"I take orders from the Octoboss."

Star Wars Episode 2: Attack of the Clones (No Baggage Review)

tn_aotcnobaggageplease friends: it would be nice to play along with the no baggage concept in the comments instead of going over the same prequel discussion for the one thousand billionth time for chrissakes have some god damn respect, manners and honor thanks nerds

Remember in the opening of Star Wars part 1 there were two of these “Jedis” who were sent to intervene in a tax dispute or whatever and they got attacked by robots? Well, we learn in the opening of part 2 that these types of issues are popping off all over the galaxies now. Escalation. These “Separatists,” led by ex-Jedi turned nobleman Count Dooku (Christopher Lee, CIRCLE OF IRON), are trying to secede from the Republic and it’s getting to the point where there just aren’t enough Jedi to fly around and baby these fuckin whiners, so some of the people in the Senate are talking about finally making a “Grand Army of the Republic” to give them the smackdown. In other words, they’re saying “this means star war.”

Padme Amidala (still Natalie Portman from LEON) is no longer Queen of Naboo, but she’s become one of their Senators, and is the leader of the opposition to the army-making proposition, so some sneaky no-account motherfuckers are trying to kill her. In the first scene her ship gets blown up and she gets killed, except it turns out it’s one of her doubles and she was on a different ship with her new head of security Captain Typho (Jay Laga’aia, DAYBREAKERS). This was kinda cool because she had all those doubles in part 1 and she just used them for sneaking out and seeing the world, but this is the logical conclusion of that concept. They’re there to get assassinated in her place. That’s gotta be a hell of a feeling, that it’s somebody’s job to look like you and take an explosion for you, and then the poor girl apologizes. (They just leave her body on the landing platform. Bus your table, people.)

This takes place about ten or so space years after part 1. We know this because little Anakin is all grown up now, a pretty boy with his pretty Padawan braid and I guess the kid must’ve wanted too much money or better hair so they replaced him with Hayden Christensen from the Jeff Wincott movie STREET LAW. Little O. Wan Kenobi is still played by Ewan McGregor (HAYWIRE) but has also aged, he has long hair and shaggy beard now and gets to be the Master and say Qui Gonn type shit like “Be mindful of your thoughts,” which in this movie is Jedi for “keep your dick in your pants.”

You see, Anakin was freed from slavery only to grow up in the repressed Jedi order where love is against the law. So when Kenobi and Skywalker are sent to protect Senator Amidala the boy is all sweaty and nervous in the elevator like he’s on his way to lose his virginity to a hooker. And when she sees him she says the most ingeniously emasculating thing she could:


She cuts him right down, but in my opinion it’s a front. Her words say “oh hello there little boy, do you still like Pokemon?” but her eyes say “Yummy!”

I’m not making this up, man. Check out how she looks at him in that same scene:


Case closed.

He’s too young and inexperienced with girls to pick up on it though. He doesn’t notice that she wants to jump his bones, he only notices that she’s verbally slicing his dick off, bagging it up and putting it in the freezer. He’s so bummed he resorts to bro talk with Jar Jar.


(By the way, I didn’t want to say this before because I didn’t want to sound racist, but in my opinion Jar Jar is not one of my favorite characters in these movies. So I like the joke where he starts to blabber about something and Senator Amidala just cuts him off in the middle of the sentence and tells him “I don’t want to keep you.”)

(Jar Jar does get one good laugh where he’s not the butt of the joke though. Obi and Ani get into an argument about something and they cut to a shot of Jar Jar looking uncomfortable and swallowing. In fact, all editors should probly keep this handy to insert into any movie that needs an extra reaction shot.)


Kenobi told Anakin not to trust politicians, which includes Senator Binks as well as the Chancellor (Ian McDiarmid, GORKY PARK), that creepy old man from Naboo that was his boy scout leader or whatever. But we can see the lady senators like ’em young too. This gal is a cougar. Tell me how this conversation is appropriate for an old woman like her to have with a young kid she used to babysit:


She pushed him away when they were packing her luggage, but as soon as they’re away from the other grown ups she starts planting seeds. Shit, Captain Typho even tried to warn Kenobi when he worried that Anakin would “do something foolish.” Typho said, “I’d be more concerned about her doing something than him.” Sure enough, they go hide out on Naboo and she starts dictating the security strategy, i.e. “I was thinking I would stay in the lake country. There are some isolated places out there.”

Isolated places = romantic villas with gorgeous views overseeing the water. The type of place maybe Typho knew she had a history of “doing something” at.

In the senator’s defense, she probly has never known another way to live. She was the queen when she was just a little girl. She had soldiers and handmaidens and politicians waiting on her hand and foot (not sure if she had separate footmaidens or not). Her whole life the people have loved her, asked her to lead them, she’s had those decoys giving their lives for her. She’s like Tiger Woods.

I’m not condoning the developmental disruption she may be causing in these young men. I’m just saying it’s a miracle she’s not way worse, sitting on a mountain of death sticks, living it up like Gardullah the Hutt. Also, if I was Anakin I probly would’ve gone to the lake country with her too, I’m not gonna lie. I mean I don’t know how he grew up around this blue Jedi lady and still fixates on the girl he hasn’t seen since he was ten, but he’s got his type I guess and I have mine. Mine’s blue.


