The Empire Strikes Back remains the most beloved of all the Star Wars movies. It’s a virtual buffet of everything fans want: character-driven stories, cool insight into the Force, and Han Solo being sexier than anyone ever thought possible. This was the movie that broke the rules and showed us that sequels could be better than the original. Despite this, though, there is a lot that most fans don’t know about the most famous Star Wars movie in history.

Some of this has to do with wild behind the scenes action, including actors partying with famous rock stars and adventures in George Lucas’s muddy swimming pool. Others have to do with casting surprises that have long since been forgotten thanks to the relentless changes of the Special Editions. This is more than trivia: these are the things that will completely change how you look at the movie. As Yoda might say, once you start down this road, forever will it dominate your destiny! Fortunately, you don’t need a Jedi holocron or even a cranky old alien to find out about these secrets. Just keep scrolling to learn all there is to know about 15 behind the scenes facts about The Empire Strikes Back.

15 THE EMPEROR IS A WOMAN?

Emperor Palpatine has become one of the most iconic Star Wars characters ever. This is largely due to the charismatic acting of actor Ian McDiarmid. However, he wasn’t he first actor to play this iconic role... though he was the first male! Way back in the pre-Special Edition days, the Emperor in Empire Strikes Back was played by actress Marjorie Eaton. This was a group effort, though, and the voice for Palpatine was provided by Clive Revill.

To top this weirdness off, chimpanzee eyes were superimposed onto Eaton’s face to make the Emperor look that much more inhuman and weird.

This worked for a hologram, but McDiarmid was cast for the more extensive portrayal of Palpatine in Return of the Jedi, and he has since replaced Eaton on the Special Edition versions of Empire Strikes Back.

14 WAIT, OBI-WAN KILLED HIS FATHER?

The revelation that Darth Vader was actually Luke Skywalker’s father was the biggest surprise in Star Wars. George Lucas and others knew it would be hard to keep this thing a secret for moviegoers, so they ended up going to some pretty crazy lengths to keep fans out of the loop.

The biggest way Lucas kept it a secret was not having the line said out loud on said. Darth Vader body actor David Prowse actually said Vader’s lines out loud, and they were later dubbed by James Earl Jones. So, on set, the line Prowse reads is “Obi-Wan killed your father.” The real line was not in any script and was only shared with Mark Hamill moments before shooting so that he would react accordingly!

13 GETTING DIRTY WITH GEORGE LUCAS

Compared to later Star Wars movies (and especially the prequels), The Empire Strikes Back is one of the more serious Star Wars movies. Most of the humor we get comes from Dagobah, and it usually involves the cantankerous old Yoda or the too-curious-for-his-own good R2D2. As it turns out, some of that humor was a little too close to home! Early on, we see a scene where R2D2 is submerged in water before being spit out by a creature that had tried to eat him. Through movie magic, this looked like a swamp on an alien planet.

However, this scene actually took place partly in George Lucas’ backyard.

And R2D2 was actually filmed in Lucas’ swimming pool that was still under construction. Kind of gives new meaning to Yoda’s line “Mudhole? Slimy? My home this is!”

12 WAMPAS IN THE BASE

The Wampa ended up being one of the most iconic new creatures in Star Wars. This fierce beast on Hoth scratched Luke’s face and almost made a meal out of him before Luke managed to free himself. As cool as the Wampa was, he was originally going to have a lot more company!

Early drafts of the movie script included a plot with Wampas attacking the Rebel base. And in a particularly karmic turn, they end up killing plenty of Stormtroopers when they invade! Some scenes were shot for this, including C3PO removing a sticker from a door warning people about Wampas inside, which leads to a Stormtrooper being grabbed and dragged inside to an untimely end! The funniest part of this deleted scene is just how quickly the Stormtrooper who opened the door closes it again, condemning his fellow soldier to a gruesome death.

11 LUCAS HATED THE "I KNOW" LINE

Arguably, the most iconic line in all of Star Wars is “I know.” It’s Han Solo’s cheeky response to Leia saying “I love you” right before he is frozen in Carbonite. What you probably already know is that Harrison Ford came up with this line on his own. What you probably don’t know is the huge fight he put up to keep the line in!

Of all people, it was George Lucas who thought the line was highly inappropriate.

He kept telling Ford this, and Ford kept insisting audiences would love it. They settled things by going to a test screening for the movie, and according to Ford, the whole audience loved his improvised line. Lucas, defeated, kept the line in the movie, and the rest is history.

10 WHEN A FORCE PULL IS ACTUALLY A PUSH

The original trilogy earned a reputation as being very practical. Actual sets and props were built because there was no CGI they could rely on, and this helped create the “lived in” look that has made Star Wars so iconic. And it turns out that The Empire Strikes Back carried that practicality into the special FX!

There are a few really quick uses of the Force Pull in this movie. The first involved Luke Skywalker pulling the lightsaber to himself from the ground on Hoth and the second involved Darth Vader pulling Han Solo’s gun out of his hand. For each of these effects, the actors simply threw the weapon forward, and the movie magic of reverse footage made it look like the Force in action!

9 WHEN FIVE COMES BEFORE FOUR

For better or for worse, the Star Wars prequels are a product of George Lucas fulfilling his original creative vision for Star Wars. Fans like to point at the episode numbers for the movies as proof of that, with the first Star Wars being labeled “Episode IV.”

However, did you know that Empire was the first movie to be numbered like this?

It’s true. When Empire Strikes Back came out, it was labeled “Episode V.” Meanwhile, future showings of A New Hope (as well as future home VHS, DVD, and Blu-Ray releases) would all be labeled “Episode IV.” In many ways, the numbering was evidence of the confidence Lucas had in this movie -- he gambled that fans were invested enough in Star Wars to figure out the truth behind the confusing new numbering.

