>> : 1, / Star Wars: Episode I The Phantom Menace

: 1, / Star Wars: Episode I The Phantom Menace. .

: : 1, / Star Wars: Episode I The Phantom Menace.

: 1, / Star Wars: Episode I The Phantom Menace

"A long time ago in a galaxy far, far away...."

A vast sea of stars serves as the backdrop for the MAIN TITLE, followed by a ROLL UP, which crawls up into infinity.

"EPISODE 1 THE PHANTOM MENACE"

"Turmoil has engulfed the Galactic Republic. The taxation of trade routes to outlaying star systems is in dispute. Hoping to resolve the matter with a blockade of deadly battleships, the greedy Trade Federation has stopped all shipping to the small planet of Naboo.

While the congress of the Republic endlessly debates this alarming chain of events, the Supreme Chancellor has secretly dispatched two Jedi Knights, the guardians of peace and justice in the galaxy, to settle the conflict....."

PAN DOWN to reveal a small space cruiser heading TOWARD CAMERA at great speed. PAN with the cruiser as it heads towardthe beautiful green planet of Naboo, which is surrounded by hundreds of Trade Federation battleships.

INT. REPUBLIC CRUISER - COCKPIT

In the cockpit of the cruise, the CAPTAIN and PILOT maneuver closer to one of the battleships.

QUI-GON (O.S.) Captain.

The Captain turns to an unseen figure sitting behind her.

CAPTAIN Yes, sir?

QUI-GON (O.S.) Tell them we wish to board at once.

CAPTAIN Yes, sir.

The CAPTAIN looks to her view screen, where NUTE GUNRAY, a Neimoidian trade viceroy, waits for a reply.

CAPTAIN With all due respect for the Trade Federation, the Ambassadors for the Supreme Chancellor wish to board immediately.

NUTE Yes, yes, of coarse...ahhh...as you know, our blockade is perfectly legal, and we'd be happy to recieve the Ambassador...Happy to.

The screen goes black. Out the cockpit window, the sinister battleship looms ever closer.

EXT. FEDERATION BATTLESHIP - DOCKING BAY - SPACE (FX)

The small space cruiser docks in the enormous main bay of the Federation battleship.

INT. FEDERATION BATTLESHIP - DOCKING BAY - SPACE

A PROTOCOL DROID, TC-14, waits at the door to the docking bay. Two WORKER DROIDS, PK-4 and EG-9 watch.

PK-4 They must be important if the Viceroy sent one of those useless protocol gearheads to greet them.

The door opens, and the Republic cruiser can be seen in the docking bay. Two darkly robed figures are greeted by TC-14.

TC-14 I'm TC-14 at your service. This way, please.

They move off down the hallway.

EG-9 A Republic cruiser! That's trouble...don't you think?

PK-4 I'm not made to think.

INT. FEDERATION BATTLESHIP - CONFERENCE ROOM

A door slides open, and the two cloaked shapes are led PAST CAMERA into the formal conference room by TC-14.

TC-14 I hope you honoured sirs with the most comfortable here. My master will be with you shortly.

The droid bows before OBI-WAN KENOBI and QUI- GON JINN. He backs out the door and it closes. The JEDI lower their hoods and look out a large window at the lush green planet of Naboo. QUI-GON sixty years old, has long white hair in a ponytail. He is tall and striking, with blue eyes. OBI-WAN is twenty five, with very short brown hair, pale skin, and blue eyes. Several exotic, bird-like creatures SING in a cage near the door.

OBI-WAN I have a bad feeling about this.

QUI-GON I don't sense anything.

OBI-WAN It's not about the mission, Master, it's somethging...elsewhere...elusive.

QUI-GON Don't center on your anxiety, Obi- Wan. Keep your concentration here and now where it belongs.

OBI-WAN Master Yoda says I should be mindful of the future...

QUI-GON ...but not at the expense of the moment. Be mindful of the living Force, my young Padawan.

OBI-WAN Yes, Master...how do you think the trade viceroy will deal with the chancellor's demands?

QUI-GON These Federation types are cowards. The negotiations will be short.

INT. FEDERATION BATTLESHIP - BRIDGE

NUTE GUNRAY and DAULTRAY DOFINE stand, stunned, before TC- 14.

NUTE (shaken) What?!? What did you say?

TC-14 The Ambassadors are Jedi Knights, I believe.

DOFINE I knew it! They were sent to force a settlement, eh. Blind me, we're done for!

NUTE Stay calm? I'll wager the Senate isn't aware of the Supreme Chancellor's moves here. Go. Distract them until I can contact Lord Sidious.

DOFINE Are you brain dead? I'm not going in there with two Jedi! Send the droid.

Dofine turns to TC-14, who lets out a squeaky sigh.

INT. FEDERATION BATTLESHIP - CONFERENCE ROOM

OBI-WAN Is it their nature to make us wait this long?

The door to the conference room slides open, and TC-14 enters with a tray of drinks and food.

QUI-GON No. I sense an unusual amount of fear for something as trivial as this dispute.

Obi-Wan takes a drink.

INT. FEDERATION BATTLESHIP - BRIDGE

Nute, Dofine, and Rune Haako are before the hologram of Darth Sidious, a robed figure whose face is obscured by a hood.

DOFINE This scheme of yours has failed, Lord Sidious. The blockade is finished! We dare not go against these Jedi.

DARTH SIDIOUS You seem more worried about the Jedi than you are of me, Dofine. I am amused.. Viceroy!

Nute, looking very nervous, steps forward.

NUTE Yes, My lord.

DARTH SIDIOUS I don't want that stunted slime in my sight again. Do you understand?

NUTE Yes, My Lord.

Nute gives Dofine a fierce look, and Dofine, terrified, rushed off the bridge.

DARTH SIDIOUS This turns of events is unfortunate. We must accelerate our plans, Viceroy. Begin landing your troops.

NUTE Ahh, My Lord, is that, Legal?

DARTH SIDIOUS I will make it legal.

NUTE And, the Jedi??

DARTH SIDIOUS The Chancellor should never have brought them into this. Kill them, immediatly.

NUTE Ye..Yes, My Lord. As you wish.

INT. REPUBLIC CRUISER - COCKPIT - DOCKING BAY

In the Cockpit of the Cruiser, the Captain and Pilot look up and see a gun turret swing around and point directly at them.

PILOT Captain !? Look !!

CAPTAIN No! Warn...

EXT. FEDERATION BATTLESHIP - HANGER BAY

The battle gun fires. The Republic Cruiser explodes.

INT. FEDERATION BATTLESHIP - CONFERENCE ROOM

Gui-Gon and Obi-Wan leap up to a standing position with their light sabers drawn. TC-14 jumps back, startled, spilling the drinks tray.

TC-14 Ahhh, Sorry, sir. The Viceroy...

Gui-Gon and Obi-Wan turn off their swords and listen intently. A faint hissing sound can be heard.

GUI-GON Gas!

Qui-Gon and Obi-Wan each taken a sudden deep breath and holding it. The exotic bird-like creatures in the cage dorp dead.

INT. FEDERATION BATTLESHIP - HALLWAY

A hologram of NUTE , surrounded by BATTLE DROIDS, appears in the conference room hallway.

NUTE They must be dead by now. Blast, what's left of them.

The hologram fades off, as a BATTLE DROID, OWO-1, cautiously opens the door. A deadly green cloud billows from the room. BATTLE DROIDS cock their weapons as a figure stumbles out of the smoke. It is TC-14 , carrying the tray of drinks.

TC-14 Oh, excuse me, so sorry.

The PROTOCOL DROID passes the armed camp just as two flashing laser swords fly out of the deadly fog, cutting down several BATTLE DROIDS before they can fire.

INT. FEDERATION BATTLESHIP - BRIDGE

The bridge is a cocophony of alarms. NUTE and RUNE watch OWO- 1 on the viewscreen.

OWO-1 Not sure exactly what...

OWO-1 is suddenly cut in half in mid-sentence. RUNE gives NUTE a worried look.

NUTE What in blazes is going on down there?

RUNE Have you ever encountered a Jedi Knight before, sir?

NUTE Well, not exactly, but I don't... (panicked) Seal off the bridge.

RUNE That won't be enough, sir.

The doors to the bridge SLAM shut.

NUTE I want destroyer droids up here at once!!!

RUNE We will not survive this.

INT. FEDERATION BATTLESHIP - HALLWAY - OUTSIDE BRIDGE

QUI-GON cuts several BATTLE DROIDS in half, creating a shower of sparks and metal parts. OBI-WAN raises his hand, sending several BATTLE DROIDS crashing into the wall.

QUI-GON makes his way to the bridge door and begins to cut through it.

INT. FEDERATION BATTLESHIP - BRIDGE

The CREW is very nervous as sparks start flying around the bridge door.

QUI-GON and OBI-WAN are on the view screen.

NUTE Close the blast doors!!!

The huge, very thick blast door slams shut, followed by a second door, then a third. There is a hissing sound as the huge doors seal shut. QUI-GON tabs the door with his sword. The screen goes black as a red spot appears in the center of the blast door.