And it makes sense that Padme goes for the boy, because you can tell that in this world he’s considered super hot. I know this because when he chases the shapeshifting bounty hunter into a night club all the ladies check him out.




Anyway, Ani and the Senator eventually kiss and then she regrets it and this seems to turn Anakin into a blue balls grouch. But also he goes home and tries to rescue his Mom who was kidnapped by a tribe of what they call Sand People but she dies in his arms so he murders the whole tribe. He’s going through alot.

He comes home and meets his new step dad Cliegg (Jack Thompson, WAKE IN FRIGHT, FLESH + BLOOD) who just got his leg chopped off failing to catch the kidnappers. I should note that my man Joel Edgerton from ANIMAL KINGDOM, WARRIOR and ZERO DARK THIRTY is in this part of the movie, but is never called upon to be badass. That’s too bad because this section of the movie seems like it could’ve been turned into a whole space western where they have to work together to track these “Tusken Raiders.” They gotta carry ol’ one leg Cliegg along ’cause he knows how to find them and Edgerton is like the young guy in UNFORGIVEN trying to prove himself. But a guess a Jedi doesn’t need help from an old one-legged man so Anakin does it himself, and it doesn’t take as long as in a western ’cause he has a speeder bike instead of a horse. But it’s a pretty cool montage.

I’ve been focusing on Anakin and his love story, but Kenobi has a whole separate mystery plot where he follows a trail of clues to a creepy waterbound facility decked in all white like DMX’s apartment in BELLY where some aliens are baking an army of clones that they claim were ordered by the Jedi. He thinks he’s gonna have to break into the place and then they say they’ve been expecting him. He plays along but he’s gotta be worried they’re gonna ask him to pay. They’ve been pumping out babies for ten years and training them, something like that has gotta cost bank. Not to mention how much do you tip?

There’s also more action in this than in the first one. Kenobi’s top badass moment is when he jumps out a window and grabs onto a little flying robot high above the city planet. It’s the start of a big chase scene through FIFTH ELEMENT type sky traffic that establishes the Kenobi/Skywalker team’s dynamic. Skywalker is very skilled and very cocky about it, Kenobi complains about it but lets him do it because it seems to be working. There is some funny banter, awkwardly delivered.

Kenobi also gets a good face off with a bounty hunter played by Temuera Morrison (ONCE WERE WARRIORS, THE MARINE 2). The fight is good but partly because of the long buildup where they stare each other down while having a mundane conversation in front of a kid and an alien. Their mouths make small talk while their eyes say “bitch are you for REAL? Do you think I don’t know who you are?”

There’s also a JOHN CARTER type monster gladiator scene that erupts into a giant battle with numerous Jedis wielding glowing “lights saber” space swords and then into a huge battle between armored clones and flying bug people and robots teamed with Count Dooku. It’s like a star war only on the ground. It’s mostly computer animated but nice to look at and in my opinion a successful one-upping of the Gungan battle last time. But the best action gimmicks are actually in the first part where they’re fighting the monsters and have to figure out different ways to beat them while unarmed and chained to poles.

By the way, note that as soon as Padme puts on a half shirt she turns all badass. I guess she knew how to shoot and rappel in the last one. Now she knows how to pick the lock on handcuffs! Where was that Queen sneaking off to when she switched clothes with the handmaidens? I bet she was sneaking out with that boy she talked about from the young senator camp or whatever, stealing speeders. Climbing out the palace window at night, tipping over those animals the Gungans ride on, hopefully not scrawling racist graffiti on the sacred Gungan Buddha heads. Whatever it was she was getting herself into more trouble than we realized.

Another thing about her bellybutton. When she accompanies Anakin to the humble Lars home to have dinner with the relatives she takes off her robe and shows her fuckin belly! I’m not saying I got a problem with it, but she should know better than to bust that shit out in front of these farmers. They’ve already gotta be uncomfortable that he brought this old lady with him, and they have to tell him his mom might be dead, and now they’re in burlap robes and she’s wearing an expensive dress that she probly bought for clubbing.


By the time Anakin gets back with his mother’s corpse Padme’s covered up, so I’m assuming somebody took her aside and had an awkward talk with her about it.

Anyway, it erupts into a land-based star war against Count Dooku, and I’ll say this about that old bastard: at least he’s not racist. He’s not a racial separatist. He works with all different aliens and robots and shit. He’s down. In fact, it’s nice that most of the races get along in these Star Wars pictures. In the working class areas of Tatooine or the big city of Coruscant there’s total integration. Obviously Naboo is racially segregated, but they seem to be making some inroads with the Gungans, electing Senator Binks and everything.

The only blatant racist I noticed was Cliegg, who calls Tusken-Tatooinians “mindless monsters” and Anakin (who in addition to knowing that members of this race tortured his mother to death may remember some of them shooting at him when he was a podracer) calling them animals. I think the movie disagrees though, judging by how crazy it makes him look when he rants about hating them and killing “the women… and the children…” I mean, how can you hate this whole race when they got one guy who’s supposed to be on watch that dozes off while standing up? They’re just like us!


