After three long years of relentless fighting, the Clone Wars are nearly at an end. With most of the Separatist leaders dead or captured, the Jedi Council dispatches Obi-Wan Kenobi to find and bring the deadly leader of the Separatist droid army, General Grievous, to justice as well as Count Dooku still in hiding. Meanwhile, back on Coruscant, Chancellor Palpatine has grown in power. His sweeping political changes transform the war-weary Republic into the mighty Galactic Empire. To his closest ally, Anakin Skywalker, he reveals the true nature of power and the promised secrets of the Force in an attempt to lure him to the dark side which puts Anakin at odds with his very pregnant, wife-in-secret, senator Amidala.

Ewan McGregor .... Obi-Wan/Ben Kenobi
Hayden Christensen .... Anakin Skywalker/Lord Darth Vader
Natalie Portman .... Senator Amidala/Padmé Naberrie-Skywalker
Ian McDiarmid .... Supreme Chancellor/Emperor Palpatine/Darth Sidious
Samuel L. Jackson .... Mace Windu
Christopher Lee .... Count Dooku/Darth Tyranus
Anthony Daniels .... C-3PO
Kenny Baker .... R2-D2
Peter Mayhew .... Chewbacca
Frank Oz .... Yoda (voice)
Jimmy Smits .... Senator Bail Organa
Genevieve O'Reilly .... Senator Mon Mothma
Ahmed Best .... Jar Jar Binks
Jay Laga'aia .... Captain Typho
Joel Edgerton .... Owen Lars

George Lucas announced that this would be the last Star Wars film he would make. He had plans to make Episodes VII, VIII and IX, but reconsidered.

George Lucas has said Episode III will be the darkest of all the Star Wars films.

The lightsaber that Obi-Wan will use this movie, will be the same as the one in Star Wars (1977)

George Lucas allowed a short scene for Episode III to be shot in the Tunisian desert during the production of Episode II, to avoid the inconvenience of having to fly the team back out and shoot the scene three years later. It is widely rumored to be the so-called "Harry Potter" scene, in which Obi-Wan Kenobi delivers the infant Luke Skywalker to his aunt and uncle.

The film's title, "Revenge of the Sith", is a variation on a working title for the third film's title, "Revenge of the Jedi," which was later changed to "Return of the Jedi."

Unlike the previous Star Wars films, which were shot both on soundstages and on location, this episode was filmed entirely in the studio. The only location work was a background plate shot during the production of Episode II.

Actors Ewan McGregor and Hayden Christensen trained for two months in fencing and fitness in preparation for their fight sequences.

Samuel L. Jackson (Mace Windu) said he knew that he must die in this film, so he told George Lucas he would only do the film if Mace Windu goes out in a blaze of glory and not "like some sucka". On an American late-night talk show, he confirmed that he did indeed have a meaningful death scene; and he does not go out like "some punk".

The original design of Anakin had him sporting a mohawk, a tattoo on his right arm and a shredded looking design to his Jedi robes. Lucas said that it was, "too much". The design was later changed to traditional robes and long hair in a pony-tail. Hayden Christensen thought it was "too pretty". Finally, they settled on the design similar to Obi-Wan's look in Episode II.

A subscription service offered by Lucasfilm offered fans the chance to watch various stages of the production via a Webcam.

Although no live-action location filming was done during principal photography, post-production filming was done in Thailand, Switzerland and China to represent background plates for the Wookiee planet of Kashyyyk.

One of the early concepts for General Grievous was a small child sitting on a floating chair, guarded by two IG88 droids from Star Wars: Episode V - The Empire Strikes Back (1980). George Lucas rejected this look as a child would not be taken seriously as the deadliest hand to hand fighter the galaxy has seen, which is how he wanted Grievous to be portrayed. Instead, part of the final look for General Grievous' face was inspired by the shape of a bathroom detergent spray nozzle.

Keisha Castle-Hughes filmed all of her scenes in just one day.

The Wookiee costumes from this film sport a new arterial system that pump ice cold water to help cool down the actor wearing the suit.

In August 2004, a rumor started floating around the internet that George Lucas had decided to make Episodes VII, VIII and IX after all after the supposed discovery that Lucasfilm employees had signed non-disclosure agreements barring them from speaking about the films. George Lucas later refuted the rumor, stating he still has no intention of making a third trilogy.

A process of applying chrome to rubber was developed during production, allowing lightsaber hilts to be made of rubber and used in stunts without hurting the actors.

Gary Oldman had agreed to be the voice of General Grievous, but pulled out of the film because it was being made using actors who are not part of the Screen Actor's Guild, of which Oldman is a member.

The planet name "Utapau" appears in the early drafts of two previous Star Wars films. In Lucas's first draft of the very first movie, Utapau was the home planet of Kane, Annikin and Deak Starkiller. The planet's desert terrain eventually became the planet Tattooine. Utapau was also the original name for Naboo in the first draft of the screenplay for The Phantom Menace.

The title to this film is based of the original title for Star Wars: Episode VI - Return of the Jedi (1983). Which was originally entitled "Revenge of the Jedi".

The first teaser trailer (released on 5 November 2004) was code-named "Sand Dogs".

Hayden Christiansen is himself wearing the Darth Vader suit this time; it was specially molded from plastic to fit him.