTHER JEDI as Capt. Panaka takes
the NEIMODIANS onto the cruiser.

INT. TURRET ROOM - NABOO PALACE - LATE DAY

The sun streams into the multi-windowed room at a low angle.
It is not quite sunset. YODA paces before OBI-WAN, who is
kneeling in the center of the room.

YODA
Confer on you, the level of Jedi
Knight the Coucil does. But agree on
you taking this boy as your Padawan
learner, I do not.

OBI-WAN
Qui-Gon believed in him. I believe
in Qui-Gon.

YODA
The Chosen One the boy may be;
nevertheless, grave danger I fear in
his training.

OBI-WAN
Master Yoda, Igave Qui-Gon my word.
I will train Anakin. Without the
approval of the Council if I must.

YODA
Qui-Gon's defiance I sense in you.
Need that, you do not. Agree, the
council does. Your apprentice, young
Skywalker will be.

EXT. THEED - CENTRAL PLAZA - FUNERAL TEMPLE STEPS - SUNSET

QUI-GON's body goes up in flames as the JEDI COUNCIL, the
QUEEN, SIO BIBBLE, Capt. Panaka, the HANDMAIDENS, and ABOUT
ONE HUNDRED NABOO TROOPES, TWENTY OTHER JEDI, PALPATINE, OBI-
WAN (standing with ANAKIN), JAR JAR, BOSS NASS, and TWENTY
OTHER GUNGAN WARRIORS watch. There is a drum roll that stops.
Doves are released, and the body is gone. ANAKIN looks to
OBI-WAN.

OBI-WAN
He is one with the Force, Anakin...You
must let go.

ANAKIN
What will happen to me now?

OBI-WAN
I am your Master now. You will become
a Jedi, I promise.

To one side, MACE WINDU turns to YODA.

MACE WINDU
There is no doubt. The mysterious
warrior was a Sith.

YODA
Always two there are... no more...
no less. A master and an apprentice.

MACE WINDU
But which one was destroyed, the
master or the apprentice?

They give each other a concerned look.

EXT. THEED - CENTRAL PLAZA - DAY

CHILDEREN SING and throw flowers on the passing GUNGAN
SOLDIERS. The CROWDS CHEER. It is a grand parade.

QUEEN AMIDALA stands next to the SUPREME CHANCELLOR PALPATINE,
ANAKIN, OBI-WAN, SIO BIBBLE, and the JEDI COUNCIL. ARTOO
stands in front of the QUEEN'S HANDMAIDENS and whistles at
the parade. QUEEN AMIDALA and PALPATINE smile at one another
In the parade are BOSS NASS and his GUARDS, JAR JAR and
GENERAL CEEL. The GUNGANS ride KAADU. They stop before the
QUEEN and walk up the steps to stand by her side. BOSS NASS
holds up the Globe of Peace. EVERYONE CHEERS.

The parade marches on.

IRIS OUT:

END TITLES
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