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The 301 Greatest Movies Of All Time
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1. Star Wars: Episode V – The Empire Strikes Back


USP: Where Star Wars had been an unabashedly exciting space adventure, Empire Strikes Back introduced complexity and uncertainty to the galaxy far, far away. The stakes are raised, the characters relationships tested and evolved in surprising ways, and a dash of pure black is mixed into those primary paint colours. As George Lucas himself describes it in our issue, "It's soulful, but in a different way from Episode IV. It's a little bit more adult. I'm more of a goofy director. Star Wars skews slightly younger than you'd expect; it was a film for 12-year-olds. Empire's like that but a bit of the goofiness has been shaved off it. [Director Irvin] Kershner was much more of a serious person. He loved the whole religious aspect of it, Luke learning the Force."

MVP: Mark Hamill as Luke. Last time we saw him, he'd been making eyes at Princess Leia and gazing about in wide-eyed wonder. Here, he is battle-hardened even before he is reforged by Yoda into something approaching the zen master he will become. But that self-control is tested to breaking point and beyond with Darth's revelations during their duel below Cloud City. It's a huge twist, and it's Hamill's anguished reaction that gives the moment such power and impact.

OMG: While the Skywalker family soap does most of the heavy dramatic lifting of the film, and the comedy is handled by Yoda and R2, another addition to Empire that was largely absent from its predecessor is that of a love story. Han and Leia are perfectly mismatched, and from that brilliant first kiss ("I'm nice men") things seem to be building nicely until their last, desperate moments together. "I love you," she finally admits. "I know," he says, as he's lowered into the carbon chamber. HOW COULD YOU LEAVE THIS ON A CLIFFHANGER?

• Read the Empire review
• Watch the trailer on YouTube

Pick up the issue for an exclusive interview with George Lucas, and why he thinks The Empire Strikes Back is your favourite-ever movie. FIND OUT MORE »

KEY: USP - Unique Selling Point (What Makes It Special), MVP - Most Valuable Player (Who Brings The Magic), OMG - Oh My God! (Best Moment)
BROWSE THE FULL LIST301-291290-280279-269268-259258-248247-237

Have Your Say
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Your Comments

1 RE:
Posted on Tuesday June 17, 2014, 20:11 by Whirlwind_Reaper
How come there were no voter-submitted motivations? Was none up to par? Read More

2 RE: RE:
Posted on Wednesday June 11, 2014, 13:28 by rich
What about "reader poll" is still confusing people or causing outrage? Think about the target audience, think about the cover art. There is nothing surprising here. All the silly talk about "important" film makes even less sense. Do we really have to go over what opinion means? Listing a bunch of historic landmarks in film because someone told you they are important is just as bad as picking 5 random movies that come to mind when someone says what are your favourites. Get a grip guys. Read More

3 RE:
Posted on Tuesday June 10, 2014, 19:53 by Whistler
f all, why is Iron Man 3 on this list? That movie was rubbish. The first act failed to set up the character. This is the result of two different types of readers. As both types voted, results popped up that were mainly liked by one group, but hated by the other. is the people who seriously study film. This is me. These people voted for stuff like Citizen Kane, Seven Samurai and The Seventh Seal. It's based more on what's historically significant and what film professors tell you to watch. eople put some thought into it based on film studies. Group 2 are people who just like to watch movies but don't study them seriously. They just answer with what movies that they like. They are the people who picked Transformers. It's the sort of movie you watch for fun action. Did they like it? Yes. They voted for it. There is also a bias towards recent films, as those are on the tops of peoples minds. They also picked older films that people still enjoy today. Such examples are Star Wars, PuRead More

4 RE:
Posted on Tuesday June 3, 2014, 21:33 by Ressentiment
There Will Be Blood is quite possibly the greatest movie of the 2000s. It earned its place in this list. Read More

5 RE:
Posted on Friday May 30, 2014, 08:02 by ScottiE
2 Glaring admissions from the list Chris Nolan's brilliant, The Prestige. which I voted for. & Who framed Rodger Rabbit Read More

6 RE: Oh, the joy!
Posted on Friday May 30, 2014, 01:13 by gollinho
Funny coincidence: When the Rolling Stone Magazine had its 500 greatest Songs of all Time their number 1 was 'Like a Rolling Stone' by Bob Dylan. Now the Empire Magazine has 'Empire strikes back' on the top... Read More

