Big spoilers here. Of course, any prequel discussion invites comparison to the originals.

One thing that Star Wars Episode II: Attack of the Clones didn’t have to deal with that Episode I did were outrageous expectations. Because Episode I’s reviews were bad to mixed, no one really expected Episode II to be much better. Unfortunately, this showed in the box office as well. I don’t think Episode II is awful or anything, but it has two things that really hold it back: it’s quite boring and Anakin and Padme’s love story.

Yes, Episode II for the most part is boring. All of the criticisms that many used against the prequels I see here. Too much political talk about war. Too much exposition. Not enough action. The title of the film is Attack of the Clones, but we don’t really see this attack until there are twenty minutes left in the film. There are some parts that work, but most of them don’t.

The main plot point of Episode II is that Padme (Queen Amidala) is the target of an assassination attempt. She mentions something about thinking Count Dooku is behind it, although we have no clue who Dooku is. This leads to a split up that’s similar in a way to how The Empire Strikes Back was structured. A grown Anakin Skywalker is left to protect Padme, while Obi-Wan Kenobi tries to find out information about one of the Queen’s attackers. Let’s be clear, the Anakin-Padme side is unbearable. Hayden Christensen is awful here, and Natalie Portman isn’t far behind. It’s not even that the actors do poorly, but the writing is a wreck as well. No one cares about Padme’s first kiss. No one wants to see the future Darth Vader having a picnic. Awful all around.

Obi-Wan’s journey to find out who the Queen’s attacker is does lead to some interesting scenes. When he ends up on the planet Kamino he finds out that the Republic possesses a Clone Army (which is boring), but confronts the bounty hunter Jango Fett (which was pretty cool). But most of Obi-Wan’s side of the adventure either shows the audience about the Jedi Order (where we meet the younglings) or get exposition about Count Dooku and the Emperor’s plan. I will say that the Emperor’s plan is well done, and Christopher Lee’s Count Dooku is a bright spot. Attack of the Clones is a smart film in this regard as Dooku doesn’t make it clear he’s a bad guy, he’s just someone who doesn’t believe in the Republic and even pretends to try to get along with Obi-Wan (which Obi-Wan has none of). All of this though isn’t enough to save the film.

There are three major action scenes. The first is a flying car chase which is fun. When the Clones attack that leads to another good scene. The final lightsaber battle is short and disappointing compared to what happened in Episode I, but seeing Yoda battle was pretty cool. Again, none of this is enough to save the film.

It should be pointed out there is a lot less Jar Jar Binks, which is good, but the return of the C-3PO and R2D2 pairing might have been a nod for old school fans, but it’s not memorable or anything here.

Pros:

+The actual attack of the clones was awesome.

+Christopher Lee as Count Dooku is a great choice.

+Jango Fett is pretty cool.

Cons:

-The attempted love story sucks.

-Hayden Christensen as Anakin Skywalker was awful here.

-Pretty boring overall.

Attack of the Clones is still better than I expected it to be and I don’t think it’s much worse than A New Hope. Then again, I thought this was the worst ever at one time and found there was definitely some good stuff in it. I still wouldn’t go with “good” though.

Grade: C