In the second installment of the Star Wars series, EPISODE II--ATTACK OF THE CLONES, Anakin Skywalker (Hayden Christensen) is now a teenage Jedi apprentice to Obi-Wan Kenobi (Ewan McGregor). Together they must protect Senator Padme Amidala (Natalie Portman) from a militant group of political activists that is trying to assassinate her. This group is led by the evil Count Dooku (Christopher Lee). Among other troubles, Anakin faces some hard choices as he begins to fall for Padme, knowing this love is forbidden by the Jedi knights' creed. In addition, Anakin begins to show his rebellious attraction to the dark side--which will eventually conquer him, when he becomes the future Darth Vader.

The story is set 10 years after STAR WARS EPISODE I: THE PHANTOM MENACE, and there are appearances by some of PHANTOM's characters, including Jar Jar Binks. CLONES also brings back familiar faces from the original STAR WARS: the lovable droids R2D2 and C3PO, and Yoda, who plays a key role in this film. Lucas creates an impressive array of beautifully rendered alien planets and beings, sleek spaceships, and dazzling effects; he remains at the head of the class in terms of technical ability and visual imagination. The film's climactic final sequences show the magic with which CLONES' earns its place as part of the beloved STAR WARS series.