The Best Star Wars Movie You’ve Never Seen


Put a group of Star Wars  fans in a room for long enough and I guarantee the conversation will eventually turn to prequel bashing.  No matter how much time has passed, we just can’t seem to forgive and forget the poodoo that our long-awaited prequels turned out to be.  Personally, I felt Episode Two was the most frustrating; at it’s core, it has a complex plot and compelling story, but the film is so hampered by clumsy dialog, misplaced humor and bloated action sequences it feels like a Robert DeNiro performance trapped inside the body of Pauly Shore. Imagine a version of “Attack of the Clones” where Threepio’s head doesn’t get put on a Battle Droid’s body, Ben never visits a robot burger joint and Anakin makes no reference to “sand”. Well, Jedis and Jedettes, that movie is here and you can watch it now…

Back in 2001, fans and the mainstream press were buzzing about “The Phantom Edit,” a widely circulated, re-edited version of “The Phantom Menace” that removed the most offending parts of the film and carefully restructured it to more closely resemble the original Star Wars trilogy. It made a big splash not only for being a better version of the movie, but for the sheer audacity of it – some anonymous guy, instead of just griping about Episode One, actually took matters into his own hands by reworking it and releasing it into the wild.

The “Phantom Editor” was eventually revealed to be Mike J. Nichols, a professional film editor and Star Wars nut living in Southern California. He described his fan edit as a work of “constructive criticism,” often citing that in George Lucas’ early years as an editor, he would often provide an alternate cut for the director, usually to demonstrate where he felt the film was straying off-course; Nichols simply did the same for Episode One.

Eventually the hub-bub died down and life returned to normal, but what seems to have gone almost under the radar is that a few years later Nichols also created an alternate cut of “Attack of the Clones,” a more ambitious effort that bests the original in every possible way.

Part of the reason Episode One is such an underwhelming experience is that so little of importance to the Star Wars  saga takes place; so while “The Phantom Edit” improves the movie, there really isn’t enough meat to begin with to make it a truly satisfying experience. Conversely, Episode Two, a much denser, plot-driven film, distracts the viewer with so much cheesy dialog and nonsense that their attention is constantly diverted away from the story at hand.

By removing out-of-place, slapstick humor, trimming action sequences to their dramatic core and snipping the eye-rolling dialog, Nichols has created a prequel that I actually enjoy watching. Here is an example of one of the most offending scenes in the film, followed by the “Phantom” version:

See what a difference a few simple cuts can make?  By taking out the “sand” nonsense, we take Anakin much more seriously and by trimming Padame’s awkward rebuff, the love story has an intensity missing from the original.

“Attack of the Phantom,” which cuts about twenty minutes you’ll never miss from Episode Two, is a monumental effort and fascinating lesson in the art of editing. In addition to the recut film, Nichols also includes an entertaining, no-holds-barred commentary track, in which he explains and defends his editing choices, as well as provides a keen insight into where and how the original film went wrong.

“Attack of the Phantom” is easily the best prequel movie to date, and I cannot recommend strongly enough that you track it down. Where can you find it? Fortunately, the original “Phantom Edit” spawned an entire community of fan editors, all people who enjoy not just complaining about movies, but doing something about it! The best place to start is FanEdit.org, more or less the home of fan edits. From there you can navigate to a page for “Attack of the Phantom,” which will give you more info on its creation and how to get it.

You may have to do a little legwork to figure out how to download and burn the DVD, but it’s well worth it. On that site you’ll also find fan edits of dozens of other films, all producing varrying degrees of success (one of their favorite past times has been to re-cut both Matrix sequels into one movie you can stomach). Look around, watch a few edits and believe me, one of these days you’ll be walking out of a theater, saying “you know, that movie would have been so much better if it weren’t for this and that,” and, before you know it, you’ll be firing up Premiere or Final Cut Pro and taking matters into your own hands!

[UPDATE: I have tracked down the Phantom Editor and spoken to him at length – check back with Darth Mojo for an exclusive interview soon!]


49 Responses to “The Best Star Wars Movie You’ve Never Seen”

  1. 1 Paul
    May 27, 2008 at 12:42 am

    Wow! That really is much better. I don’t want to get in the habit of re-editing movies, because there are way too many that I’d want to re-chop; I’d never finish. I imagine that you feel quite the same way.

