PRECISELY what's wrong with it---

Rating: Null/10 (23 October 2001)

The script!
Lucas was never a great scriptwriter, and always a superb imagist. Well, his strength is here at its greatest, but so is his weakness. The images of this movie make it a must-see, but the genuninely lousy script make it painful in repeated viewings. It's worth noting that he borrowed a plot for the first film--the only other screenplay he has sole credit on--from Akira Kurasawa's "The Hidden Fortress."
Two examples, one minor and one major, illustrate this perfectly.
The major problem is Anakin's age. I can believe a gifted 12-year-old boy could do the things Anakin does in this film. But Anakin is supposedly EIGHT YEARS OLD. At that age, the character is simply unbelievable. Jake Lloyd isn't a bad actor (for his age!), he's just been given things to do which that young a boy could NOT do, no matter how gifted by magical powers, or which look silly (think of him in the fighter in the final battle sequence, for all the world like a kid playing in his father's car.) Any sensible writer would know this. The extreme youth of Anakin makes the ENTIRE subplot concerning him a failure, and all the inspired CGI you throw at it isn't going to change that.
The minor example concerns the battle droids. They come across as no threat, because they are so easily destroyed by two Jedi. A good writer would have first shown two or three battle droids easily defeating 40 or 50 ordinary soldiers, establishing that they are a real threat. THEN, the Jedi's easy victory over them doesn't make them look silly--it establishes how much more powerful the Jedi are.
These are only two examples, but unfortunately, there are many more: the trade dispute which no one who's ever watched the film understands, the unnecessary subplot about the Princess changing places with her twin handmaid (which is also not done well), the podrace which seems grafted on to the rest of the movie (though it is done well), and, of course, Jar-Jar Binks.
Lucas has put a high gloss on this with an overwhelming amount of inspired images, but the general dissatisfaction with the film shows it was not enough.