Alright so here’s a chronological cutlist thing.

Opening

So in the opening sequence/basically first act of the film, a lot of trimming was done to Anakin/Obi Wan’s interactions. Anakin, as Obi Wan’s equal and not apprentice, needs to be more competent and experienced than he was originally depicted as. He doesn’t feel the need to save Oddball or whoever that was; he knows how war works. He doesn’t call out the names of Vulture Droids, Buzz Droids, or missiles like he’s surprised to see them. He sees that the shields on the Invisible Hand are still up, and shoots them down on his own.
Anakin doesn’t call Obi Wan “master” throughout the cut anymore. They’re replaced with just “Obi Wan” or with another, less formal line entirely. I know he calls him “master” in TCW, but this movie doesn’t have the benefit of Matt Lanter’s voice or explicit displays of Anakin’s maturity. It muddles the image I’m trying to have of Anakin/Obi Wan’s relationship anyway. Obi Wan isn’t his master anymore, and having Anakin be less proper around him sells their friendship more.
Obi Wan doesn’t lecture or remind him to do things throughout the opening. He doesn’t tell Anakin to leave him behind or scold him for trying to help him. Obi Wan is much more trusting of Anakin with his life. At most, just anxious with the situation.
I’ve kept in a lot of their banter and silly, light lines. Anakin’s “fun begins” and “yeahs” are kept in to characterize him as that raffish, swashbuckler of a jedi. The odd couple and their dog dynamic with R2 is kept in, and I added the “roger, roger” bit from the deleted scenes to keep Anakin and Obi Wan’s friendship fun. Whether or not anything is funny or silly isn’t the point - there is a bond that is shown through these moments of levity, that help make the later tragedy all the more tragic.
But the L8WRTR/Hal droids audio is here. So they aren’t going to be very talkative.
Dooku isn’t mentioned before he shows up.
Super Battle Droids that R2 flamethrows don’t say anything but “Hey, you!” So no weird conversation bullshit or squeaky “my eyes”, and the scene’s pacing and comedic timing is faster, and we get it over with quicker.
Anakin and Obi Wan don’t really talk after greeting Palps in the Dooku duel scene. No “this time” or “specialty” or “you won’t get away.” Palps doesn’t do his weird cheering. Anakin doesn’t brag about his powers, and a lot of his whine screams and grunts have been silenced to depict him as more focused when angry rather than unstable. Anakin cuts off Dooku’s head on his own accord, and there is no mention of Palpatine explicitly knowing about the Tuskens. Palpatine and Anakin don’t have a mini-debate about whether or not to bring Obi Wan.
Ship going vertical trimmed, and when the ray shields catch them, Obi Wan doesn’t act surprised to hear Anakin suggest patience, he just trusts and follows Anakin’s lead.
General Grevious refers to Anakin as “General Skywalker”
The entire Invisible Hand bridge sequence is filled with less silly droids squeaking about, getting massacred.
On the way down, less random space mumbo jumbo. The firefighters refer to “General Skywalker.”

