ATTACK OF THE CLONES is one of the most consistently beautiful, visually dazzling movies I have seen in years, and it was probably overall an okay picture until it ended. Unlike THE EMPIRE STRIKES BACK, which closed on a cliffhanger or two, this movie doesn't bother to become climactic before it simply stops.

Now to give you an idea of how I'm approaching the new Star Wars film, I should explain that I am a big fan of the original 3, having been just the right age for each when they were released (age 11 for EMPIRE, so do the math). I'm enough of a fan to have attended the recent convention (easy for me - it was held in my own city), though not in costume. Also I don't think of THE PHANTOM MENACE as "a bad movie", though it is very much the weakest of the four we've all had available to us. As for CLONES, there are things I liked about it and things I didn't, but the anti-climax was enough to make me think that MENACE may actually be a stronger entry into the series than this one is. Before I detail (with care to warn of approaching spoilers, though there is little to actually "spoil" - it's really not that kind of a movie this time):

THE CAVEATS

1 - The first time I saw THE PHANTOM MENACE I actively disliked it. The presentation was far from perfect, and I had not managed to clear my head of all expectations, not quality expectations mind you, but content expectations. I had hoped to see The Old Republic in its golden age, before it started to crack. I'd expected the little Vader kid to be special in ways revealed through his demeanor. I had also missed the requisite 4 setpiece action/dazzle sequences, while expecting the movie to be peopled only by characters one can respect, and none that one can't. These weren't omissions that I consciously noticed outright. They occurred to me later in my internal questioning of why I was so underwhelmed. Expectations of these sorts tend to dissolve on second viewings in the face of the more rational one that the film will be the same thing it was the last time I saw it, and to my great surprise, in subsequent viewings I actively liked MENACE. I settled into its rhythms, mostly dismissed Jar-Jar, and began to see into its details, how it affected the other movies and the story as a whole.

Character details became apparent. Yoda judges primarily on his ability to see the future, and is thus impaired when he can't; Palpatine has strong predictive powers, but can't recognize personal integrity, like Amidala's - a problem he'll have again with Vader in JEDI; Obi-Wan makes bad promises (to train Anakin), something he'll repeat in Episode 3 (to hide Vader's identity, even from his kids). Then I learned that in the order of the Sith there can only be two, so in EMPIRE when the two Sith pursue Luke as a potential third member, they reveal their lack of integrity towards even their own movement. In JEDI, when Vader turns from the dark side and then kills Palpatine, he essentially destroys the Sith altogether, making that film a more worthy conclusion to the whole series than it had seemed to be before. The force seems to become balanced (by Anakin) when there ...ceases to be a dark side? It's an interesting alternate to the yin-yang theory of balance, if I'm even right about that. There is certainly no imbalance in "one". So I'm okay with MENACE as a stand alone movie, and like it a great deal as part of a developing mythos. But I definitely wasn't okay with it the first time I saw it, as I am now not generally okay with CLONES.

2 - There is the EMPIRE STRIKES BACK factor. EMPIRE was hated by some, and only partially liked by others, because it didn't seem to finish its own story. The cliffhanger ending was fine for plenty of people, but many were quite bothered by it . . . for exactly three years. Once JEDI was released, that all but ended. I haven't heard ill reference to EMPIRE's incompleteness since May of 1983. The generalized dislike seems to have been a mere aberration, but it did really color the thing for a while. It might even have bothered me a little.

3 - The presentation for this screening of CLONES was beyond horrible. The focus ranged from soft to blurry, and a problem with the timing in the projector caused any bright area on the screen, even if it filled the whole screen, to noticeably strobe. I left CLONES with a splitting headache that lasted 6 hours. I am aware that people with seizure disorders can have them in response to strobing. The suicide rate is higher among office workers with strobing flourescent lights vs. those with non-strobing (tungsten) wire lighting. It affects the brain beyond the immediately perceivable pain, is the point. So I might have been hypnotized into a persistent irritated state. I have only this last one to bring me hope that CLONES will rise in my estimation when I see it presented well next week. I will be very pleasantly surprised if this happens, and I hope it does, but I'm not really holding my breath.

GENERAL IMPRESSIONS

ATTACK OF THE CLONES is packed with unyieldingly stunning visuals. The art direction was ambitious, and was perfectly realized. There may be no weak shot in the whole movie - no average shot, even. The four preview trailers have only touched upon the many settings, and the movie immersed me in them. Naboo's architecture and waterfalls are breathtaking. Coruscant is covered - daytime, night time, clear skies, fog (oh, the building tops rising through the clouds!), high up in the buildings, down on the surface - all you could want to see. Did you miss having a new, completely alien world in MENACE? Try Jango Fett's water covered planet. There is even a star chart to rival the nice one in STAR TREK: GENERATIONS. If there was ever to be a movie to make the trip to another state to see digital cinema worth while, it's this one.

