I am of two minds about this film. It is a radical improvement on 1999's Star Wars: Episode I - The Phantom Menace, yet it still isn't what I would call a good movie. How can I bestow such a title on a film with such bad acting, pedestrian dialog, often shoddy effects, excessive length, and punishingly slow pace? I'll call it nearly good, based mostly on one hell of a last half-hour. A good ending can wash a lot of garbage out of your mind, and this had one of the best in the series. The running battle that makes up the end of the film is exciting, daring, well-paced, and creative. I would pay the price of admission just to see the final light-sabre fight between Christopher Lee and first Ewan McGregor and Hayden Christensen, then the Jedi Master himself, Yoda. I guess I (and just about every Star Wars fan out there) got my wish.

But the plot. It picks up ten years after Episode 1, although you don't really need to have seen the first installment. There is a separatist movement led by Christopher Lee (his character is called Count Dooku, and one online reviewer correctly pointed out that you can't have a good guy named Dooku). Of course he's the bad guy; the problem is finding out who the good guys are. The Senate is gathering to vote on whether or not to raise an army to fight the droid army being built by the separatists. Queen Padme Amidala (Natalie Portman), now a senator, is leading the group opposed to raising the army, but someone is trying to assassinate her. She is put under the protection of her old friends Obi-Won Kenobi (Ewan McGregor) and Anakin Skywalker (Hayden Christensen), who has grown up considerably into a hunky piece of styrofoam (at least, that's what his acting reminded me of) who is in love with her.

At this point, the film gets pretty schizophrenic. It wants to be a love story, with the anguished courtship (they don't look like they're having much fun) between Anakin and Padme taking too much attention away from, well, from anything really interesting. These scenes are as flat and lifeless as roadkill. There is absolutely no chemistry between the leads, probably stemming from the fact that Christensen is a typical George Lucas Bad Actor and Portman (who is a talented actress) doesn't have anything to work with. There is also a storyline in which Obi-Wan (cherish these scenes, because, despite the fact that he has to utter relentlessly average dialog, McGregor is one of the few people in this film trying to make something of his character) journeys to a faraway planet and learns that a clone army is already being created at the behest of a Jedi thought to have died ten years earlier.

There's a completely unnecessary side-plot where Anakin and Padme journey back to Tatooine to find that his mother has been kidnapped. Then, it's off to the great ending; since any doubt as to what is going to happen next is not a featured attraction in this film, I suppose I wouldn't be giving anything away if I say that Christopher Lee and his army of droids (some of them among the best effects in the film) clash with the Jedi knights in the over-the-top ending.

So... the hated Jar-Jar Binks makes a small appearance, thankfully small. Lucas must have learned his lesson. There are scenes ripped off from other science fiction movies, most notably from The Fifth Element, but by this late in the game, there aren't a lot of sci-fi chase scenes that are going to look really original. I've already said enough about the bad acting and the bad dialog. A full half-hour's worth of subplots could have been eliminated, making a much smoother ride. John Williams' score is loud and obtrusive. But that last half-hour... we get to see Yoda fight with a lightsabre!!! The 13 year old kid in me jumped out of my body and ran around in a happy little circle shouting "Yes!!!" when it started. It's not really what I had imagined—I had an idea that Yoda would be sitting in the corner eating a rat or something while the lightsabre danced around by itself—but it was great anyway. Some purists sniff that Yoda wouldn't lower himself to fighting, but I argue that these were extreme circumstances. It was at this point that most of the audience got into it, cheering and clapping. That's always a good sign at an action movie.

I just don't know what to rate it. Much of the movie earned a very charitable 1.5 goats, while the last half-hour gets at least 4. I'll call it 3 goats, and I'll wake up tomorrow with the bad parts fresher in my mind. I hope not.

Update: I had to take that half-goat back. I couldn't live with myself otherwise.