My comments are more about critics than this flawed but worthy film

Rating: 7/10 (24 May 2005)

1. Really, are there any spoilers? You should know most of this film going into it. I respected that Lucas knew that and still gave the audience an entertaining and sometimes surprising movie. That is to his credit.
2. I've heard people complain about the coughing robot, General Grievous, a fine character indeed. Yet the film makes it obvious that the character is alive, and so the coughing is not a problem.
3. The acting was truly a set back for Attack of the Clones and everyone knows that Jar Jar ruined The Phantom Menace. In this film, I see a very mature Hayden Christiansen who nearly pulls off the role of Anakin, if not for a few hiccups here and there. Yet the moments where Christiansen falters as an actor are largely due to cheese in the script or having to "interact" with an eye towards post-production computer graphics. Even Natalie Portman is bearable here. She finally realizes that her character is meant to love Anakin and die in childbirth. Both Portman and Christiansen simplify their characters and get to the raw root, which is the only way to make Lucas' script work. I believe Anakin cared for Padme. I believed his motivation was such that he would risk his sanity for her life. It doesn't work completely, but I'm more apt to blame Lucas' wooden script before I blame the actors.
4. And yes, there were two or so gaping flaws. Anakin's transformation to the darkness is missing something. The scene needed him to threaten Palpatine's life just one more time, and for Palpatine, like the devil he is, to tempt Anakin more strongly to the dark side of the force. That's it. One more mind job and I would have more completely believed and perhaps even empathized with Anakin.
It's startling to realize how contrived Vader's costume truly is. Is all of that sleekness necessary to keep Anakin alive? And why is most of that scene so terrible? Instead of interrogating Palpatine thoroughly and emotionally, Vader throws his hands up and yells, "Noooooooooooo!" As Yoga would say, "Crap that was." Other than some strings of bad dialogue, these are the only problems that come to mind. Yet the problem scenes are significant to the transformation of the film's central character, and it's unfortunate that they are so poorly done.
5. I didn't hear much new music. This is bothersome to me and seems negligent of the audience.
6. Of the first three episodes, this is by far the easiest to follow and understand. As I mentioned above, the fixation on Jar Jar in The Phantom Menace is so distracting that one cannot pay attention to the fact that a movie is going on. And Attack of the Clones is simply too silly, un-charismatic, and bogs the viewer down with boring politics. Revenge of the Sith makes the viewer interested in politics, only briefly shows a silent Jar Jar, and POOF!..you have a watchable film. Third, er, sixth time's a charm, right?
7. I was happy to be entertained while rooting for Lucas as he visibly and audibly (i.e., the script) struggled to get this film right. He mostly succeeds, and probably makes episodes 1 and 2 worth re-visiting  maybe  and he definitely inspires one want to view episodes 4-6 again.
8. I hope Lucas doesn't make episodes 6-9. You cannot mess with the happy ending. And if you do, it has to be REALLY good. After all, 6-9 would merely be a variation on the themes developed in 1-6 and would be very rushed and likely unsatisfactory.
9. For a mostly unforgiving critic like me to appreciate this film is something I didn't expect. I went to the film expecting to laugh at the cheese and enjoy some great special effects. I liked that I wasn't able to do this. The film has hints of the charm of the previous trilogy, but these are fleeting and unreliable. Overall, I was entertained and will definitely seek out episodes 4-6 sometime soon.