For the unitiated, I break my reviews down by sections.

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Overall impression of the film:

I think that this is not a good SW film, but a great one. I rate this one right below "The Empire Strikes Back," as my favorite Star Wars film. I wouldn't be surprised if those two movies jockey back and forth between my first and second favorite SW movie.

What impresses me the most about this movie is that each scene completely succeeds in its mission. The beginning is supposed to be fun, and it totally is. The middle is supposed to be dramatic, and I think Lucas does a good job with it. There were some moments when it felt like I was watching "Attack of the Clones" part 2, but it was pretty well done. The third part is supposed to be just totally wacked out dark, and Lucas more than succeeds on that one. The final portion is supposed to sad, touching, and tragic, and Lucas achieves this and then some.

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The Characters:

Anakin and Emperor Palpatine

I'm so glad that Hayden stepped up to the plate this time. He had some really great moments in this one. Lucas did a great job with his character.

EVERYBODY wanted something from him. The Jedi wanted him to spy on Palpatine. Palpatine wanted him to spy on the Jedi. Padme wanted him to try and convince the Chancellor to stop the war. And all he wanted to do was to keep his wife and unborn children safe.

Much like the cave/tree sequence on Dagobah in "The Empire Strikes Back," Anakin's dream sequences of Padme's demise really put an element of impending danger in the movie. Both scenes in both movies were kind of surreal ways to remind the audience that there was an element of fate at play. There's a certain degree of an almost pre-determined fate awaiting Anakin. Yet the more he tries to understand his dreams, and the more he tries to take his own life into his control, the closer he gets to making those dreams a reality. It's good stuff.

Many critics that I've talk about how Anakin's switch to the Dark Side was too quick and abrupt. I can kind of see where they're coming from, but I disagree with that completely. I mean, I can see how one would see that he's basically a good person in one scene, and is killing Jedi children in the next, and be confused by it all. But Anakin's turn to the dark side didn't really start in Episode III, nor Episode II. His descent began the second that Qui Gonn deemed him "the chosen one," while the Jedi refused to train him. Imagine that you're the most talented trumpet player in the world at the ripe age of 9. Everyone is telling you that you're the second coming of Wyntom Marsalis. You have these awesome abilities, and are not only lightyears ahead of your peers, but are starting to outdistance your teacher. Yet everytime you have an opportunity to show off your stuff, you're told by your band and your teacher that you have to hold back. That you have to not really live up to your potential. And that only person that is telling you how great you are is...

Palpatine is like the father that Anakin never had. Although he's an evil bastard, he's the only person who actually takes a moment to listen to Anakin's troubles. The genius of Palpatine is that Lucas was able to take this kind of fatherly approach, and start to subtly shift gears with Palpatine as he tries to convince Anakin that he can save Padme by joining the dark side of the force.

Part of this comes down on the Jedi. Anakin repeatedly gives the Jedi the first go around with trying to help him with his problems. He has a dream about Padme dying, so he goes to Yoda to see what it means. Yoda tells him that death is a natural part of life and that it's important to "let go." Well, yeah. Duh! That's a quasi spiritual hokey pokey. We've read enough Hallmark cards to know that death is just a natural part of life. But that doesn't take the sting away. I know that death is a part of life, but if I'm having dreams that my significant other is dying, the last thing I want to hear is that I need to "let go." F-that. I'm going to do everything in my power to keep that sh*t from going down.

And that's what Palpatine offers him. He gives him that out. He's offering Anakin the option that we all wish we had. He's saying, if you join the dark side, I can give you the power to keep those around you from dying. And as everyone who's seen Attack of Clones can attest, the last time he did nothing while he had these visions, his mother ended up dying in his arms.

Of course, the Jedi are 100% correct. Palpatine is full of you-know-what, and doesn't have any kind of power to keep anyone from dying. And as it turns out, Anakin's dreams weren't really fateful premonitions, but were instead anxieties that he'd been having. And the more he tried to control his anxieties, the closer he got to having them come to fruition.