RUNE ...They're still coming through!

On the door, chunks of molten metal begin to drop away.

NUTE Impossible!! This is impossible!!

RUNE Where are those destroyer droids?!

INT. FEDERATION BATTLESHIP - HALLWAY - OUTSIDE BRIDGE

Ten ugly destroyer WHEEL DROIDS roll down the hallway at full speed. Just before they get to the bridge area, they stop and transform into their battle configuration. QUI-GON can't see them but senses their presence.

QUI-GON Destroyer droids!

OBI-WAN Offhand, I'd say this mission is past the negotiaion stage.

The WHEEL DROIDS, led by P-59, rush the entry area from three hallways, blasting away with their laser guns. They stop firing and stand in a semi-circle as the smoke clears. OBI- WAN and QUI-GON are nowhere to be seen.

P-59 Switch to bio...There they are!

The Jedi materialize at the far end of the hallway and dash through the doorway that slams shut. The WHEEL DROIDS blast away at the two JEDI with their laser swords.

OBI-WAN They have shield generators!

QUI-GON It's a standoff! Let's go!

INT. FEDERATION BATTLESHIP - BRIDGE

NUTE and RUNE stand on the bridge, watching the view screen as the WHEEL

DROIDS' POV speeds to the doorway.

RUNE We have them on the run, sir...they're no match for destroyer droids.

TEY HOW Sir, they've gone up the ventilation shaft.

INT. FEDERATION BATTLESHIP - MAIN BAY

QUI-GON and OBI-WAN appear at a large vent in a giant hanger bay. They are careful not to be seen. Thousands of BATTLE DROIDS are loading onto landing craft.

QUI-GON Battle droids.

OBI-WAN It's an invisible army.

QUI-GON It's an odd play for the Trade Federation. We've got to warn the Naboo and contact Chancellor Valorum. Let's split up. Stow aboard separate ships and meet down on the planet.

OBI-WAN You were right about one thing, Master. The negotiations were short.

INT. FEDERATION BATTLESHIP - BRIDGE

TEY HOW recieves a transmission.

TEY HOW Sir, a transmission from the planet.

RUNE It's Queen Amidala herself.

NUTE At last we're getting results.

On the view screen, QUEEN AMIDALA appears in her throne room. Wearing her elaborate headdress and robes, she sits, surrounded by the GOVERNING COUNCIL and FOUR HANDMAIDENS, EIRTAE, YANE, RABE, and SACHE.

NUTE Again you come before me, Your highness. The Federation is pleased.

AMIDALA You will not be pleased when you hear what I have to say, Viceroy...Your trade boycott of our planet has ended.

NUTE smirks at RUNE.

NUTE I was not aware of such a failure.

AMIDALA I have word that the Senate is finally voting on this blockade of yours.

NUTE I take it you know the outcome. I wonder why they bother to vote.

AMIDALA Enough of this pretense, Viceroy! I'm aware the Chancellor's Ambassadors are with you now, and that you have beencommanded to reach a settlement.

NUTE I know nothing about any Ambassadors...you must be mistaken.

AMIDALA, surprised at his reaction, studies him carefully.

AMIDALA Beware, Viceroy....the Federation is going too far this time.

NUTE Your Highness, we would never do anything without the approval of the Senate. You assume too much.

AMIDALA We will see.

The QUEEN fades off, and the view screen goes black.

RUNE She's right, the Senate will never....

NUTE It's too late now.

RUNE Do you think she suspects an attack?

NUTE I don't know, but we must move quickly to disrupt all communications down there.

INT. NABOO PALACE - THRONE ROOM

The QUEEN, EIRTAE, SACHE and her Governor, SIO BIBBLE, stand before a hologram of SENATOR PALPATINE, a thin, kindly man.

PALPATINE ...How could that be true? I have assurances from the Chancellor...his Ambassaodrs did arrive. It must be the...get...negotiate...

The hologram of PALPATIONE sputters and fades away.

AMIDALA Senator Palpatine?!? (turns to Panaka) What's happening?

Capt. Panaka turns to his SARGEANT.

CAPT. PANAKA Check the transmission generators...

BIBBLE A malfunction?

CAPT. PANAKA It could be the Federation jamming us. Your Highness.

BIBBLE A communications disruption can only mean one thing. Invasion.

AMIDALA Don't jump to conclusions, Governor. The Federation would not dare go that far.

CAPT. PANAKA The Senate would revoke their trade franchise, and they'd be finished.

AMIDALA We must continue to rely on negotiation.

BIBBLE Negotiation? We've lost all communications!...and where atre the Chancellors Ambassadors? How can we negotiate? We must prepare to defend ourselves.

CAPT. PANAKA This is a dangerous situation, Your Highness. Our security volunteers will be no match against a battle- hardened Federation army.

AMIDALA I will not condone a course of action that will lead us to war.

EXT. SPACE LANDING CRAFT - TWILIGHT (FX)

Six landing craft fly in formation toward the surface of the planet Naboo.

EXT. NABOO SWAMP - SHALLOW LAKE - TWILIGHT

Three landing craft slowly descend through the cloud cover of the perpetually gray twilight side of the planet. One by one, the Federation warships land in the eerie swamp. OBI- WAN's head emerges from the mud of a shallow lake. For in the background, the activities of the invasion force can be seen in the mist.

OBI-WAN takes several deep breaths, then dissapears again under the muddy swamp. Troop Transports (MTT's) emerge from the landing craft.

EXT. NABOO EDGE OF SWAMP / GRASS PLAINS - TWILIGHT (FX)

The droid invasion force moves out of the swamp and onto a grassy plain.

OOM-9, in his tank, looks out over the vast ARMY marching across the rolling hills. A small hologram of RUNE and NUTE stands on the tank.

RUNE ...and there is no trace of the Jedi. They may have gotton onto one of your landing craft.

OOM-9 If they are down here, sir, we'll find them. We are moving out of the swamp and are marching on the cities. We are meeting no resistance.

NUTE Excellent.

EXT. NABOO SWAMP - TWILIGHT

QUI-GON runs through the strange landscape, glancing back to see the monstrous troop transports, emerging from the mist. Animals begin to run past him in a panic.

An odd, frog-like Gungan, JAR JAR INKS, squats holding a clam he has retrieved from the murky swamp. The shell pops open. JAR JAR's greta tongue snaps out and grabs the clam, swallowing it in one gulp.

JAR JAR looks up and sees QUI-GON and the other creatures running like the wind toward him. One of the huge MTT's bears down on the JEDI like a charging locomotive. JAR JAR stands transfixed, still holding the clam shell in one hand.

JAR JAR Oh, noooooooooo!

JAR JAR drops the shell and grabs onto QUI-GON as he passes. The JEDI is caught by surprise.

JAR JAR Hey, help me! Help me!!

QUI-GON Let go!

The machine is about tp crush them as QUI-GON drags JAR JAR behind him. Just as the transport is about to hit them, QUI- GON drops, and JAR JAR goes splat into the mud with him. The transport races overhead.

QUI-GON and JAR JAR pull themselves out of the mud. They stand watching the war machine dissapear into the mist. JAR JAR grabs QUI-GON and hugs him.

JAR JAR Oyi, mooie-mooie! I luv yous!

The frog-like creature kisses the JEDI.

QUI-GON Are you brainless? You almost got us killed!

JAR JAR I spake.

QUI-GON The ability to speak does not make you intelligent. Now get outta here!

QUI-GON starts to move off, and JAR JAR follows.

JAR JAR No...no! Mesa stay...Mesa yous humble servaunt.

QUI-GON That wont be necessary.

JAR JAR Oh boot tis! Tis demunded byda guds. Tis a live debett, tis. Mesa culled Jaja Binkss.

In the distance, two STAPS burst out of the mist at high speed, chasing OBI-WAN.

QUI-GON I have no time for this now...

JAR JAR Say what?

The two STAPS barrell down on OBI-WAN.

JAR JAR Oh, nooooo! Weesa ganna....

QUI-GON throws JAR JAR into the mud.

QUI-GON Stay down!

His head pops up.

JAR JAR ...dieeee!

The two troops fire laser bolts at OBI-WAN. QUI-GON deflects the bolts back, and the STAPS blow up. One-two. OBI-WAN is exhausted and tries to catch his breath.

OBI-WAN Sorry, Master, the water fried my weapon.

OBI-WAN pulls out his burnt laser sword handle. QUI-GON inspects it, as JAR JAR pulls himself out of the mud.

QUI-GON You forgot to turn your power off again, didn't you?

OBI-WAN nods sheeplishly.

QUI-GON It won't take long to recharge, but this is a lesson I hope you've learned, my young Padawan.

OBI-WAN Yes, Master.

JAR JAR Yousa sav-ed my again, hey?

OBI-WAN What's this?

QUI-GON A local. Let's go, before more of those droids show up.

JAR JAR Mure? Mure did you spake??!?

OBI-WAN and QUI-GON start to run. JAR JAR tries to keep up.

JAR JAR Ex-squeeze me, but da moto grande safe place would be Otoh Gunga. Tis where I grew up...Tis safe city.

