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Star Wars: Episode II Attack of the Clones is the fifth Star Wars film and the second film in the prequel trilogy. Released on May 16, 2002, it was the first Star Wars film which used a high-definition digital 24-frame system for most of the movie's live-action scenes.

The film is set ten years after the Battle of Naboo, when the galaxy is on the brink of civil war. Under the leadership of renegade Jedi Master Count Dooku, thousands of systems threaten to secede from the Republic. When an assassination attempt is made on Senator Padmé Amidala, the former Queen of Naboo, Jedi apprentice Anakin Skywalker is assigned to protect her, while his mentor Obi-Wan Kenobi is assigned to investigate the assassination attempt. Soon the Jedi are drawn into the heart of the separatist movement, and the beginning of a new threat to the galaxy: the Clone Wars. Directed by George Lucas with co-assistance of James McTeigue, the film was a financial success, grossing over $300 million at the box office in the United States. However, the film was overshadowed by the even greater box-office success of its predecessor, The Phantom Menace. For the first time, a Star Wars film did not earn the highest box-office sales for the year; the highest grossing film turned out to be Spider-Man, which garnered a more favorable critical reception. Becoming the lowest grossing Star Wars film.

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