  2. May 27, 2008 at 12:50 am

    Wow, that really does make a huge difference. Thanks for the heads up about these, I’m off to track them down!

  3. May 27, 2008 at 12:55 am

    Also, FYI it looks like it should be fanedit.org, not faneditor.org, though fanedit.org appears to be overloaded at the moment.

  4. May 27, 2008 at 2:05 am

    I caught ATTACK twice, once when it opened and again when it played on IMAX for the first time. What was great about the IMAX experience wasn’t the size of the images but that, due to technical limitations of the IMAX format of the time, the ATTACK had been trimmed to just under two hours. It was a much better movie, even with the 3PO stuff still in it, and I wished that had been the cut Lucas released on opening day.

    I’ll have to check out one of these fan edits.

  5. 5 mixkoop
    May 27, 2008 at 3:58 am

    I’m not a big fan of this greatest saga. But I really do love to watch them over & over agaim. The prequels seem better because they were made in this today technology. And Star Wars has to much re-issue of the dvd.

  6. May 27, 2008 at 4:35 am

    Thank you so much for blogging this, I’ll definitely be checking this out. I always thought the editing on these two was just self-indulgent with a blatant disregard for the SW ethos in places…nice to see the balance is being redressed.
    Now if a fan can do that..why not Lucas et al?


  7. 7 Doug Drexler
    May 27, 2008 at 6:51 am

    It was one decent movie. Get into something that really means something. Read history. Stop buying Star Wars toys. Find a charity.

    Your friend,

  8. 8 madmonq
    May 27, 2008 at 7:20 am

    Re: The featured edit.

    Eh. If anything that re-edit kinda made Anakin a bit creepier that originally shot. Of course the whole scenario is a bit creepy anyway. But I’m willing to watch any other version in good hope it can only be an improvement.

  9. May 27, 2008 at 8:46 am

    I’ve not seen “The Phantom Edit” or “Attack of the Phantom” yet. My first fan edit was Adywan’s Star Wars Revisited, which I’ve read your review of on fanedit.org (whose link you should fix in your article). I know you didn’t agree with every change Adywan made, but it is pretty much every change I could ever wish on A New Hope. His edit of Empire is shaping up to also be pretty cool. The color correction of the DVDs alone is worth a look.

  10. 10 ety3
    May 27, 2008 at 9:17 am

    Yes, Episode II is my least favorite Star Wars movie. Oddly enough, I seem to like Episode I more each time I see it.

    I’ve never been one of those “Lucas raped my childhood” guys. I kept a fairly level head going into each of the prequels, realizing that Star Wars always was a popcorn movie franchise. So, Jar Jar, midichlorians and forced romance aside, I wasn’t ever truly disappointed.

  11. 11 N3RD
    May 27, 2008 at 9:37 am

    Very interesting Article!
    But I think you meant the webpage “fanedit.org”, and not as you wrote “faneditOR.org”. You should correct that! Apart from that it was very interesting stuff, like all on your website;)

  12. 12 darthmojo
    May 27, 2008 at 4:29 pm

    Links are fixed, the Fan Edit site is back up.

    Madmonq: Anakin is supposed to become Darth Vader, anything that makes him seem darker or “creepier” is a GOOD thing!

  13. 13 TighFighter
    May 28, 2008 at 5:52 am

    I’m one of those fans who went into the theater each time a new prequel came out and convinced himself that it was the best thing ever. After many viewings I’ve come to my senses. Heh, I think the awesome storytelling of the new BSG has jaded me. :p I’ve gotten over the digital wow factor.

    I will say that at least Episode 3 help up to it’s promise. The final duel in that movie is everything I’d been dreaming since I was a kid. I had read about Obi-Wan and Vader dueling in a volcano when I was 7 or 8 in a Starlog magazine. That scene alone justifies the prequels in my mind.

    Another couple of cool fanedit projects to look for on fanedit.org are a couple of Classic BSG episodes reedited together with new cgi added in. I haven’t watched them yet. The episopes are Saga of a Starworld, the Pegasus episodes, and a few others I can’t remember. I’m curious if you’ve seen those edits Mojo, and what your opinion of them is.

  14. 14 ElHombre
    May 28, 2008 at 10:57 am

    Thanks for the link (which went down again. oh, well. i guess patience is a virtue).

