Star wars: episode II attack of the clones


PADME: (smiles wistfully) You have changed so much… ANAKIN



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PADME: (smiles wistfully) You have changed so much…

ANAKIN: You haven’t changed a bit. You’re exactly the way I remember you in my dreams.
Padme blushes.
ANAKIN: I doubt if Naboo has changed much either.

PADME: It hasn’t –

ANAKIN: (stepping over her words) I can’t wait to breathe the sweet breeze that comes off the rolling hills. Whenever I try to visualize the Force, those hills are what I see. (pause) I love Naboo.
Another awkward moment. Anakin’s words say he loves Naboo, but his intent stare at Padme says something else entirely. Padme again tries to change the topic.
PADME: You were dreaming about your mother earlier, weren’t you?

ANAKIN: (quiet) Yes. It’s true. (looks down) I left Tatooine so long ago, my memory of her is fading. I don’t want to lose it. Recently I’ve been seeing her in my dreams. Vivid dreams. (beat, then whisper) Scary dreams. I worry about her…
Padme gives a small, sympathetic smile.
PADME: I’d be disappointed if you didn’t. You didn’t leave her in the best of circumstances.
Anakin winces. Padme puts her hand on his forearm.
PADME: Trust me, Anakin…you did the right thing in going. For yourself, but more importantly, for your mother.
Anakin can’t argue with that.
INT. JEDI TEMPLE, MAIN HALLWAY – DAY

Obi-Wan walks through the main hallway of the Jedi Temple to the training area.


INT. JEDI TEMPLE, TRAINING VERANDA -- DAY
Obi-Wan comes out onto the veranda and stops. He watches twenty or so four year olds of various races doing training exercises, supervised by Jedi Master Yoda. The younglings wear helmets over their eyes and try to strike little training droids with their miniature lightsabers. The droids dance in front of them.

YODA: Reach out and sense the Force around you. Use your feelings, you must.

Yoda notices Obi-Wan and taps the ground with his cane.
YODA: Younglings – Younglings, enough! A visitor we have. Welcome him.

The children take off their helmets and turn off their lightsabers. The training droids float up to the ceiling, out of sight.



YODA: Master Obi-Wan Kenobi, meet the mighty Bear Clan.
CHILDREN: Hello, Master Obi-Wan!
OBI-WAN: Hello. (to Yoda) I am sorry to disturb you, Master.
YODA: What help can I be, Obi-Wan? Hmm?
OBI-WAN: I’m looking for a planet described to me by an old friend. I trust him. But the systems don’t show in the archive maps.

YODA: Hmm. Lost a planet Master Obi-Wan has. How embarrassing, how embarrassing...
One of the children smothers a giggle.
YODA: Liam, the shades. An interesting puzzle…
One of the children, LIAM, closes the shades.
YODA: Gather around the map reader. Clear your minds, and find Obi-Wan’s wayward planet we will. Bobby, the lights please…
BOBBY turns off the lights, casting the room into darkness. Yoda gathers the younglings around the map reader. The map reader is a small shaft with a hollow opening at the top. The children gather around it. Obi-Wan takes out a little glass ball and places it into the bowl. The window shades close darkening the room and the reader lights up, projecting the star map hologram into the room. The children laugh. Some of them reach up to try and touch the nebulae and stars. Obi-Wan walks into the display.
OBI-WAN: (pointing) It ought to be…here… but it isn’t. Gravity is pulling all the stars in the area towards this spot.
YODA: Most interesting… Gravity’s silhouette remains, but the star and all the planets…disappeared, they have. How can this be?

Yoda turns to the class.

YODA: Now younglings…in your mind, what is the first thing you see? An answer, hmm? A thought? Anyone?

There is a brief pause. Then a child puts its hand up. Yoda nods.

JK BURTOLA: Master? Because someone erased it from the archive memory.
CHILDREN: That’s right! Yes! That’s what happened! Someone erased it!
MARI AMITHEST: (another of the children) If the planet blew up, the gravity would go away.
YODA: (chuckles) Truly wonderful, the mind of a child is. Uncluttered. The Padawan is right – go to the center of gravity’s pull, and find your planet you will.

Yoda and Obi-Wan move away from the children. With a hand movement, Obi-Wan causes the star map to disappear. He uses the Force to call the glass ball back to his hand as the two walk into an adjoining room.


YODA: Hmm…the data must have been erased.

OBI-WAN: But Master Yoda, who could empty information from the archives? That’s impossible, isn’t it?
YODA: (frowns) Dangerous and disturbing this puzzle is. Only a Jedi could have erased those files. But who and why…harder to answer. Meditate on this, I will. May the Force be with you.
Obi-Wan bows and walks off as Yoda walks back toward the children.
EXT. ANOTHER LANDING PLATFORM – DAY
Obi-Wan’s red-and-white Delta-7 starfighter is ready for takeoff. Obi-Wan and Mace Windu stand beside it.
MACE WINDU: Be wary, the disturbance in the Force is growing stronger.
Obi-Wan nods…then sighs with worry.
OBI-WAN: Master, he should not have been given this assignment. I’m afraid Anakin won’t be able to protect the Senator.

MACE WINDU: Why?

OBI-WAN: He has a… an emotional connection with her. It’s been there since he was a boy. Now he is confused, distracted...

MACE WINDU: Obi-Wan, you must have faith that he will take the right path.

Obi-Wan then climbs into the cockpit of his starfighter. Mace smiles and waves.

MACE WINDU: May the Force be with you.

