Disappointing to say the least. What a big letdown really; ok, where do I start ?...
Random thoughts...
First of all, Hayden C. is NOT a bad actor. I think he is doing his best with the stupid lines and the very heavy-handed directing of George Lucas. He is at his best in the scene where he describes the Tuskan massacre to Padme.
Natalie Portman fares better, but see comment above.
The asthetics of AOTC do not look as kidified as those of TPM, but the CGI is still too clean-cut, intrusive and ultimatley unbelievable. The alien diner cook whose a friend of OB1 is a prime example of that. Most of the sets look surgically clean and stale. Sometimes I thought I was watching a Playstation 2 intro.
But my biggest letdown was how great actors like Christopher Lee and Ian McDiarmid were underused to say the least. Lee is a much better Sharuman (LOTR) than a Count Dooku. Palpatine was more interesting in TPM.
And then you have some unbelievably silly parts, like C3P0 and R2D2 meeting the Lars familiy, then in ANH Owen Lars buys them but dosen't recognize them ?! Anakin finds his mother and she dies 5 minutes after ?! WTF ?!
On the plus side...
very little Jar Jar; he has only a few lines.
I liked the Coruscant chase. The look reminded me of Blade Runner. Well done and it went a long way into "de-kidifying" the movie.
The clone army looks cool. It really is the "prototype" of the Imperial army.
The final battle is amazing. It lasts for quite a while and it is quite epic. The only negative about it is that it looks too CGI-ish, sometimes showcasing some vehicules like the GIJOE cartoons did to sell crap toys.
And finally,...
The Yoda fight! YES it is amazing and it doesn't even look silly (for SW of course) Everyone in the crowd applauded when he appeared, and when he started to fight I surprised myself letting out a loud "holy s***". He looks pissed and you know he means business.
I would say better than TPM, but nowhere near TESB. LOTR : The Fellowship of the Ring and Spiderman were FAR better movies than AOTC. And the strange thing is, I really don't like comic book stuff and even less anything "neo-medieval"; my thing is space opera yet I'd pick these 2 movies over the latest crop of SW flicks any day. Sad, really.
The reason why I think it is a big letdown is that there was tons of potential with all of those good actors but it really didn't go anywhere. A little polish here and there on a few lines, line delivery or some of the sets could have turned this into a very good movie. Lucas should really start trying trusting his actors. It really shows that he hates working with them. For the record, I never thought that TPM was a terrible movie, it was a fair sci-fi flick with its share of problems. I view AOTC as being within the same league.
Dok's verdict : fair movie; improvement over TPM (little Jar Jar; no 8-yr ols brat); could have been a lot better with a little work; but still plagued by many of the same problems found in TPM.