They all stop.

QUI-GON A city! (JAR JAR nods his head) Can you take us there?

JAR JAR Ahhh, will...on second taut...no, not willy.

QUI-GON No??!

JAR JAR Iss embarrissing, boot... My afrai my've bean banished. My forgoten der Bosses would do terrible tings to my. Terrible tings if my goen back dare.

A PULSATING SOUND is heard in the distance.

QUI-GON You hear that?

JAR JAR shakes his head yes.

QUI-GON That's the sound of a thousand terrible things heading this way...

OBI-WAN When they find us, they will crush us, grind us into little pieces, then blast us into oblivion!

JAR JAR Oh! Yousa point is well seen. Dis way! Hurry!

JAR JAR turns and runs into the swamp.

EXT. NABOO SWAMP LAKE - TWILIGHT

QUI-GON, OBI-WAN and JAR JAR run into a murky lake and stop as JAR JAR tries to catch his breath. The TRANSPORTS ARE HEARD in the distance.

QUI-GON Much farther?

JAR JAR Wesa goen underwater, okeyday?

QUI-GON and OBI-WAN pull out small capsule from their utility belts that turn into breathing masks.

JAR JAR My warning yous. Gungans no liken outlaunders. Don't expict a wern welcome.

OBI-WAN Don't worry, this has not been our day for warm welcomes.

JAR JAR jumps, does a double somersault with a twist, and dives into the water.

Breath masks on, QUI-GON and OBI-WAN wade in after him.

EXT. NABOO LAKE - UNDERWATER

QUI-GON and OBI-WAN swim behind JAR JAR, who is very much at home in the water. Down they swim into murky depths. In the distance the glow of Otoh Gunga, an underwater city made up of large bubbles, becomes more distinct.

They approach the strange, art nouveau habitat. JAR JAR swims magically through one of the bubble membranes, which seals behind him. OBI-WAN and QUI-GON follow.

INT. OTOH GUNGA - CITY SQUARE

GUNGANS in the square scatter when they see the strange JEDI. Four GUARDS armed with long electro-poles ride two-legged KAADUS into the square. The GUARDS, led by CAPTAIN TARPALS, point their lethal poles at the dripping trio.

JAR JAR Heyo-dalee, Cap'n Tarpals, Mesa back!

CAPT. TARPALS Noah gain, Jar Jar. Yousa goen tada Bosses. Yousa in big dudu this time.

CAPT. TARPALS gives JAR JAR a slight zap with his power pole. JAR JAR jumps and moves off, followed by the two JEDI.

JAR JAR How wude.

INT. OTOH GUNGA - HIGH TOWER BOARD ROOM

The Bosses' Board Room has bubble walls, with small lighted fish swimming around outside like moving stars. A long circular judge's bench filled with GUNGAN OFFICIALS dominates the room. OBI-WAN and QUI-GON stand facing BOSS NASS, who sits on a bench higher than the others.

BOSS NASS Yousa cannot bees hair. Dis army of mackineeks up dare tis new weesong!

QUI-GON That droid army is about to attack the Naboo. We must warn them.

BOSS NASS Wesa no like da Naboo! Un dey no like uss-ens. Da Naboo tink day so smarty den us-ens. Day tink day brains so big.

OBI-WAN After those droids take control of the surface, they will come here and take control of you.

BOSS NASS No, mesa no tink so. Mesa scant talkie witda Naboo, and no nutten talkie it outlaunders. Dos mackineeks no comen here! Dey not know of uss-en.

OBI-WAN You and the Naboo form a symbiont circle. What happens to noe of you will affect the other. You must understand this.

BOSS NASS Wesa wish no nutten in yousa tings, outlaunder, and wesa no care-n about da Naboo.

QUI-GON (waves his hand) Then speed us on our way.

BOSS NASS Wesa gonna speed yousaway.

QUI-GON We need a transport.

BOSS NASS Wesa give yousa una bongo. Da speedest way tooda Naboo tis goen through da core. Now go.

QUI-GON Thank you for your help. We go in peace.

QUI-GON and OBI-WAN turn to leave.

OBI-WAN Master, whats a bongo?

QUI-GON A transport, I hope.

The JEDI notice JAR JAR in chains to one side, waiting to hear his verdict.

QUI-GON stops. JAR JAR gives him a forlorn look.

JAR JAR Daza setten yous up. Goen through da planet core is bad bombin!!

QUI-GON Thank you, my friend.

JAR JAR Ahhh...any hep hair would be hot.

JAR JAR's soulful look is counterpointed by a sheepish grin.

OBI-WAN We are short of time, Master.

QUI-GON We'll need a navigator to get us through the planet's core. This Gungan my be of help.

QUI-GON walks bact to BOSS NASS.

QUI-GON What is to become of Jar Jar Binks here?

BOSS NASS Binkss brokeen the nocombackie law. Hisen to be pune-ished.

QUI-GON He has been a great help to us. I hope the punishment will not be too severe.

BOSS NASS Pounded unto death.

JAR JAR (grimacing) Oooooh...Ouch!

OBI-WAN looks concerned. QUI-GON is thinking.

QUI-GON We need a navigator to get us through the planet's core. I have saved Jar Jar Binks' life. He owes me what you call a "life debt."

BOSS NASS Binks. Yousa havena liveplay with thisen hisen?

JAR JAR nods and joins the JEDI. QUI-GON waves his hand.

QUI-GON Your gods demand that his life belongs to me now.

BOSS NASS Hisen live tis yos, outlauder. Begone wit him.

JAR JAR Count mesa outta dis! Better dead here, den deader in da core...Yee guds, whata mesa sayin?!

EXT. NABOO CITY - UNDERWATER - SUB (FX)

A strange little submarine propels itself away from the Otoh Gunga, leaving the glow of the settlement in the distance.

INT. SUB COCKPIT - UNDERWATER

OBI-WAN in the co-pilots seat, JAR JAR guides the craft.

JAR JAR Dis is nusen.

OBI-WAN Master, why do you keep dragging these pathetic life forms along with us?...Here, take over.

JAR JAR Hey, ho? Where wesa goen??

QUI-GON You're the navigator.

JAR JAR Yo dreamen mesa hopen...

QUI-GON Just relax, the Force will guide us...

JAR JAR Ooooh, maxibig..."da Force"...Wellen, dat smells stinkowiff.

JAR JAR veers the craft to the left and turns the lights on. The coral vistas are grand, fantastic, and wonderous.

OBI-WAN Why were you banished, Jar Jar?

JAR JAR Tis a long tale, buta small part wawdabe mesa... ooooh... aaaa... clumsy.

OBI-WAN They banished you because you're clumsy?

As the little sub glides into the planet core, a large dark shape begins to follow.

JAR JAR Mesa cause-ed mabee one or duey lettal bitty axadentes...yud-say boom da gasser, un crash Der Bosses heyblibber...den banished.

Suddenly there is a loud CRASH, and the little craft lurches to one side.

QUI-GON looks around and sees a huge, lumimnous OPEE SEA KILLER has hooked them with its long gooey tongue.

QUI-GON Full speed ahead.

Instead of full ahead, JAR JAR jams the controls into reverse. The sub flies into the mouth of the creature.

JAR JAR Oooops.

OBI-WAN Give me the controls.

OBI-WAN takes over the controls and the OPEE SEA KILLER instantly releases the sub from its mouth.

JAR JAR Wesa free!

As the sub zooms away they see a larger set of jaws, munching on the hapless KILLER. The jaws belong to the incredible SANDO AQUA MONSTER. The lights on the tiny sub begin to flicker as they cruise deeper into the gloom.

QUI-GON There's always a bigger fish.

INT. FEDERATION BATTLESHIP - BRIDGE

NUTE and RUNE stand before a hologram of DARTH SIDIOUS.

NUTE The invasion is on schedule, My Lord.

DARTH SIDIOUS Good. I have the Senate bogged down in procedures. By the time this incident comes up for a vote, they will have no choice but to accept your control of the system.

NUTE The Queen has great faith the Senate will side with her.

DARTH SIDIOUS Queen Amidala is yound and naive. You will find controlling her will not be difficult. You have done well, Viceroy.

NUTE Thank you, My Lord.

DARTH SIDIOUS fades away.

RUNE You didn't tell him about the missing Jedi?

NUTE No need to report that to him, until we have something to report.

INT. SUB COCKPIT - UNDERWATER

Sparks are flying, and water is leaking into the cabin. The sound of the power drive drops.

OBI-WAN ...we're losing power.

OBI-WAN is working with the sparking wires. JAR JAR panics.

QUI-GON Stay calm. We're not in trouble yet.

JAR JAR What yet? Monstairs out dare! Leak'n in here, all'n sink'n, and nooooo power! You nutsen! WHEN YOUSA TINK WESA IN TROUBLE?!!!?

OBI-WAN Power's back.

The lights flicker on, revealing an ugly COLO CLAW FISH right in front of them.

JAR JAR Monstairs back!

The large COLO CLAW FISH is surprised and rears back. The sub turns around and speeds away.

