"Star Wars, Episode III: Revenge of the Sith," which opens Wednesday, is by far the darkest of the six-film opus.

And parents, be warned: Lucas wasn't kidding when he said last month that he would think twice before taking children to see Star Wars Episode III: Revenge of the Sith, the first of the Star Wars films to receive a PG-13 rating.

Star Wars Episode III: Revenge of the Sith, screened recently at Lucas' Skywalker Ranch, tells the story of Anakin Skywalker's Faustian bargain to become the villain Darth Vader.

The action is relentless and includes sequences more dark and disturbing than anything previously seen in the Star War series.

Young Jedi knight Anakin Skywalker (Hayden Christensen) completes his transformation into diabolic villain Darth Vader who causes a bloodbath fighting old allies – including his own children.

Movie is creepy. Period. The heroic Jedi Knights are all slaughtered. Characters lose body parts, including heads, in light saber duels. One character screams in agony while the flesh peels off his body. Even cute and cuddly Jedi master Yoda suffers, torched by the electroshock treatment dished out by the saga's puppet master, the evil emperor (Ian McDiarmid).

Anakin is left gruesomely mutilated in a death duel with former mentor Obi-Wan Kenobi (Ewan McGregor). His surgical reclamation as the part-flesh, part-machine Vader is chillingly juxtaposed against the bleak childbirth scene of his wife, Padme Amidala (Natalie Portman), whose twins grow up to be heroes of the original Star Wars trilogy, Luke Skywalker and Princess Leia.

Lucas makes no apology for the grim tone of Star Wars Episode III: Revenge of the Sith and says the bleak theme had nothing to do with criticisms of 1999's The Phantom Menace or 2002's Attack of the Clones.

"This has always been a dark story," Lucas told USA Today in March. "It's about a man's descent into hell. That's pretty serious stuff."

Hayden Christensen, who plays Anakin Skywalker, says he can't predict how young audiences will respond to the violence in Star Wars Episode III: Revenge of the Sith.

"The first two movies ("Menace" and "Clones") did a lot to create a young fan base," he says. "I'm not sure how they're going to react to some of these scenes if they see them." 

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