OBI-WAN: (to his droid) Set course for the hyperspace ring, Arfour.
Mace steps back as the Jedi Starfighter warms up and lifts off into the sky.
WIPE TO:
EXT. NABOO SPACEPORT – DAY
The starfreighter lands in the giant port city of Theed. Among the departing passengers are Anakin and Padme (dressed as peasants) and Artoo. They head over to the main plaza where they board a speeder bus.
EXT. NABOO PALACE, GRAND COURTYARD -- AFTERNOON
The speeder bus pulls up and stops at the Grand Courtyard of Theed, and Anakin, Padme and Artoo get out. Anakin stares out at the wide, beautiful courtyard in wonder. The great courtyard stretches before them, and they see the rose-colored domes of the palace on the far side. Artoo whistles. They pick up their gear and start to cross the courtyard. Artoo trundles behind them.
ANAKIN: If I grew up here, I don’t think I’d ever leave.

PADME: (laughs) I doubt that.

ANAKIN: No, really. When I started my training, I was very homesick and very lonely. This city and my Mom were the only pleasant things I had to think about… (beat) The problem was, the more I thought about my Mom, the worse I felt. But I would feel better if I thought about the palace. The way it shimmers in the sunlight. The way the air always smells of flowers…

PADME: (wistful) …and the soft sound of the distant waterfalls. The first time I saw the capitol, I was very young. I’d never seen a waterfall before. I thought they were so beautiful…I never dreamed one day I’d live in the palace.

ANAKIN: Well, tell me, did you dream of power and politics when you were a little girl?

PADME: (laughing) No! That was the last thing I thought of. But the more history I studied, the more I realized how much good politicians could do. After school I became a Senatorial advisor, with such a passion that before I knew it I was elected Queen. Partly because I scored so high on my education certificate, but for the most part it was my conviction that reform was possible. (beat) I wasn’t the youngest Queen ever elected, but now that I think back on it, I’m not sure I was old enough. I’m not sure I was ready.

ANAKIN: The people you served thought you did a good job. I heard they even tried to amend the Constitution so you could stay in office.
Padme frowns at this.
PADME: Popular rule is not democracy, Ani. It gives the people what they want, not what they need. And, truthfully, I was relieved when my two terms were up.
She looks down at the ground in contemplation.


PADME: So were my parents. They worried about me during the blockade and couldn’t wait for it all to be over. Actually, I was hoping to have a family by now… (grins at Anakin) My sisters have the most amazing, wonderful kids… but when the Queen asked me to serve as Senator, I couldn’t refuse her.
ANAKIN: I agree with her! I think the Republic needs you… I’m glad that you chose to serve. I feel things are going to happen in our generation that will change the galaxy in profound ways.
PADME: I think so too.
Anakin and Padme walk toward the palace. Artoo continues to follow.
INT. NABOO PALACE, THRONE ROOM -- AFTERNOON

QUEEN JAMILLIA is seated on the throne, flanked by SIO BIBBLE and a COUPLE OF ADVISORS. FOUR HANDMAIDENS stand close by, and GUARDS are at the doors. Outside the throne room, Artoo waits.


QUEEN JAMILLIA: We’ve been worried about you. (takes Padme’s hand) I’m so glad you’re safe, Padme.

PADME: Thank you, your Highness. I only wish I could have served you better by staying on Coruscant for the vote.
SIO BIBBLE: Supreme Chancellor Palpatine has explained it all. Given the circumstances, Senator, returning home was the only real choice you could have made.
Padme gives Bibble a resigned nod.
QUEEN JAMILLIA: How many systems have joined Count Dooku and the separatists?

PADME: Thousands. And more are leaving the Republic every day. If the Senate votes to create an army, I’m sure it’s going to push us into a civil war.

Both Jamillia and Sio are shaken by this.
SIO BIBBLE: It’s unthinkable! There hasn’t been a full-scale war since the formation of the Republic!
QUEEN JAMILLIA: Do you see any way, through negotiations, to bring the separatists back into the Republic?
PADME: Not if they feel threatened. The separatists don’t have an army, but if they are provoked, they will move to defend themselves. I’m sure of that. And with no time or money to build an army, my guess is they will turn to the Trade Federation or the Commerce Guilds for help.

QUEEN JAMILLIA: The armies of commerce! Why has nothing been done in the Senate to restrain them?!?

PADME: I’m afraid that, despite the Chancellor’s best efforts, there are still many bureaucrats, judges, and even Senators on the payrolls of the Guilds.

SIO BIBBLE: It’s outrageous that after all of those hearings and four trials in the Supreme Court, Nute Gunray is still the viceroy of the Trade Federation. I fear the Senate is powerless to resolve this crisis. Do those money mongers control everything?
QUEEN JAMILLIA: Remember, Counselor, the courts were able to reduce the Federation’s armies. (beat) That’s a move in the right direction.
PADME: (winces) There are rumors, Your Highness, that the Federation Army was not reduced as they were ordered.
ANAKIN: The Jedi have not been allowed to investigate. It was… considered to be too dangerous for the economy.
QUEEN JAMILLIA: (smiles) We must keep our faith in the Republic.
The Queen rises from her throne, and everyone else rises with her. She crosses over to Padme.
QUEEN JAMILLIA: The day we stop believing democracy can work is the day we lose it.
PADME: Let’s pray that day never comes.

QUEEN JAMILLIA: In the meantime, we must consider your own safety.

Anakin, Padme, the Queen, and Bibble walk towards the open throne room doors. The handmaidens trail along behind them.

SIO BIBBLE: What is your suggestion, Master Jedi?

PADME: Oh, Anakin’s not a Jedi yet. He’s still a Padawan Learner. (To Jamillia) But I was thinking –

ANAKIN: Hey, hold on a minute…

PADME: (stern look at Anakin) Excuse me! (back to Jamillia) I was thinking I would stay in the Lake Country. There are some places up there that are very isolated.

ANAKIN: Excuse me! I am in charge of security here, M’Lady!!
The tension between the two fills the room. Bibble and Jamillia look at each other with worry.
PADME: Ani, my life is at risk. And this is my home. I know it very well, that is why we’re here. I think it would be wise if you took advantage of my knowledge in this instance.
Anakin takes a deep breath and forces a polite smile, though his eyes still blaze with anger.
ANAKIN: Sorry, M’Lady.