I guess the one other instance of racism is the deal with the cloners. Why they gotta blame everything on the Latin guy? Cypher Diaz or whatever.

mp_attackoftheclonesThere’s alot of the good shit in this one, including some more good Kenobi action and the first time I’ve seen Christopher Lee have a sword duel with a little person and the first time I’ve seen him do a flip. In that sense it’s a historic movie. But overall I believe it is more problematic than part 1. The biggest problem once again is the corny dialogue that Anakin has to say and the actor being too stiff to pull it off. This time it’s a rotation of insipid romantical platitudes, unsubtle political discussions and belligerent whining about life not being fair. ‘Cause he’s a teen now, or a twentysomething or whatever. So he’s sullen.

I haven’t seen those TWILIGHT movies yet so I don’t know how it compares, but it doesn’t seem like writer-director George Lucas and co-writer Jonathan Hales (Dallas, THE SCORPION KING) pulled off whatever it is that makes a successful steamy young person romance. I don’t know if it’s the chemistry or the guy not being smoldering enough or what. Or maybe they just shoulda had a romance song on the end credits like TITANIC and then all the pieces would’ve come together. I don’t know.

Still, an enjoyable mix of impressive and crappy. I like it.

This entry was posted on Monday, May 5th, 2014 at 12:00 am and is filed under Reviews, Science Fiction and Space Shit. You can follow any responses to this entry through the RSS 2.0 feed. You can skip to the end and leave a response. Pinging is currently not allowed.

71 Responses to “Star Wars Episode 2: Attack of the Clones (No Baggage Review)”

  1. it’s been 12 years since I’ve seen this flick and yeah, it does have some cool shit in it, Coruscant (the coolest thing in all 3 prequels if you ask me), the clone factory scene, Jango Fett and the battle at the end

    but OUCH! that acting stinks like bantha poodoo, I’m talking 90’s FMV video game quality acting here, I audibly groaned during the infamous “I don’t like the sand” scene, when you have even 12 year olds groaning at your movie’s acting, you’ve got problems!

  2. CrustaceanLove

    May 5th, 2014 at 1:54 am

    TWILIGHT, for all its faults, nails the push/pull dynamic of a borderline-abusive relationship with a tormented bad boy. ATTACK OF THE CLONES, on the other hand, seems like it was written by a robot struggling to understand this strange, confusing emotion called “love”.

  3. No baggage review of AotC

    What I liked:
    – Impressive designs and visual effects like TPM
    – Ewan McGregor and Christopher Lee’s performances
    – The sky driving scene in Courescant
    – Courescant itself
    – The moment between Obi-Wan and Jango Fett when they are sussing each other out
    – The sonic charge/asteroid scene visuals are very well done
    – The final clone battle scene
    – More structured and easier to follow plot than TPM
    – The gladiator fight with cool aliens
    – Also a general appreciation of Natalie Portmans perfectly toned midriff
    – Interesting plot points brought up, if not always developed (Doku being a former Jedi, cloning, lots of planets becoming separatists)

    What I didn’t like:
    – Most of the acting
    – Terrible dialogue
    – Forced love story with zero chemistry between the actors
    – Boring long scenes trying to set up said romance while hiding out
    – Jango Fett’s kid
    – Robot Factory scene was generally lacking in any excitement and drawn out

    Overall, stronger story than TPM but hampered by bad acting and badly executed love story. But with at times some fantastic effects and some cool scenes. Not as groundbreaking as TPM, but still an average sci-fi action flick

  4. Right on about Anakin’s dialogue. Sometimes it’s so awkward that it completely takes you of the film. The Coruscant section in the first act is really good to me though especially the actiony chase through air traffic. Some of the most fun George Lucas has ever gotten to put on film. Also even though we don’t get to see it as much as I’d like it’s fun to see McGregor graduate to the Neeson role and try to have more of a good time with it during this part of the movie specifically.

    The second act is pretty abrupt though. I don’t think there was too much of a good balance between love story and compelling clone conspiracy to make the third act really pop. The aforementioned crappy dialogue definitely takes away a lot of the power in it’s punches. They end up feeling like love taps by the time they land.

    The pulpy nature of the third act is what saved it for me. It was like “let’s try what we wanted to aim for with the last movie and amplify it by 50”. The whole clone and jedi army vs. separatists section felt like something out of a classic serialized adventure. Down to the use of cartoony obstacles and creatures galore. Like an old SINBAD THE SAILOR joint. Seeing the little green guy go off by the end was also a shocker. I didn’t think a little CGI effect could end up doing that much damage while having that much presence.

    It’s been a very long time since I last saw this but it speaks volumes that I could remember more about this than I do it’s predecessor. Like that movie it tried to invoke the spirit of the b-movies of previous time and I think it gets a little closer to that. The awkwardly unfiery romance kinda compliments that vibe too now that I think of it. Not perfect by any means but it’s a sequel that at least strives to be a little more clear and direct with it’s structure and presentation even if it doesn’t fully succeed at it.

  5. *out of the film.