JAR JAR Wesa in trouble now??

QUI-GON Relax.

QUI-GON puts his hand on JAR JAR's shoulder. JAR JAR relaxes into a coma.

OBI-WAN You overdid it.

The COLO CLAW FISH leaps after the fleeing sub as it shoots out of the tunnel and into the waiting jaws of the SANDO AQUA MONSTER.

OBI-WAN This is not good!

JAR JAR regains consciousness.

JAR JAR Wesa dead yet?? Oie Boie!

JAR JAR's eyes bulge, and he faints again. The sub narrowly avoids the deadly teeth of the AQUA MONSTER. The COLO CLAW FISH chasing them isn't so lucky. It is munched in half by the larger predator. The little sub slips away.

QUI-GON Head for that outcropping.

EXT. THEED - MAIN ROAD INTO THEED - DAY (FX)

The long columns of the DROID ARMY move down the main road leading to Theed, the Naboo capital.

EXT. THEED PLAZA - DAY (FX)

As the QUEEN watches helplessly from a window in the palace, a transport carrying NUTE and RUNE lands in Theed Plaza. They exit the transport.

NUTE Ah, victory!

INT. NABOO LAKE - UNDERWATER - SUB (FX)

The little sub continue to propel itself toward the surface, which is brightly lit.

JAR JAR Wesa dude it!

EXT. THEED - ESTUARY - DAY

Paradise. Billowing clouds frame a romantic body of water. There is a LOUD RUSH OF BUBBLES, and a small sub bobs to the surface.

The current in the estuary begins to pull the sub backward into a fast moving river. OBI-WAN switches off the two remaining bubble canopies.

QUI-GON stands up to look around. JAR JAR lets out a sigh of relief.

JAR JAR Wesa safe now.

QUI-GON Get this thing started.

JAR JAR Dissen berry good. Hey?

OBI-WAN What is it?

JAR JAR looks back to where they're drifting. He sees they are headed for a huge waterfall.

JAR JAR What!!?? Oie boie!

OBI-WAN tries to start the engine. The long props behind the sub slowly begin to rotate. OBI-WAN struggles until finally, a few feet short of the waterfall, the sub starts and is able to generate enough power to stop drifting backward in the powerful current. The sub slowly moves forward. In the background, QUI-GON takes a cable out of his belt. The engine coughs and dies. They start drifting backward again. JAR JAR panics.

JAR JAR Iyiiyi, wesa die'n here, hey!

QUI-GON shoots the thin cable, and it wraps itself around a railing on the shore. The sub pulls the cable taut, and the little craft hangs precariously over the edge of the waterfall.

QUI-GON Come on...

OBI-WAN climbs out of the sub and pulls himself along the cable. QUI-GON starts in after him.

QUI-GON Come on, Jar Jar.

JAR JAR No! Too scary!

OBI-WAN Get up here!

JAR JAR No a mighty no!

JAR JAR looks back and sees he is hanging over the waterfall.

JAR JAR Oie boie...mesa comen. Mesa comen!

JAR JAR starts to climb out of the sub. OBI-WAN is on shore and helps to pull QUI-GON out of the water.

OBI-WAN That was close.

BATTLE DROID 3B3 (O.S.) Drop your weapons!

The TWO JEDI turn around to see a BATTLE DROID standing in front of them.

BATTLE DROID 3B3

JAR JAR Whoa!!!

EXT. THEED - PALACE - DAY

The waterfalls of Theed sparkle in the noonday sun.

INT. THEED - PALACE THRONE ROOM - DAY

QUEEN AMIDALA, SIO BIBBLE, and FIVE OF HER HANDMAIDENS (EIRTAE, YANE, PADME, RABE, SACHE) are surrounded by TWENTY DROIDS. Capt. Panaka and FOUR NABOO GUARDS are also held at gunpoint. NUTE and RUNE stand in the middle of the room.

BIBBLE ...how will you explain this invasion to the Senate?

NUTE The Naboo and the Federation will forge a treaty that will legitimize our occupation here. I've been assured it will be ratified by the Senate.

AMIDALA I will not co-operate.

NUTE Now, now, your Highness. You are not going to like what we have in store for your people. In time, their suffering will persuade you to see our point of view. Commander. (OOM-9 steps forward) Process them.

OOM-9 Yes, sir! (turns to his sergeant) Take them to Camp Four.

The SERGEANT marches the GROUP out of the throne room.

EXT. PALACE - PLAZA - DAY

QUEEN AMIDALA, PADME, EIRTA, YANE, RABE, SACHE, Capt. Panaka, SIO BIBBLE,

and FOUR GUARDS are led out of the palace by ten BATTLE DROIDS. The plaza is filled with tanks and BATTLE DROIDS, which they pass on their way to the detention camp. Unbeknownst to them, QUI-GON, OBI-WAN, and JAR JAR sneak across on a walkway above the plaza and jump from a balcony to begin an attack to rescue the QUEEN.

FOUR BATTLE DROIDS are instantly cut down. MORE DROIDS move forward and are also cut down by the JEDIS' flashing lightsabres until there is only the DROID SERGEANT left. The SERGEANT starts to run but is pulled back to QUI-GON by the Force, until finally he is dispatched by the JEDI.

JAR JAR Yousa guys bombad!

QUEEN AMIDALA and the OTHERS are amazed. JAR JAR is getting used to this. They move between two buildings.

QUI-GON Your Highness, we are the Ambassadors, for the Supreme Chancellor.

BIBBLE Your negotiations seem to have failed, Ambassador.

QUI-GON The negotiations never took place. Your Highness, we must make contact with the republic.

Capt. Panaka steps forward.

CAPT. PANAKA They've knocked out all our communications.

QUI-GON Do you have transports?

CAPT. PANAKA In the main hanger. This way.

THEY disappear down an alleyway as the ALARMS are sounded

INT. CENTRAL HANGER - HALLWAY - DAY

Capt. Panaka cracks open a side door to the central hanger. QUI-GON looks in over his shoulder. OBI-WAN, JAR JAR, and the rest of the group are behind him. They see several Naboo spacecraft guarded by about FIFTY BATTLE DROIDS. ALARMS can be heard in the distance.

CAPT. PANAKA There are too many of them.

QUI-GON That won't be a problem. (to Amidala) Your Highness, under the circumstances, Isuggest you come to Coruscant with us.

AMIDALA Thank you, Ambassador, but my place is here with my people.

QUI-GON They will kill you if you stay.

BIBBLE They wouldn't dare.

CAPT. PANAKA They need her to sign a treaty to make this invasion of theirs legal. They can't afford to kill her.

QUI-GON The situation here is not what it seems. There is something else behind all this, Your Highness. There is no logic in the Federation's move here. My feelings tell me they will destroy you.

BIBBLE Please, Your Highness, reconsider. Our only hope is for the Senate to side with us... Senator Palpatine will need your help.

CAPT. PANAKA Getting past their blockade is impossible, Your Highness. Any attempt to escape will be dangerous.

BIBBLE Your Highness, I will stay here and do what I can...They will have to retain the Council of Governors in order to maintain control. But you must leave...

The QUEEN turns to PADME and EIRTAE.

AMIDALA Either choice presents a great risk...to all of us...

PADME We are brave, Your Highness.

QUI-GON If you are to leave, Your Highness, it must be now.

AMIDALA Then, I will plead our case before the Senate. (to Bibble) Be careful, Governor.

INT. CENTRAL HANGER - DAY

The door opens to the main hanger. QUI-GON, OBI-WAN, JAR JAR, Capt. Panaka, TWO GUARDS, and THREE HANDMAIDENS (PADME, EIRTAE, RABE), followed by QUEEN AMIDALA, head for a sleek chrome spacecraft. SIO BIBBLE, YANE and SACHE stay behind. The HANDMAIDENS begin to cry.

CAPT. PANAKA We need to free those pilots.

Capt. Panaka points to TWENTY GUARDS, GROUND CREW, and PILOTS held in a corner by SIX BATTLE DROIDS.

OBI-WAN I'll take care of that.

OBI-WAN heads toward the group of captured pilots.

QUI-GON and the QUEEN, Capt. Panaka, JAR JAR, and the rest Of the GROUP approach the GUARDS at the ramp of the Naboo craft.

GUARD DROID Where are you going?

QUI-GON I'm Ambassador for the Supreme Chancellor, and I'm taking those people to Coruscant.

DROID GUARD You're under arrest!

The DROID GUARD draws his weapon, but before any of the DROIDS can fire, they are cut down. OTHER GUARDS run to their aid. OBI-WAN attacks the GUARDS around the PILOTS. QUI-GON stands, fighting off DROIDS as the OTHERS rush on board the spacecraft. OBI-WAN, the FREED PILOTS (including RIC OLIE), GUARDS and GROUND CREW MEMBERS rush on board the ship. The OTHER PILOTS and GUARDS race to SIO BIBBLR. After everyone has made it onto the ship, QUI-GONjumps on board. ALARMS sound. MORE DROIDS rush into the hanger and fire as the ship takes off.

