Cloud City Cloud City was a Tibanna gas mining colony floating in the clouds of the planet Bespin , located in the Anoat sector of the Outer Rim Territories . Under the auspices of Baron Administrator Lando Calrissian , the city attempted to avoid unwanted Imperial attention . Eventually , Imperial forces occupied the station and installed a garrison . However , after the Emperor ' s death , the Imperial Garrison was abandoned during the Iron Blockade , and the planet was soon liberated . Characteristics . Layout . Cloud City was a completely man - made Tibanna gas mining colony of a few million tourists , workers and support staff hovering over the gas giant Bespin . Being located in Bespin ' s Life Zone , the station had no need of airlock s or life support systems , with the atmosphere being comprised mostly of oxygen and acceptable levels of gravity and temperature . The station was situated 59 , 000 kilometer s above Bespin ' s core , while its disk was approximately 16 . 2 kilometers in diameter . 36 , 000 repulsorlift engines and tractor beam generators kept the giant city floating above the planet . It contained 392 levels , along with platforms and rooms for residents and visitors . The top 50 levels of the city were used as a luxury resort , renowned for its famous casino s such as Yarith Bespin and Pair O ' Dice , while the lower levels were used as worker housing and for the mining and processing of Tibanna gas . Culture . Popular tourist activities included gambling , hiring a cloud car for sightseeing the city and occasionally touring the local mining operations . With luxury resorts oftentimes charging as much as 5 , 000 Imperial credits a night . The Ivax Syndicate also maintained gaming houses on the station . In the months following the Battle of Endor , Cloud City had become the destination to procure rare implants such as brand new oculars and custom - made hands , or entire organ systems for a multitude of alien species . However , following the Empire ' s occupation of the Anoat sector and subsequently , Cloud City , the distribution of implants was temporarily put on hold . Cloud City was notable enough to warrant the existence of postcards that included such phrases as " Wish You Were Here " in Aurebesh . One such card found its way to Rey while scavenging on the planet Jakku . Tibanna gas mining . Generators on the underside of the city emitted tractor beams that converged below the gas mine ' s reactor bulb , creating a funnel of energy that mined Tibanna gas from Bespin ' s lower atmosphere , at depths of more than 23 , 000 kilometers . The gas was forced up into an opening at the bottom of the bulb , where it traveled up the reactor stalk and finally into one of several smaller reactor shaft s , where it was filtered through a processing vane . Each processing vane maintained a carbon - freeze chamber , where Tibanna gas was mixed with carbonite for flash - freeze preservation . One of the chambers was used on the smuggler Han Solo after he was captured by Imperial forces who had recently arrived at the station . Work areas in these lower levels were primarily operated by the sentient Ugnaught s , who performed the monotonous and sometimes dangerous work while bathed in red light , which was the preferred color for the species and also increased their productivity . Many of these tunnels could only be navigated by the Ugnaughts . Government . Cloud City was run by the Baron Administrator , who at some point during the Age of the Empire was the given position of Lando Calrissian . However the day to day affairs of the facility were mostly overseen by the cybernetically enhanced human Lobot . Following the departure of Calrissian , a council of business representatives ran the city . History . Early history . Cloud City was built by the eccentric explorer Lord Ecclessis Figg of Corellia , who offered the freedom of the city to three Ugnaught tribes if they agreed to build the city . With the Ugnaughts having been sold into slavery long ago , the tribes agreed , creating the first iteration of Cloud City . Sometime after gambling away his starship , the " Millennium Falcon " , the young smuggler Lando Calrissian gambled big and won control of Cloud City . Sometime during the Age of the Empire , the Devaronian smuggler Gev Hessan did work for Lando to help him build Cloud City . Galactic Civil War . Shortly after the Battle of Hoth , fleeing members of the Rebel Alliance Leia Organa , Han Solo and Chewbacca along with their protocol droid C - 3PO landed at Cloud City needing to repair their starship , the " Millennium Falcon " . Being greeted by Lando Calrissian , the trio would ultimately fall victim to a plot involving the subsequent capture of Luke Skywalker by the bounty hunter , Boba Fett ; who coerced Calrissian to surrender them to Darth Vader and the Empire , who had arrived shortly before they did . Luke Skywalker , sensing the danger his friends were in arrived at Cloud City in order to mount a rescue , only to be engaged in a duel with Vader . By the duel ' s conclusion , Luke would learn that Darth Vader was his father and would jump down one of the city ' s reactor shafts in order to avoid joining the dark side of the Force . Meanwhile , Lando Calrissian , upset by the Empire ' s refusal to abide by he terms of their arrangement — which stipulated that Cloud City was to remain autonomous — warned citizens over an intercom that Imperial forces had invaded the city , all while overwhelming Imperial forces with his local security forces , allowing Leia Organa , Chewbacca , the two droids and himself to escape the city , picking up an injured Luke Skywalker dangling on a weather scanner vane along the way . Captured , Han Solo was transported in the cargo hold on Boba Fett ' s starship , the " Slave I . " After the capture of the rebels , the Empire took over Cloud City , establishing a skeleton garrison to ensure that the citizens would pay proper taxes and fines to the regime . After the Empire suffered a major defeat at Endor , the Cloud City garrison was pulled to support more strategic targets , and there were celebrations in the streets . In the absence of a baron administrator , a council of business representatives came to run the city . Age of the New Republic . Before word of the Emperor ' s death could reach the city , Imperial Governor Adelhard established the Iron Blockade over the entirety of the Anoat sector , shutting down travel and communications in and out of Cloud City . The city would also serve as the location of Governor Adelhard ' s personal chamber located within the prime tower . Ultimately , a militia led by Lobot would succeed in relaying messages to the New Republic , and with the aid of the Uprising , would successfully liberate the city from Imperial control . In the years leading up to the Battle of Jakku , Lando Calrissian and Lobot led a joint New Republic and Bespin Wing Guard mopping - up operating against Imperial troops who had taken up position in the Casino level ' s Bolo Tanga room . Calrissian managed to convince a dozen of the Imperials to surrender . However , an Imperial sergeant refused to surrender . The Baron Administrator was forced to shoot him dead with his Vitiator . Calrissian and Lobot then chatted about sending a nuptial gift to Princess Leia Organa ' s then newborn son . They settled on sending a Vantillian catamaran .