SIO BIBBLE: (half amused) She’s right. The Lake Country is the most remote part of Naboo. Not many people, and a clear view of the surrounding terrain.

QUEEN JAMILLIA: Perfect. It’s settled then. Padme, I had an audience with your father yesterday. I told him what was happening. He hopes you will visit your mother before you leave – your family’s very worried about you…

PADME: Thank you, your Highness.
Padme looks worried as she and Jamillia walk out of the throne room and down a staircase. Anakin and Bibble follow them.
EXT. THEED, RESIDENTIAL AREA, SIDE STREET – AFTERNOON

PEOPLE are passing through a small street of Theed. OLD MEN are sunning themselves, WOMEN are gossiping, KIDS are playing. Anakin, Padme and Artoo turn onto a side street. Anakin is back in his Jedi robes and holding Padme’s luggage. Padme is wearing a beautiful simple dress. She stops, beaming.

PADME: There's my house!
Padme starts forward; Anakin hangs back.
PADME: What? Don't say you're shy!

ANAKIN: (untruthfully) No, but I --
Suddenly, there are shouts from two little girils, RYOO (age 6) and POOJA (age 4). They come running toward Padme.
RYOO & POOJA: Aunt Padme!! Aunt Padme!!

PADME: Ryoo!! Pooja!!
Padme scoops up Ryoo and Pooja and hugs them.
PADME: I'm so happy to see you! This is Anakin. Anakin, this is Ryoo, and this is Pooja.
Anakin and the girls say hello to each, both shyly. Then:
PADME: Go wake up Artoo.

RYOO & POOJA: ARTOO!!
As they see the droid, they run up and hug him. Artoo whistles and beeps with happiness. Padme laughs, and she and Anakin go on toward the house. The girls stay and play with little Artoo.
INT. PADME'S PARENTS' HOUSE, MAIN ROOM (NABOO) - AFTERNOON
SOLA, Padme's beautiful older sister, comes in from the kitchen carrying a big bowl of food.
SOLA: (over her shoulder) They're eating over at Jev Narran's later, Mom. They just had a snack. They'll be fine.
Sola puts the bowl down on the table, where Anakin, Padme and RUWEE NABERRIE (Padme's father) are coming into the room.
SOLA: Padme! (hugging her) You’re late. Mom was worried.

PADME: We walked. Anakin, this is my sister, Sola.

SOLA: Hello, Anakin.

ANAKIN: Hello.
Sola sits, as JOBAL NABERRIE (Padme's mother) comes in with a heaped bowl of steaming food.
PADME: And this is my mother.

JOBAL: You're just in time for dinner. I hope you're hungry, Anakin.

ANAKIN: A little.

PADME: He's being polite, Mom. We're starving.

RUWEE: (grinning) You came to the right place at the right time. Sit down, son.

Everyone sits and starts passing food.
JOBAL: (to Padme) Honey, it's so good to see you safe. We were so worried.
Padme gives her mother a dirty look. Ruwee smiles as he watches.
RUWEE: Dear...

JOBAL: I know, I know... but I had to say it. Now it's done.

SOLA: Well, this is exciting! Do you know, Anakin, you're the first boyfriend my sister's ever brought home?
Padme blanches, and rolls her eyes at her sister.
PADME: So-la!! He isn't my boyfriend! He's a Jedi assigned by the Senate to protect me.

JOVAL: A bodyguard?! Oh, Padme, they didn't tell us it was that serious…

PADME: It's not, Mom, I promise. (glances at Jobal) Anyway, Anakin's a friend. I've known him for years. Remember that little boy who was with the Jedi during the blockade crisis?
They nod.
PADME: (wryly) He grew up.

JOBAL: Honey, when are you going to settle down? Haven't you had enough of that life? I certainly have!

PADME: Mom, I'm not in any danger.

RUWEE: (to Anakin) Is she?
Anakin hesitates.

ANAKIN: Yes. I'm afraid she is.

PADME: (quickly) But not much.
EXT. PADME'S PARENTS' GARDEN - AFTERNOON
Anakin and Ruwee are walking.
RUWEE: Sometimes I wish I'd traveled more... but I must say, I'm happy here.

ANAKIN: Padme tells me you teach at the university?

RUWEE: (nodding) Yes, and before that, I was a builder. I also worked for the Refugee Relief Movement when I was very young.

ANAKIN: You seem quite interested in public service.

RUWEE: Naboo is generous. We have all that we want, all that we could want. Food is plentiful, climate is comfortable, surroundings are –

ANAKIN: Beautiful.

RUWEE: Quite so. We are a very fortunate people, and we know it. That good fortune shouldn’t be taken for granted, so we try to share and try to help. In doing so, we become something larger than ourselves, and more fulfilled than one can become from idly enjoying good fortune.


ANAKIN: It’s the same with the Jedi, I suppose. We’ve been given great gifts, and we train hard to make the most of them. And then we use our powers to try to help the galaxy, to make everything a little bit better.

RUWEE: And to make the things we love a little bit safer.
Anakin smiles and nods. Ruwee looks at him with gratitude and respect.
INT. NABERRIE LAKE RETREAT– DINING ROOM -- DAY
Padme, Sola, and Jobal are clearing the table.
SOLA: Why haven't you told us about him?
PADME: What's there to talk about? He's just a boy.
SOLA: A boy? Have you seen the way he looks at you?
PADME: Sola, stop it!
SOLA: It's obvious he has feelings for you. Are you saying, little baby sister, that you haven't noticed?
PADME: I'm not your baby sister, Sola. Anakin and I are friends… our relationship is strictly professional.
Sola gives a knowing “Sure it is” grin.
PADME: Mom, would you tell her to stop it?
SOLA: (laughing) Well, maybe you haven't noticed the way he looks at you. I think you're afraid to.
PADME: Cut it out!!
JOBAL: Sola's just concerned…we all are.
PADME: Oh, Mom, you're impossible. What I'm doing is important.
JOBAL: You've done your service, Padme. It's time you had a life of your own. You're missing so much!
EXT. PADME'S PARENTS' GARDEN (NABOO) - AFTERNOON
Ruwee pauses in his walk, and Anakin stops as well.
RUWEE: Now tell me, son…how serious is this thing? How much danger is my daughter really in?

