Nearly twelve years after Disney acquired Star Wars, new details have emerged about one of George Lucas’ final projects before selling Lucasfilm—a television series called Star Wars: Underworld. Former Lucasfilm producer Rick McCallum recently discussed the ambitious project on an episode of the Young Indy Chronicles podcast, offering a rare look at what might have been.

A Dark, Complex Vision for Star Wars
Set between Revenge of the Sith and A New Hope, Underworld aimed to bridge the gap between the prequel and original trilogies, delving into the criminal underbelly of the galaxy. The series had over 60 scripts completed, according to McCallum, who described them as “dark, sexy, and violent.”
“These were absolutely wonderful, complicated, challenging scripts,” McCallum said. “They would’ve blown up the whole Star Wars universe.”
While specific plot details remain scarce, Underworld was rumored to explore the rise of the Empire from a street-level perspective, focusing on bounty hunters, smugglers, and political intrigue. Some reports suggested that characters like Emperor Palpatine and Darth Vader would have played supporting roles, while the criminal organizations of Coruscant’s lower levels took center stage.

The Price That Killed the Show
Despite the excitement behind the project, budget constraints ultimately sealed its fate. According to McCallum, each episode would have cost around $40 million—far exceeding typical TV budgets at the time.
“The problem was that each episode was bigger than the films,” he explained. “With the tech that existed then, the lowest I could get it down to was $40 million an episode.”
Lucasfilm reportedly spent years developing new technology to make the series financially viable, but before production could begin, Lucas decided to sell the company.

The Disney Acquisition and Lucas’ Departure
In 2012, Disney purchased Lucasfilm for $4.05 billion, marking a turning point for the Star Wars franchise. Lucas, who had spent decades shaping the saga, stepped away, leaving future projects in the hands of new leadership.
Disney eventually brought Star Wars to television with The Mandalorian, Andor, and other Disney+ series, but Underworld never resurfaced. Instead, Kathleen Kennedy, who took over as Lucasfilm president, pivoted towards a new sequel trilogy (The Force Awakens, The Last Jedi, and The Rise of Skywalker).
For Lucas, letting go of Star Wars was bittersweet. In a 2020 interview, he admitted that selling Lucasfilm was “very painful.” He had already begun work on a new trilogy but faced a difficult choice—spend another decade developing Star Wars or focus on his family.
“I was about to have a daughter with my wife,” Lucas explained. “It takes 10 years to make a trilogy… In 2012, I was 69. So the question was, ‘Do I want to go through this again?’”
Lucas contemplated keeping control of Star Wars while having someone else run production, but ultimately, he walked away. “That isn’t retiring,” he noted.
A Lost Chapter in Star Wars History
McCallum described Underworld as “one of the great disappointments of our lives.” Had it come to fruition, it could have fundamentally altered the trajectory of Star Wars, potentially preventing Disney’s acquisition.
While remnants of Underworld may have influenced later projects like Andor and The Mandalorian, the full scope of Lucas’ vision remains a mystery. For fans, it is a tantalizing “what if”—a Star Wars story that never was, buried in the depths of development limbo.
Sources: Variety, Young Indy Podcast, IndyWire






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