Gas giants are rarely worth the expense of colonization, but Bespin is an exception: Its rose-coloured clouds contain a fortune in valuable Tibanna gas. Bizarre floating, flying, and drifting creatures native to the planet now share this area with repulsorlift cities that are home to humans, Lutrillians, and Ugnaughts, as well as numberous tourists. The most famous such settlement is Cloud City, a floating pleasure palace and Tibanna mine.

It was here that Lando betrayed Han Solo and his friends, handing them over to Darth Vader and placing Han in carbonite handing him over to the bounty hunter Boba Fett to take back to Jabba the Hutt. All the while it was a trap set for Luke Skywalker who was on Dagobah with jedi master Yoda learning the ways of the Force, who had visions of his friends being in trouble.