ANAKIN: (hesitantly) There have been two attempts on her life. Chances are there’ll be more.
Ruwee is pained to hear this.

ANAKIN: My master is tracking down the assassins, I’m sure he’ll find out who they are. This situation won’t last long.

Ruwee nods, sadly.
RUWEE: I don’t want anything to happen to her…

ANAKIN: I don’t either.
INT. NABERRIE LAKE RETREAT– DINING ROOM -- DAY
Padme and Sola are now alone in the room. Padme stares at her older sister with some exasperation.
SOLA: What?

PADME: Why do you keep saying such things about me and Anakin?

SOLA: Because it’s obvious. You see it – you can’t deny it.
Padme sighs.
SOLA: I thought Jedi weren’t supposed to think such things. You think more like a Jedi than he does – and you shouldn’t.

PADME: What do you mean?

SOLA: You’re so tied up in your responsibilities that you don’t give any weight to your desires.

PADME: You don’t know how I feel about Anakin.

SOLA: And neither do you – because you won’t let yourself think about it. It’s funny – you act as if you’re prohibited and you’re not, while Anakin acts as if he’s under no such prohibitions, and he is!

PADME: You’re way ahead of everything! Anakin and I have only been together for a few days – before that, I hadn’t seen him in a decade!
Sola shrugs and puts an arm around Padme’s shoulder.
SOLA: I know how he feels. And so do you.
Padme gazes down at the floor, troubled. Sola lifts her chin and makes Padme face her.
SOLA: It frightens you. What are you afraid of? Are you afraid of his feelings…or of your own? (beat) You’re right, I don’t know how you feel. But I suspect that it’s something new to you. Something scary…but something wonderful.
Padme can’t answer that.
INT. PADME'S PARENTS' HOUSE, PADME'S ROOM - AFTERNOON
Padme throws some things into a bag.
PADME: Don't worry, this won't take long.

ANAKIN: I just want to get there before dark.

Padme goes on packing, and Anakin looks around the room.

ANAKIN: You still live at home.

PADME: I move around so much, I've never had a place of my own. Official residences have no warmth. I feel good here. I feel at home.

ANAKIN: I never had a real home. Home was always where my mom was.
Anakin picks up a framed hologram and shows it to her.
ANAKIN: Is this you?
The hologram shows Padme at age seven or eight surrounded by forty or fifty little green creatures. She is holding one in her arms. They are all smiling hugely.
PADME: That was when I went with a relief group to Shadda-Bi-Boran. Their sun was imploding, and the planet was dying. I was helping to relocate the children. See that little one I'm holding? His name was N'a-kee-tula, which means “sweetheart.” He was so full of life... All those kids were. (somber) I did everything I could to save him, but he died... they all did. They were never able to adapt. To live off their native planet.
Anakin picks up another hologram. It shows Padme at age ten or eleven. She is wearing official robes and standing between two robed legislators. Her expression is severe.
PADME: My first day as an Apprentice Legislator. Notice the difference?
Padme pulls a face, and Anakin grins. She continues packing. Anakin sets the two holograms down side by side - the beaming little girl, and the stern, unsmiling adolescent.
WIPE TO:
EXT. SPACE – NEAR KAMINO
The view is just like the star map hologram, plus the storm-shrouded planet of Kamino, which is exactly where it ought to be. Obi-Wan's Starship leaps out of hyperspace and disengages from the hyperspace transport ring. The starship, painted red-and-white and wedge-shaped, flies OVER CAMERA and heads down toward the planet.
INT. COCKPIT, JEDI FIGHTER, SPACE
Obi-Wan sits in the starship’s cockpit, wearing a headset. He studies the console readouts.

OBI-WAN: There it is, Arfour, right where it should be. Our missing planet, Kamino. Those files were altered.

On the side of the ship, a red-and-white ARFOUR DROID beeps in worry.
EXT. TIPOCA CITY, KAMINO LANDING PLATFORM (RAINSTORM) – DAY
Heavy rains and hard-driving winds lash the platform as Obi-Wan’s Starship approaches. The huge, ultra-modern city of Tipoca rests on great stilts that keep it above the pounding and ever-present waves that cover the surface of this watery world.
The Starfighter lands. Obi-Wan gets out and makes his way through the howling wind toward a tower on the far side of the platform. A door slides open. A shaft of brilliant light pierces the swirling rain. Obi-Wan passes through it and goes inside.
INT. TIPOCA CITY, CORRIDOR ENTRANCE -- DAY
Brilliant white light. Obi-Wan pushes the soaking hood from his face.
TAUN WE: Master Jedi, so good to see you. Welcome to Tipoca City.
OBI-WAN wipes the rain from his face and blinks in surprise at a tall, pasty-white alien named TAUN WE. She has large almond shaped eyes, and speaks with a slow, melodic singsong voice.
TAUN WE: Everything is ready. The Prime Minister is expecting you.

OBI-WAN: (warily) I'm expected?!?

TAUN WE: Of course! He is anxious to meet you. After all these years, we were beginning to think you weren't coming. Now please, this way…
INT. TIPOCA CITY, PRIME MINISTER’S OFFICE – DAY
The door slides open. Obi-Wan and Taun We enter and cross to where LAMA SU rises smiling from his chair, which, like all the furniture on Kamino, seems made out of pure light.
TAUN WE: May I present Lama Su, Prime Minister of Kamino. And this is Master Jedi –

OBI-WAN: Obi-Wan Kenobi.

