Contributed by Mike Szalay:

The "Romance" Between Padme and Anakin
I think there would have been more chemistry between Jerry Garcia and Charelton Heston. Not to mention the dialogue; if I hadn't already known the story I would have thought that he was going to stab her in her sleep. "your in my very soul" "not like here, here everything is soft, and smooth." I would say that watching that part of the movie is about as comfortable as running your fingernails down a chalkboard while hungover.

Yoda's Fight Scene
Ah, here at last we get to see the great warrior in action. Wait. Yoda is a great warrior? Who ever said that Yoda was a great warrior...LUKE! And before he even met him. When he said it to the character later revealed as Yoda, Yoda rebuked him by saying "Wars not make one great." In EPII, however, Yoda is once again the great warrior of Luke's fantasy (and he is a cartoon).

The Dialogue
Very formal, very...strained, very bad. The actors? The writer? The fact that it was filmed in a big blue room with imaginary characters? Who knows. I still think that old George should hire an editor, or at least let his wife proofread it or something.*

It's Just Not Real
I know you have seen Lord of the Rings, and I would like to say that I give it very high marks. One of the reasons that I do this is because it seems real. They certainly do use CGI, but sparingly (not to mention very well), and the effect is quite nice. EPII on the other hand, I thought seemed just a little less real than Monsters, Inc.. And the worst of it, in my opinion, was the CGI clone troopers. Yeah for the big fight, you would need to CGI them, but would it be too much to ask to just make a few suits of armor and have some real people in them for the close ups?

The Big Saber Duel at the End
In one room we have 4 generations of masters and padawans. Not too mention the fact that Dooku was Qui Gon's master. Small galaxy ain't it? This didn't bother me so much the first time around (which isn't to say that it didn't at all), but the more I thought about it the more I disliked it. The Phantom Menace was criticized in that its saber duels really didn't mean anything. They were just fighting because, well, that what Jedi and Sith do. So it seems to me that the whole 5 generations thing is just a cheap way to remedy that, without actually giving it any substance.

*Editors note: Despite the fact that he has billions of dollars, George Lucas's wife decided to leave him. Draw your own conclusions.