Well worth it! Faults can be easily overlooked.

Rating: 9/10 (20 May 1999)

Bottom Line: Great work, once again, Mr. Lucas. I left feeling so awed and inspired by this movie! ... and that's the truest test for final judgment. I'm now ready to be a Jedi and learn the ways of the Force for our world! (C'mon, I know YOU'VE felt that way sometimes, too!)
WARNING: this was opening night, so I'm not pulling punches - if you don't want to know, YOU SHOULDN'T BE READING THIS!!!
Having said that, my feelings mostly exactly mirror Nick's below, so I'll just add detail to mine. Yes, EVERYONE says it's a great setup for the future movies, and if you haven't seen it, you can't possibly image how ... until ... (guess) ... AFTER you see it! Yes, it's true and you just can't communicate that to another person without dragging them to the theatre with you (and PLEASE see this in the theatre!!!). Why it's a great setup is just the nature of this Star Wars beast (where else can you go where you know just where all the characters are going to end up, just not HOW?).
First, I'm glad G.L. didn't spice up the opening at all - very nostalgic! Then, the beginning action was so fast & furious, I was afraid Lucas had bought into the mistaken notion that people don't go for real human drama, character development & story anymore. At least the original slowed enough at first to introduce the new characters (Empire & Jedi didn't have to). But hang in there and give it a chance, he does get there, long and hard enough to jerk some tears when Anakin leaves his mother and ultimately at Qin-Gon's death (can never remember that name, but we all know what REALLY happens to dead Jedi -- we'll see him again). And from the beginning, I could NOT figure out how, in an earlier, presumably less-advanced, universe, we have armies of droids, but later in time the armies are people (StormTroopers)!!!! The end of these droids at the end of the flick is my only refuge of reasoning for "why NOT droids later?"
I loved all the characters, except Jar Jar, who did finally make me laugh a little towards the end, and made a decent rite of passage mini-story in itself. But he was over- & inappropriately used at the beginning/middle. Lucas did better with inter-droid wit & human egos, than the banana-peel, slapstick, one-stooge Jar Jar humor.
And on the subject of characters, while Darth Maul was a scary, evil & exciting presence in the film, he's really NOT worth all the marketing his face is on. Yes, it's chilling to encounter him. Yes, without him, the best sword-fight scenes ever recorded in film history would never have been (I never would have imagined a 3-member 2-good on 1-bad confrontation to begin with, much less one so incredibly choreographed ... it was exciting just to watch it start ... and the start of the brief Tatoonine clash was unbelievable!). And yes, he has a terrificly unique make-up job and he'll probably be great fun for Halloween. BUT, neverminding his limited screentime, he is clearly only a minion of evil, not the source or a real evil-creator or orchestrator as Darth Vader became. He seems more animal than thinking-being (did he say anything other than "Yes, My Master" in the entire movie???), and he is thus relegated to the likes of Jaws from The Spy Who Loved Me and Moonraker & other henchmen from James Bond movies. Scary & evil, but no dialog or personality. HOWEVER, nearly every movie T-shirt bears his face prominently, and a large percentage of them are COMPLETELY devoted to him! He's even the SOLE character plastered on the back of all the Episode I action figures!! What gives here? He didn't even make it to the next movie! Anyway, off that soapbox.
Overall DRAWBACKS: most of Jar Jar; severe lack of time for character dev, depth of storyline and "the way things work" (would have LOVED more of that); lack of main characters with time for feelings; predictable outcomes to action scenes; Darth Maul looks much better w/ the hood on (HAD to throw that in).
GREAT THINGS: the Queen came out stronger and MUCH more alluring than first expected, great references to the old movies, the 3-way duel, the 3 climax battle scenes at once, the erie suspense near the end (there's actually a point where you wonder if Anakin got caught NOW and if Naboo falls and if Lucas would leave us this way for #2), great twists to overcome that suspense, an excellent start and just a great movie. SEE IT NOW!