LAMA SU: Please…

Lama Su gestures to a seat, which Obi-Wan does not take. Lama Su sits as well, while Taun We hovers beside him. The room is bathed in brilliant white light. The whole place is ultra high-tech.

LAMA SU: I trust you are going to enjoy your stay. We are most happy you have arrived at the best part of the season.

OBI-WAN: You make me feel most welcome.

LAMA SU: (indicates the chair again) Please…?
Obi-Wan finally sits down.
LAMA SU: And now to business: You will be delighted to hear that we are on schedule. Two hundred thousand units are ready, with a million more well on the way.
Obi-Wan is lost, but improvises as best he can.
OBI-WAN: That’s…good news.

LAMU SU: Please tell your Master Sifo-Dyas that his order will be met on time and in full. He is well, I hope.

OBI-WAN: I’m sorry? Master – ?

LAMU SU: Jedi Master Sifo-Dyas is still a leading member of the Jedi Council, is he not?
Obi-Wan is visibly puzzled.
OBI-WAN: Master Sifo-Dyas was killed almost ten years ago.

LAMA SU: Oh. I’m so sorry to hear that. But I’m sure he would have been proud of the army we’ve built for him.

OBI-WAN: The army…!?

LAMA SU: Yes – a clone army. And I must say, one of the finest we’ve ever created.

OBI-WAN: (thinking furiously) Tell me, Prime Minister… when my Master first contacted you about the army, did-did he say who it was for?

LAMA SU: Of course he did. The army is for the Republic.
Obi-Wan is visibly rocked by this. Lama Su stands up.
LAMA SU: But you must be anxious to inspect the units for yourself.

OBI-WAN: (grins and shrugs) That’s why I’m here.
Obi-Wan and Lama Su rise and walk toward the door.
EXT. NABOO LAKE RETREAT, WATER SPEEDER, LANDING PLATFORM - LATE AFTERNOON

A water speeder driven by PADDY ACCU, the retreat caretaker, docks at an island landing platform. Anakin and Padme disembark the water speeder at the base of a lodge rising on the beautiful island in the middle of the lake.

EXT. NABOO LAKE RETREAT, LODGE, GARDEN TERRACE -- LATE AFTERNOON
Anakin and Padme walk up the stairs from where the water speeder is parked onto the garden terrace overlooking a lovely garden. Behind them, Paddy Accu follows. Anakin and Padme stop at the balustrade. Padme looks out across the garden to the shimmering lake and the mountains rising beyond. Anakin looks at her.
PADME: When I was in Level Three, we used to come here for school retreat. See that island? We used to swim there every day. I love the water.
ANAKIN: I do too. I guess it comes from growing up on a desert planet.

Padme suddenly becomes aware that Anakin is looking only at her.


PADME: We used to lie out on the sand and let the sun dry us, and try to guess the names of the birds singing.
ANAKIN: I don’t like sand. It’s coarse and rough and irritating, and it gets everywhere. Not like here…
Anakin touches Padme’s arm, caressing it. Padme’s intensely uncomfortable, but starting to like the attention in spite of herself.
ANAKIN: Here everything’s soft… and smooth…
PADME: There was a very old man who lived on the island. He used to make glass out of sand – and vases and necklaces out of the glass. They were magical.
ANAKIN: Everything here is magical.

Padme keeps trying to avoid his gaze, but Anakin keeps bringing her eyes to meet his.


PADME: You could look into the glass and see the water. The way it ripples and moves. It looked so real… but it wasn’t.
ANAKIN: Sometimes…when you believe something to be real… it becomes real.
Anakin flashes a dazzling, heart-melting smile. But Padme forces herself to continue with her story.
PADME: I used to think… if you looked too deeply into glass…you would lose yourself.

ANAKIN: I think it’s true.

Slowly, tenderly, he kisses her. She doesn’t resist… at first. She pulls away after a moment.

PADME: No. I shouldn’t have done that…

ANAKIN: I’m sorry…
He stares at the lake, a bewildered “what did I do wrong” look on his face.
INT. TIPOCA CITY, CLONE CENTER, HATCHERY – DAY
Obi-Wan is led by Lama Su and Taun We through a transparent glass tunnel to a vast clone hatchery all around them, where thousands upon thousands of translucent tubes can be seen, sticking out from the floor and ceiling at all angles, and an embryonic form in each of them.

OBI-WAN: Very impressive.

LAMA SU: I’d hoped you would be pleased. Clones can think creatively. You’ll find that they are immensely superior to droids.
Obi-Wan gazes at the nearest embryos.
OBI-WAN: How many are there…?

LAMA SU: We have several hatcheries throughout the city. This, of course, is the most crucial phase – though with our techniques, we expect a survival rate of over ninety percent. Every so often, an entire batch will develop a…an issue, but we expect production to remain steady, and with our accelerated growth methods, these before you will be fully matured and ready for battle in just over a decade.
Obi-Wan can’t suppress a shudder. Lama Su gestures far below the tunnel at a distant classroom. Inside, a group of small identical ten-year-old boys in blue outfits sit at desks and rapidly move complex puzzles into completion in mere seconds. There are patches on each of the children’s shoulders.
LAMA SU: We take great pride in our combat education and training programs. This group was created about five years ago.

OBI-WAN: You mentioned growth acceleration...

LAMA SU: Oh yes, it's essential. Otherwise, a mature clone would take a lifetime to grow. Now, we can do it in half the time. The items you will soon see on the parade ground were started ten years ago, when Sifo-Dyas first placed the order, and they're already mature...

Lama Su points down at a large eating area. Seated and eating at tables are HUNDREDS OF CLONES who look exactly alike, all physically about twenty years old, dressed in red outfits. They also have patches on their shoulders.
OBI-WAN: I see.

LAMA SU: You’ll find they are totally obedient, taking any order without question. We modified their genetic structure to make them less independent than the original host.
The trio continue to walk down the glass tunnel.
OBI-WAN: And who was the original host?

