When George Lucas returned to a galaxy far, far away to helm the Star Wars prequel trilogy, he focused on wayward Jedi apprentice Anakin Skywalker and told the story of how he turned to the dark side of the Force and became Darth Vader. But Anakin ended up getting overshadowed by a bunch of iconic supporting characters.
From fellow heroes like Yoda and Obi-Wan Kenobi to villains like Count Dooku and Chancellor Palpatine, just about every other prequel-era character stole the spotlight from Anakin throughout the trilogy.
10 General Grievous
Palpatine took on three apprentices throughout the prequel trilogy, and they each represented a side of Darth Vader: Maul represents his rage, Dooku represents the corrupted Jedi, and General Grievous represents the man-turned-machine.
Grievous’ four arms, each wielding the lightsaber of a Jedi he murdered, paved the way for one of the most dazzling duels in the saga. His attack on Kenobi is a frenzied flurry of light.
9 Qui-Gon Jinn
Qui-Gon Jinn only appeared in one movie, but one movie was all he needed to become a beloved fan-favorite icon. From his wholesome master-padawan relationship with Obi-Wan to his deadpan reactions to Jar Jar’s slapstick antics to his heartbreaking death scene, Qui-Gon made a huge impression with his one movie appearance.
His death sealed Anakin’s dark fate. Qui-Gon was the father figure that Anakin needed. Obi-Wan was more of a brother to Anakin, so the fatherly role left vacant by Qui-Gon was filled by Palpatine, who manipulated him to become his omnipotent puppet in the formation of the Empire.
8 Jango Fett
Fans who were disappointed by Boba Fett’s lackluster death scene in Return of the Jedi got all the Fett action they could’ve hoped for in Attack of the Clones. The movie introduced Boba’s father, Jango Fett, a similarly ice-cool bounty hunter.
From taking Obi-Wan on a wild goose chase through an asteroid field to getting decapitated by Mace Windu, Jango made for an awesome side villain in Attack of the Clones.
7 Mace Windu
Samuel L. Jackson brought some Tarantino coolness to the Star Wars universe with his turn as Mace Windu in the prequel trilogy. As always, Jackson is a mesmerizing on-screen presence. Even when he’s being a jerk to Anakin and unwittingly pushing him closer to the dark side, Windu is effortlessly charming.
Windu’s purple lightsaber isn’t the only thing that makes him unique. He’s Yoda’s right-hand man and most trusted confidant, and there’s a school of thought that he’s truly the most powerful Jedi of all time.
6 Count Dooku
After Maul’s bisection in The Phantom Menace, Jedi Master-turned-Sith novice Count Dooku took over as Palpatine’s new apprentice – and as the main villain – in Attack of the Clones.
Hammer Horror legend Christopher Lee was the perfect casting choice for a hammed-up, mustache-twirling Sith villain. From his smarmy smirk to his scrupulous swordplay, Lee nailed every sinister trait of this eccentric baddie, and stole every scene he was in.
5 Padmé Amidala
The badass Padmé Amidala was massively underserved in Revenge of the Sith. She spends most of the movie in her apartment until she dies of sadness. But in the first two movies, like Leia before her, Padmé got in on plenty of the action.
In The Phantom Menace, she went down to the frontlines on Naboo to reclaim her palace from the Trade Federation. In Attack of the Clones, she singlehandedly fought off a kaiju beast in the Geonosis arena while Anakin and Obi-Wan were still coming up with a combat strategy.
4 Darth Maul
The villain of The Phantom Menace had to somehow live up to the legend of the last Star Wars villain, Darth Vader, who’s often ranked alongside Nurse Ratched and the Wicked Witch of the West as one of the most iconic villains in film history. Against all odds, Darth Maul was up to the task.
From his creepy red-skinned, beady-eyed appearance evoking images of the Devil to Ray Park’s astonishing physicality pumping up the fight scenes, Maul is a truly unforgettable bad guy.
In the final years of his life, an aging, ailing Yoda acted as a wise mentor to Luke in the original trilogy. He showed off his impressive Force powers, but fans never got to see him pick up a lightsaber.
In the prequel trilogy, when Yoda was a couple of decades younger, audiences finally got to see him in action. He took on Count Dooku in Attack of the Clones and Darth Sidious in Revenge of the Sith. And on top of all the action, Yoda never missed an opportunity for one of his signature biting quips: “Lost a planet, Master Obi-Wan has… how embarrassing!”
2 Chancellor Palpatine
Ian McDiarmid did a great job of playing the Emperor as the shamelessly evil overlord of the Empire in Return of the Jedi, but he gave an even greater performance when he filled in the character’s backstory throughout the prequel trilogy. He told Anakin everything he wanted to hear until he was ready to turn him over to the dark side and take him under his wing as a Sith apprentice.
In the prequels, Palpatine puts on the deceptively camp facade of a well-meaning politician. But he can switch to truly sinister at the drop of a dime when his secret identity as Darth Sidious is revealed.
1 Obi-Wan Kenobi
Anakin was supposed to be the main protagonist of the prequel trilogy and Obi-Wan was supposed to be a secondary character, but Obi-Wan ended up stealing the show in every movie. From his dry one-liners to his action-packed B-plots, Obi-Wan is the undeniable MVP of the prequels.
Ewan McGregor masterfully recaptured the warmth and nobility that Alec Guinness originally imbued into the character, but with the bright, youthful spark of a Jedi who has yet to survive a purge and go into hiding.