    It’s rather amusing that Lucas’ trademark films are having this done. Especially since one of the main ‘Behind the Scenes’ parts of the Episode 1 DVD is a discussion by Lucas and other film makers on the importance of editing!

  15. May 28, 2008 at 1:17 pm

    “Anakin is supposed to become Darth Vader, anything that makes him seem darker or “creepier” is a GOOD thing!”

    Wow… you really don’t know your STAR WARS, do you? The whole point of the prequel trilogy was to show that Anakin was a good person who made some bad choices because he didn’t want to lose Padme as he had lost his mother. I know that makes him a “wuss” in the eyes of the typical fanboy, but that’s the story. If you’re so fixated on having Anakin portrayed as simply a “younger Darth Vader”, why don’t you paste in the black suit over all of his scenes???

  16. 16 JTK2099
    May 28, 2008 at 1:37 pm

    Sorry, I like the movie just the way it is. Thankfully Star Wars belongs to George Lucas, not fans that think they know it better than its creator/author.

  17. May 28, 2008 at 2:39 pm

    Unfortunately we’re having some trouble with our web host, which we hope should be resolved within the next day or two.

  18. 18 darthmojo
    May 28, 2008 at 3:11 pm

    Anakin didn’t just make bad choices, he was a victim – Yoda knew he was too old to begin training, but he unwisely allowed it; on top of this, Ben had only just become a Jedi and was clearly not equipped to train anyone, let alone a “tough case.” All of this led to Anakin going down the wrong path. Despite our sympathy for Anakin’s situation, we still need to see him make the wrong choices and turn to evil. One of those wrong choices is wanting so much for Padame to love him he ignores his training and better judgement to pursue the relationship. It is very clear from the outset that Padame is not entirely comfortable with this, so seeing Anakin as the agressor – especially seeing him go too far to get what he wants – is essential.

    This is why I think that getting the creeps from Anakin’s seduction of Padame is a good thing. I would have gone even further and suggest that Anakin – even unwittingly – uses the force to manipulate Padame’s emotions; he simply has not yet learned to put public service ahead of himself.

    If these films were made correctly, we would deplore Anakin’s actions but put the blame at Yoda and Ben’s feet; ultimately, their punnishment and attonement will be their self-imposed exile for 18 years and training Luke – the new hope – properly.

  19. 19 madmonq
    May 28, 2008 at 3:23 pm

    He wasn’t the good kind of creepy. In context of the scene, trying to score should not be the time to be creepy. He came across not a villain but an awkward perv. He was that kind of creepy in both versions.

  20. 20 cmajor7
    May 28, 2008 at 11:32 pm

    Wrong! You’re all wrong, wrong, wrong! (Sorry to spaz about this, but I can’t spaz about “Star Wars” in real life, as it tends to cut into the dating and the socializing and the not-being-treated-like-a-freak.)

    Anyway, I walked out of each prequel progressively more depressed. My problems didn’t stop at the obvious (crappy, overused CGI; crappy dialogue; crappy civics lessons; dorky Jedi Knights who made Mark Hamill look like Bruce Lee and aren’t allowed to free slaves (?!?!?); midi-what now?; the brat; the nonsensical need to explain to connect everything, so that we’d slap our foreheads and go, “OH! So THAT’s how it happened! Wow!”).

    No, the fundamental flaw of the prequels WAS the fact that they tried to make Darth Vader everything he wasn’t in “Star Wars.” When Vader first walks on screen in “Star Wars,” we KNOW he’s a villain. When he’s choking that one guy to get one scrap of information, we KNOW we don’t want to mess with him. When he’s cutting Ben Kenobi’s head off, when he’s shooting Rebel pilots in the back, when he’s choking his own officers from two miles away… this is one bad black cat.

    And what do we get in the prequels? Vader as

    * a snot-nosed kid who actually says “Wheeeee!”
    * an impetuous little bitch
    * a rat-tailed trailer rat with less “game” than a high school freshman
    * Hayden anything

    Lucas’ ’60s-fueled need to inject watered down Eastern philosophy into his story dooms it from the start. Preaching about “attachment” and emotion is the only way he can justify his poor casting choices and unforgivable storyline. Vader before he’s Vader still has to be Vader. He can be “good,” that’s fine. But he needs to be imperious, bound to the law, eager to kick ass in the name of what he believes is “right.” And if Padme is to play any role in this at all, it should be precisely what the edited clip shows. Vader has to be a castle unto himself, impervious to outside attack–until the skeezy love of a white hot space babe allows the Emperor to bring him down. So, nice work with the edited movie.