  6. Broddie – wow, you’re really refreshing my memory and you know what? this movie really did have some great action in it

    man, if only the prequels had better acting, writing and characters they really coulda been something special, I think that’s why people get SO mad at them because they can see all that squandered potential

    in all fairness I would probably enjoy ATTACK OF THE CLONES if I ever did re-watch it purely as a trip down memory lane, 2002 is a year I have a lot nostalgia for and it doesn’t get any more 2002 than ATTACK OF THE CLONES

    I guess I can kinda see where you’re coming from now Vern, are you saying that we should just laugh at the stupid shit and enjoy the rest? that maybe everyone has been taking this all a little too seriously? I suppose I can respect that

  7. it makes me feel really old by the way when I think about the fact that 2002 was 12 years ago, it’s like where has all that time gone?

  8. Wow. Just wow. This must be the best sic-fi franchise since Alien. I looooooved this movie. All the good parts from part 1 are even better, and the lame scenes are almost non-existent. The plot is really exiting, and unlike the firsts mystery about tax-evasion, this new mystery about a hidden planet, a secret army etc is very engaging. The first half an hour is like Blade Runner meets The Fifth Element meets political thriller, with a pretty badass chase through the city planet. The guy from Trainspotting gets a lot more to do, so does the kid from Leon who is really pretty. The maincharecter is the messiah-kid from part 1, but all grown up and whiny. He is a really weird hero, who goes postal and kills a village full of women and kids. That Lucas guy is definetly a fucked-up dude. The second plot of the movie is a romance between the psycho-teen and the former princess. A couple of scenes are kinda lame, but since this movie is clearly trying to be old-fashioned, I didn´t mind. Anyhow, it gets kinda dark with a bit of genocide and the heroes mother dying after implied gang-rape, but nothing the kiddies can´t handle. The psycho-teen is very annoying, so it helps with a sympathy-scene, where he regrets cutting of the heads of women and children. I really don´t like him, but I find him fascinating. It´s a pretty bold move by the director to have such a flawed protagonist, and I wonder whats gonna happen to him in the final chapter, since the director is clearly a sicko. I was kinda puzzled about all the references to 9/11, and how terrorism leads to the government abusing it´s powers. Does this Lukas guy know something we don´t? The movie can be read as a pretty harsh attack on the current political situation, but at least the dixie chicks didn’t write a theme song. The original composer from part 1 is back, and the score is good, but not as great as the first one. Everything else is way better, though, including the most amazing action-climax I`ve seen since Aliens. It stars of with the jedis fighting some monsters in an arena, and keeps escalating, till it explodes in all out war. The final laser-sword fight is not as brilliant as the original, but the main protagonist gets cut of his hand and that must count for something. It ends on a cliffhanger, with war spreading through the galaxy, and the bad guys building some kinda bomb. I predict that the next chapter is gonna be full-blown star wars. Well, this movie is the almost perfect blockbuster, with only a couple of lame scenes, which kinda work if you buy into the directors style of old-fashioned epic adventure. It´s darker, more interesting, and has a really cool story, with some of the most amazing design I´ve ever seen. Way, way better than Lord of the Rings and The Mummy.

  9. Holy shit, it just hit me that the senator might be working together with the old guy in the cloak? Maybe he is Anarkins father? That would be an amazing twist!

  10. After thoroughly enjoying the epic weirdness of the love-it-or-hate-it cult movie THE MENACE OF THE PHANTOM, I didn’t think there was a chance in hell it would get that sequel it was clearly begging for. I mean, it called itself “Episode 1,” for christ’s sake. The nuts on this movie! I haven’t seen confidence like that since AMERICAN KICKBOXER 1.

    Anyway, I thought it was a pipe dream, like REMO WILLIAM: THE ADVENTURE CONTINUES…, but holy shit, it happened! And I’m glad it did, because this one is an ever weirder blend of genres, tones, and elements than the first one. That one was a kiddie adventure flick mixed with a racing movie mixed with palace intrigue movie, while this one is a space BOURNE movie mixed with a teen romance mixed with a gladiator movie. My favorite thing about the original was the concept of space samurais with telekinesis. I thought that had real potential, so I’m glad to see that the second one, CLONES ATTACK!, has way more of them fighting robots and monsters and having space car chases and shit like that. That little gremlin guy who talks like Grover even gets to spacebuckle Count Draculoo! I liked that this one got more into the codes of honor we all like about our terrestrial samurai movies. I dig that we’re getting more of a sense that this is a society in decline, with the old ways not really working anymore. I like that there’s all this ambivalence about what’s the right thing to do. You don’t see a lot of that in these kind of big spectacle movies. These jedi and their no-tolerance policy on the romance is like the Catholic church and its anti-birth control stance. Simply not feasible in light of, you know, reality. You can have the greatest philosophy in the galaxy, it’s still not gonna trump boners. Maybe it’s cool if you’re a thousand-year-old space goblin who likely smells pretty bad or an ugly-ass whale-headed guy, but this Lil Orphan Annie dude is a handsome young man faced with lots of temptation. He’s clearly feeling the strain. He’s gonna need some kind of outlet for his emotions or (just wild speculation here) I think we’re gonna have a problem with this guy in the future.

    Holy shit, what if HE’S the Phantom? Mind. Blown.