LAMA SU: A bounty hunter called Jango Fett. We felt a Jedi would be the perfect choice, but Sifo-Dyas handpicked Jango Fett himself.
Obi-Wan notes the words “bounty hunter,” but keeps his expression neutral.
OBI-WAN: And where is this bounty hunter now?

LAMA SU: Oh, we keep him here. After a few hundred thousand clones, the genetic pattern starts to fade, so we take a fresh supply. He lives here, but he's free to come and go as he pleases.
The tour continues through a long corridor filled with narrow, transparent tubes into which clones are climbing. Once in the tube, the clone goes to sleep. The other side of the tunnel looks out upon a vast training area when clones of various ages go through rigorous martial arts matches.
OBI-WAN: Very disciplined.

LAMA SU: That is the key. Disciplined, and yet able to think creatively. It is a mighty combination. Sifo-Dyas explained to us the Jedi aversion to leading droids. He told us Jedi could only command an army of life forms.

OBI-WAN: So this Jango Fett willingly lives here?

LAMA SU: The choice is his alone. Apart from his pay, which is considerable, Fett demanded only one thing - an unaltered clone for himself. Curious, isn't it?

OBI-WAN: Unaltered?

The tour now moves over a vast grouping of lines. Several hundred adult clones, now in white armor, move to a conveyor belt where white helmets are rolling along. Each clone takes a helmet, dons it, and moves out.

LAMA SU: Pure genetic replication. No tampering with the structure to make it more docile... and no growth acceleration...

OBI-WAN: I should very much like to meet this Jango Fett.

TAUN WE: I would be very happy to arrange it for you.
Finally the tunnel ends, and Obi-Wan, Lama Su and Taun We come out onto a balcony. Below is a huge parade ground. The rain and wind are brutal. THOUSANDS OF CLONE TROOPERS can be seen below, and each are wielding a blaster rifle. They move in perfect military formation, entire formations moving as one, in a stunning parade of might despite the pouring rain.
LAMA SU: (beaming) Magnificent, aren’t they?
Obi-Wan nods slowly. He is both awed and terrified at the sight before him.
EXT. NABOO, MOUNTAIN MEADOW – LATE AFTERNOON
Padme and Anakin are in the middle of an idyllic hilly meadow, its lush grasses sprinkled with flowers. At a distance, a herd of SHAAKS graze contentedly. Beyond is the shimmering expanse of waterfalls of the lake. Several other lakes stretch to the horizon. The air is full of little floating puffballs. They sit on the grass, in a playful, coy mood, talking. Padme is picking flowers.
PADME: I don’t know…

ANAKIN: Sure you do. You just don’t want to tell me.

PADME: Are you going to use one of your Jedi mind tricks on me?

ANAKIN: They only work on the weak-minded. You are anything but weak-minded.

PADME: All right…I was twelve. His name was Palo. We were both in the Legislative Youth Program. He was a few years older than I… very cute. Dark curly hair. Dreamy eyes.

ANAKIN: All right, I get the picture…whatever happened to him?

PADME: I went into public service. He went on to become an artist.

ANAKIN: Maybe he was the smart one.


PADME: (thoughtful) You really don’t like politicians, do you?
Anakin shrugs.
ANAKIN: I like two or three, but I’m not really sure about one of them.
Padme giggles.
ANAKIN: I don’t think the system works.

PADME: How would you have it work?

ANAKIN: We need a system where the politicians sit down and discuss the problem, agree what's in the best interests of all the people, and then do it.

PADME: That’s exactly what we do. Th-the trouble is that people don't always agree. In fact, they hardly ever do.

ANAKIN: Then they should be made to.

PADME: By whom? Who's going to make them?

ANAKIN: I don't know. Someone.

PADME: You?

ANAKIN: Of course not me.

PADME: But someone.

ANAKIN: Someone wise.

PADME: Sounds an awful lot like a dictatorship to me.

ANAKIN: Well… if it works…
She stares at him, confused. Anakin can’t keep a straight face, and finally grins. Padme busts out laughing.
PADME: (laughs) You’re making fun of me!

ANAKIN: (grinning) Oh no, I’d be much too frightened to tease a Senator.

PADME: You’re so bad!
She picks up a piece of fruit and throws it at him. He catches it. Padme throws two more, and he catches them both.
ANAKIN: You’re always so serious…

PADME: I’m so serious?!?
Anakin then starts to juggle the fruit. Padme laughs and throws more fruit at him. He manages to juggle them too. She throws more and more until there are too many, and he loses control and ducks, letting food fall on his head. They both laugh.

Anakin then gets up and stands in front of a Shaak, yelling at it and waving his arms. Padme starts laughing as Anakin runs in circles, chased by the Shaak.

EXT. NABOO, MOUNTAIN MEADOW, LATE AFTERNOON
The Shaak crosses in front of Padme. Anakin is now standing on top of it, riding on its back. The Shaak bucks, and Anakin falls off. Padme laughs even harder. Anakin lies still, face down in the grass. Padme’s smile fades.
PADME: Ani – ANI!! Are you all right?
She jumps up and runs to where Anakin is lying and turns him over. He is laughing at her. She yelps in mock fury and takes a swing at him. He catches her arm. She struggles. They roll over in the grass. They stop with Padme lying on top of Anakin. Suddenly, they become aware of the contact between them. They let go of each other quickly and sit up, looking away.
Anakin stands up and holds out his hand to her. She takes it. He pulls her up. And now they are easy together, not self-conscious any more. Padme scrambles up onto the Shaak behind Anakin. She puts her arms around his waist and leans against his back. Anakin digs his heels in. The Shaak starts forward, and they ride away.
EXT. TIPOCA CITY (RAINSTORM) – DAY
Rain lashes the city. Below, mighty waves pound the stilts, breaking almost to the height of the platforms. A large avian carrying a rain-soaked rider bursts out of the sea and flies above the water toward a floating city.
INT. JANGO FETT’S APARTMENT (KAMINO) – DAY
Obi-Wan and Taun We arrive at an apartment. Taun We waves her hand, and a muted bell rings. As they wait, Obi-Wan notes the lock mechanism on the door. Then the door slides open to reveal a young ten-year-old boy identical to the ones in the classroom before – identical, that is, except for his sharper, more aware expression.
TAUN WE: Boba, is your father here?
There is a brief pause.
BOBA FETT: Yep.

