Attack of the Clones (2002): Cast, Plot, Ending and Where It Fits

Attack of the Clones is the story of Obi-Wan Kenobi investigating an assassination plot against Senator Padmé Amidala while Anakin Skywalker guards her, ten years after The Phantom Menace, as the Republic drifts toward war. A separatist movement led by the former Jedi Count Dooku has shaken the Republic, and the Senate must vote on whether to raise an army.

Padmé survives the first attempt on her life as she returns to Coruscant for that vote. The Jedi Council then assigns Obi-Wan and his headstrong apprentice Anakin to guard her, which throws the two Jedi into a long protective assignment.

That assignment drives both halves of the film. Anakin and Padmé grow close, while Obi-Wan begins to hunt the killer, so the story moves between a romance and an investigation, and the two strands only meet near the end. If you want the full sequence of events, the next section covers it, with spoilers.

In Attack of the Clones, Obi-Wan Kenobi traces an assassin to a clone army on Kamino while Anakin Skywalker and Padmé Amidala fall in love, and the story ends with the first battle of the Clone Wars on Geonosis. Everything below reveals the story, so skip ahead if you have not seen it.

After Padmé is attacked a second time, Obi-Wan catches the assassin Zam Wesell, a shape-shifting bounty hunter. A poisoned dart kills her before she can name her employer. The Jedi split up from there: Anakin takes Padmé into hiding on Naboo, where the two fall in love despite Jedi rules against attachment, and Obi-Wan follows his clues to the ocean planet Kamino.

On Kamino, Obi-Wan finds a huge clone army being grown for the Republic, with the bounty hunter Jango Fett as its template. He chases Jango to Geonosis and learns that Count Dooku is gathering the separatist leaders there and building a droid army.

Meanwhile, Anakin is troubled by dreams of his mother. He travels with Padmé to Tatooine, where he finds that his mother, Shmi Skywalker, has been captured by Tusken Raiders, and she dies in his arms. In a rage, he kills the Tusken Raiders who held her. Padmé and Anakin then learn that Obi-Wan has been captured on Geonosis, and they fly there to rescue him.

The rescue fails, and Anakin, Padmé and Obi-Wan are condemned to die in an arena. A Jedi strike force led by Mace Windu arrives, a large battle breaks out, and the clone army lands to fight the droids. Windu kills Jango, and Dooku flees.

Obi-Wan and Anakin chase Dooku, who wounds both of them and cuts off Anakin's right arm. Yoda arrives and fights Dooku, who escapes with stolen plans for a superweapon.

Attack of the Clones was released in theaters on May 16, 2002 in the US, UK and Australia, according to Box Office Mojo for the US and TMDB for the UK and Australia. The film is rated PG in all three countries.

Box office

According to Box Office Mojo, the film grossed $653.8 million worldwide on a $115 million budget. For the comparison across films, see Star Wars box office.

• Budget: $115 million
• Domestic: $310.7 million
• International: $343.1 million
• Worldwide: $653.8 million, as reported by Box Office Mojo

Where to watch

TMDB's watch data (JustWatch, checked November 2, 2026) shows Disney Plus streaming the film in the US, the UK and Australia. Rental and purchase options vary by country. Our where to watch Star Wars page tracks every film.

Spoilers follow.

Attack of the Clones ends with the Republic's clone army and the Jedi going to war against the separatists on Geonosis, and with Anakin Skywalker secretly marrying Padmé Amidala on Naboo.

What actually happens? The arena battle on Geonosis ends with the clone army landing to fight the droids, and the Jedi now lead it as generals. Anakin is fitted with a mechanical arm after losing his right one to Count Dooku. He and Padmé then marry in secret on Naboo, with only the droids C-3PO and R2-D2 as witnesses. The war between the Republic and the separatists has begun, and this sets up the Clone Wars and Anakin's path toward the dark side in Revenge of the Sith.

Why does it matter? The secret wedding matters more than the battle: Anakin breaks the Jedi rule against attachment just as the Jedi become soldiers. Only a few scenes earlier, his grief and rage on Tatooine, where he kills the Tusken Raiders after his mother dies, give the film its darkest moment, and he confesses it to Padmé. Then he marries her in secret. The order accepts an army it did not ask for, and it cannot see what its own apprentice is doing. That is the real cliffhanger, because the film closes on a war footing and a hidden marriage rather than a victory.

How does it connect to the rest? Dooku escapes with stolen plans for a superweapon, so the threat is unresolved. Yoda's arrival and his duel with Dooku show that the senior Jedi are drawn in too. If you are working out the order of events, the animated Star Wars: The Clone Wars (2008) sits between this film and Revenge of the Sith in chronological order. Our Star Wars timeline lays out the sequence.

Attack of the Clones was filmed in Australia, Tunisia, Italy and Spain. Principal photography started in Sydney, and the crew then moved on to location work abroad.

• Australia: Sydney, for principal photography and studio work, starting with a Senate chamber scene with Ian McDiarmid on the first day.
• Tunisia: desert exteriors.
• Italy: Villa del Balbianello on Lake Como and the Palace of Caserta.
• Spain: Plaza de España in Seville, used for the Naboo palace exteriors.

The most notable trivia about Attack of the Clones is technical: it was shot entirely digitally, on a prototype camera made with Sony. StarWars.com describes the camera system and the effects work in detail.

• Lucasfilm worked with Sony on a prototype digital cinema camera that recorded 24 frames per second.
• Four of these cameras (serial numbers 00001 to 00004) were used for principal photography in Australia, and Panavision built two custom zoom lenses for them.
• The Sony cameras arrived only about a week before shooting began.
• There were no fears about the Tunisian heat in the end, because the cameras held up in the desert.
• The film has more than 2,000 visual effects shots, mostly done by Industrial Light & Magic, including a fully digital Yoda.
• Because the footage was digital, each reel took about 45 hours to film out to negative, and three film recorders ran for over two months.