“Why do I get the feeling you're going to be the death of me?”

Star Wars: Episode II is set ten years after the events of Episode I, with Obi-Wan Kenobi now a Jedi Master, and Anakin a Jedi Padawan, though his powers are much beyond that of a typical one. With former queen and now Senator Padmé Amidala in danger of being assassinated following a Separatist movement, Anakin is assigned to serve as her guardian on her home planet of Naboo. At the same time, Obi-Wan Kenobi investigates an attempted assassination of Senator Amidala, where he is led to a mystery revolving around the creation of an army of clones for the Republic.

I get the criticisms for Attack of the Clones, I really do, but I will never understand why it gets the amount of slack that it does. For me personally, there are absolutely some pretty significant flaws with it, but I think the positives so much outweigh the negatives that I don’t even really care about them. I feel even more that way about Revenge of the Sith, so spoilers for that review, I guess.

One of my favorite things about this movie is how much different Anakin is from how he was in the first movie. He’s much more complicated and deep than he was before, as gone is the boy on Tatooine who found nothing but positivity out of the worst of situations. Now, from the beginning of the film, we see the struggle that Anakin has endured through the last ten years, particularly the constant worry and guilt revolving around his mother still being a slave. It eventually turns him into a Jedi that leads him down to bad and dark decisions, making him easily the least morally pure of the Jedi presented in the first two movies.

The other big part of the story is the mystery investigation done by Obi-Wan Kenobi, and though I find Anakin to be a more interesting character in this film, I think that out of the two different stories going on, this is easily the more interesting one, with the exception of a certain section in the Anakin and Padmé storyline. It’s just really fun to see a Jedi go into full-on detective mode, and the mystery is both really interesting and leads to very interesting, while definitely predictable, answers. Ewan McGregor, in general, also gets a significantly heavier amount of screen time and is fantastic throughout, starting to mirror Alec Guinness’ version of the character later on quite a bit more.

I think that Attack of the Clones also has one of the most fun and exciting third acts in the entire Star Wars franchise. There is a decent amount of action throughout the movie, but the best of it is definitely towards the end, when everything that has been building up comes to fruition. It’s full of a bunch of surprises, including something that comes out of completely nowhere, and a fun and unexpected lightsaber duel, at least for the time that it came out. I would say that the third act is the main thing about this movie that makes it hard for me to understand why a lot of people have this at the bottom of their Star Wars lists.

I also have to say, though this was one of the two prequel movies (Revenge of the Sith is the other one) to get a lot of criticism around the heavy usage of CGI and greenscreen, I honestly find this to be a very good-looking movie. Sure, a couple of the effects haven’t aged perfectly, but I don’t find this movie to look fake like a lot of other people do, and I actually think that it genuinely looks great, even in the cinematography department. The visuals on the different planets, and especially Kamino, are some of the best this franchise has to offer.

The negatives are extremely obvious, and most people who have seen this movie, or especially those who are big Star Wars fans, will already know what they are, but I think they’re still worth talking about anyway. First off, the acting and especially the dialogue can be extremely spotty throughout the runtime, and is by far the weakest when it comes to that in the whole franchise. I think that Hayden Christensen is a great actor and shows it even in this film, but there are definitely numerous scenes where his acting just plainly isn’t great, and I put a lot of the blame on George Lucas’ directing for that. The reason is that both Natalie Portman and Hayden have proven that they are great actors throughout their careers; there are just so many lines of dialogue that would have been nearly impossible to pull off without being cheesy.

The other negative, which is the one that definitely bothers me more, is Anakin and Padmé’s romance in general. For it being such a pivotal relationship for the overall scope of future events, it is definitely disappointing to a degree that it wasn’t really done all too well. You just never really feel the connection between them like you are supposed to, and a lot of it also feels extremely rushed. The cheesy dialogue also really doesn’t help.

So similar to The Phantom Menace, yes, there are definitely lows to this film, but the highs stand out so much more to me.