I just watched a bootleg copy of Episode II – Attack of the Clones. My first instinct is to convey this fact in a playground-taunt tone of voice, but I cannot do this. Partly because I’m sure these tapes are spreading like a Huttese venereal disease, but mainly because it’s just not very good. I don’t know why I’m still shocked by this: I’ve had three years to prepare for it. The Phantom Menace was simply unwatchable, and it is not surprising that this story suffers directly as a result of its predecessor’s myriad shortcomings. Lucas has disappointed a loyal fan, and somewhere that loyal fan’s eight-year-old self is violently disemboweling his Darth Vader action figure.

Ah, Darth Vader. The Dark Lord of the Sith. A heavy-breathin’, black-cloaked, choking-motherfuckers-with-his-mind badass. Fuck playing Luke or Han at recess; the coveted role in my backyard was Vader (that is, until 1980 when Boba Fett was introduced). Every kid, regardless of his moral coding, had to give due respect to Vader. And, as Vader’s history began to emerge, fans were left with one of the biggest nailbiters in movie history: “Is Darth Vader really Luke’s father?” Well, we all know the answer to that one. Lucas chose to grant Vader redemption at the end of Return Of The Jedi, setting the stage for the prequel trilogy, which promised to tell exactly how Anakin Skywalker became the twisted man in the black helmet. The real success of the first three films was that we cared enough to want to know.

In the original trilogy, Vader began to soften with each film. Remorselessly murdering entire planets in Star Wars, ruthlessly carbon-freezing Han and chopping off Luke’s hand in The Empire Strikes Back, and finally beginning to show his human side in Return Of The Jedi, Vader was always played with the right amount of tension and poise. Considering that three actors played the role, each performance melds into a perfect whole. David Prowse, the actor in the black armor, had to give Vader an ominous presence without using any facial expressions, as well as articulating the intensely physical sequences without making Vader look clumsy. James Earl Jones was cast as the voice of Vader, and he masterfully defined it without altering his own (so much so that any character he plays now has a hint of Vader’s malevolent voice…). And finally, once Vader was unmasked, actor Sebastian Shaw perfectly embodied the broken old man who finally had the chance to correct the horrible mistakes of his past while looking at his son’s face for the last time.

Those are some big boots to fill, eh? All eyes were focused on potential actors to play young Anakin. Inexplicably, Lucas chose to go with Jake Lloyd for Episode I. Lloyd failed, miserably. Sure, he was a cute kid, I guess, but his lines could have been delivered better by an eight-year-old (oh, wait, he was an eight-year-old). Well, he sucked and was the main reason that Episode I failed (apart from Jar Jar, of course). See you in rehab, Jake. Here’s hoping you never work again. With Episode II set ten years in the future on the timeline, another actor had to be chosen for the teenage Anakin. Enter Hayden Christensen, a Canadian actor who received decent reviews as what looked like a goth male prostitute in Kevin Kline’s, Life As A House. I guess Lucas sees Anakin’s character as having goth prostitute leanings, so he cast him in the most important role of the series. Does he succeed? I'll give you a hint…have you seen the previews?

Hayden Christensen is one of the worst actors I have ever seen on celluloid. I mean, I know it is a Star Wars movie, and even the best actors could (and do) choke to death on Lucas’ dialogue, but every cast member in the original trilogy infused the lines with some semblance of humor, so it is not unrealistic to expect the same courtesy from Christensen. I know that Lucas intended for the character to be suffering from the perils of adolescence, as well as coping with the burdens of his increasing powers, but when the actor cannot even make kissing Natalie Portman look like fun, then his acting skills are up for some serious questioning. I would cite some specific examples where Christensen’s performance hinders the film, but there are too many. Suffice it to say if he is featured in the shot, then it is a bad scene. The credibility of the entire prequel trilogy had to rest on the shoulders of the actors who played young Anakin, and, with these roles loosely cemented by two obvious hacks, that credibility simply cannot be salvaged.

So could this movie, and the future of the series, have been saved if Anakin’s role had gone to a more capable actor? Sadly, no. Lucas promised that Episode II would be a love story (for whatever that's worth). But it is important that the future parents of Luke and Leia have an epic romance that binds them. With the whole of Episode III devoted to Anakin’s fall from grace, Lucas had the length of this film to forge a believable union between Amidala and Anakin. Already crippled by his leading man, Lucas should have had the beautiful and talented Portman to fall back on, but his scripting of the love scenes is so bad that even she cannot save them. He even sticks the couple in every cliched romantic setting fathomable to no avail whatsoever. Anakin states that he's been living with his love for Amidala since they first met, and this premise could have been a strong foundation in the hands of any other scriptwriter. What you get, however, is a love story, Lucas-style. It’s no wonder that Lucas is a God to millions of dateless geeks: he has no idea how to begin writing a love story. (The only reason that the romance between Han Solo and Princess Leia was so believable is because of the skills and personality of Harrison Ford and, to a lesser degree, Carrie Fisher).

Each scene that features Christensen and Portman together is laughable. Anakin is uninhibited by the Jedi Order’s rule of romantic abstinence, and Amidala is devoted to her role in the Galactic Senate (as well as still viewing him, rather condescendingly, as “Annie,” the eight-year-old boy she knew a decade earlier). With her allegiance to her politics, and his apparent disinterest in his own, you have yet another interesting plot twist that Lucas should have made into a more effective device. Again, he fails.