Palpatine had some of my favorite moments of the film. Throughout the first half of the film, he played it really straight. If anyone could turn the stuff that Lucas writes into top notch acting, it's Ian McDirmid. He really knew how to pace his lines to keep them sounding interesting. But when he starts to become the Emperor that we all know and love, I totally love how he perfectly mimicked his speech patterns from "Return of the Jedi." At one point, I expected him to say, "I'm afraid the deflector shield will be quite operational..."

One of my minor complaints is that I would have liked to have seen Darth Vader in human form just a tad bit more. I was really digging his evil stuff, that I was upset that he wasn't in the movie more. And a kind of bigger gripe is that I wish that we could have actually seen Vader wiping out a few Jedi. I wanted to see him tracking Jedi down and wiping them down where they stood. But oh well. The montage scene where the Jedi are getting wiped out was pretty chilling, and goosebump inducing.

Ewan McGregor was pitch perfect as Obi Wan. For all of the usual Lucas reasons, the actors in the new movies sometimes had a difficult job with their parts. But McGregor seems to be one of the only ones that "got it" from day one. I usually say that most of the actors in the prequels took at least one movie before they clicked as their characters. With the exception of Ian McDirmid (sp?), this rings true across the board. But Ewan really nailed it from day one.

He perfectly mimicked Alec Guinness without doing a full on impersonation. I liked how he picked up the little mannerisms of Alec while also creating some of his own little character subtleties. If there is one stand-out element of the bridging of the two sequels, Ewan's performance takes the cake.

One of the best moments of the movie were the Yoda vs. Palpatine and Obi Wan vs. Darth Vader lightsaber duels. I don't know, call me crazy, but there's just something friggin awesome about seeing the last 2 remaining Jedi battle the last two remaining Sith. It's about as epic as you can get, watching the four of them duel with the fate of the galaxy in the balance.

I thought all of the duel dialogue between Obi Wan and Anakin was the best part of the movie. It was great seeing them go back and forth, and it really put the Ep IV lightsaber duel into a different perspective. That's one of the great things about these new movies, particularly Ep III, is that all of the movies that came before and after are seen in a different context. I think that it's trully awesome to know the story behind the mask. Even if one didn't particularly like the new movies, I think most people can agree that its cool knowing how everything plays out before the old movies.

Yoda was just kick ass in this movie. As I just said, I think its fascinating seeing all of these characters' backstories. I mean, what's more tragic than seeing the teacher of ALL of the Jedi now living in in seclusion on Dagobah? What's cooler than the wisest of Jedi realizing firsthand why "wars not make one great?" In some ways, I liked his and the Emperor's fightscene more than the Obi Wan/Vader fight scene. Good stuff all around.

The Clones were pretty cool in this movie. I like how George Lucas created this whole backstory with the Clones/Stormtroopers. It's also funny hearing Lucas explain why they eventually become horribly inept and bad marksmen. I'll break it down sometime.

I don't really care for how Lucas took all the bite out of Padme. It's a shame to see the once badass Queen and Senator of Naboo turned into weeping housewife for most of the movie. I'm not *too* pissed because I know that her cool scenes were at least filmed, even though they didn't make it into the movie. There are a couple of deleted scenes of her, Mon Mothma (the lady from Return of the Jedi who told the rebels about the Death Star), and Bail Organa essentially starting the rebel alliance. It'll be neat to finally see those scenes on the dvd.

Although it's a somewhat minor gripe, I wish that they had chosen a different way to kill of Padme. I mean, it's a cool story thing to have Vader force choke her, but it's kinda lame to have her broken heart be the thing that ultimately kills her. It's GREAT conceptually, but it didn't really work for me. I mean, here we have this strong leader, who just gave birth to her children, and has "lost the will to live." I would have preferred Vader's force choking caused so much damage that she couldn't recover. Or something...but I wasn't really buying the "lost the will to live" thing. I mean, your reason to keep living was just born.

Bail Organa needed a bigger part. Can't wait to see his deleted scenes.

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That's about it as far as the characters go. I'll post more if I find myself with more time. Hope you enjoyed it.

matt out