7 RE: Oh, the joy!
Posted on Thursday May 29, 2014, 21:35 by KPNuts74
The Tree of Life deserves to be much higher than #227 IMHO. Read More

8 RE: Oh, the joy!
Posted on Thursday May 29, 2014, 20:46 by Willy Wood
Tree of Life made 227 for gods sake :-(, as anybody actually seen this arthouse piece of rubbish. Read More

9 RE: ???
Posted on Thursday May 29, 2014, 17:22 by frankie
L: LSJShez frankie, why remove the last 5 years worth of movies? You could look at the list by simply buying the mag and crossing out the new films, or write the list out long hand, leaving out what you think isn't eligible. Empire have done their own lists before, and dedicated a special magazine to them. Because these magazines are a few years old, they won't have new films in them; so give those a read. This is a populist vote, for films people enjoy watching. Seriously, if this shit insults you so much, you're reading the wrong magazine. enough but don't get excited. I only said what I'd like to see. Meaning I'd be interested in seeing a list without the more recent entries. There would still be 301 films so crossing some out as you suggest would be missing the point. I don't hate this list, it's as valid as any and probably does give an indication of what the majority hold as favourites (not best). I'm fine with that, just thought it would be nice for Empire to aRead More

10 RE: Pointless
Posted on Thursday May 29, 2014, 09:30 by Dr Lenera
I know we all have different tastes, but this list is an absolute bloody joke and for much of the time incredibly ignorant of truly great cinema and indeed older movies. FFS! Skyfall 45th best film! The Dark Knight 3RD GREATEST FILM! Even if you love it you really say it's the third best film ever? As, as the above poster said, Prometheus in the list? Really really worrying. Read More

11 RE: Irrelevant List
Posted on Wednesday May 28, 2014, 21:34 by badblokebob
L: RPowell66 rather stupid on the part of this magazine's staff to believe it can dictate its choices to the public at large. public at large who voted for this list, you mean? Read More

12 RE: Star Wars
Posted on Tuesday May 27, 2014, 22:19 by Belisarius0365
Yes, be honest, and admit you also voted for Eps IV and V fifty damn times and screwed up the vote! Read More

13 RE: Star Wars
Posted on Tuesday May 27, 2014, 17:41 by jackcarter
hey at least Phantom & Clones aren't in it this time ( Read More

14 RE: So now we know why the Marvel 'to do' list is so long..
Posted on Tuesday May 27, 2014, 14:49 by Belisarius0365
Much as I like 'Inception' I'd recommend that anyone who thinks it's not basically a cleverer version of 'The Matrix', should really go watch 'The Matrix' again! But Nolan probably isn't aware that 'The Matrix' exists, just like the man who made 'The Dark Knight' has never heard of 'The Man who shot Liberty Vallance'. Oh and while I'm pontificating, Matrix fans should check out the Doctor Who episode, 'The Deadly Assassin' as well as the opening episode of the 'Key to Time' saga of the same series. Read More

15 RE: newbies
Posted on Tuesday May 27, 2014, 14:23 by Belisarius0365
Man of Steel? BOTH Trek reboots? Maybe there should be a separate poll for adults... Read More

16 newbies
Posted on Tuesday May 27, 2014, 12:24 by jackcarter
its quite apt ESB got the #1 spot...its by far the best SW, Ep VII is coming, and of course its called Empire! Read More

17 RE: So now we know why the Marvel 'to do' list is so long..
Posted on Tuesday May 27, 2014, 12:05 by elab49
It's no different to the likes of TDK being15 in the 500 poll - and why many polls have a time limit on the latest film to enter to stop the normal vote for the last film you saw as the greatest film evaaaaa nonsense. Not that age improves some films. A Star Wars film at number one. hurrah. .... Read More

Posted on Tuesday May 27, 2014, 11:58 by jackcarter
Pity DOFP came out too late as im sure itd have been on there Read More

19 RE: Avengers Assemble at 16? Seriously?!
Posted on Tuesday May 27, 2014, 11:19 by odddaze
South PArk: Bigger, Longer & Uncut made it. My work is done (though I still think it should be moved up about 256 places). Read More

Posted on Tuesday May 27, 2014, 10:43 by jackcarter
OMG Wrath of Khan @89!!! Read More


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