CLONES takes itself seriously from the start, a refreshing change from its Jar-Jar laden predecessor. Very little in this movie aims to be cute. This is also the most political of the five films so far. Mentions are made of a separatist movement, and of groupings of various unions and federations. It would help to have this realized in a more dramatic fashion early on, given its ultimate import to the story, but it is believable that these things are on the characters' minds. Padme is believable in the demeanor of a Senator, comfortable enough in her high position to shush Anakin while she is speaking, but not a stereotype, not imperious. Yoda's position as the head of the Jedi order is well developed. It's easy to understand why so many rely upon in him, as he's more a of counselor, and less of a sunuvabitch than he was in MENACE. He's even an effective general in battle, and yes, he's pretty cool with his lightsabre, though he gets barely a minute of time with it.

The Coruscant chase is the action highlight of the movie, which is unfortunate, because it is one of the first things that happens. Usually CLONES moves at a pace similar to that of the beginning of PHANTOM MENACE, before Qui-Gon and Obi-Wan started fighting. It opens with a mystery, so for a while this is okay, but then it has no sense of build, no growing danger, or urgency. It's a bit slow for a Star Wars movie. Transitions between scenes, even very short scenes, are labored, which is a big part of the pacing problem. A final line of dialogue is said, the shot holds before the wipe to the next one, then there is a hold before the new dialogue starts. This may seem pickily detailed, but the movie has 178 scenes - it adds up to a not so tight picture.

Action scenes lay limp as well. An asteroid field chase (through a planet's rings) brings not a hint of tension or concern about anyone hitting anything. Padme playing Frogger through the machine shop only reminded me of the boring, yet still frustrating, parts of an old video game (loathe though I am to make that most obvious of connections - this shoe fits). The big ending battle with the colossal ships and tons of combatants is quite grand... but also quite short for the climax of a Star Wars movie. These sequences suffer from some gloomy scoring and the consistent use of master shots filled with combatants large and small, and are spectacular on their own, but don't convey any sense of progress in the battles. The battles' stages are 1-they begin, 2-"the battle rages on", and 3-they disperse. While this may seem realistic, it is also anonymous, virtually structureless, and without drama. There is no urgency, no sense of goal, just spectacular, empty battling.

These scenes are even scored gloomily. Listen to "The Battle in the Snow" or "The Asteroid Field" from the score to EMPIRE, or "The Final Battle" from A NEW HOPE. High energy, screaming trumpets, tense rhythms - scored like well-structured action sequences. CLONES' action music sometimes has a beat, but the melody bits don't convey "Look out!" or "Hooray!", but instead, "darn, this is depressing", sometimes sapping the energy right out of these scenes. John Williams seems to have forgotten how to score a heroic moment, or a victory. Listening to the CD, which is very nice, I just assumed that there weren't any, but there are, and they're diminished by the music.

Part of CLONES is about the relationship Padme is supposed to develop with Anakin. While the movie portrays a romance, it is not in the least way a romantic film. His attraction is immediate and intense. Hers is neither. Her draw to Anakin seems to be motivated only by the needs of the story, and not by any naturally growing attraction to him. This highlights the clumsiness with which her eventual pronouncement of love is made - it's not sweet when she does it, it's kind of weird. His lengthy one earlier on Naboo is better earned, but Christiansen's occasional woodenness hinders, so it falls flat as well. It seems that many scripted personal moments have been left out of the film, and I think her character needed those to make this love story believable from both sides. The budding relationship scenes which remain worked only to the degree that I had similar scenes in other genuinely romantic movies with which to subconsciously connect them.

This movie's dialogue could have used a once-over by someone who isn't afraid to correct George Lucas. "M'Lady" is said far too frequently early on, and no one quite does it comfortably. Anakin and Kenobi say each other's names repeatedly, a blight on the dialogue which the actors don't say naturally, because it's unnatural to do. Obi-Wan's sarcasm seems forced, and the buddy-picture dialogue plays flat. Things are also repeated within scenes. As Padme prepares to leave Coruscant, her handmaid jokes that the security guard will be safe with her around. A minute later Anakin makes the same reversal joke about Artoo being along with he and Padme.

This kind of close repetition happens more than a few times. Kenobi's improvising when he meets characters who are mistaking him for someone else works initially, but then it's done pointedly again, overdone, such that it's hard to believe his ruse wouldn't be noticed. When he meets Jango Fett, the bounty hunter has "I'm up to something sinister" written all over him. It's supposed to be one of those smoldering conversations between opponents of equal strength, talk dancing around the focus of their opposition, but each tips his hand too far in the dialogue, and the smolder loses its subtlety. Also, despite its generally serious tone, jokes are sometimes made, including three back to back, out-of-character, awful, awful one-liners, not worthy of a poor man's Henny Youngman, made by C-3PO. I would almost trade these in for more of Jake Lloyd's "Yipee!"'s.

SPOILER TIME - THINGS THAT DON'T HAPPEN (you should read these)

Anakin and Padme don't diddle, and Anakin does not turn to the dark side in this movie. Don't wait for either. Luke Skywalker's whininess is clearly an inherited trait. Anakin is nothing if not petulant. He is portrayed as headstrong, arrogant, resentful and lacking anything resembling wisdom, but otherwise he doesn't even start down the dark path.

