Attack of the Clones really helps me to appreciate how good The Phantom Menace was. Bad adult acting is worse than bad kid acting any day. Yes, Jar Jar turned Star Wars into a Disney movie. But with Liam Neeson's presence, I felt The Phantom Menace really felt like a Star Wars movie. The opening scene where Qui-Gon and Obi-Wan are breaking through the door may have seemed simple, but it was Jedi working together for the first time. The chase scene in AOTC was great, but Obi-Wan and Anakin are TOO super human. People complained Qui-Gon and Obi-Wan were too invincible against the battle droids. Anakin and Obi-Wan like free falling through Coruscant. I thought Christopher Lee and Ewan McGregor barely saved the movie. My favorite part is when Obi-Wan tours the Clone factory, it was surreal and he had a wonderful comedy line. The dialogue sucked. Natalie Portman looks great, but she stopped acting after the first film. The story was complex and pretty good. But there was no suspense. Action constantly, with no suspense. Yes, it is sadistically ironic to finally go back and see your mom as soon as you are given your first solo mission, just in time to watch her die. Yes, the tie-ins were wonderful, set-up Episode 3 and went a long way into explaining things. Yes, Anakin's admiration of Palpatine is a brilliant stroke. I only wish Lucas would have made them do 100 takes to get it right. Oh Yeah, I also wish the CGI creatures in the arena looked half as real as the Rancor in Return of the Jedi. It was a cool scene, reminiscent of 50s serials, but stop motion creatures could have looked better. I'm sure many will disagree, but in HINDSIGHT here are my 1-100 ratings. Empire Strikes Back -100, The Phantom Menace - 96, A New Hope (Star Wars) - 95 (still the best "on it's own"), Return of the Jedi - 93, Attack of the Clones -89. 89 is a really really good movie, it's just not Fellowship of the Ring and I'm a bigger Lucas fan than Tolkien fan.