The good news? Star Wars: Episode II — Attack of the Clones is eons better than Star Wars: Episode I — The Phantom Menace. The bad news? It’s still not very good.

Set 10 years after the events in Episode I, Attack of the Clones picks up — once the heraldic exposition has scrolled back across the screen — with an attempt on the life of Padme Amidala (pretty, distant Natalie Portman), now a senator after her two terms as Queen of Naboo. A pivotal figure in the warming conflict between the Republic and a rabble-rousing separatist movement, Padme, the Supreme Chancellor decides, needs Jedi protection. Enter Obi-Wan Kenobi (Ewan McGregor, again channeling Sir Alec Guinness) and his protege, Anakin Skywalker (Canadian soap star Hayden Christensen), now grown from the sullen 9-year-old of The Phantom Menace into a sullen 19-year-old Jedi-in-training. Anakin is formidably skilled and the Force is unusually strong within him — and he knows it. Director George Lucas (who co-wrote the script with Jonathan Hales) makes the most of Anakin‘s teen rebelliousness early on, in a promisingly thrilling scene in which Anakin and Obi-Wan chase a would-be assassin through the hectic air traffic of a nighttime, neon-lit city in the sky. Anakin careens his bright-yellow sci-fi convertible through the otherworldly obstacle course with a virile abandon that calls up thoughts of James Dean or the Wild One–era Marlon Brando. That fetching bravado, coupled with his eager-puppy love for Padme, sets us up for the plot tightenings that will begin to twist the young trainee into the dark lord Darth Vader. In fact, watching Anakin slowly, ineluctably give in to the dark side is the best part of Attack of the Clones, the thing that, more than anything in The Phantom Menace, reconnects us to the epic Star Wars narrative and to the keener aspects of Lucas’ filmmaking.

It also reminds us that what made the original trilogy, or at least its first two installments, so monumentally enjoyable was the solid anchoring of action in character and emotion, as when — in a scene lifted straight out of John Ford‘s The Searchers — Luke Skywalker returns to his smoldering homestead to find his family massacred and his destiny set into motion. At his best, Lucas is, like Ford, a master at elevating genre by infusing it with complicated human truths. For the most affecting scene in Attack of the Clones, Lucas returns to The Searchers as Anakin, back at that same Tatooine homestead, infiltrates a camp of Tuskan raiders to rescue his long-lost mother, and then — calmly, coldly — snaps. The aftermath is chilling as, to the ominous notes of John Williams’ Darth Vader theme, we see that Anakin is too emotionally unformed to handle his own immense power.

Such dramatically potent moments make it all the more frustrating that Lucas has again traded in the pleasures of his enhanced Saturday matinees of old for the already tired PlayStation aesthetic. In this latest installment, shot on digital video, there‘s hardly ever a real set, as locales, characters, aircraft — even Yoda — are rendered almost entirely in computer-generated imagery. It’s all great-looking, highly imaginative and intricately detailed, but in the course of creating the Star Wars films, Lucas himself has had a hand in teaching us how to recognize such special effects, making these constructions that much more blatantly unreal. Attack of the Clones‘ high-definition surfaces are certainly impressive, but they offer no lifelight, nothing to put your arms around, and thus deny us emotional purchase, that handhold of recognition that made us love, say, Chewbacca — essentially an actor in a modified ape suit — and hate the more meticulously realized Jar Jar Binks, whose appearance here is mercifully brief.

Much has been made over the past several months of trailers promising a full-blown love story. If only. Despite his feints at a reasonably intriguing tale of forbidden passions, Lucas ultimately tosses off the romance between Padme and Anakin to leave room for the film’s real love story — the one between the filmmaker and his Frankensteinian compulsion to look past the real world and try to create life where life simply doesn‘t exist.

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