- KICK-A$$ special effects... but what else would you expect? Even in Ep. 1 & 2, the effects were good despite the fact that movies themselves were stinkers.
- Great fight sequences - Go R2!!!
- The Voice of Mordor, er... CNN, James Earl Jones returning to do the Darth Vader voice at the end of the movie... and the breathing. Gave me goose bumps. It was like being 3 all over again and seeing Vader for the first time. If Lucas hadn't done that, I know a riot would have broken out in the theater.
- Blessedly Jar Jar and Ewok free though we do see the former for a brief moment at the end of the film but he says NOTHING. The Force was with us!
- Padme's wardrobe significantly improved though the Cinnabon hair-do did make an appearance at the beginning of the film. And dreads? Hello? And.. uh.. unless you are Barbara Bush, do not sleep with your pearls on.
- Very good re-creations of original sets, like the cruiser interior we see at the beginning of Episode 4 is shown in Episode 3.
- Padme going from willful, strong, independent woman to whiny and needy. Ugh. Is this a statement about how women, if they are single they are independent yet when they get married, they rely too much on the man? In the first 2 movies, she is the one making decisions and running around the galaxy saving her planet and Obi-Wan. In Episode 3, I would be hesitant to ask her what kind of jelly she wants on her toast. I don't think she could make a decision. Just as she is torn between love and duty, she would be torn between grape and orange marmalade. But don't offer honey. She may pass out. Leia didn't do that as the movies of the original trilogy progressed.
- The love scene dialogue is... weak at best. Dreadful at worst. There are some other places where the dialogue is pretty stilted and hard to watch. None of it was as bad as Episode 2 where Padme' and Anakin declare their love for each other in 2 different scenes or the lack of real emotion and psychological depth of Anakin reacting to burying his mother. Having buried both of my parents, I was completely disgusted. There was no emotional connection in those scenes as far as the performance goes and the text they had to read from.. well... they could use it as torture devices at Gitmo.
- Throwbacks to previous movies got old after a while. (Referenced dialogue, gags, etc...)
- Phallic symbols everywhere... Corusant, Aldaaran. Wowsa. Somebody has some issues.
- Needs more Wookies.
Best Performance - R2D2. Ranks above Yoda kicking butt and takin' names in Episode 2. R2 has always provided a bit of comic relief in the movies and again, he does not disappoint. Ian McDiarmid as Palpatine was also very good. He is the Emperor and I wanted to stab him with my own light saber. That is if I still had my light saber. My dog Rascal chewed it to bits when I was little and I'm not about to buy a re-issued one from the prequals. Lame.
Most Improved Performance from the last movie - Hayden Christenson as Anakin Skywalker. The boy can actually act. Oh my freakin' word.
Worst Performance - Natalie Portman as Padme'. Girlfriend, you are better than that. Props to the stylists. Your clothing was better.
Missed Character- Qui Gon Jinn. He was supposed to be in this film but was only mentioned as an after thought at the VERY end of the movie... so it was stupid to mention him at all. Incidentally, StarWars.com has hints about deleted scenes by looking at all the characters from the movie.
The Professor (not Instapundit) and I talked about the prequals some time ago. "Episode 1 was Lucas taking my favorite toy, throwing it down on the ground and pissing on it. Episode 2 was Lucas picking it back up and handing it to me as is." I couldn't agree more. Episode 3, however, is a good movie. Not great. But good.
Overall, time will tell if this movie is able to work its way into the pantheon of favorites (currently all spots held by Episodes IV, V, VI) but the series is redeemed. I don't think George should be shot anymore. Maybe just beaten soundly with a stick for thinking that the first two movies in the second trilogy were any good.