The limited print run, available only in the UK, sees 130,000 copies of the "breathing" cover printed, just under half of the magazine's print run.
The copies go on sale on Thursday exclusively at WH Smith, Tesco, Virgin, HMV and Forbidden Planet. They will cost 40p more than Empire's regular cover price of £3.50.
'Star Wars Episode III: Revenge of the Sith' is the final 'Star Wars' movie and so deserved a ground-breaking cover, Colin Kennedy, executive editor of Empire, said. The magazine's publisher Emap claims that using sound on the cover is a world first.
Kennedy said: "Choosing the cover star -- Darth Vader -- was easy, but how could we do justice to the greatest villain in movie history? The simple answer was sound. Vader is one of those rare characters who does not even need to speak to be recognised -- the breathing is enough. All together now, 'Awch, tschh, awch, tschhh'."
The effect is achieved using sound-chip technology encased in a collector's card tipped on to pages two and three of the magazine. Opening the magazine to these pages triggers the effect.
IPC Media last month used the technology with a Herbal Essences ad in the pages of Marie Claire to reproduce the "Yes! Yes! Yes!" shouting from the brand's TV ads.
Emap has created a to highlight the issue and demonstrate the cover. It has also backed the issue with an international marketing campaign.
Empire's circulation was up 5.2% to 205,587 in the six months to December 2004, according to the latest ABCs.
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