On Coruscant

No mention of what we just watched from Obi Wan, or of Obi Wan training Anakin (grown past that).
A friendly “So we doing this, or what?” to replace “Are you coming, master?”
“Not for saving your skin for the tenth ti-” “Ninth time.” Banter made friendlier.
Bail Organa calls out to “General Skywalker.”
Anakin and Padme’s reunion is less exposition-y. They are just relieved and happy to see each other; no mention of the secret nature of their marriage, or Anakin imposing his intimacy on a resistant Padme. It’s been rescored with Anakin’s Dream to remove the sinister undertones, (and because it’s a great piece that wouldn’t have been in the movie, since that scene was cut).
From here, I take the Labyrinth of Evil approach of showing Anakin’s political motivations first. So it cuts from there to the briefing Anakin misses. Skipping over the balcony scene, dream, and Anakin telling Padme about it (the latter two will be re-inserted later). In the briefing scene, Anakin walks in with a casual “hey” to Obi Wan (from Jumper). He doesn’t feel the need to tell Obi Wan that he has no excuse. Anakin isn’t treating Obi Wan like some kind of stern teacher, and the pace at which Obi Wan responds is more laid back. Again, both essentially equals. Anakin doesn’t ask “is that bad”, Obi Wan gives him no disapproving looks in response to his opinions, and Anakin just says “that’s unusual” instead of “that’s unusual, isn’t it?” Anakin is more confident and speaking to Obi Wan at his level. Two adults having a political discussion instead of a student asking his teacher why something is bad or if something is unusual.
From here, it transitions to Palpatine’s office, but in the establishing shot, Anakin is heard telling Palpatine that the jedi council is no mood for more constitutional amendments (from deleted scenes), referencing the talk he just had with Obi Wan. Despite Anakin not necessarily agreeing with the jedi’s stance, his allegiance is still to the jedi order and his friend Obi Wan, and this shows that he is still lobbying their concerns, because he is or trying his best to be a good jedi. It also makes him less of Palpatine’s bitch, because he is willing to speak up somewhat against Palps’ decisions.
Additionally, Anakin doesn’t say that he doesn’t understand what Palps is proposing, and when Palps does appoint him, he doesn’t ask “Me?” or say that he’s overwhelmed. Just “A master? But the council elects its own members, they’ll never accept this.” It shows Anakin is already more than willing to take it up. He thinks and knows that he’s ready, as opposed to the original, where he obviously feels that it’s a lucky, but daunting appointment… yet still feels entitled to it later?
Instead of Palps’ blatant manipulation (the vague “They need you. More than you know.”) that makes Anakin look kinda dumb, Palps says “You fought many battles the jedi council thought were lost. And you saved my life.” This further depicts Anakin as one of the best jedi generals, and more believably shows Anakin as deserving of master rank than in the original. Palpatine is also more subtle this way, reinforcing Anakin’s sense of entitlement with actual reasons.
“A Plot to Destroy the Jedi” scene put in. I removed the on the nose “plot to destroy the jedi” line though.
In the master denial council scene, Obi Wan pre-emptively shakes his head earlier and faster at Anakin, not out of disappointment or disapprovingly, but kind of as a silent way to talk Anakin down before he lashes out further. Something a friend would do when he knows that their friend is about to do something dumb. Anakin does it anyway, but I’ve toned it down to remove the petulance and entitlement. He doesn’t accuse the council of anything “outrageous” or “unfair”, he just angrily asks the valid questions of how and why they’re doing this. He doesn’t act like they owe him, but more like he knows they’re deliberately blocking him for a reason they don’t want to tell him. At this point and in this way, the scene scans as the council doing it moreso because Anakin is close to the chancellor, and not that he is egregiously undeserving. Windu says “Take a seat, Skywalker” instead of “young Skywalker”. (When other characters treat him like an adult, it’s easier to see him as one) When Anakin looks at Obi Wan when he goes to sit down, Obi Wan looks away with guilt; he feels bad for doing this to Anakin. Obi Wan doesn’t directly talk to or agree with Windu in the rest of the scene with a “he’s right”. Windu is going to be a rival/antagonist figure to both Kenobi and Anakin. Obi Wan doesn’t like how Mace doesn’t trust Anakin’s integrity, but still asks Anakin to push unethical boundaries for him. For Anakin, his qualms are with the entire council, of which Windu is the face of.
The deleted scene with the senators and Padme is put in, the opening lines being “The chancellor has appointed governors…”
The scene where Obi Wan and Anakin are talking about the council session down the temple corridors opens with Obi Wan telling Anakin that he has been given a great honor. Anakin doesn’t whine about the decision or call it insulting. He is already visibly angry and just quietly fumes. As a sidenote, this is a big theme in my edit. Anakin has these “dark side” emotions and moments, but he is never really driven to angry ranting, or being unstable, unhinged, or corrupted by it. That’s why the screams he does in his fight scenes are removed. It’s to facilitate that idea (that is in the original movie explicitly, even!) that his anger and hate gives him focus and makes him stronger. That was Darth Vader. The cold, menacing enforcer of the Empire’s might. Not the vengeful, emotionally unhinged brat. Especially since Kylo Ren is a thing in the new canon, and Vader has an enduring legacy as the sith lord. There should be more differentiation between the two. Anyway, Obi Wan doesn’t try to talk around the truth, he just straight up tells Anakin what the council is asking of him after Anakin’s “And…?” It makes their friendship stronger that Obi Wan is honest with him, and doesn’t try to spinelessly absolve himself of guilt to Anakin.
“I don’t think the boy can handle it.” is cut. Facilitates that the council doesn’t see Anakin as a boy anymore.
In the scene where Anakin and Padme discuss politics at sunset, there’s Hayden Christensen/Rachel Bilson chuckles and giggling in the establishing shot, implying Anakin and Padme were having a lighter, more endearing conversation before they segued into a tenser political dicsussion. Anything to humanize their relationship. In the actual conversation, Anakin doesn’t accuse Padme of being a Seperatist, and also reigns in his anger a bit.