TAUN WE: May we see him?

BOBA FETT: Sure.
Another brief pause, then Boba Fett steps aside, and Taun We and Obi-Wan go through.

INT. TIPOCA CITY, FETT APARTMENT -- DAY

Obi-Wan, Taun We and Boba Fett enter the apartment. Obi-Wan looks around the room.
BOBA FETT: Dad, Taun We’s here!
JANGO FETT comes in from the bedroom. He wears a jumpsuit. He is unshaven and mean looking, his face pitted with the scars of old wounds. There are a couple of weird tattoos on his muscular forearms. He eyes Obi-Wan with suspicion.
TAUN WE: Jango, welcome back. Was your trip productive?

JANGO FETT: Fairly.
Obi-Wan and Jango Fett size each other up. Boba notices this and studies the two closely.
TAUN WE: This is Jedi Master Obi-Wan Kenobi. He’s come to check on our progress.

JANGO FETT: That right…?
Jango Fett’s eyes fix Obi-Wan coldly.
OBI-WAN: Your clones are very impressive. You must be very proud.

JANGO FETT: (shrug) I’m just a simple man trying to make my way in the universe, Master Jedi.

OBI-WAN: Aren’t we all?
Obi-Wan finally gives up the staredown and looks around the apartment. His gaze falls upon the half-open bedroom door…and beyond it, scraps of some very familiar body armor. Jango smoothly puts himself between Obi-Wan and the door.
OBI-WAN: (pointedly) Ever made your way as far into the interior as Coruscant?

JANGO FETT: Once or twice.

OBI-WAN: Recently?

JANGO FETT: Possibly.
Jango’s maintaining a perfect poker face, with a hint of a smile.
OBI-WAN: Then you must know Master Sifo-Dyas?

JANGO FETT: (in Huttese) Boba, close the door. (back to Obi-Wan) Master who?
Boba Fett moves in to close the bedroom door.
OBI-WAN: Sifo-Dyas. Is he not the Jedi who hired you for this job?

JANGO FETT: Never heard of him.

OBI-WAN: Really.

JANGO FETT: I was recruited by a man called Tyranus, on one of the moons of Bogden.


OBI-WAN: No? I thought --

TAUN WE: Sifo-Dyas told us to expect him, and he showed up just when your Jedi Master said he would. We have kept the Jedi’s involvement a secret until your arrival, just as your master requested…
Obi-Wan is even more concerned at this.
OBI-WAN: Curious…

JANGO FETT: Do you like your army?

OBI-WAN: I look forward to seeing them in action.

JANGO FETT: (smirk) They’ll do their job well, I’ll guarantee that.

OBI-WAN: Thank you for your time, Jango.

JANGO FETT: Always a pleasure to meet a Jedi.
Obi-Wan and Taun We leave. The door slides closed. Jango looks over at Boba thoughtfully.
BOBA FETT: What is it, Dad?

JANGO FETT: Pack your things. We’re leaving.
Boba starts to reply –
JANGO FETT: NOW!!
Boba almost trips over himself rushing into the bedroom.
EXT. NABOO LAKE RETREAT, LOUNGE -- LATE AFTERNOON
The setting sun touches the mountain peaks. The lake glows in the rose-tinted light. Floating lamps glean softly like jewels at the lodge.
INT. NABOO LAKE RETREAT, DINING ROOM - LATE AFTERNOON
NANDI places dessert in front of Padme. TECKLA does the same for Anakin. The dessert is some kind of fruit.
ANAKIN: And when I got to them, we went into…aggressive negotiations. (to Teckla) Thank you.

PADME: “Aggressive negotiations.” What’s that?

ANAKIN: Uh, well…negotiations with a lightsaber.

PADME: (laughing) Oh.
Padme picks up her fork and goes to spear a piece, but it moves! She frowns and tries again - the fruit moves. She looks up at Anakin. His eyes are focused on his plate.
PADME: You did that?
Anakin looks up - wide-eyed innocence.
ANAKIN: What?

Padme scowls at him and jabs at the fruit - Anakin subtly moves his hand and it lifts up from the plate and hovers in front of her!

PADME: That! Now stop it!
The two laugh. She reaches out for the fruit - it loops.
PADME: Anakin!!
Anakin moves his fingers. The fruit flies into his hand.
ANAKIN: I'm not really supposed to do that... for fun, I mean. If Master Obi-Wan caught me doing this, he'd be very grumpy.
Grinning, Anakin cuts the fruit into several pieces and sends one back to Padme. She spears it out of the air with her fork and takes a bite out of it. A warm, childlike smile brightens Anakin’s face.
INT. NABOO LAKE RETREAT, LODGE, FIREPLACE ALCOVE - TWILIGHT
A fire blazes in the open hearth. Padme is sitting in front of it, gazing at the flames.
She looks up as Anakin arrives. She makes room for him. Brief pause.
ANAKIN: May I tell you something?

PADME: I don't know.

ANAKIN: Then how can I tell you?

PADME: Maybe you should use your Jedi intuition.

ANAKIN: It doesn't work around you. My mind is always a muddle... I can only think of you.

PADME: (sighs) Anakin, no...
Anakin can’t stop now. The words rush out in a torrent.
ANAKIN: From the moment I met you, all those years ago, not a day has gone by when I haven't thought of you. And now that I'm with you again, I'm in agony.