    Yeah, there’s some clunky shit in here. The romancekateers don’t have a lot of chemistry, but the idea of this older broad seducing the kid from the first one who said “Wizard!” and “Yippee!” all the time is just creepy enough to hold my interest. I did NOT see that coming. After like a century of old dudes in movies banging broads like half their age, it’s cool to see Hollywood giving the older ladies a chance to rob the cradle without making a big deal out of it. I mean, I don’t know the age of consent in this galaxy far, far away, but Anne looks at least 18 by earthling standards. I say have at him, you silver vixen.

    The acting is often wooden, but I wonder if that’s a stylistic choice, like the way Wes Anderson has everybody who isn’t Gene Hackman say all his dialogue in the same way or how Verhoeven didn’t tell his actors he was making a satire. It seems like an unnecessary and distancing level of stylization but the rest of the movie is so colorful and fun that I’ll give this Lucas guy a pass. It’ll be nice to see what he can do in a different project, maybe a superhero movie or something. I’d tap this guy for DR. STRANGE, but people seem to hate this one even more that the first one so that’s not likely to happen. I hope he gets to close out his trilogy, though, because it would be a bummer to just leave it on a cliffhanger like that. I figure whatever leverage he’s got over the studio exec who keeps greenlighting these weirdo niche flicks has gotta figure if he just lets him make the last one, he’ll be able to sell box sets to the small cult these movies are likely to amass. Maybe recoup the losses that way.

    Anyway, bring on those Clone Wars! Can’t wait to see them on the big screen!

  11. Griff: What’s a “prequel”?

  12. dna – “Holy shit, it just hit me that the senator might be working together with the old guy in the cloak?”

    I don’t want to make blind accusations like that because he seems like a really nice and humble guy. He really does seem to care about the best interest of the republic and I couldn’t imagine him betraying that sentiment. Then again as the saying goes…”it’s always the quiet ones”.

  13. Mr. Majestyk – “Griff: What’s a “prequel”?”

    Yeah I was confused by that as well.

    Does he mean like a sequel to the other works of Lucas before he got back into the saddle for this WAR OF THE STARS thing? and is it a thematic connection? because I don’t see how else these movies could be related to AMERICAN GRAFFITI or THX 1138.

  14. I’m guessing “pre” means “before,” so, since these movies take place “a long time ago,” maybe this is what the world of THX-1138 was like before all the dystopian thought-policing and head-shaving and whatnot?

    Holy shit, those weird mannequin-faced robocops were also anti-love, weren’t they? Is THX-1138 what happens after the Clone Wars? Having defeated Draculoo and the robots, the jedis use their new clone army to enforce their weird prudishness on the whole universe, spreading out of their own galaxy to enslave even a technologically primitive backwater planet called Earth?

    This Lucas guy is a fucking genius!

  15. – Broddie

    Nah, it doesn´t make sense, that would mean that he was the missing jedi who ordered the clone army, and yoga would know who he was. Also, it was totally coincidence that they landed on the desert planet in part one, and found space-messiah. If he was somehow orchestrating all this, and space-messiah was some sort of a piece to the puzzle, then the plot does´t make any sense at all. But, maybe Anarchyn isn´t the chosen one, unless he chooses to be, just like in the Matrix? No, I think the shadow is Jar-Jar. He is clearly putting on an act. Are we really to believe that he won over the droid army because he is clumsy? No, this Jar-Jar character is pulling the strings, and when the old guy gets assassinated in part 3, then Jar-jar becomes the leader of the galaxy, and declares an all out war on Padmes people, finally taking control over his home planet. It´s gonna be fucking epic!

  16. I don’t know why I keep saying “Clone Wars” like there’s more than one of them. There’s multiple wars in the stars but just the one with clones. Not sure where I got the idea that there would be a bunch of them, like the World Wars I, II, and Z.

  17. Are these movies anything like STAR TREK? The titles all sound alike and because STAR TREK came first I assume these two George Lucas films tried to capitalize on the success.

  18. Also, do I have to see the first one to be able to follow the plot? What clones are attacking? Are they a continuation of a vague phantom menace from the first one? It all sounds confusing!

  19. – Shoot

    He should have called it SPACE WAR. Makes more sense, imo. Also sounds way cooler.

  20. Yeah, I figured. What a hack George Lucas is. Exploitating the success of others. I am surprised no one else called George Lucas out.

  21. I mean would it have killed him to name these films so you wouldn´t confuse them with STAR TREK?

  22. Shoot McKay – “I am surprised no one else called George Lucas out.”

    That’s probably for the best. I can’t imagine how intolerable it would’ve been if I would’ve have to put up with sci-fi fans on the net talking about “George Lucas raped my childhood” for years on end.

  23. This one is even worse than the first movie, somehow. I don’t know what’s worse, the acting, the dialog, the flat directing style, the sterile green screen EVERYTHING, or everything about the romance.

    I hope somebody replaces this Lucas hack who’s writing and directing this shit, because there’s a really interesting universe here that’s all Flash Gordon meets Akira Kurosawa, and its shamed its wasted on awful films.

  24. Good review Vern; I laughed, I cried, I learned a thing or two about life.

    I agree about Edgerton. I want this guy to helm some sort of Bourne franchise. He can obviously kick ass, as evidenced by Warrior, and I believe he’s got some acting chops as well (he owned The Great Gatsby, which was basically a spit-shined turd except for his scenes).