8 BOBA FETT'S THIRD APPEARANCE

There are many reasons to like The Empire Strikes Back. One of the reasons is that it gives us some characters that are weird even by the standards of Star Wars. The most popular of these characters is Boba Fett, and many fans thought this movie was his first appearance. Technically, though, it was his third appearance!

His earliest appearance on screen happened in 1978 with the Star Wars Holiday Special. This was the movie so notoriously bad it has never been released on video, DVD, or Blu-Ray. There is a cool cartoon sequence, though, and it has Boba Fett in it! This still isn’t his first appearance, though: the character appeared earlier that year in an official Star Wars parade in the San Anselmo County Fair. Just think: one of the most iconic Star Wars villains ever first appeared in a parade where nobody knew who or what he was!

7 LUCAS RISKS IT ALL

Despite his seeming confidence in it, The Empire Strikes Back was a huge risk for George Lucas. The reason for this was that he financed the entire movie himself. The benefit of this was that it gave him more creative control (though, as we’ll see, it still wasn’t as much as he wanted) and opened the door to higher potential profits. However, he could have easily lost the fortune that he won with a single negotiation.

Fox originally thought the first Star Wars would flop, so they agreed to give George Lucas all of the merchandising rights for the movie instead of a director’s fee (one that would have been a million dollars or less).

The toys ended up being worth so much more, but Lucas put a huge chunk of his money on the line to finance Empire. Once more, he gambled and he profited handsomely!

6 ABANDONED BY HOLLYWOOD

George Lucas has a reputation for being an independent creator. Some of this is due to his own preferences: he was paranoid about studios messing up his vision even before the first Star Wars, and he financed later films himself to have more independence. However, The Empire Strikes Back turned him into a Hollywood exile, all because of some credits!

Way back in the day, it was common for movies to feature credits before the film instead of after the film. Because the first Star Wars movie was expected to flop, no one objected when Lucas put the credits at the end. However, when he did this for Empire, the Director’s Guild objected and tried to get him to change the beginning of the movie. They fined Lucas and he left both the Director’s Guild and the Writer’s Guild, which has kept him from ever casting Screen Actors’ Guild members!

5 FISHER AND FORD DRINK WITH THE ROLLING STONES

Part of the quirky charm of Star Wars is how well the core actors seemed to get along. Hamill, Ford, and Fisher seemed to share great chemistry when the cameras stopped rolling, and it sometimes got them into trouble. For instance, did you know that Fisher and Ford were hungover (or maybe still drunk) when they filmed the Cloud City arrival scene? According to Carrie Fisher, she and Ford had partied with Eric Idle and the Rolling Stones the night before.

The Stones were packing a weird alcohol they called “Tunisian Table Cleaner,” and the assorted actors and musicians partied and drank until around six in the morning.

Fisher and Ford never slept before showing up to shoot their scene. According to Fisher, they were surprisingly energetic and in a really good mood, something you can see in their grinning performances!

4 LEIA: NOT THE SISTER?

To this day, the revelation that Leia is Luke’s sister seems really weird. While Vader being Luke’s father made a certain narrative sense, Leia being Luke’s sister seems in stark contrast to all those scenes of him lusting after her and her making out with him. And, as it turns out, this was not part of original plan.

Lucas loves to talk about how he had planned much of The Star Wars’ story far in advance. However, we know that “Leia is your sister” was a last-minute addition because the original script for The Empire Strikes Back mentions Luke having a separate twin sister. This is likely why even in the final script, Yoda is ambiguous. When Obi-Wan says “that boy is our last hope,” Yoda says “no, there is another.” This would fit having a long-lost twin sister out in the wide galaxy!

3 THE DIRECTOR STRIKES BACK

While it’s always a topic of hot debate, many fans consider The Empire Strikes Back to be the best of the Star Wars films. There is a lot to love: the darker plot, the new characters, the exciting info about the Force, and so on. Interestingly, this is also the Star Wars movie that George Lucas had the least to do with! For A New Hope, Lucas was both writer and director. And while he had a lot of help (in particular, his wife Marcia Lucas), he was the final authority.

For Empire, he was neither writer nor director, and director Irvin Kershner often shot Lucas down.

He made sure the movie was slower and darker than what Lucas wanted (which was faster and more action-packed), and he added lots of the romance that fans love so much. In some ways, he was the last director that could tell Lucas “no.”

2 HAN'S WARDROBE MALFUNCTION

We’re willing to bet you’ve seen video and images of Han frozen in carbonite hundreds of times. However, there’s a secret in this image that most fans never notice. What’s that secret? Han Solo’s shirt is all wrong!

If you look closely at the carbonite, you can see that Han is not wearing the shirt he was wearing when he was frozen. Instead, he’s wearing the shirt that he wore in A New Hope, right down to the deep “V” in his chest. This is especially noticeable in Return of the Jedi when he is unfrozen and comes out with a plainly different shirt on. So, what was the deal? It turns out the makers of the carbonite prop simply didn’t know what Han would be wearing!

1 CARBONITE AND CONTRACT NEGOTIATIONS

Han Solo being frozen in carbonite was one of the most dramatic moments in Star Wars. It helped end this middle movie on a note of somber mystery -- would our heroes ever get back to Han? And if they did, would he be alive or would he have been killed by Jabba? As it turns out, this plot point was more than just another homage to the serial movies Lucas loved as a child. This plot point was added because of Harrison Ford’s unwillingness to sign for more than one movie at a time.

Unlike Fisher and Hamill, Ford never agreed to multiple-movie contracts.

This is why the first idea for a Star Wars sequel, Splinter of the Mind’s Eye, had no Han Solo in it at all. And Empire ended in a way that, should Ford never return, they had an easy way to explain his disappearance or death!