Anakin’s voice begins to quiver.


ANAKIN: The closer I get to you, the worse it gets. Th-the thought of not being with you makes my stomach turn over – my mouth goes dry. I feel dizzy. I can't breathe. I'm haunted by the kiss that you should never have given me. My heart is beating, hoping that that kiss will not become a scar. You are in my very soul, tormenting me. What can I do? I will do anything you ask...
Silence. The logs flame in the hearth. Padme meets his eye, then looks away.
ANAKIN: If you are suffering as much as I am, please tell me…

PADME: (voice shaking) I can't. We can't. It's just not possible.


ANAKIN: Anything is possible, Padme. Listen to me –
Padme gets up quickly and puts distance between herself and Anakin.
PADME: No, you listen. We live in a real world. Come back to it. You're studying to become a Jedi Knight, I'm…I’m a Senator. If you follow your thoughts through to conclusion, it’ll take us to a place we cannot go... regardless of the way we feel about each other.

ANAKIN: Then you do feel something! There's an extraordinary connection between us. You can't deny that.

PADME: Ani, it doesn't make any difference. Jedi aren't allowed to love. You swore an oath, remember? You'd be expelled from the Order. I will not let you give up your responsibilities, your future, for me.

ANAKIN: (gets up) I was destined to be a Jedi. I don't think I could be anything else. But you’re asking me to be rational. That is something I know I cannot do. Believe me, I wish that I could just wish away my feelings... but I can't.

PADME: I will not give into this!! I'm not going to throw my life away!! I have more important things to do… than fall in love…
Silence. Anakin turns away from her and walks off a bit, thinking.
ANAKIN: But… well, you know….it wouldn't have to be that way. We could keep it a secret.

PADME: We'd be living a lie - one we couldn't keep even if we wanted to. My sister saw it. So did my mother. I couldn't do that. Could you, Anakin? Could you live like that?
Silence for a moment. Then Anakin sadly nods.
ANAKIN: No. You're right. It would destroy us.
WIPE TO:
EXT. TIPOCA CITY (RAINSTORM) – LATE DAY
Establishing overhead shot of the floating city.
INT. TIPOCA CITY, CORRIDOR – DAY
Obi-Wan stands with Taun We and Lama Su just inside the open door.

LAMA SU: Tell your Council that the first battalions are ready. And remind them if they need more troops, it will take more time to grow them.


OBI-WAN: I won’t forget. And thank you.

TAUN WE: Thank you.
EXT. TIPOCA CITY, KAMINO LANDING PLATFORM (RAINSTORM) – LATE DAY
Obi-Wan comes out from the tower into the driving rain. The door closes behind him. He pulls his robe around him and stands braced against the gale. Obi-Wan glances back toward the closed door, confirming that Lama Su has left. Below, a huge wave crashes against the stilts. Spray flies high and whips across the platform to where Obi-Wan is standing. He walks over to his Starfighter, looks to see if anyone is watching, then addresses Arfour.
OBI-WAN: Arfour?
EXT. TIPOCA CITY LANDING PLATFORM, JEDI FIGHTER (RAINSTORM) – LATE DAY
R4-P17, Obi-Wan’s Astro-Droid, who is still sitting on top of Obi-Wan’s Starfighter, switches on and beeps.
OBI-WAN: Arfour, relay this, "scramble code five," to Coruscant: care of "the old folks home."
Arfour beeps and whistles. The panels light up inside the cockpit. A transmitter dish emerges from the top of the starfighter and the message is transmitted.
INT. JEDI TEMPLE, YODA’S QUARTERS – LATE AFTERNOON
Yoda and Mace Windu listen as a hologram of Obi-Wan (out in the rain by his starfighter) stands between them broadcasting the massage. The signal is very weak, the image fades in and out.
OBI-WAN: (V.O.) I have successfully made contact with the Prime Minister of Kamino. They are using a bounty hunter named Jango Fett to create a clone army. I have a strong feeling that this bounty hunter is the assassin we’re looking for.

MACE WINDU: Do you think these cloners are involved in the plot to assassinate Senator Amidala?

OBI-WAN: (V.O.) No, Master. There appears to be no motive.

YODA: Do not assume anything, Obi-Wan. Clear your mind must be if you are to discover the real villains behind this plot.


OBI-WAN: (V.O.) Yes, Master. They say Master Sifo-Dyas placed an order for the clone army at the request of the Senate almost ten years ago.
Yoda and Mace Windu glance at each other in surprise.
OBI-WAN: I was under the impression he was killed before that. Did the Council ever authorize the creation of a clone army?

MACE WINDU: No. Whoever placed that order did not have the authorization of the Jedi Council, I can assure you.

YODA: Into custody take this Jango Fett. Bring him here -- question him, we will.

OBI-WAN: (V.O.) Yes, Master. I will report back when I have him. May the Force...

The hologram switches off, and Obi-Wan fades away.



MACE WINDU: A clone army?!? Why would Sifo-Dyas…

YODA: When placed this order was may provide insight.

MACE WINDU: If this Jango Fett was involved in trying to kill the Senator…and just happened to be chosen as the source for a clone army created for the Republic…
He shakes his head, completely baffled.
YODA: Blind we are, if the creation of this clone army we could not see.
Mace sighs heavily and lowers his head.
MACE WINDU: (quietly) I think it is time we informed the Senate that our ability to use the Force has diminished.

YODA: Only the Dark Lord of the Sith knows of our weakness. If informed the Senate is, multiply our adversaries will.
INT. NABOO LAKE RETREAT, ANAKIN'S BEDROOM - NIGHT
Anakin moves restlessly in his sleep. He mutters to himself. Sweat forms on his forehead. He turns violently. He cries out.
ANAKIN: no...No...MOM!!! No, don't..!!!
His eyes snap open. It takes a long moment for him to calm down.
CROSSFADE TO:




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