    But you still can’t change the fact that Vader should never have been eight years old, or even eighteen.

  21. May 29, 2008 at 5:28 am

    Unfortunately you can’t edit Padme’s age…she’s the same as she was in Episode One! I never got past that. How can Anakin grow 10 years and not her?! (I understand they wanted to have Natalie Portman in each movie for the star power I guess, but Padme should have been played by a child actor in the first one). Bad casting, bad acting, bad movies, bad bad bad. This re-edit is neat though, I’ll check it out.

  22. May 29, 2008 at 5:31 am

    And I never bought Samuel L. Jackson as a Jedi…his lines come across like he doesn’t even believe his own performance for a second. You look in his eyes and tell me he isn’t thinking “How’d I get into this?!” :( Anyway, better go here before I explode with rage. Worst prequel-trilogy evah!

  23. May 29, 2008 at 8:59 am

    cmajor7 — Damn, well said!! I was a prequel apologist early on, but after repeat viewings it’s hard to shake the serious flaws of the first two (mostly due to atrocious writing and directing). I still think Episode 3 works, but that’s largely due to the ObiWan/Yoda/Emperor characters and the final lightsaber duel. Up till now I hadn’t been able to nail down what it was about prequel Vader that never rang true; you nailed it. Hayden has flashes of that imperious, kick-ass nature, but it never takes off. Darth is right, too — the tragedy of his fall should have been the result of both Anakin’s arrogance and the bad choices by Yoda, Ben and the Jedi. The eight year old should have appeared in flashbacks, nothing more.

    Vader is my favorite all-time movie character . . . what an incredible waste. (Although the masking scene really delivers.)

    Thanks Darth for the clips and post! I’d always heard about the phantom edits but had never seen footage. I’ll have to seek them out. Just discovered your blog last week with all the great BSG stuff, and I’m hooked.

  24. May 29, 2008 at 11:56 am

    [it] feels like a Robert DeNiro performance trapped inside the body of Pauly Shore….


  25. May 29, 2008 at 12:01 pm

    I actually like the prequels.

    That said I do notice the rather lacking acting jobs and lines, however from watching the earlier movies I find myself wishing for more intense action and fighting scenes, and the prequels provide that with today’s special effects. I guess they balance each other out a bit.

  26. 26 Ron Mexico
    May 29, 2008 at 1:20 pm

    I wonder how long it will take before some tackles Indiana Jones & The 19 Year Wait For a Pile of Crap.

  27. 27 Radie
    May 29, 2008 at 1:49 pm

    “I’m not a big fan of this greatest saga. But I really do love to watch them over & over agaim. The prequels seem better because they were made in this today technology. And Star Wars has to much re-issue of the dvd.”

    Yeah, nothing kills the PLOT and FEEL of a movie like its DVD distrubution tactics.

  28. May 29, 2008 at 2:07 pm

    That edit of the make-out scene from episode II was definately better, but it kind of makes him look like a horny pervert the way he just starts looking at her with that grin out of the blue. Great idea though. I’ll have to check it out!


  29. 29 Haydenfett
    May 29, 2008 at 2:22 pm

    So does this mean we get rid of the fireplace scene? I’ll miss domanatrix outfit Padme, but I won’t miss the “I wish I could wish my wishywashy feelings away wishfully” dialouge.

    We could also get rid of the scene right before the arena battle with “I’ve been dying a little each day since you came back into my life” and “I truly, deeply love you”?

    I actually liked the prequels, but I always have a hard time defending them when people quote these two scenes. I certainly wouldn’t lose Dex’s diner though. I thought that added to the movie. Otherwise Obi-Wan’s investigation would seem a little choppy.

    Can you add scenes like in Ep III, have Anakin stab the snotty librarian? I thought that should have happened even before I saw it in the video game.

    My edit of Ep I would be about 45 minutes long or edited into Ep II with a marker that says “10 years later for everyone except Natalie Portman”.

