A tough call (SPOILERS)

Rating: 7/10 (8 June 2002)

There are some things to like about this film, but many others that regrettably do not work. Among the good is the developing plot (I know many would disagree, but let me explain), SOME of the actors, and, of course, the special effects.
Unfortunately, the things that do not work are extremely important to the film, generally moreso than the ones that do work. It must be agreed that the chemistry between Portman's Amidala and Christensen's Anakin does not convince. Also, Christensen's portrayal is lacking in many other ways. Do not be so quick to condemn him, though, his task was not easy, and even less so with some of the abhorrent dialogue that was handed to him. Ask yourself how many actors would have been able to take that dialogue and use it for a performance worthy of James Earl Jones' ominous and threatening Vader.
The other thing that the other reviewers have stated that I agree with is that the interconnectedness of this film and episode I with the originals was a mistake. As tempting as it likely was to work the history of R2-D2 and C-3PO into the plotline, it should have been done in a far, far less obvious way if it was done at all. Anakin BUILT C-3PO??? Come on....
I have always liked Ian McDiarmid, Natalie Portman, and Ewan McGregor in this series. McGregor's portrayal was definitely weak in Episode I, and he has improved it much. It will be interesting to see if he becomes even more like Alec Guiness' Obi-Wan in Episode III. I also agree with another reviewer that a fiercely competitive training duel between Anakin and Obi-Wan would have been an excellent addition, serving both to highten uneases about Anakin's future (not that this is needed, mind you), and to foreshadow the duel that I feel is inevitable in Episode III where Anakin is defeated and badly injured by Obi-Wan.
Christopher Lee makes a good addition as Count Dooku, but his character does not get enough early screen time and comes off sort of confusing, until the later parts make no ambiguity about his allegiances. The gladiatorial sequence should have been ammended, as the bad guys do the classic "sit around and do absolutley nothing while the good guys get away" move. Jango Fett makes a good addition to the Star Wars universe, and the battle scene between him and Obi-Wan was good.
The political situation that will eventually culminate with the dissolution of the Senate by Palpatine in A New Hope is also interesting, although I find that it has a little more in common with the French Terror before the Republic than it does with the American Revolution. Palpatine has used the Trade Federation and the Republic to increase his own power in the senate in a very tricky way. First promoting the crisis on Naboo and using Amidala in order to pronounce a vote of No Confidence in Chancellor Vallorum and riding on the title of "man of action" and hero of the day" for his role in "opposing the Trade Federation (which he secretly controls) in order to take the place of the old Chancellor.
All of this, of course, happens in Episode I, and in Episode II you can see him gathering all of the forces of the Trade Federation and its allies in order to create a threat to the Republic. Added to this opposition is, of course, Count Dooku and the separatists, and Palpatine fosters fears of these threats in order to legitimize the Army of the Republic, which he will then use as the military might to back up his eventual move for dominance over galactic government.
The series badly needs improved dialogue, however. Although the dialogue in these films was never what you would call great, this series does not have the luxury of a Han Solo to lighten the mood a little and keep things from getting laughable. Some of the dialoge between Amidala and Anakin was good (The "I hate sand" line was good up until it turned into a cheesy pick-up line), but most of it was not. More good dialogue came in the form of Padme and Anakin discussing how to better the clearly stagnant political system.
Many of the points in the film were belabored heavily, and sometimes I found myself thinking alright, already, I get it, something is rotten in the state of Tattooine. The scenes where you could see the negative traits exhibited by Anakin that will eventually transform him into Vader were well done, particularly the scene where he talks about massacring the Tusken Raiders' village.
Yoda battling Count Dooku in a lightsaber duel seems ill-advised to me. I have always perceived Yoda as one of those "inner strength" kind of characters who have little need for physical combat, an almost zen-like character in a manner of speaking. The scene might have been better shot as a force-duel between the two, culminating with Dooku using his last reserves of power to topple something heavy onto Anakin and Obi-Wan, and forcing Yoda to rescue them, giving him a chance to escape.
Criticism of a man with as much experience as George Lucas must of course be taken with a grain of salt from someone like me, but I think an important lesson could be learned by this movie and Episode I; It is vital that the movie's time is not cluttered with needless scenes and characters. The focus must be kept on the ones that are truly integral to the story, and it is important to give them good dialogue and encourage delivery of this dialogue in such a way as is both pleasing to the audience and in-line with the character's emotions and motivations.
Well, as for the grade that I gave this movie, it's an 8 of 10, because it's Star Wars, and because, as disappointed as I was with much of it, most of that disappointment was a result of the expectations being placed on the film, not the film itself.