Grevious on Utapau Onwards to Obi Wan on Utapau

So now here’s where Grevious lands on Utapau. Sidious doesn’t tell him to go send the Seps to Mustafar, but he does talk about a new apprentice coming soon. Which transitions into Anakin’s dream. Which he doesn’t tell Padme about just yet. He goes to the opera after this.
As Anakin enters the opera, Mas Amedda acknowledges him with a “General Skywalker.”
When Anakin says “Finally… we can catch that monster and end this war.” I trimmed the visuals to keep Anakin from looking too devious and sinister. Weird, creepy facial delivery I thought. At least, not what I’m going for with Anakin here.
Talk of spying, midichlorians, and creating life removed. Anakin gets no relief from Palpatine about the spying thing.
Anakin is faster in reacting to what Palpatine says, and seems more adamant in defending the Jedi this way. He also comes off as less timid. In “W-What happened to him?” I muted the little stutter or “well”.
Anakin faster to suggest he should go to Utapau.
Anakin ends up saying “I” as an endorsement of Obi Wan going to Utapau. Anakin putting his personal feelings of disappointment aside shows more maturity.
I added the Seeds of Rebellion deleted scene after the council meeting saying Master Kenobi should go to Utapau.
Anakin and Obi Wan’s goodbye is scored with Anakin’s Theme from The Phantom Menace. It’s a nostalgic callback, and this is the last scene the duo have together before the fall, so it’s fitting to have the scene feel more sentimental. I also cut mentions of Obi Wan training Anakin. These hammer in the “brothers” angle.
Padme and her senator friends confronting Palpatine at sunset deleted scene is inserted here. I cut out Palpatine telling Anakin that he is very conflicted. Anakin is an adult who feels his own emotions, thanks.
This transitions into the scene cut out earlier of Anakin after his dream. In this new context, Anakin is on the lower balcony brooding not just about the dream, but about everything that’s happened thus far: the jedi, Palpatine, the dark side, and Padme’s loyalty… When he tells her about the dream, it’s a way to reaffirm his trust in her, and the idea that the thought of her clears his conflicted mind makes him and their relationship more sympathetic. It’s a sweeter replacement for the scene in the original (which I cut out) where Anakin is waiting in the apartment all paranoid and schizophrenic about Obi Wan and being sinister about finding a way to save her. It serves the same purpose; it even shows slight deterioration in his opinion of Obi Wan. It’s just more subtle and frames Anakin’s mindset as sympathetic rather than evil.
Obi Wan initially on Utapau plays out from Hal’s LoE cut.