    The Gladiator shit in this one was really great, as was the fight on that fuckin water planet, whatever it’s called. Basically, whenever that whiny Annikin douche is not on the screen, it’s a pretty good film. Unfortunately, the whiny Annikin douche is the “main character.” So that holds it back.

    Anyway, I hope they decide to conclude the trilogy. These are some wildly uneven movies; the things they do well are top notch, while the things they do poorly almost beggar belief. This Skywokker character just isn’t really working, in my opinion, but they’ve hitched their wagon to him at this point. But I really dig the universe; hopefully they’ll make some more movies in it that aren’t beholden to this wet blanket.

  25. Seems like this movie suffers from a lot of the same shit that bogged down part one, but there are some moments in it that make it a better movie, in my opinion.

    -The opening action scene was pretty cool, despite some obviously wack dialogue, it was cool to see someone else wanted more Fifth Element/Back to the Future 2 style traffic scenes as much as I did.

    -The robot meeting that Obi Wan is peeking in on- the one robot malfunctions mid-speech and has to adjust his knobs before he can continue. The bulkiness and shittiness of this character had me in tears. I was falling out of my seat, I was laughing so hard. Totally unexpected and a very nice touch.

    -dude from Once We Were Warriors in anything

    -This Yoda character. He has a really funny way of constructing his sentences, which yields such immortal lines as “Around the survivors, a perimeter, create!” I fucking love this dude.

    -Yoda decides to kick some ass. Everyone keeps talking about this dude being the top jedi and you assume he must have been a bad motherfucker, but those days are behind him. Wrong. DEAD WRONG. When this dude drops his cane and pulls out his lightsaber, shit got real. People jumped out of their seats, including me, because you don’t really see this coming. I mean, you think it should happen, this little Yoda dude should start showing Dooku what time it is, but then you think, no that’s ridiculous, its not going to happen. He’s just gonna be old and wise and that will be the end of it. Again, DEAD WRONG. Pretty awesome moment, for sure


  26. A lot has been said about how bad the acting was in this. I completely agree, but now I’m starting to wonder. We know how great Portman was in LEON, but she was a little girl, so who knows if she’ll grow into a capable actor as an adult. I have a good feeling that she will. I’ve also really enjoyed McGregor in things, my favorite being A LIFE LESS ORDINARY. Plus, the acting was questionable in the first movie. I’m starting to think it’s not the actors fault, which makes me feel really bad for thinking the kid in the first one was so terrible. I hope he can overcome it.

    It was still a fun movie, though. I loved all the action and am just pretending the awkward love story doesn’t exist. Maybe it won’t play an important role in the next one. Fingers crossed we’ll get an Obi Wan centric story with lots of Jedi fighting, featuring more of Yoda and less politics.

  27. I don´t think Lucas will make another a third. Two is enough. Three is a stretch. I don´t think they will make much fuss and tehrefor no interest in anothe rone.

  28. If you use the power of imagination and recast Christopher Walken as Anaking Skywalker the movie is much more enjoyable.

    Try it yourself:

    “I don’t like sand. It’s coarse and rough and irritating and it gets everywhere. Not like here. Here everything is soft, and smooth.”

  29. And the little exchange between Obi Wan/Jango really is the best acted scene in the movie. Outwardly pleasant, subtly hostile, but with a slight dash of the fact that these two guys know they are really badass and they’re glad to say hi before the inevitable fight to the death. Really good stuff for a scene that is what? A minute tops?

    There has to be an alternate universe where Temuera Morrison is a really big star. The guy is money.

  30. The Original... Paul

    May 5th, 2014 at 11:36 am

    Yeah, here comes Downer Paul again, always ready to piss on you guys’ parades.

    This movie was iredeemably flawed, again. There’s lots of beautiful CGI that, just like the first movie, looks just unreal enough to take me completely out of the movie. There are one or two points at which I don’t think these guys quite know how shadows work. (If you have equal amounts of bright light shining at you from opposite directions, you don’t cast a shadow, guys.) Little things like that that just take me completely out of the movie. This is the very definition of “uncanny valley”. Everything is a little too shiny, a little too perfect.

    This alone would be enough to wreck it, but we’ve got the love story as well, plus the bizarre subplot about the “clone army”. I have no idea why this subplot is even in the movie, apart from to give Palpatine something to do so that we don’t forget about him I guess? Anyway nothing whatsoever comes of it except that you get to see Jedis fighting alongside stormtroopers in the finale. (Because that’s what everyone who went into this movie wanted to see.) And why the heck is it clones of Django Fett, random bounty-hunter guy who keeps popping up for no apparent reason, and why is nothing made of this?

    The antagonist is Dooku. Apparently he’s evil or something (I say that because despite having seen this movie twice, I have zero recollection of what he does in it. He might spend the entire movie babysitting puppies for all I know / care.) He has no physical menace (except at one point that I’m going to leave off for now) and no personality. If he accomplishes anything in this movie, it’s to make the guy whose most famous quote is “I don’t like sand” seem menacing by comparison.

