Finally, I got to watch Episode 3 last night. My thoughts and comments on this will probably contain spoilers for those who have not yet seen the film. Do not read on if you do not wish to spoil things.

OK. Lets have a go and putting my thoughts into words.

First up, some comments on when I arrived at the cinema. Initial thoughts. “There seems to be more foreigners here than the last time I came to the cinema!” A lot of Western looking families, sometimes families where the wife was Japanese, man western, but again bringing their kids. A lot of mixed couples like myself and Yuko. Its seems a fair proportion of us Gaijin turned up to watch Star Wars. They weren’t watching anything else, as 8 of the 9 screens were showing Star Wars all day.
Compared to the UK (and certainly from what I’ve seen of the US), there were less ‘geeks in costumes’. On arrival, there was a guy dressed up as General Grievous. On leaving the cinema, we saw a Darth Maul and an Obi-Wan Kenobi (or some other random Jedi?) Certainly no huge groups of Jedi’s or Stormtroopers!

OK. The film. As I had heard, a vast improvement on Episode 1 and 2. Yuko and I watched Ep1 on Japanese TV on Friday night, before watching Ep2 on DVD. Although still different in feel to the Episodes 4, 5 and 6, it felt more like them. The dialogue, was bad as usual. But this time, only as bad as Episodes 4-6, not truly awful like Episodes 1 and 2.
The most fun I had though was watching Anakin’s descent to the Dark Side. A lot of people complained that it was ‘too quick’, believing that his turn is just those 2 minutes or so during and just after Mace Windu’s fight with Palpatine. But it’s not. It started really, in Episode 2 (continued on into the Clone Wars cartoons if you’ve seen them. I recommend, tells why General Greivous is asthmatic for start), and really starts building right from the start of Episode 3. In fact, his fall just keeps going after the initiation of Order 66. Once the killing spree begins he just keeps getting more evil.
Ian McDiarmid was fantastic as Palpatine in this film, and really came to stand out as one of the most enjoyable characters to watch. A reminder of his acting in Episode 6, where again, he was one of the best bits about that film!
This time as well, Ewan McGregor was perfect as Obi-Wan. Watching Episode 1 and 2 on Friday though, I feel complaints about his performance are misguided. However, in Episode 3, you started to see how Obi-wan and Anakin were friends. This was never apparent in Episode 2.
Hayden Christensen has improved (or maybe the direction given to him had improved, with a better script). Although the romantic segment between him and Padme (Natalie Portman) was still a little clunky, it was not as bad as Episode 2, and mercifully short. Anakin’s (now Darth Vader) ranting when on Mustafar is great (I loved the “If you not with me, you are my enemy” line… hmmm, reminds me of a certain President ;) )
The other bit I loved was that satisfying “uuussshhhhh, clunk” noise when Vader finally get’s his helmet attached for the first time. Ahhh, just like in Episode 5 :) Boy, I’m such a geek sometimes.

There are two main things that let this film down though. The first is the saber fights. Despite the fact that the saber fight in Episode 4 is very slow, and the other one’s weren’t as complicated to watch as the prequel fights, there seemed to be a lot more emotion in them!
In fact, Episode 1′s three way fight with Maul, still stands out as being the best one in the prequels. I was amazed when I first saw it. I still am. Compare that with Episode 2. Dooku vs Anakin. It’s useless, because it’s just a bunch of waving lights in the darkness. Yoda vs Dooku was great when I saw it the first time (I was delirious watching that, because it was so crazy). Now I just find it rediculous. In Episode 3, Dooku vs Anakin is too short (though I loved seeing Palpatine smirking away in the background, foreshadowing Episode 6). Mace-Palpatine was not so great. I guess this was because this was the first time McDiarmid has been asked to do any sword work. Having said that, his Yoda-Palpatine fight was a lot better and probably the second best fight. So, that leaves us with the duel we’d been waiting for. Obi-Wan vs Vader. Well, certainly the best of Episode 3. The verbal sparing that was going on was fantastic, and yet something was missing.

This leads me onto the second disappointment. Was what was missing the music, or lets say, memorable music? That’s what made the three way fight in Episode 1 so fantastic. Its what made the death of Kenobi in Episode 4 so moving. It’s what made the end of the fight in Episode 6 so fantastic. The Music! I somehow think that John Williams just didn’t put the same effort into this film as the others. Maybe he couldn’t be arsed because it would be likely that it would be torn to shreds like it was in Episode 1, and how it certainly was in Episode 2. Maybe after Episode 2, Williams thought fuck this!
In fact, the other thing I sense is that Ben Burt got a lot of praise for removing the music in the Kenobi-chasing-Jango through asteroid field scene, and the introduction of the sonic charge sound effect. I think it really massaged Burts ego too much, and there a many sequences in Episode 3 that have no music when it was required.
Having said that, the music used in the Opera house scene and during the Order 66 sequence was great.

OK, other niggles, and minor ones at that. What was the point of having the planet full of Wookies? Having said that, as Order 66 is being carried out, going back to the planet and seeing Yoda’s reaction to sensing it all was brilliantly moving. Otherwise, it just seemed to be a pointless link between the trilogies.
Also, Portman was as beautiful as ever in this film, except for one scene (The “I love you”, “No I love you”, “Love is blind” one).
Was this done in a pickup afterwards? She certainly looked different, and very emaciated. Was it because she had lost some weight for here next film role (she doesn’t need to do that, she was petit enough as it was).

My final thought though goes to the character I never thought was going to work, after seeing the performance in Episode 1 and 2… Mace Windu. Somehow in this film, his character seems to work. Why?
It’s all to do with Paplatine’s speaches about wanting more and more power. His claims, although driven my evil motives, about the Jedi themselves being unable to control themselves are justified! Although Yoda and Kenobi seem benevolent, you never get the same feeling with Windu. He seemed awfully quick to suggest that the Jedi Council take control after the arrest of Papltine for example ehhh?! He was also rather keen to kill Palpatine!
As the opening scroll said “There are heroes on both sides. Evil is everywhere.” It really does depend on your point of view.
Was this intentionally by Lucas, or even Sam Jackson’s portrayal. Who knows?

Well, this has certainly been a long rant. My final thought. I want to see this film again, soon! Despite the problems, it equals Episode 4 and 6. It also changes my rating of Episode 1 and 2. If you watch them all in quick succession, 1 and 2 do improve.
Overall scores are now.
Episode 4 : 8
Episode 5 : 9.5 (Always will be the best it seems, the only one with minimal direction from Lucas, enough said!)
Episode 6 : 8 (seeing Vader as a pathetic man in Episode 3 increases the impact of the Vader-Luke stuff, and negates the badness of those damn Ewoks)
Episode 1: 6
Episode 2: 7
Episode 3: 8

What would have been better was if 1 and 2 were condensed into a single film or 1 and 1/2 films. Then Episode 3 becoming the second half of Episode 2 as well.