EXT. THEED - HANGER ENTRY - DAY (FX)

The ship exits the hanger. BATTLE DROIDS standing in the hanger shoot at them.

EXT. SPACE (FX)

The sleek spacecraft speeds away from the planet of Naboo and heads for the deadly Federation blockade.

INT. NABOO SPACECRAFT - COCKPIT

The PILOT, RIC OLIE, navigates toward the massive battleship, QUI-GON and Capt. Panaka watch.

RIC OLIE ...our communications are still jammed.

INT. NABOO SPACECRAFT - DROID HOLD

JAR JAR is led into a low, cramped doorway by OBI-WAN.

OBI-WAN Now stay here, and keep out of trouble.

OBI-WAN closes the door. JAR JAR looks around and sees a long row of five short, dome-topped ASTRO DROIDS (R-2 units). The all look alike, except for thier paint color, and they all seem to be shut down.

JAR JAR Ello, boyos. (no response) Disa wanna longo trip...hey?

JAR JAR taps a bright red R-2 UNIT on the head, and its head pops up a bit. He lets out a gasp as he lifts the head.

JAR JAR Tis opens?...Oooops!

Many springs and things come flying out.

JAR JAR quickly closes it again, very embarrassed.

JAR JAR Yoi! Just yoken!

EXT. SPACE BATTLE

The Naboo Spacecraft, surrounded by explosions, head even closer to the massive Federation battle ships.

INT.NABOO SPACECRAFT - COCKPIT

RIC OLIE There's the blockade, hang on.

Alarm sounds fill the Cockpit as Obi-Wan enters.

RIC OLIE The shield generator's been hit. Our deflector shields can't withstand this. Power down... Hopefully the repair droids can fix it.

INT. NABOO SPACECRAFT - DROID HOLD

The lights go on, and all the Droids are activated. Droids rush to an exterior air lock, except for the red one, who runs into a wall. JAR JAR holds on for dear life.

One Little blue Astro Droid, who is especially dedicated, lets out a loud screech as he passes JAR JAR, causing the Gungan to jump.

The little Droid enters an air lock and is ejected onto the exterior of the ship.

CAPT. PANAKA Stay on course!

QUI-GON Do you have a cloaking device?

CAPT. PANAKA No, this is not a warship, we have no weapons. We're a non- violent people, that is why the Federation was brave enough to attack us.

RIC OLIE We won't make it. The shields are gone.

EXT. NABOO SPACECRAFT - FEDERATION BATTLESHIP

The Droids pop onto the exterior of the Naboo Spacecraft; the ship races across the surface of the massive Federation Battleship, as its guns blast two Astro Droids to pieces.

OBI-WAN We're losing droids fast.

CAPT. PANAKA If they can't get those shield generators fixed we will be sitting ducks.

RIC OLIE The shields are gone.

EXT. NABOO SPACECRAFT - ENGINES

The Federation Battleship blows away one more Atro Droid. The blue Droid connects some wires, causing sparks to fly.

RIC OLIE Powers back! That little droid did it. He bypassed the main power drive. Deflector shield up, at maximum.

The lone BLUE DROID finishes his repairs and goes back into the ship. The Naboo spacecraft races away from the Federation battleship.

RIC OLIE There's not enough power to get us to Coruscant...the hyperdrive is leaking.

QUI-GON We'll have to land somewhere to refuel and repair the ship.

QUI-GON studies a star chart on a monitor.

OBI-WAN Here, Master. Tatooine... It's small, out of the way, poor... The Trade Federation has no presence there.

CAPT. PANAKA How can you be sure?

QUI-GON It's controlled by the Hutts...

CAPT. PANAKA The Hutts??

OBI-WAN It's risky... but there's no alternative.

CAPT. PANAKA You can't take Her Royal Highness there! The Hutts are gangsters... If they discovered her...

QUI-GON ...It would be no different than if we landed on a system controlled by the Federation... except the Hutts aren't looking for her, which gives us an advantage.

CPATAIN PANAKA takes a deep breath in frustration.

EXT. SPACE - NABOO SPACECRAFT (FX)

The Naboo spacecraft races away.

INT. FEDERATION BATTLESHIP - CONFERENCE ROOM

NUTE and RUNE sit around a conference table with a hologram of DARTH SIDIOUS.

NUTE We control all the cities in the North and are searching for any other settlements...

DARTH SIDIOUS Destroy all high-ranking officials, Viceroy... slowly... quietly. And Queen Amidala, has she signed the treaty?

NUTE She has disappeared, My Lord. One Naboo cruiser got pat the blockade.

DARTH SIDIOUS Viceroy, find her! I want that treaty signed.

NUTE My Lord, it's impossible to locate the ship. It's out of our range.

DARTH SIDIOUS ...not for a Sith...

A second SITH LORD appears behind DARTH SIDIOUS.

DARTH SIDIOUS ...Viceroy, this is my apprentice. Lord Maul. He will find your lost ship.

NUTE Yes, My Lord.

The hologram fades off.

NUTE This is getting out of hand...now there are two of them.

RUNE We should not have made this bargain. What will happen when the Jedi become aware of these Sith Lords?

INT. NABOO SPACECRAFT - QUEENS CHAMBERS

QUI-GON, OBI-WAN, Capt. Panaka, and the LITTLE BLUE DROID stand before QUEEN AMIDALA and her THREE HANDMAIDENS, PADME, EIRTAE and RABE.

CAPT. PANAKA ...An extremely well put together little droid. Without a doubt, it saved the ship, as well as our lives.

AMIDALA It is to be commended... what is its number?

The LITTLE BLUE DROID lets out a series of bleeps. Capt. Panaka leans over and scrapes some dirt off of the side of the DROID and read the number:

CAPT. PANAKA R2-D2, Your Highness.

AMIDALA Thank you, Artoo Detoo. You have proven to be very loyal... Padme!

PADME bows before the QUEEN.

AMIDALA Clean this droid up the best you can. It deserves our gratitude... (to Panaka) Continue, Captain.

Capt. Panaka looks nervously to OBI-WAN and QUI-GON.

QUI-GON Yor Highness, we are heading for a remote planet called Tatooine. It is a system far beyond the reach of the Trade Federation. There we will be able to make needed repairs, then travel on to Coruscant.

CAPT. PANAKA Your Highness, Tatooine is very dangerous. It's controlled by an alliance of gangs called the Hutts. I do not agree with the Jedi on this.

QUI-GON You must trust my judgement, Your Highness.

AMIDALA and PADME exchange looks. PADME moves next to the DROID.

INT. NABOO SPACECRAFT - MAIN AREA

PADME sits in the Main Area, cleaning R2-D2, the brave little Astra Droid. JAR JAR pops out of an open door.

JAR JAR Hidoe!

Both PADME and ARTOO jump and let out a little SCREAM. The Gungan is embarrassed that he frightened them.

JAR JAR Sorry, nomeanen to scare yousa.

PADME That's all right.

JAR JAR I scovered oily back dare. Needen it?

PADME Thank you. This little guy is quite a mess.

JAR JAR hands PADME the oil can.

JAR JAR Mesa Ja Ja Binksss...

PADME I'm Padme, I attend Her Highness, You're a Gungan, aren't you? (Jar Jar nods) How did you end up here with us?

JAR JAR Me no know... mesa day starten pitty okeyday witda brisky morning munchen. Den boom... getten berry skeered, un grabbed dat Jedi, and before mesa knowen it... pow! Mesa here. (he shrugs) ...getten berry berry skeered.

ARTOO BEEPS a sympathetic beep.

INT. NABOO SPACECRAFT - COCKPIT

OBI-WAN, QUI-GON, and Capt. Panaka watch over RIC OLIE'S shoulder. A large yellow planet appears directly ahead. RIC OLIE searches his scopes.

OBI-WAN That's it. Tatooine.

RIC OLIE There's a settlement...a spaceport, looks like.

QUI-GON Land near the outskirts. We don't want to attract any attention.

EXT. TATOOINE - SPACE (FX)

The ship heads toward the planet of Tatooine.

EXT. TATOOINE - DESERT - NABOO SPACECRAFT - DAY (FX)

The Naboo spacecraft lands in the desert in a swirl of dust. The spaceport of Mos Espa is seen in the distance.

EXT. NABOO SPACECRAFT - MAIN AREA

OBI-WAN is hoisting the hyperdrive out of a floor panel. JAR JAR rushes up to him and falls to his knees.

JAR JAR Obi-Wan, sire, pleeese, no mesa go!

OBI-WAN Sorry, Qui-Gon's right. You'll make things less obvious.

JAR JAR walks back to ARTOO in the hallway as QUI-GON (dressed as a farmer) enters the main area.

OBI-WAN The Hyperdrive generator is gone. We will need a new one.

QUI-GON moves closer to OBI-WAN and speaks quietly to him.

QUI-GON Don't let them send ant transmissions. Be wary... I sense a disturbance in the Force.

OBI-WAN I fell it also, Master.

QUI-GON goes into the hallway to meet up with ARTOO and JAR JAR. They head to the exit ramp.