    Erm… there’s a flying car chase that’s pretty well done visually, although reminds me a bit too much of “The Fifth Element”; and a factory chase that’s stolen wholesale from level 4:2 of the Sega Megadrive game “Revenge of Shinobi”. Both fall flat because 1) I don’t care about the characters involved, and 2) I don’t believe that they’re in any genuine danger at any point. I will give it this though: there’s a bar scene that’s kinda cool. We just see the Jedis hanging out with a bunch of aliens, shooting the shit. If there’d been more scenes like this, I might have gotten to the point where I gave a crap. There’s also the occasional moment that works – Anakin’s face when he’s telling Padme about what he did to the people who enslaved his mother stands out. It would be better if I didn’t associate these two characters with tween-angst bullshit, or if a certain character’s death wasn’t so ridiculously conveniently timed. “Oh, Anakin! I was just waiting for you to return so I could die and turn you evil!” Berk.

    But is that ALL that’s positive? HELL no… but I’d be kinda breaking Vern’s rules if I went into what actually does work gloriously well in this movie, so I’m not going to do it. Which means that you guys get a full-on rant instead. Hope you enjoyed it.

    I’ll add right here that, yes, there’s probably stuff that I missed or got wrong about Palpatine, Dooku, the clones etc… but that’s because the movie never once motivated me to give enough of a crap to remember this stuff. So if you correct me on those points my response will no doubt be: “You could very well be right, but I didn’t care enough to remember this shit.”

  31. I’m pretty sure two opposite lights project two opposite shadows, Paul. They don’t guess at this stuff you know- a computer works it all out for them.

  32. “This alone would be enough to wreck it, but we’ve got the love story as well, plus the bizarre subplot about the “clone army”. I have no idea why this subplot is even in the movie, apart from to give Palpatine something to do so that we don’t forget about him I guess? Anyway nothing whatsoever comes of it except that you get to see Jedis fighting alongside stormtroopers in the finale. ”

    Yeah that Clone subplot went nowhere, EXCEPT when all of them take part in the climactic battle!
    Oh brother, try harder Paul.

    Best acting in the movie is Ewan McGregor as Obi-Wan telling Dooku “Qui-Gon Jinn would never join you!”

    The movie has one of Lucas’ best directed shots. It’s when Anakin and Padme are having in the picnic and it’s just one long shot of them talking and they both stay sitting on the grass in the same position but the camera slowly rotates around them and you don’t notice it except the grass in the foreground and the grass in the background is moving. I also like that it’s this romantic scene but it ends with Anakin basically saying dictators are awesome!

    My favorite moment of the movie is when Palpatine and his aide, the blue skinned, horned guy are talking about who in the senate is going to propose an amendment giving the Chancellor control of an army for the republic and “If only Senator Amidala” were here and it cuts to Jar Jar thinking. Next thing you know he’s proposing that they give Palpatine emergency powers. They foreshadow it earlier when Padme is leaving Jar Jar when she leaves and they’re both in shadow.

  33. -Is that fucking Rose Byrne behind Padme in that one shot?? (Yes it is, IMDb confirms)
    -I like in the space battle when where stuff blows up it makes power chord sounds, very cool
    -Can we PLEASE get a Vern series on the Twilight films??

  34. Good review, Vern.

    I liked this movie, and the previous one, about as much as I liked THE FIFTH ELEMENT. I only bring that up because you mentioned it here. Never really understood why THE FIFTH ELEMENT is really liked, or at least disparaged, when I don’t think it’s any better than this movie.

    Question: Would we all be able to forgive the dialogue if the action scenes were to the quality of THE RAID or THE RAID 2?

  35. I liked this one even more then the last SW film. It has some good action, and a pretty spectacular finale. I really liked when the little green guy fought the old dude from the Hammer films. I am still confused as to why so much time is spent dealing with separatists and taxes (it reminds me of a FOX News cycle) and I am not sure where they are going with the overall story arc from film to film but I am game to find out. Also, why call this film ATTACK OF THE CLONES? It seems like the (SPOILERS) clone army is a very small part of the film.

    As a side note there are some weird racial/species stuff going on in these films. There is all kind of strange aliens in this film but (and I could be making an assumption here) it doesn’t seem like the humanoid characters have romantic relationships with the other aliens or at least it is frowned upon. For example, who knows what kind of strange and exotic trim Anakin has been exposed to over years but yet he is still longing for some humanoid girl he met when he was a kid. I don’t get it. I like these films better then STAR TREK but at least in ST Captain Kirk kept it real and explored space like a real man and progressive thinker by taking the time to bed as many alien races as possible.

  36. The Original... Paul

    May 5th, 2014 at 2:29 pm

    Lawrence – and they add what exactly? I don’t care about these guys. I don’t KNOW anything about these guys. They’re filler to round out an action sequence and to fill a convenient plot-hole. And the problem with them “rounding out” an action sequence is…


    Oh fark it, I gotta do it. I’ll just say it as it is: “Attack of the Clones” has what’s probably the single greatest scene in any of the “Star Wars” movies, except maybe the Vader / Emperor / Luke face-off at the end of #6. Sorry Vern, I know that’s cheating. I will try and go into WHY this is, and why it makes me so frustrated with the entirety of the movie that’s NOT that scene, without making any more comparisons to the other films. Although that’s difficult without bringing up details of other lightsabre battles, in particular the Ray Park one, etc. But here we go.

