When veteran producer Kevin Burns was just a budding film student working as a projectionist at a movie theater in Needham, Mass., little did he know that decades after seeing the Imperial Star Destroyer flying across the big screen for the first time in A New Hope that he'd be telling the back story of Star Wars in the epic 2 ½ hour documentary Empire of Dreams.

"I would project the film 20-30 times. During college I also worked in the film industry for a distribution company and so I saw The Empire Strikes Back at a screening just for exhibitors before it opened. And I saw Return of the Jedi at a sneak preview before it opened. And of course I wasn't above buying the action figures, and the lightsabers, and I was a charter member of the Star Wars Fan Club."

But Burns' involvement on one of the most extensive looks into the story behind Star Wars began not with an appreciation for the Emperor, but for the ruler of Egypt -- Cleopatra.

"Because the back story of the movie Cleopatra is in a way a better story than the film itself, I had always wanted to make a documentary of it," Burns recalls. "It was enormously hard to do because of the personalities involved, so when we finally got to do it was a real labor of love. It became this big two-hour documentary which earned a bunch of awards, and that got Jim Ward's attention."

After viewing Burns' documentary Cleopatra: The Film That Changed Hollywood, Jim Ward, Vice President of Lucasfilm Marketing and Executive Producer of the Star Wars DVDs, contacted Burns, whose other projects also include Behind the Planet of the Apes, Lost in Space Forever, Beyond Titanic, Marilyn Monroe: The Final Days and numerous "A&E Biography" specials. Ward spoke of creating a documentary about the obstacles George Lucas faced as he attempted to get Star Wars: A New Hope off the drawing board and onto film. Burns and Ward discussed the project at length, and it became extremely clear to the filmmaker that this would be no ordinary "making of" documentary.

"Jim wanted to communicate the idea that George Lucas is not a Hollywood filmmaker, but the most successful independent filmmaker in the industry," Burns says. "However, initially I was skeptical of how we could get across that Lucas was considered an independent filmmaker due to his vast success on such a large scale. Yet the more I thought about it, and the more research we did, it made more sense that even though he was operating at that time (1971-77) within the Hollywood system making movies like THX 1138 and American Graffiti, Lucas was really operating with a generation of people who were considered the Young Turks -- like Francis Ford Coppola, Martin Scorsese, Brian De Palma -- who were breaking rules and doing the films they wanted to make."

"When we hear the word 'independent,' we tend to think of the words 'impoverished,' 'unheralded,' 'small,' and 'unnoticed,'" Burns continues. "But that's not a true definition. 'Independence' means 'on your own terms.' And George Lucas became enormously successful, but he did it his way, on his terms. He had a creative vision, not only in terms of what he put on the screen, but the way he was going to put it there. How the effects would be done, how the editing would be done, where it would be done, and just by working out of Northern California as opposed to Hollywood. George has taken the mechanics of film but reinvented them and re-crafted them to his own personal intent. And that is the true definition of independence. Ultimately, you are true to your vision and working on your own terms. And that's consistent with George Lucas, and I don't think he's ever worked any other way."

Once the premise of the documentary was set, Burns had little time to start the interviewing and researching process, so he gathered his best team members and went right to work.

"The first thing I did was put together a dream team to work on this project that I've known from other projects," Burns says. "The first two people I brought in were Kim Sheerin and Steven Smith, who are my supervising producers at my company Prometheus Entertainment. I also brought in Edith Becker (with an NYU film background) as the co-director/producer and her husband Ed Singer -- a huge Star Wars fan -- as the writer. And I served as the co-director and executive producer. We only had 5 months to do the whole project, which was a frighteningly short time. But we had complete access to the Lucasfilm Archives, complete cooperation with the people who made the movies, and got everything we needed. It was an embarrassment of riches."