  30. 30 Captain Otter
    May 29, 2008 at 4:51 pm

    OK- I must be inept. I cannot find the actual download anywhere. Help!

  31. 31 darthmojo
    May 29, 2008 at 5:19 pm

    Be patient folks, the FanEdit.org is moving their site to another server, it may be a few more days until it’s worked out. On there you’ll find links to where you can download the edit (it will just take a little patience). You can also find it on torrent sites, if anyone is seeding.

    Please keep in mind that we do NOT condone bootlegging; only people who already own a legal DVD of Attack of the Clones should download Attack of the Phantom; this fan edit is not meant to replace the movie, but to provide an educational “visual commentary” on the original.

    If you’re in Los Angeles you can come over to my place Friday and watch it :-)

  32. 32 Justy
    May 29, 2008 at 9:50 pm

    Does all this fancy editing stuff do anything about the horridness acting of Hayden Christensen. Seriously, it is a horrible distraction. Hopefully he just got cut entirely from the movie. Ahhh relief! Then I think I could actually watch the movie.

  33. 33 darthmojo
    May 30, 2008 at 11:04 am

    The FanEdit.org site is back up! Enjoy.

  34. 34 Penzar Grat
    June 7, 2008 at 11:52 pm

    Anybody who spends their precious time re-editing someone else’s movies that already totally kick ass, SUCKS!

    Oh, and I thought some losers have said that the prequels didn’t have any humor in them? And this dude wants to TAKE OUT C-3PO’s part? Hell, that was funny!

  35. 35 Jim Smith
    June 8, 2008 at 3:06 am

    You know something? A normal person would look through those two edits of the same scene and not see any difference between the two.

    However, here’s why Ben Burtt’s original version is actually better. Anakin’s ‘sand’ comments, emphasise the character’s awkwardness (rather than, as some seem to think, the film’s). His vocabulary still consists of references to his home life on Tatooine (see also later “I’m good at fixing things, always was.”) emphasising the truth of Padme’s earlier statement that he will “always be that little boy I knew on Tatooine” and also the stationary nature of his emotional development on Coruscant.

    Her rejection of him at this juncture is important as it emphasises the frustrated parallels between this romance and the Han/Leia one. One is a good passionate hero/princess romance that ends well, the other is a bad one that ends in murder. This is mot obviously demonstrated by the similarities between ‘Across the Stars’ and ‘Han Solo and Princess’ (a similar meldoy in minor and major modes respectively) but also between Anakin and Han’s totally differing reactions to the object of their pursuit saying “I love you” for the first time. (“I know”/”You love me?”).

    So, while this minor re-edit removes some things fanboys might find embarrassing, it damages that textual thickness of the scene, and that’s not really a price worth paying. Not in the real world.

  36. June 9, 2008 at 12:12 am


    Please. please, please try to persuade Mike to complete his edits with a version of Episode 3! Hes just disappeared since AOTP, his cuts are the best and I for one am hoping he will take on Revenge of the Sith. Thanx!!!!!

  37. 37 Reximus
    June 9, 2008 at 7:06 am

    I agree with Rob D…

    I hope he will do a re-edit of ROTS. And for all who feel that editing other peoples movies is a waste of time and ruins the original… For one, for people who are learning how to edit and improve their skill, the easiest thing to work on is film thats already out. And two, everyone has their own opinion on the Star Wars prequels, these are Nichols interpretations of Lucas films. There’s nothing wrong with a fan trying to make something they like, better. I think all of his cuts in ‘Menace’ were well done and well deserved. Like ‘Mojo said, however, there is still something lacking with the meat of Episode 1. I look forward to watching AOTP, and seeing Nichols skill in editing continue.

  38. 38 Zinjo
    June 9, 2008 at 11:00 am


    Dude! I’ve shown my copy of both Phantom Edits to friends and everyone that has seen them has said, “Where’s the Revenge of the Sith Phantom Edit?” and a few work in the industry!

    Personally I wonder if you are really up to the task with Revenge? Not because you don’t have the skill, but there is so little to work with!

    I’ve seen a couple of lesser fanedits and they are good, but there is so little decent footage to work with I wonder if even you can pull that one out of the crapper….