SPOILER TIME - REGARDING SOME THINGS THAT DO HAPPEN (Read at your own risk, I guess, or look for the "end spoilers" in all caps below)

The only detail I could make about the bigger story, the story of the force, is that the good side of the force is weakening. When Mace Windu mentions a blindness the Jedi Council seems to have been stricken with, Yoda replies that now "only those who have turned to the dark side can sense the possibilities of the future." Later he says, "Blind we are, if the creation of this clone army we could not see." Yoda is also aware of a growing arrogance among all Jedi. This was welcome, but there was not enough of it for me, as there was with MENACE.

A mystery is brought up, but not solved. A planet's existence has been erased from the comprehensive Jedi Archives. Who did this? It must have been a Jedi. Yoda plans to meditate on it, but nothing comes of it. One could argue that it will be answered in the next film, but it's so incidentally mentioned, that carry over doesn't seem like it was the plan, and it comes off as more of a loose end. Later Qui-Gon's voice is heard by someone - briefly, so fast that it is not enough to be sure it's him, or possibly to even notice that it's him. These things were glossed over to the point of almost not being worth doing.

A scene with Anakin's mother is too pat. She sees him, says, "Now... I am complete" and almost immediately dies. Much of this kind of thing happened in PHANTOM MENACE, but there was so much talk of the will of the force, that the obvious deus ex machinas worked for that story, rather than against it. This plays as melodrama.

In the final battle, when Padme falls out of a gunship and Anakin tries to order the pilot to stop it, Obi-Wan's mentoring goes horribly awry. Instead of speaking to Anakin's heart by saying, "She's alright" or to Anakin's honor with his "Would she stop doing her duty" line (they're chasing the very bad guy), he first offers "Don't let your personal feelings get in the way" and "We have a job to do", dialogue more fitting an antiseptic episode of Star Trek: The Next Generation than a Star Wars film which opened with Obi-Wan commenting on how Anakin's feelings feel to him (to Obi-Wan).

The lightsabre duel is the least dramatic or exciting since the first Star Wars movie in 1977. EMPIRE improved on that one by adding geography and drama to its duel. JEDI's duel was fierce, and dramatic in its way. MENACE added the speed and acrobatics of real Jedi Knights. Each of the sequels' duels had its own character, rather than just trying to outdo the former in the same ways. This one represents a regression. Count Dooku fights Obi-Wan, Anakin and Yoda each in turn, one at a time. The fight with Obi-Wan is shot and cut like the duel in A NEW HOPE. Swords are moving, but what's really happening? This is brief, then Anakin gets to go double fisted, but again, it's brief and structureless until Dooku gets the better of him. Yoda makes a grand entrance, and the two battle with lightning a-la Vincent Price and Boris Karloff in THE RAVEN, then Yoda whips out the blade. His fighting style works for his size, but the skirmish is too brief to be relished before Dooku pulls the Distract Him By Endangering His Friends trick, and skirts away while Yoda saves our heroes.

END SPOILERS and FINAL THOUGHTS

Where other movies build to a climax, even MENACE, this one concludes with our heroes getting into, and then out of, an isolated mess. Honestly, as far as plot goes, it may look good on paper, but it doesn't come together well on screen. The Clone War has its beginning in the end of this film, but that has no great import to the story of these specific characters, as would, say, Anakin's turning to the dark side. It's interesting politically, but for most of the film, the politics are backdrop. So a climax that is only dazzling visually, but not so in terms of actual action, and one that advances only the background politics - is just not climactic enough.

When this movie ended, I felt as I think I would have if EMPIRE had ended just as the Millennium Falcon landed at Cloud City. It's not just that the story isn't finished, or that the film isn't self-contained, it's that both a climax and a breaking point weren't reached. Even FELLOWSHIP OF THE RING, which arguably also did not close with a climactic event, ended at a clear chapter stop. This one seems to end more in the middle of a chapter, with a cut straight to a quick epilogue just for form.

The problem is not with what the filmmakers did, i.e. "focusing too much on the visuals". That effort cannot be faulted. It is a constant blessing, and it has nothing to do with this movie's problems. It is what they didn't do, such as fixing up the dialogue, tightening transitions between scenes, emphasizing the important story elements, and including some of the missing moments that back up Padme's developing love of Anakin, as well as some of the political dialogue. These and building to a climax - these are the problems.

I'll be interested in a DVD version of ATTACK OF THE CLONES if it has restored scenes like the PHANTOM MENACE did. The screenplay reads well for Padme's attraction to Anakin, and the political story seems more prominent. Those were the two story elements that developed in this film, but possibly because of these omissions, they didn't seem to get anywhere (or to do so naturally). I hope I'm wrong about this negative stuff.

I hope that the next time I see it, the movie won't strobe, or I'll note some pivotal look or line that ties everything together, and that I'll like the movie. I don't live in a world where the most important thing in life is being correct the first time you speak, so if I write next week that I've seen the film again, and low and behold suddenly I like it, I'll be happier than I'll be embarrassed, and I'll gladly feast on my words.

I just don't expect that to happen this time.