EXT. TATOOINE - DESERT - SPACESHIP - DAY

They start their trek across the desert toward the city of Mos Espa. In the distance, a strange looking caravan makes its way toward the spaceport.

JAR JAR Dis sun doen murder tada skin.

From the spaceship, Capt. Panaka and PADME run toward them.

CAPT. PANAKA Wait!

QUI-GON stops as they catch up. PADME is dresses in rough peasant's garb.

CAPT. PANAKA Her Highness commands you to take her handmaiden with you. She wishes for her to observe the local...

QUI-GON No more commands from Her Highness today, Captain. This spaceport is not going to be pleasant...

CAPT. PANAKA The Queen wishes it. She is curious about this planet.

PADME I've been trained in defense... I can take care of myself.

CAPT. PANAKA Don't make me go back and tell her you refuse.

QUI-GON I don't have time to argue. But this is not a good idea. Stay close to me.

He gives PADME a stern look.

EXT. MOS ESPA - STREET - DAY

The little GROUP walks down the main street of Mos Espa. They pass dangerous looking citizens of all types. PADME looks around in awe at this exotic enviroment.

QUI-GON ...moisture farms for the most part, but also a few indigenous tribes and scavengers. The few spaceports like this one are havens for those who do not wish to be found...

PADME ....like us.

JAR JAR is in a constant state of panic.

ARTOO whistles along, with perfect confidence.

JAR JAR Dissen berry berry bad. (steps in ooze) Ooooh...icky...icky...goo.

EXT. MOS ESPA - JUNK DEALER PLAZA - DAY

The GROUP comes to a little plaza surrounded by several junk spaceship dealers.

QUI-GON We'll try one of the smaller dealers.

They head for a little junk shop that has a huge pile of broken spaceships stacked up behind it.

INT. WATTO'S JUNK SHOP - DAY

QUI-GON, JAR JAR, PADME, and ARTOO enter the dingy junk shop and are greeted by WATTO, a pudgy blue alien who flies on short little wings like a hummingbird.

WATTO (SUBTITLED) Hi chuba da naga? (What do you want?)

QUI-GON I need parts for a J-type 327 Nubian.

WATTO Ah yes, ah yes. Nubian. We have lots of that. What kinda junk? (subtitled) Peedenkel! Naba dee unko (Boy, get in here! Now!)

QUI-GON My droid here has a readout of what I need.

A disheveled boy, ANAKIN SKYWALKER, runs in from the junk yard. He is about nine years old, very dirty, and dressed in rags. WATTO raises a hand, and ANAKIN flinches.

WATTO (SUBTITLED) Coona tee-tocky malia? (What took you so long?)

ANAKIN (SUBTITLED) Mel tassa cho-passa... (I was cleaning the bin like you...)

ANAKIN (SUBTITLED)

WATTO (SUBTITLED) Chut-Chut! Ganda doe wallya. (Never mind! Watch the store) Me dwana no bata. (I've got some selling to do here.) (to Gui-Gon) Soooo, let me take- a thee out back. Ni you'll find what you need.

ARTOO and QUI-GON follow WATTO toward the junk yard, leaving JAR JAR with PADME and the young boy ANAKIN. JAR JAR picks up a gizmo, trying to figure out its purpose. QUI-GON takes the part out of his hand and puts it back.

QUI-GON Don't touch anything.

JAR JAR makes a rude face to QUI-GON's back and sticks out his long tongue.

ANAKIN sits on the counter, pretending to clean a part, staring at PADME.

She is the most beautiful creaure he has ever seen in his life. PADME is a little embarrassed by his stare, but she musters up an amused smile.

Finally, he gets the courage to speak.

ANAKIN Are you an angel?

PADME What?

ANAKIN An angel. I've heard the deep space pilots talk about them. They live on the Moons of Iego I thimk. They are the most beautiful creatures in the universe. They are good and kind, and so pretty they make even the most hardened spice pirate cry.

PADME looks at him, not knowing what to say. PADME : I've never heard of angels.

ANAKIN You must be one...maybe you just don't know it.

PADME You're a funny little boy. How do you know so much?

ANAKIN Since I was very little, three, I think. My Mom and I were sold to Gardulla the Hutt, but she lost us, betting on the Podraces, to Watto, who's a lot better master than Gardulla, I think.

PADME You're... a slave?

ANAKIN looks at PADME defiantly.

ANAKIN I am a person! My name is Anakin.

PADME I'm sorry. I don't fully understand. (looking around) This is a strange world to me.

ANAKIN studies her intently.

ANAKIN You are a strange girl to me.

JAR JAR pushes the nose on what appears to be a LITTLE DROID, and it instantly comes to life, grows legs and arms, and starts marching around, knocking over everything. JAR JAR hold on but can't stop it.

ANAKIN Hit the nose!

JAR JAR hits the nose, and the DROID collapses back into its original state. ANAKIN and PADME laugh. ANAKIN watches PADME straighten her hair.

EXT. WATTO'S JUNK YARD - BEHIND SHOP - DAY

WATTO reads a small portable monitor he is holding. He stands before a hyperdrive.

WATTO ...Here it is...a T-14 hyperdrive generator!! Thee in luck, I'm the only one hereabouts who has one...but thee might as well buy a new ship. It would be cheaper, I think...Sying of which, how's thee going to pay for all this?

QUI-GON I have 20,000 Republic dataries.

WATTO Republic credits?!? Republic credits are no good out here. I need something more real...

QUI-GON I don't have anything else. (raising his hand)) But credits will do fine.

WATTO No they won'ta.

QUI-GON, using his mind power, waves his hand again.

QUI-GON Credits will do fine.

WATTO No, they won'ta. What you think you're some kinda Jedi, waving your hand around like that? I'm a Toydarian. Mind tricks don'ta work on me-only money. No money, no parts! No deal! And no one else has a T-14 hyperdrive, I promise you that.

INT. WATTO'S JUNK SHOP - DAY

JAR JAR pulls a part out of a stack of parts to inspect it, and they all come tumblimg down. He struggles to catch them, only to knock more down.

ANAKIN and PADME are oblivious.

ANAKIN ...wouldn't have lasted long if I weren't so good at fixing things. I'm making my own droid...

QUI-GON hurries into the shop, followed by ARTOO.

QUI-GON We're leaving.

JAR JAR follows QUI-GON. PADME gives ANAKIN a loving look.

PADME I'm glad I met you, ...ah...

ANAKIN ...Anakin.

PADME Anakin.

ANAKIN Anakin Skywalker.

PADME Padme Naberrie.

PADME turns, and ANAKIN looks sad as he watches her leave.

ANAKIN I'm glad I met you too.

WATTO enters the junk yard, shaking his head.

WATTO (SUBTITLED) Ootmians! Tinka me chasa hopoe ma booty na nolia. (Outlanders! They think because we live so far from the center, we don't know nothing.)

ANAKIN (SUBTITLED) La lova num botaffa. (They seemed nice to me.)

WATTO (SUBTITLED) Fweepa niaga. Tolpa da bunky dunko. (Clean the racks, then you can go home.)

ANAKIN lets out a "yipee" and runs out the back.

EXT. MOS ESPA - STREET - ALCOVE - DAY

QUI-GON, ARTOO, JAR JAR, and PADME have found a quiet spot between two buildings. The busy street beyond is filled with dangerous looking creatures. QUI-GON is talking on his com- link, while JAR JAR nervously watches the street. OBI-WAN is in the main hold of the Naboo craft.

QUI-GON ...Obi-Wan, you're sure there isn't anything of value left on board?

OBI-WAN (V.O.) A few containers of supplies, the Queen's wardrobe, maybe. Not enough for you to barter with. Not in the ammounts you're talking about.

QUI-GON All right. Another solution will present itself. I'll check back.

QUI-GON puts his comlink away and starts out into the main street. JAR JAR grabs his arm.

JAR JAR Noah gain...da beings hereabouts cawazy. Wesa be robbed un crunched.

QUI-GON Not likely. We have nothing of value, that's our problem.

EXT. MOS ESPA - STREET - MARKET - DAY

QUI-GON, PADME, JAR JAR, and ARTOO move out into the street. JAR JAR is walking behind the others. They walk by an outdoor cafe filled with a rough gang of aliens, one of which is especially ugly, SEBULBA, a spider-like creature. JAR JAR stops for a moment in front of a stall selling dead frogs hanging on a wire. He looks around to see if anyone is looknig, then sticks out his tongue, and gets hold of one, pulling it into his mouth.

Unfortunately, the frog is tied tightly to the wire. The vendor suddenly appears.

VENDOR Hey, that will be seven truguts!!

JAR JAR opens his mouth in surprise, and the frog snaps away, ricochets around the market, and lands in Sebulba's soup, splashing him. As JAR JAR moves away from the VENDOR, SEBULBA jumps up on the table and grabs the hapless Gungan.

SEBULBA (SUBTITLED) Chuba!! (You!!)

JAR JAR Who, mesa??

SEBULBA (SUBTITLED) Ni chuba na?? (Is this yours??)

SEBULBA holds the frog up to the Gungan threateningly. SEVERAL OTHER CREATURES start to gather. SEBULBA shoves JAR JAR to the ground. The Gungan desperately tries to scramble to safety.

