The Trade Federation upsets order in the Galactic Republic by blockading the planet Naboo in preparation for a full-scale invasion. The Republic's leader, Supreme Chancellor Finis Valorum, dispatches Jedi Knight Qui-Gon Jinn and his apprentice, Obi-Wan Kenobi, to negotiate with Trade Federation Viceroy Nute Gunray. Darth Sidious, a Sith Lord and the Trade Federation's secret benefactor, orders the Viceroy to kill the Jedi and begin their invasion with an army of battle droids. The Jedi escape and flee to Naboo. During the invasion, Qui-Gon saves the life of a Gungan outcast, Jar Jar Binks. Indebted to Qui-Gon, Jar Jar leads the Jedi to Otoh Gunga, the Gungans' underwater city. The Jedi fail to persuade the Gungan leader, Boss Nass, to help the planet's surface dwellers, but manage to obtain Jar Jar's guidance and underwater transport to Theed, the capital city of Naboo. After rescuing Queen Padmé Amidala, the group make their escape from Naboo aboard her Royal Starship, intending to reach the Republic capital planet of Coruscant.
Passing through the Federation blockade, the ship is damaged in the crossfire and its hyperdrive is rendered useless. The group land for repairs on the outlying desert planet of Tatooine, situated beyond the Republic's jurisdiction. Qui-Gon, Jar Jar, astromech droid R2-D2, and Padmé—disguised as one of her handmaidens—visit the settlement of Mos Espa to purchase a new part for their hyperdrive. They encounter a junk dealer, Watto, and his nine-year-old slave, Anakin Skywalker, a gifted pilot and engineer who has built a protocol droid, C-3PO. Qui-Gon senses a strong presence of the Force within Anakin, and is convinced that he is the prophesied "Chosen One," destined to restore balance to the Force. With Watto refusing to accept payment in Republic currency, Qui-Gon wagers both the required hyperdrive part and Anakin's freedom in a podrace. Anakin wins the race and joins the group to be trained as a Jedi, leaving behind his mother, Shmi. En route to their starship, Qui-Gon is attacked by Darth Maul, Sidious' apprentice, who was sent to capture Amidala. After a brief lightsaber duel, Qui-Gon escapes onboard the starship with the others.
Qui-Gon and Obi-Wan escort Padmé to Coruscant so that she can plead her people's case to Valorum and the Galactic Senate. Qui-Gon asks the Jedi Council for permission to train Anakin as a Jedi, but the Council refuses, concerned that Anakin is vulnerable to the dark side of the Force. Undaunted, Qui-Gon vows to take up Anakin as his new apprentice. Meanwhile, Naboo's Senator Palpatine persuades Amidala to call for a vote of no confidence in Valorum to elect a more capable leader and to resolve the crisis. Though she is successful in pushing for the vote, Amidala grows frustrated with the corruption in the Senate and decides to return to Naboo. Qui-Gon and Obi-Wan are ordered by the Jedi Council to accompany the queen and investigate the return of the Sith, whom they had believed to be extinct for more than a millennium.
On Naboo, Padmé reveals herself as the queen before the Gungans to gain their trust, and persuades them to help against the Trade Federation. Jar Jar is promoted to general and joins his tribe in a battle against the droid army, while Padmé leads the search for Gunray in Theed. Anakin is told by Qui-Gon to hide in a starfighter alongside R2 in the hangar, but accidentally triggers its autopilot and flies into space, where he takes part in the battle against the Federation droid control ship, inadvertently causing its destruction from within, which deactivates the droid army. Meanwhile, Darth Maul infiltrates the Theed Palace and engages Qui-Gon and Obi-Wan in a lightsaber duel; he mortally wounds Qui-Gon, but is bisected by Obi-Wan and falls down a shaft. Qui-Gon asks Obi-Wan to train Anakin before dying in his arms.
Following the battle, Gunray is arrested by the Republic and Palpatine is elected Chancellor. Master Yoda promotes Obi-Wan to the rank of Jedi Knight and reluctantly accepts Anakin as Obi-Wan's apprentice. A funeral is held for Qui-Gon, attended by the other Jedi, who contemplate that there is still one Sith remaining since there are always two of them. During a celebratory parade on Naboo, Padmé presents a gift of thanks to the Gungans to establish peace.
Liam Neeson as Qui-Gon Jinn
Ewan McGregor as Obi-Wan Kenobi
Natalie Portman as Queen Padmé Amidala
Jake Lloyd as Anakin Skywalker
Ian McDiarmid as Senator Palpatine / Darth Sidious,
Ahmed Best as Jar Jar Binks
Anthony Daniels as the voice of C-3PO
Kenny Baker as R2-D2
Pernilla August as Shmi Skywalker, Anakin's mother
Frank Oz as the voice of Yoda
Oliver Ford Davies as Sio Bibble, the governor of Naboo.
Hugh Quarshie as Captain Quarsh Panaka, Queen Amidala's chief of security at the Theed Palace.
Samuel L. Jackson as Mace Windu, a Jedi Master and high-ranking member of the Jedi Council who opposes training Anakin.
Ray Park as Darth Maul, Darth Sidious' Zabrak Sith apprentice, who wields a double-bladed lightsaber.
Peter Serafinowicz as the voice of Darth Maul
Terence Stamp as Chancellor Finis Valorum
Keira Knightley as Sabé, one of Queen Amidala's handmaidens who serves as her decoy throughout the majority of the film.
Silas Carson as Nute Gunray, Ki-Adi-Mundi, Lott Dod, An ill-fated pilot.
Jerome St. John Blake as Rune Haako, James Taylor as the voice of Rune Haako. Oppo Rancisis, Orn Free Ta, Mas Amedda.
Additionally, Brian Blessed, Andy Secombe, and Lewis MacLeod voiced Boss Nass, the leader of the Gungan tribe who allies with the Naboo surface dwellers, Watto, a junk dealer on Tatooine who owns Anakin and his mother as slaves, and Sebulba, an aggressive, scheming podracer who is Anakin's main rival at the Boonta Eve podrace, respectively. Greg Proops and Scott Capurro voiced Fode and Beed, respectively, the two-headed announcer of the Boonta Eve Race. Alan Ruscoe appears as Jedi Master Plo Koon and Neimoidian Daultay Dofine, commander of the Trade Federation's droid control ships. Ralph Brown plays Ric Olie, commander of the Naboo Royal Space Fighter Corps and chief pilot aboard Queen Amidala's starship, Matthew Wood appears as the Twi'lek Bib Fortuna, alongside a CGI Jabba the Hutt who is voiced by an uncredited actor. Dominic West plays the role of an unnamed Naboo guard, and Sofia Coppola appears as Saché, one of Amidala's handmaidens. Christian Simpson appears as Lieutenant Gavyn Sykes. Lindsay Duncan voices TC-14, a protocol droid on the Federation ship. Sally Hawkins made her screen debut as an uncredited villager.
the first installment in the Star Wars prequel trilogy and begins the "Skywalker saga," though it was the fourth film to be produced chronologically.