It is during the opening scenes that Lucas lays the foundation of Anakin’s character. He is arrogant, impetuous, and, to put it more succinctly, an asshole. Obi-Wan Kenobi is constantly yelling at him, and Anakin answers with a series of curt “yes, masters.” Twenty minutes into the film and Christensen has already blown it. I understand that Lucas wanted to give Anakin a happy childhood, but I have always been of the opinion that his slave life should have been much harsher. It would have provided a logical foundation for his eventual turn to the dark side, and would have made his inherent goodness come into sharp relief. McGregor, for his part, does the best he can with the role of Kenobi. Some say that he borrows too liberally from Alec Guiness' legendary performance, but I think he goes a long way toward drawing a distinction between his younger incarnation, and that of Guiness’ wizened old man. McGregor infuses humor, a sage-like wisdom, confidence, and, unlike Liam Neeson in The Phantom Menace, compassion into his role. It's a small victory in an otherwise poorly acted film.

All of Lucas' computer generated characters just look cartoonish. They don’t sit comfortably in the frame, and Lucas really should go back to puppets. Puppets occupy space. They reflect light. They have proper shadows. They exist in the same world as his live actors, and it would improve the look of some of these alien beings and might improve the performances of his humans. But then again, R2-D2 and C3-PO are puppets to some degree, but they fail to rescue their ostensibly comedic scenes. In Lucas' clumsy hands, they actually turn out to be the most annoying aspect of the film. There is simply no reason that these characters should even be in this set of films. R2-D2 can literally fly- a trait that he could have used to get out of a few scrapes in the original trilogy. C3-PO gets beheaded, and his body and head somehow find their way into the machine responsible for assembling the battle droids. His head gets a battle droid body, and his body gets a battle droid head. He makes his way to the final battle scene and ends up frivolously wasting screen time.

When Anakin and Amidala are captured, she admits her love for him, and they kiss. It happens that fast. They are then led to the center of a giant arena and tied to posts to be devoured by some very clumsy monsters. Ray Harryhausen has been dead for years, but these creatures look as if the master himself designed them. They do not fit in with the rest of the CGI effects, and end up ruining the entire scene. Luckily, Obi-Wan carves them up quite nicely with his lightsaber.

Enter the Jedi. You’d think this is where it gets good. You’d be wrong. I cannot fault Lucas for what is my mistake, but I had always envisioned the clones as replicas of the Jedi. And if they weren’t, I at least pictured battles between giant groups of Jedi. What we actually get is a battle in which the Jedi face off against the battle droids- the very same droids that lamely graced the screen in Episode I. The Jedi get some good licks in, but it is unsatisfying when a lightsaber meets lifeless metal. The only decent scene here is when Mace Windu, played by the ubiquitous Samuel L. Jackson, decapitates Jengo Fett. My mouth fell open. Lucas had the testicular fortitude to let that make the final cut? We see the silhouette of young Boba Fett picking up his father’s helmet. I kept hoping that the lifeless head of the elder Fett would fall out of the helmet with a satisfying splat (a la Bobby Perue in Wild at Heart) and into the lap of his offspring, but I guess Lucas’ balls have yet to drop.

As our Jedi heroes are being backed into a corner, they all look up to find that the calvary has arrived in the form of the clone army. Yoda stands as tall as he can, commanding the clone army in his broken language. Somehow, during the battle, Count Dooku mounts his little speederbike and zips away. The entire clone army chases him in their massive ships, but cannot seem to catch up to him. The entire scene is hysterical. Christopher Lee is shown against a really fake-looking background with his cape flying in the breeze. Lucas unintentionally manages to give a shout-out to all the Saturday afternoon serials that inspired the original Star Wars with this scene. He can create (or delegate the creation of, rather) entire cities on a computer, but he can't make this simple shot look realistic? Paging Dr. Who…

The final scene, which shows the clone army marching in formation before Chancellor Palpatine, sets the stage for Episode III, and illustrates one of the few positive elements of the film: the political intrigue. In Phantom Menace, Palpatine is shown as a compassionate senator from Naboo, who is thrust into the role of Supreme Chancellor so that he may fight corruption from the inside. Lucas only gave us a few clues in that film, but Palpatine’s plan becomes clear in Episode II. While he waited for his clone army to be completed, he was busy manipulating the Trade Federation and their armies of battle droids. As more systems threatened to leave the Republic, and the possibility of war increased, Palpatine was given emergency powers by the Senate (seemingly as simple as having, um, “Senator” Jar Jar nominate him, followed by, not a vote, but rather, a solid round of applause from the Senate), allowing him to build a massive army to protect the Republic. This final scene is intended to show the roots of the future Empire, and it is chilling to see the duplicitous future Emperor watching his plan come together so flawlessly. Ian McDiarmid was perfect as the Emperor in Return Of The Jedi, and he again handles the role effortlessly. Since it is clear that the actor hired to play Anakin will not be able to succumb to evil very convincingly in Episode III, we can at least be assured that McDiarmid will save some face.

Lucas offers settings, situations, and characters that we have seen before, and even plagiarizes his own dialogue. The end result is a universe that, while massive and diverse, ends up using the same elements to tell essentially the same story. This is not a prequel; this is a rewrite. Coupled with his over-reliance on special effects, at the cost of his performances and storyline, you have a clueless old man that is desperately out of touch with a story that he created. Star Wars fans have had almost two decades to plot the history of Darth Vader in their own minds. Perhaps, that is where Lucas should have left it.