JAR JAR (to himself) Why mesa always da one??

ANAKIN (O.S.) Because you're afraid.

JAR JAR turns to see ANAKIN pushing his way next to him. The boy stands up to SEBULBA in a very self-assured way.

ANAKIN (SUBTITLED) Chess ko, Sebulba...Coo wolpa tooney rana. (Careful, Sebulba...This one's very connected.)

SEBULBA stops his assault on JAR JAR and turns to ANAKIN.

SEBULBA (SUBTITLED) Tooney rana nu pratta dunko, shag. (Connected?? Whada you mean, slave?)

ANAKIN (SUBTITLED) Oh da Hutt...cha porko ootman geesa...me teesa rodda co pana pee choppa chawa. (As in Hutt...big time outlander, this one... I'd hate to see you diced before we race again.)

SEBULBA (SUBTITLED) Neek me chowa, wermo, mo killee ma klounkee (Next time we race, wermo, it will be the end of you!) Una noto wo shag, me wompity du pom pom. (If you weren't a slave, I'd squash you right now.)

SEBULBA turns away.

ANAKIN (SUBTITLED) Eh, chee bana do mullee ra. (Yeah, it'd be a pity if you had to pay for me.)

QUI-GON, PADME and ARTOO arrive.

ANAKIN Hi! Your buddy here was about to be turned into orange goo. He picked a fight with a Dug. An especially dangerous Dug called Sebulba.

JAR JAR Nosir, nosir. Mesa hate crunchen. Dat's da last ting mesa wanten.

QUI-GON Nevertheless, the boy is right... you were heading for trouble. Thank you, my young friend.

PADME looks at ANAKINB and smiles; he smiles back. They start walking down the crowded street.

JAR JAR Mesa doen nutten!

ANAKIN Fear attracts the fearful. He was trying to overcome his fear by squashing you... be less afraid.

PADME And that works for you.

ANAKIN To a point. (he smiles)

EXT. TATOOINE - DESERT - SPACESHIP - DAY

OBI-WAN stands in front of the Naboo spacecraft as the wind picks up and begins to whip at his robe. Capt. Panaka exits the ship and joins him.

OBI-WAN This storm's going to slow them down.

CAPT. PANAKA It looks pretty bad. We'd better seal the ship.

Capt. Panaka'S comlink sounds off.

CAPT. PANAKA Yes? (listens) We'll be right there.

EXT. MOS ESPA - STREET - FRUIT STAND - DAY

ANAKIN and the GROUP stop at a fruit stand run by a jolly, but very poor, old lady named JIRA.

ANAKIN How are you feeling today, Jira?

JIRA The heat's never been kind to me, you know, Annie!

ANAKIN Guess what? I've found that cooling unit I've been searching for.

It's pretty beat up, but I'll have it fixed up for you in no time, I promise.

JIRA You're a fine boy, Annie.

ANAKIN I'll take four pallies today. (to Padme) You'll like these...

ANAKIN reaches in his pocket and comes up with three coins. He drops one.

QUI-GON picks it up, revealing for a moment, his lightsabre.

ANAKIN Whoops, I thought I had more... Make thgat three, I'm not hungry.

The wind picks up. SHOP OWNERS are starting to close up their shops as JIRA gives them their pallies.

JIRA Gracious, my bones are aching... storm's coming on, Annie. You'd better get home quick.

ANAKIN (to QUI-GON) Do you have shelter?

QUI-GON We'll head back to our ship.

ANAKIN Is it far?

PADME On the outskirts.

ANAKIN You'll never reach the outskirts in time... sandstorms are very, very dangerous. Come with me. Hurry!

The GROUP follows ANAKIN as he rushes down the windy street.

EXT. MOS ESPA - SLAVE QUARTERS - STREET - SANDSTORM - DAY

The wind is blowing hard as QUI-GON, JAR JAR, and PADME follow ANAKIN down the street and into a slave hovel.

INT. ANAKIN'S HOVEL - MAIN ROOM - DAY

QUI-GON, JAR JAR, ARTOO, and PADME enter a small living space.

ANAKIN Mom! Mom! I'm home.

JAR JAR Dissen cozy.

Anakin's mother, SHMI SKYWALKER, a warm, friendly woman of forty, enters from her work area and is startled to see the room full of people.

SHMI Oh, my!! Annie, what's this?

ANAKIN These are my friends, Mom. This is Padme, and...gee, I don't know any of your names.

QUI-GON I'm Qui-Gon Jinn, and this is Jar Jar Binks. ARTOO lets out a little beep.

PADME ...and our droid, Artoo-Detoo.

ANAKIN I'm building a droid. You wanna see?

SHMI Anakin! Why are they here?

ANAKIN A sandstorm, Mom. Listen.

The wind HOWLS outside.

QUI-GON Your son was kind enough to offer us shelter.

ANAKIN Come on! Let me show you Threepio!

ANAKIN leads PADME into the other room. ARTOO follows, beeping all the way.

QUI-GON takes five small capsules from his utility belt and hands them to SHMI.

QUI-GON I have enough food for a meal.

SHMI Oh, thank you. Thank you so much. I'm sorry if I was abrupt. I'll never get used to Anakin's surprises.

QUI-GON He's a very special boy.

SHMI looks at him as if he's discovered a secret.

SHMI Yes, I know.

INT. ANAKIN'S HOVEL - BEDROOM - DAY

ANAKIN shows off his ANDROID, which is lying on his workbench. There is one eye in the head; the body, arms, and legs have no outer coverings.

ANAKIN Isn't he great?! He's not finished yet.

PADME He's wonderful!

ANAKIN You reall like him? He's a protocol droid...to help Mom. Watch!

ANAKIN pushes a switch, and the DROID sits up. Anakin rushes around, grabs an eye and puts it in one of the sockets.

THREEPIO How do you do, I am See-Threepio, Human Cyborg Relations. How might I serve you?

PADME He's perfect.

ANAKIN When the storm is over, you can see my racer. I'm building a Podracer!

PADME smiles at his enthusiasm. ARTOO lets out a flurry of beeps and whistles.

THREEPIO I beg your pardon... what do you mean I'm naked?

ARTOO BEEPS

THREEPIO My parts are showing? Oh, my goodness. How embarrassing!

INT. NABOO SPACECRAFT - QUEENS CHAMBERS

AMIDALA, EIRTAE, RABE, and OBI-WAN watch a very bad transmission of a SIO BIBBLE hologram.

BIBBLE ...cut off all food supplies until you return... the death toll is catastrophic... we must bow to their wishes, Your Highness...Please tell us what to do! If you can hear us, Your Highness, you must contact me...

AMIDALA looks upset...almost nervous.

OBI-WAN It's a trick. Send no reply... Send no transmission of any kind.

INT. ANAKIN'S HOVEL - MAIN ROOM - DAY

QUI-GON listens to his comlink. OBI-WAN is in the cockpit.

OBI-WAN ...the Queen is upset... but absolutly no reply was sent.

QUI-GON It sounds like bait to establish a connection trace.

OBI-WAN What if it is true and the people are dying?

QUI-GON Either way, we're running out of time.

EXT. CORUSCANT - BALCONY OVERLOOKING CITY - NIGHT

DARTH SIDIOUS and DARTH MAUL look out over the vast city.

DARTH MAUL Tatooine is sparsely populated. If the trace was correct, I will find them quickly, Master.

DARTH SIDIOUS Move against the Jedi first... you will then have no difficulty taking the Queen back to Naboo, where she will sign the treaty.

DARTH MAUL At last we will reveal ourselves to the Jedi. At last we will have revenge.

DARTH SIDIOUS You have been well trained, my young apprentice, they will be no match for you. It is too late for them to stop us now. Everything is going as planned. The Republic will soon be in my command.

The hologram of DARTH MAUL fades off as DARTH SIDIOUS looks out over the city.

EXT. MOS ESPA - SANDSTORM - DAY

The giant sandstorm engulfs the town, including the Naboo spaceship on the outskirts of the city center, where Watto's ship is; and the slave quarters, where drifts of sand begin building up against Anakin's house.

INT. ANAKIN'S HOVEL - MAIN ROOM - DAY

QUI-GON, ANAKIN, SHMI, JAR JAR, and PADME are seated around a makeshift table, having dinner as the wind howls outside.

JAR JAR slurps his soup rather loudly. Everyone looks at him. He turns a little brighter red.

SHMI All slaves have transmitters placed inside their bodies somewhere.

ANAKIN I've been working on a scanner to try and locate them, but no luck.

SHMI Any attempt to escape...

ANAKIN ...and they blow you up...poof!

PADME and JAR JAR are horrified.

JAR JAR How wude.

PADME I can't believe there is still slavery in the galaxy. The Republic's anti- slavery laws...

SHMI The Republic doesn't exist out here... we must survive on our own.

An awkward silence. ANAKIN attempts to end the embarrassment.

ANAKIN Have you ever seen a Podrace?

