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What’s wrong with Attack of the Clones? Even committed fans of the Star Wars series have been asking this question since May 16, 2002, and professional critics have not been reserved in their disdain. Mick LaSalle of the San Francisco Chronicle wrote, “Lucas knows his fans are un-boreable, un-annnoyable and inexhaustible. For an artist, that’s more a curse than a blessing.” Stephen Hunter of the Washington Post was more direct: “It’s too long, it’s too dull, it’s too lame.” Episode II has arguably borne even more derision than its predecessor The Phantom Menace; the sheer anticipation for the first fresh Star Wars installment in 16 years seemed to buoy Menace and provide it with a benefit of the doubt that Lucas’s second stab at the prequels never enjoyed.

Critics may have been content to dismiss Clones as juvenile pulp or gratuitous self-indulgence by its creator, but fans devoted to the series can’t so readily dismiss the film. They can’t fully embrace the movie, but they can’t seem to let it go either. How else do you account for a movie widely regarded as a flop still boasting over $310 million in domestic box office receipts? While its general failure has become the consensus view, fans have to ask why. The ensuing 13 years since the episode’s release has been an ongoing post-mortem for one of film’s most infamous failures. I want to suggest a diagnosis that resolves vexing questions about Attack of the Clones but raises much more serious ones about the culture—our culture—that created and then rejected it.

The real menace of Clones, however, is how this novel approach to filmmaking impacted the actors’ performances. 

Dinner party and dorm room discussions of what went wrong with Attack of the Clones usually revolve around three rival theories of its fatal flaw: the script, the acting, or the directing. The first theory certainly has merit. George Lucas conceived the second installment of the prequel trilogy, like the second of the original trilogy, as a classic romance in the style of Bogart and Bergman. But Clones is not Casablanca; it’s not even Empire Strikes Back. Lucas drafted the screenplay personally before hiring British screenwriter Jonathan Hales, best known for work on the soap opera Dallas and The Young Indiana Jones Chronicles to “polish”—we’ll be charitable here—the dialogue. The result certainly falls flat relative to the classics that Lucas strove to emulate, but is Anakin’s confession, “I’m haunted by the kiss you should never have given me,” demonstrably worse than Leia’s indignant, “I’d just as soon kiss a Wookiee”? For the sake of everyone involved, we’ll pass over Anakin’s wistful comparisons of Tatooine’s gritty sand to Padmé’s skin, but it does bear pointing out that arguably the most romantic line from Empire was ad-libbed by an exasperated Harrison Ford.

While the script bears part of the blame for the flatness of Episode II, it also largely exonerates the actors. Ford managed to improve Empire by going off-book, but no on-set improvisation could rescue Clones. An outstanding cadre of actors, however, still sometimes bear the blame for wooden performances as fans grasp for answers. A closer look at the cast should dispel this theory, though. Ewan McGregor and Natalie Portman have proven their dramatic talent, to say nothing of Ian McDiarmid and Christopher Lee. McGregor has garnered Golden Globe nominations for Best Actor, both before and after Clones, and Portman won the Academy Award for Best Actress for Black Swan in 2010. McDiarmid boasts an outstanding stage career, largely in the UK, and Queen Elizabeth II appointed the late Sir Christopher Lee a Commander of the Order of the British Empire “for services to Drama.” The single actor to bear the brunt of the blame is the relative newcomer to the group, Hayden Christensen. Fans and critics alike have blasted Christensen for his portrayal of young Anakin Skywalker, unfortunately the role for which he remains best known. He previously garnered both Golden Globe and Screen Actors Guild nominations for best actor for his role in Life as a House just a year prior to Clones. Like his more accomplished colleagues, Christensen is a capable actor playing a perhaps impossible role.

The third theory purporting to explain Episode II’s fatal flaw comes closest to the truth and places the blame at the feet of the director, George Lucas. Blasting Lucas for the prequels has become something of a trend since their debut, at least in a niche way, from the premiere of the documentary The People vs. George Lucas at Austin’s SXSW Festival in 2010 to the witty parody trailer a year later for George Lucas Strikes Back. This YouTube sensation boasts the tagline “Not all men are created prequel,” the surprisingly prescient line from a fictionalized 1980s Lucas “I’m going to Disneyland,” and a Shyamalan-esque twist. But is Lucas’s directing really culpable for Clones?

Lucas’s ambivalence toward directing, almost as strong as his aversion to screenwriting, is well documented. Lucas took a 22-year hiatus from the director’s chair after A New Hope, returning only for the prequels. Some might therefore suggest that his inexperience is to blame. This hypothesis fails to account for the splendid success of the original Star Wars film. Lucas evoked compelling performances in 1977 from an ensemble cast much less proven than the lineup for Clones. Of course Sir Alec Guinness was a known star arguably more accomplished than Christopher Lee, and Harrison Ford leveraged the role of Han Solo into cinematic greatness, but the remainder of the original cast had done virtually nothing previously and little since. Despite Lucas’s minimalist directorial style, summarized in making-of documentaries as consisting mainly of instructions to repeat a scene “faster and more intense,” he managed to elicit real character and on-screen chemistry in A New Hope conspicuously absent from Clones. What changed?