    Please sir, take up the biggest challenge to your skills and give your fans at the very least a better version of SW ep3 that we can palate and maybe even enjoy…

  39. 39 Slappy
    June 19, 2008 at 11:52 am

    I’ve just recently finished watching both Phantom edits (Ep I just yesterday) and I think they’re both -great-. They flow really well (there a slight audio over dub that helps with the removal of the Dex scenes), in fact the only choppy part I noticed was the bounty hunter chase near the start of Ep II, it’s a shame he didn’t have a little more footage to help there, otherwise they’re basically seemless.

    darthmojo – Is the interview with Mike up yet? I’m interested in reading that, and hopefully you cover some different ground to his commentaries.

  40. 40 Batfan
    June 26, 2008 at 1:36 pm

    Re: Clip

    The “re-edited” version makes Anakin much more creepy. They are having a one-sided conversation and then he starts to look like how any fanboy would look at Natalie Portman and proceeds to feel her up. Nothing leads into it.

  41. 41 b0bb33z3r
    July 7, 2008 at 9:20 am

    Looking forward to the interview.

    I really hope Mike takes a swing at Revenge of the Sith. He really has a great vision for Star Wars and gets the feel of Star Wars. His first 2 re-edits were amazing.

  42. 42 Stef
    July 9, 2008 at 5:07 am

    JTK2099: ” Sorry, I like the movie just the way it is. Thankfully Star Wars belongs to George Lucas, not fans that think they know it better than its creator/author.”

    Erm, yeah.

    So all those test screenings and feedback from viewers and fans that go toward making a final cut of the film… are they not telling the creator/author that they know better than he does? Or do you think that Lucas just spent 20 minutes one day editing the film together, and released it without a single comment from any studio exec or test-audience?

    It’s a shame George had to re-edit the the directorial visions of Irvin Kershner & Richard Marquand for Empire & Jedi, but I guess he knows better than the directors of the films and the editors at the time.

    You say you like the movie the way it is. Fair enough, everyone is entitled to their opinion. But let’s be clear here, you are not watching a George Lucas creation; you are talking about a film built by committee that had to have the test-audiences with their check-boxes, and enough scenes and characters to sell the merchandise.

    This edited version of Clones does a damn good job into making a believable romance between Padme & Anakin (not just the sand scene, but the whole ark). And it sets up Obi Wan as trying to adhere to the old ways of the Jedi. It makes Anakin a hell of a lot more sympathetic, rather than just some whiny annoying brat that doesn’t get his own way.

    Lucas has said that the prequel are supposed to be about the ‘fall’ of Anakin and the rise of Vader. As Clones stands, there is no real fall as Anakin is portrayed as an unlikeable character. But with the edit, you can genuinely see why he acted like he did, and why he might blame Obi Wan (and the council) for holding him back.

    Personally I think it is a vast improvement. My only problem with it was the removal of the asteroid chase scene which I quite liked. And listening to the commentary on the original Clones, they allude to the fact that the asteroid chase was added in at a later date (probably because early draft screenings demanded it), yet more fuel that the original is already not George’s vision but based on feedback etc.

  43. July 9, 2008 at 2:55 pm

    To respond to JTK2099: (James T Kirk?)

    I think what you are still missing is that George Lucas professed philosophies of filmmaking, demonstrated them in his films and received noteriety there after getting global credit for the work.

    The Phantom Edit and Attack of the Phantom highlight the deviation from those professed rules by applying them back to the films.

    Like this from the Attack of the Phantom DVD for instance

  44. August 21, 2008 at 8:33 am

    What a good idea that someone has finally done something like this. The clip alone is a vast improvement over one of the unbelievably sillier moments from the film.

  45. 46 TJ
    December 18, 2008 at 10:03 pm

    The one here completely blows away anything I’ve seen to this point (Phantom or otherwise).

    http://digital-fanedits.com (search for prologue)

  46. February 3, 2010 at 5:07 pm

    I watched the phantom edit. I was actually pretty good. nice post

  47. 48 Scott Sherrell
    March 6, 2016 at 11:21 pm

    Can anybody please tell me where I can purchase the DVD of the Phantom Edit and Attack of the Phantom?

    I have been trying to find it on the internet, but it is not on YouTube and I cannot download it anywhere.

    I would like to get a hard copy of the fan edits after reading great reviews.

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May 2008

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