STAR WARS: EPISODE II — ATTACK OF THE CLONES — *** — Hayden Christensen, Ewan McGregor, Natalie Portman, Samuel L. Jackson, Christopher Lee, Ian McDiarmid, Temuera Morrison, and featuring the voices of Frank Oz, Anthony Daniels, Ahmed Best and others; rated PG (violence); Carmike 12, Ritz 15 and Villa Theaters; Century Theatres 16; Cinemark Jordan Landing Theaters; Megaplex 12 at the Gateway; Megaplex 17 at Jordan Commons; New Concepts 5-Star and Gateway 8 Cinemas; Westates Holladay Center Cinemas 6.

It may not be a perfect film, but "Attack of the Clones" is close to what we've come to expect from a "Star Wars" movie.

Of course, after the first prequel — the lackluster and surprisingly dull mega-hit "The Phantom Menace" — anything is bound to seem better.

But this follow-up gets more things right. At times it's thrilling, and in terms of characters, it's more involving and relatable.

Still, after an exciting opening sequence, you have to sit through an hours' worth of subpar romantic development before getting to the really good stuff. And "Star Wars" creator George Lucas seems unable to coax a decent performance out of most of his "live" cast, despite the presence of some extremely talented people. (A personal plea to Lucas: Let someone else direct the third, and final, prequel.)

"Attack of the Clones" is set 10 years after "The Phantom Menace." Anakin Skywalker (now played by Canadian actor Hayden Christensen) has grown up and his Jedi training is under the tutelage of Obi-Wan Kenobi (Ewan McGregor). Padme Amidala (Natalie Portman), the former Queen of Naboo, is now representing her planet as a member of the Galactic Senate, which has led separatists to make several attempts on her life.

Sensing her importance to the grand scheme of things, Anakin and Obi-Wan are assigned by their Jedi masters to protect her and to try to discover who is behind the assassination attempts. Evidence leads Obi-Wan to a mysteriously concealed planet, where he discovers the residents are assembling an army of clone warriors, apparently at the behest of at least one high-placed Jedi.

As for Anakin and Amidala, their time spent together is bringing them closer, though she initially rebuffs his advances. However, she eventually agrees to accompany the reckless young Jedi-in-training.

It's at this point that the story (co-written by Lucas and Jonathan Hales) gets considerably better, especially with the introduction of a familiar-looking bounty hunter and the villainous Count Dooku (Christopher Lee).

Longtime fans will also go wild for an action sequence featuring wizened Jedi Master Yoda — which looks slightly ridiculous but is still really fun.

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It's also fun to see McGregor much more loose than he was in the first film, and to see Samuel L. Jackson (returning as Jedi Master Mace Windu) finally cutting loose, so to speak, with some lightsaber action. But even the best portions of the film are hampered by the wooden line recitations by Christensen, who seems to have a hard time acting against a green screen or with computer-generated characters.

Then there's the inclusion of several irritating supporting characters. Pun-making droid C-3PO is particularly annoying here, as is the returning Jar-Jar Binks (again voiced by Ahmed Best). And having a childhood version of cult-favorite Boba Fett is simply a bad idea.

"Star Wars: Episode II — Attack of the Clones" is rated PG for science-fiction violence (lightsaber fights, hand-to-hand combat, laser blasts, scenes of menace and explosive mayhem). Running time: 142 minutes.


E-mail: jeff@desnews.com

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