During the two intervening decades between the two trilogies, computer animation and digital editing technologies advanced to the capability to portray Lucas’s vision, largely pioneered by his own production and effects firm Industrial Light and Magic. These technological leaps enabled Lucas to focus on composition of the film within the editing room rather than through the camera lens, allowing him to make directorial decisions within the environment where he had been most comfortable ever since his film school days at USC. With the ability to manipulate images in post-production more than ever before, principal photography for the film became less about storytelling and more about gathering raw material for the real artistic work to follow. Lucas was no longer shooting a movie; he was compiling stock footage for the Star Wars library with the intention to reshape and refine it later.

Lucas had always felt more comfortable in the cutting room than on the sound stage, much less on location, but what changed with the prequels is that technological capability now allowed him to shoot differently. The advent of green screen meant that building expensive sets was no longer necessary; actors could simply make do against a solid backdrop with minimal props. The opening sequence of Clones depicting the assassination attempt against Padmé Amidala on a Coruscant landing platform, for instance, included only the base of the spacecraft’s ramp as a reference point. Not only the background skyline and traffic but also the rest of the shuttle itself were purely digital creations. The bonus features included on the movies’ Blu-ray releases reveal just how stark some of the prequel sets became, particularly in juxtaposition to the comparable features from the original trilogy. Lucas no-doubt rationalized this on-stage minimalism as a cost-saving measure—presumably one has to cut costs somewhere, even with a $115 million budget. In fact, these savings on set design and construction likely subsidized the digital technology that made them possible.

The real menace of Clones, however, is how this novel approach to filmmaking impacted the actors’ performances. Even McGregor and Portman could not deliver compelling performances within such a vacuum. Not only are the actors in Clones not reacting to their environment, in many instances they are not even reacting to one another. Cast members returned for three separate sessions of pick-up shooting during post-production, and schedule commitments for other projects sometimes precluded them from reuniting with one another even for shared scenes. Within the Lucas school of filmmaking, such concerns are no obstacle; simply film each actor individually on green screen and then composite the results. Perhaps, though, the dialogue between Anakin and Padmé sounds so hollow because they never actually delivered these lines to one another. Actors from Clones report sometimes filming lines weeks later and continents apart from other actors within the same scene. While by no means unique in contemporary filmmaking, Clones took this tendency to unprecedented levels and has stilted performances to show for it.

As mentioned already, the easy response is to blame Lucas, casting him as the real villain of Clones in a deeper sense than Count Dooku or Darth Sidious. I suggest instead that Lucas’s choices reflect a deeper cultural problem. Caught up by the heady potential of technology, Lucas lost sight of the beauty of human beings created in the image of God and of their relationships with one another. Replacing face-to-face encounters with digitally spliced images is only one symptom of a broader neglect of the significance of embodiment.

The seeds for this neglect took root decades earlier in The Empire Strikes Back. Yoda chides Luke Skywalker for judging him based on his diminutive size alone, emphasizing that his worth and ability far transcend his stature. So far, so good. Yoda continues, however, to instruct Luke, “Luminous beings are we, not this crude matter,” pinching the flesh of Luke’s shoulder as he delivers the line to drive home his point. While this affirmation of spiritual reality was refreshing in 1980, it overcorrected with its corresponding denigration of the material, especially of the human body. This denigration runs opposite to the biblical notion of the goodness of creation crowned with humans made in God’s own image, God’s own assumption of human flesh in the incarnation, and the ultimate Christian hope of bodily resurrection.

If our bodies are only crude matter, why worry over what we do with them? Why bring actors together to interact organically when we can simply juxtapose their luminous images in alternating cuts on screen? While this alternative may seem the more efficient option, and may in fact be so, the aloof performances and chilly resulting reception of Attack of the Clones proves that efficiency cannot be our highest value. Its plot revolves around the depersonalization of a bio-engineered clone army, yet technological novelty ironically supplants the personalities and subverts the humanity of the actors.

The same issue of course beset Revenge of the Sith, although the excitement of concluding the saga and reencountering familiar faces like Chewbacca and Vader somewhat mitigated the damage there. With fresh installments imminent, the Star Wars saga now finds itself with a new hope. Interviews, set photography, and trailers for The Force Awakens have repeatedly underscored J. J. Abrams’s reliance on physical sets, tangible models, and practical effect sequences. To mix canons and borrow a line from Skyfall, “Sometimes the old ways are best.” I’m optimistic for the upcoming episode, hopeful that Abrams places as much of a priority on human interactions with one another as he seemingly has on their interactions with their surroundings. Only by respecting this gift of embodiment can he restore balance to the Star Wars franchise. Help us, J. J. Abrams. You’re our only hope.

Illustration courtesy of Cameron Morgan. Check out his portfolio at Krop Portfolio.