PADME shakes her head no. She notices the concern of SHMI. JAR JAR snatches some food from a bowl at the other end of the table with his tongue.

QUI-GON gives him a dirty look.

QUI-GON They have Podracing on Malastare. Very fast, very dangerous.

ANAKIN I'm the only human who can do it.

SHMI looks at her son.

ANAKIN Mom, what? I'm not bragging. It's true. Watto says he's never heard of a human doing it.

QUI-GON You must have Jedi reflexes if you race Pods.

ANAKIN smiles. JAR JAR attempts to snare another bit of food from the bowl with his tongue, but QUI-GON, in a flash, grabs it between his thumb and forefinger. JAR JAR is startled.

QUI-GON Don't do that again.

JAR JAR tries to acknowledge with some silly mumbling. QUI- GON lets go of the tongue, and it snaps back into JAR JAR's mouth.

ANAKIN I... I was wondering... something...

QUI-GON What?

ANAKIN Well, ahhh... you're a Jedi Knight, aren't you?

QUI-GON What makes you think that?

ANAKIN I saw your laser sword. Only Jedi carry that kind of weapon.

QUI-GON leans back and slowly smiles.

QUI-GON Perhaps I killed a Jedi and stole it from him.

ANAKIN I don't think so... No one can kill a Jedi Knight.

QUI-GON I wish that were so...

ANAKIN I had a dream I was a Jedi. I came back here and freed all the slaves... have you come to free us?

QUI-GON No, I'm afraid not...

ANAKIN I think you have... why else would you be here?

QUI-GON thinks for a moment.

QUI-GON I can see there's no fooling you... (leans forward) You mustn't let anyone know about us... we're on our way to Coruscant, the central system in the Republic, on a very important mission, and it must be kept secret.

ANAKIN Coruscant... wow... how did you end up here in the outer rim?

PADME Our ship was damaged, and we're stranded here until we can repair it.

ANAKIN I can help! I can fix anything!

QUI-GON I believe you can, but our first job is to aquire the parts we need...

JAR JAR Wit no-nutten mula to trade.

PADME These junk dealers must have a weakness of some kind.

SHMI Gambling. Everything here revolves around betting on those awful races.

QUI-GON Podracing... Greed can be a powerful ally.. if it's used properly.

ANAKIN I've built a racer! It's the fastest ever... There's a big race tomorrow, on Boonta Eve. You could enter my pod. It's all but finished...

SHMI Anakin, settle down. Watto won't let you...

ANAKIN Watto doesn't know I've built it. (to Qui-Gon)) You could make him think it's your's, and you could get him to let me pilot it for you.

QUI-GON looks to SHMI. She is upset.

SHMI I don't want you to race, Annie... It's awful. I die every time Watto makes you do it.

ANAKIN But Mom, I love it... and they need help... they're in trouble. The prize money would more than pay for the parts they need.

JAR JAR Wesa ina pitty bad goo.

GUI-GON Your mother's right. Is there anyone friendly to the Republic who might be able to help us?

SHMI shakes her head no.

ANAKIN We have to help them, Mom...you said that the biggest problem in the universe is no one helps each other...

SHMI Anakin, don't...

JAR JAR belches. There is silence for a moment as they eat.

PADME I'm sure Qui-Gon doesn't want to put your son in danger. We will find another way...

SHMI No, Annie's right, there is no other way... I may not like it, but he can help you... he was meant to help you.

ANAKIN Is that a yes? That is a yes!

The storm continues to rage outside the slave hovel.

EXT. MOS ESPA - JUNK DEALER PLAZA - DAY

The storm has passed. VENDORS and STREET PEOPLE clean up the mess and rebuild their food stalls. JAR JAR sits on a box in front of Watto's parts shop, watching all the activity with growing nervousness. ARTOO is standing next to him. PADME stops QUI-GON as he is about to enter the shop.

PADME Are you sure about this? Trusting our fate to a boy we hardly know. The Queen will not approve.

QUI-GON The Queen does not need to know.

PADME Well, I don't approve.

QUI-GON turns and starts into the shop.

INT. WATTO'S JUNK SHOP - DAY

WATTO and ANAKIN are in the middle of an animated discussion in Huttese.

WATTO Patta go bolla!

ANAKIN No batta!

WATTO Pedunky. Maa kee cheelya.

ANAKIN Bayno, Bayno!

QUI-GON walks in, and WATTO and ANAKIN join him.

WATTO The boy tells me you wanta sponser hi insa race. You can't afford parts. How can you do this? Not on Republic credits, I think. (he laughs)

QUI-GON My ship will be the entry fee.

QUI-GON pulls a small object that looks like a watch out of his pocket, and a hologram of the Naboo spacecraft appears about a foot long in front of WATTO. He studies it.

WATTO Not bad... not bad... a Nubian.

QUI-GON It's in good order, except for the parts we need.

WATTO ...but what would the boy ride? He smashed up my Pod in the last race. It will take some time to fix it.

ANAKIN is embarrassed and steps forward.

ANAKIN Ahhhh....it wasn't my fault really... Sebulba flashed me with his vent ports. I actually saved the Pod... mostly.

WATTO (laughing)) That you did. The boy is good, no doubts there.

QUI-GON I have... acquired a Pod in a game of chance. "The fastest ever built."

WATTO I hope you didn't kill anyone I know for it. (laughs)) So, you supply the Pod and the entry fee; I supply the boy. We split the winnings fifty-fifty, I think.

QUI-GON Fifty-fifty!?! If it's going to be fifty-fifty, I suggest you front the cash for the entry. If we win, you keep all the winnings, minus the cost of the parts I need... If we lose, you keep my ship.

WATTO thinks about this. ANAKIN tries not to be nervous.

QUI-GON Either way, you win.

WATTO (SUBTITLED) Deal! Yo bana pee ho-tah, meedee ya. (Your friend is a follish one, methinks.)

EXT. NABOO SPACECRAFT - TATOOINE DESERT - DAY

OBI-WAN stands outside the Naboo spacecraft, speaking into his comlink.

QUI-GON is on the back porch of the hovel.

OBI-WAN What if this plan fails, Master? We could be stuck here for a long time.

QUI-GON (V.O.) A ship without a power supply will not get us anywhere, and there is something about this boy...

EXT. MOS ESPA - SLAVE QUARTERS - PORCH - DAY

QUI-GON puts the comlink away as SHMI comes onto the porch PADME, ANAKIN, JAR JAR, and ARTOO work on the engines of the Podracer in the courtyard below.

QUI-GON You should be proud of your son. He gives without any thought of reward.

SHMI He knows nothing of greed. He has...

QUI-GON He has special powers.

SHMI Yes...

QUI-GON He can see things before they happen. That's why he appears to have such quick reflexes. It is a Jedi trait.

SHMI He deserves better than a slave's life.

QUI-GON The Force is unusally strong with him, that much is clear. Who was his father?

SHMI There was no father, that I know of... I carried him, I gave him birth... I can't explain what happened. Can you help him?

QUI-GON I'm afraid not. Had he been born in the Republic, we would have identified him early, and he would have become Jedi, no doubt...he has the way. But it's too late for him now, he's too old.

EXT. MOS ESPA - SLAVE QUARTERS - BACK YARD - DAY

KITSTER (a young boy about Anakin's age), SEEK (a boy of ten), AMEE (a girl of six), and WALD (a Greedo Type, six years old) join ANAKIN, JAR JAR, ARTOO, and PADME securing some wiring.

ANAKIN Padme and Jar Jar, this is my friend Kitster, and Seek, Amee, and Wald.

All whistle, hoot, and speak a greeting.

KITSTER Wow, a real Astro Droid...how'd you get so lucky?

ANAKIN This isn't the half of it. I'm entered in the Boonta Race tomorrow!

KITSTER What? With this??

WALD (SUBTITLED) Annie, Jesko na joka. (You are such a joke, Annie.)

AMEE You've been working on that thing for years. It's never going to run.

SEEK Come on, let's go play ball. Keep it up, Annie, and you're gonna be bug squash.

SEEK, WALD, and AMEE take off, laughing. JAR JAR is fiddling with one of the energy binder plates.

ANAKIN Hey! Jar Jar! Stay away from those energy binders...

JAR JAR Who, mesa?

ANAKIN If your hand gets caught in that beam, it will go numb for hours.

JAR JAR peeks at the energy plate; it makes a little electronic pop, zaps him in the mouth and jumps back. JAR JAR tries to say something, but his mouth is numb and his words are garbled.

JAR JAR Ouch-dats muy bigo Oucho. (gibberish)

KITSTER But you don't even know if this thing will run.

ANAKIN It will.

QUI-GON approaches the GROUP and gives ANAKIN a small battery. JAR JAR gets his hand caught in the afterburner and tries to tell Anakin, but can't get words out that make sense.

QUI-GON I think it's time we found out. Use this power charge.

ANAKIN Yes, sir!!

ANAKIN jumps into the little capsule behind the two giant engines. He puts the power pack back into the dashboard. EVERYONE backs away, except for JAR JAR who calls for help. Finally PADME frees him and the engines ignite with a ROAR. EVERYONE cheers.

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