The Fall Section

Cut the war room scene off after “plot to destroy jedi”, since the rest of that conversation was basically had earlier b/w Obi Wan/Yoda/Mace.
When Anakin goes to tell Palpatine about Obi Wan, and Palpatine reveals his true nature, Anakin doesn’t even engage with questions, he immediately goes on guard after “…the dark side.” and pulls out his lightsaber quicker. No questions, he catches on fast. Again, a more intelligent Anakin.
Windu tells Anakin to stay with only “I sense a great deal of confusion in you, Skywalker.” By shutting him down quicker, it makes Windu more of an ass. Especially when it’s not because of “he’s young or inexperienced” concerns. A few notes of Ahsoka’s theme are played after Windu says no, as a little un-intrusive bonus for Clone Wars fans. Windu is being dense in the same way he was then, and Anakin remembers.
LoE exchange between Windu/Masters and Palpatine before their duel.
Palps then attacks much quicker. They’re taken by surprise. There are no weird spins or slow reaction times, or any reaction shots. The entire duel is less weird.
Windu is already about to kill Palpatine when Anakin comes in.
No explicit mention of Padme or Obi Wan in Vader’s christening. There is no hint of Anakin being grateful throughout it all.
Anakin doesn’t explicitly acknowledge just yet that he’s going to have to do terrible things. (So no “I understands”) And he doesn’t enthusiastically remind Palpatine that there are lots of jedi spread across the galaxy that need killing. Shots of his pained, turmoiled face linger to show he’s not proud of what he’s done and where he is. But he’s in it now. And he kinda wants it.
No youngling murder seen or mentioned.
When Anakin goes back to Padme’s apartment, no baby mention, or explicit mention of anything going on. He dodges the subject of what will happen to Obi Wan with an “idk”; he doesn’t have any illusions about what he’s done and so he isn’t shown to be proud of it. He essentially hides all the bad stuff from Padme, while not saying anything about the Republic. “Have faith my love” and other villain-y things that suggest he kinda likes his new role are removed. Darth Vader is the same man, but on a different side he’s not proud of but believes in.

Rise of the Empire

The Mas Amedda call to Organa on the Tantive Whatever about the special session of Congress is now a pre-recorded message because Yoda is RIGHT THERE.
No fight to get to temple
Cut shot of Anakin crying as he slices and dices the Seperatists. And his jump down from offscreen to confront Gunray.
Cheesy shot of Palpatine basking in his applause replaced with long shot of senate.
Yoda doesn’t duel Sidious and Obi Wan goes to confront Anakin as a personal thing rather than a duty-bound thing. They don’t talk about Vader and the Emperor like it was 1983. Yoda doesn’t say “young” Skywalker, or mention “the boy you trained” just to continue drawing attention to Obi Wan and Anakin’s old relationship.
Youngling death mentions are cut in Obi Wan and Padme’s conversation about Anakin.
Removed Obi-Wan sneaking into Padme’s ship so it’s surprising later! The longshot is still there, tho.
“Very good, my lord.” – cut after Palps tells Anakin to shut down the trade federation droid army.
Terrible dialogue between Anakin and Padme is cut in their Mustafar conversation. Less focus on Obi Wan, and none whatsoever on saving Padme. I cut out mentions of him bringing peace to the Republic as well, bc idk. His allegiance is to the Empire, and he says it later. Also it works with the idea that he isn’t proud enough of what he’s done to tell Padme about it and Padme’s horrified reaction comes from how he doesn’t deny the “terrible things”, and how his aspirations for both of them is just more galaxy- subjecting power and control. And that she can tell something is off quicker says more about their relationship.
Removed Hayden’s “LIAR!” Anakin isn’t supposed to be this unhinged by this point in the cut, so I had to remove this. As well as “You will not take her from me!” These are actually some of Hayden’s better acting moments imo, but it really doesn’t fit with what I’m going for in terms of Darth Vader. Too whiny, if you will.
“Don’t lecture me, Obi Wan!” removed. It’s kind of a reference to a mentor/mentee relationship, so I’ve gotten rid of it. Also “freedom”, “then you’re my enemy”, and “you will tryy…” removed. The first just isn’t true, and the other two are too villain-taunty.
The duel on Mustafar plays out without cutting away. No swashbuckling. “I should have known…!” until “This is the end for you, my master” in terms of dialogue is cut. Mostly because they’re bad.
“You underestimate my power!” is also a pathetic villain taunt, I got rid of it.
Oh yeah, and high grounds. That’s gone.
In Anakin’s immolation, Obi Wan doesn’t mention the prophecy. Keeping it personal, yo.
“She seems to have lost the will to live” - cut
Luke and Leia births separated by being crosscut with Vader birth.
As Vader’s ramps up to the “No”, we crosscut with Padme dying.
Hal 9000 Vader scream replaces the “NOOOOOO0ooooooooo….” (Might do Japanese) and then cut to black. We hear Yoda’s voice in the black, and it cuts to onboard the Tantive Whatever.
Ends like in the original.