    So you’ve gotten through the videogame factory sequence. Everyone’s lined up, Padme’s bellybutton is on full display in that… boob-wrap thing? (How come every film that features Natalie Portman manages to somehow find an excuse to put her in some kind of near-fetish gear?) The rancor is defeated, everyone’s made their way to the desert for the final battle, and I’m bored to tears with this dumb movie.

    And then… magic happens.

    It begins when Obi-Wan and Anakin go into wherever the heck that place that they’re in is, to confront Dooku. (Bear in mind that none of these three, so far, has demonstrated enough personality to make this conflict even marginally interesting, in theory.) Also bear in mind that we’ve had almost no opportunity to see Obi-Wan and Anakin fight as a team, as equals, until this point. So in itself this scene marks more of a change in dynamic between them than we’ve seen throughout the entire film – and that includes that time when Anakin tried to commit genocide, because let’s face it, when did it ever seem like he wouldn’t do something like that? (Well maybe when talking to Padme about sand. Anyway…)

    So they fight as a team, and then Obi-Wan is injured and it becomes a battle between Dooku and Anakin. And for some reason (I can’t remember why now and it doesn’t matter anyway) the lights go out. And so we see the future Darth Vader (sorry – fuck, I knew it was impossible to do this without referencing that) fight Christopher Lee playing, for the first time in the entire damn movie, a full-on Sith Lord. No more negotiating or covering his tracks, this is the guy who plays Dracula in full-on beast mode, in one of the most intense battles of the series, and definitely the most intense one of the movie.

    And it all happens in the dark, which is great for three reasons:

    1) It blots out the CGI backdrops.
    2) We see the two combatants lit only by the light from their own weapons, making it crystal clear that these guys are both on the “dark side”, and quite literally framing them in terms of the way they try to murder each other. I mean, if you’re going to use obvious symbolism, this is how you do it.
    3) There are no more fucking CGI backdrops!

    Yes, that last point bears repeating… I know they’re very pretty, they look really nice in the abstract, but they are totally wrong for this movie. They’re too damn clean and shiny. It’s “Star Wars”; did they remember the “star” part but forget that there was supposed to be “wars” in there somewhere as well? There’s a desperate situation here, or so we’re told, yet the movie looks bloodless and sanitised to the point where it makes zero impact.

    So after FINALLY seeing an action sequence that’s used to further character instead of provide cheap spectacle, then being blasted in the face by the bolt of pure awesome that is the Anakin/Dooku fight, I’m wondering where the heck all of this greatness came from… and can it possibly continue. And then, just as Anakin seems to have met his match… snot-Jedi turns up and starts using force-powers to try and crush Dracula with giant pillars.

    Then they fight, using lightsabers, in what is without question the best use of CGI in the film. Seriously guys, CGI should be used for THIS. Not for the damn sand effects.

    I don’t think I can adequately convey in words just how much of a revalation it was to me that they could actually take a character as insanely annoying as Yoda is to me, and for a few fleeting moments, make him that damn awesome. Seriously I HATE this character – not just Yoda, but the legion of imitators that have taken him on. I hate how every second or third action film that comes out has to have a “religious moral centre” character who more often than not is a completely unnecessary mentor figure that just stops the action dead. “Eraser” had one. “The Tournament” had one (heck, “The Tournament” had the worst one of all). Even “Serenity” made Ron Glass’s character, who is fantastic in the TV show, into one for the movie version of this character. I hate how this character is always right, I hate how he’s always superior / condescending, and I hate how the main protagonist always seems to turn feeble and helpless whenever he’s around. This character is my absolute least favorite stereotype in the movies, and it was Yoda who really kick-started the whole thing off.

    And here he is, not moralising, not being the all-knowing voice of reason, not sending other people off to do the work, barely speaking at all, just kicking Dracula’s ass. Hilariously.

    And the battle ends with Dracula fleeing in panic while Yoda, who’s been what I can only describe as “force-flipping” around him like some kind of demented mongoose, putting his staff down and using it as a walking-stick as he goes to tend to the wounded. Thereby providing a laugh-out-loud great ending one of the most unexpectedly fantastic scenes in movie history.

    And then the characters start talking in pomposities again, and it all turns to shit.

    WHY couldn’t the rest of the film have been like this? The entire scene is told almost exclusively with visuals, not dialogue. Having Anakin and Obi-Wan fight together as equals for what was really the first time – they’ve cooperated before in the film, but never to this extent and never against this dangerous an opponent – was almost as inspired as having Dooku and Anakin fight in the dark, shown only by the light from their weapons. Having Yoda turn up and just beat the crap out of Dooku just put a great shining exclamation point on the scene (that coupled with the obvious mutual respect that Yoda and Dooku show each other). This is just a string of superb moments of visual storytelling. Seriously, if the rest of the movie had been this great, nerds would’ve been talking about how it took their beloved franchise and elevated it to another level.

    Now do you understand why I don’t think the “clones” improve things? The best moments of this movie take place in one continuous sequence, one after the other, and only involve four characters. There’s no giant battle there, yet the stakes have never been higher. For the first time in the entire damn movie I’m on the edge of my seat to see what happens. For a few brief fleeting moments I CARE about these people. Because that’s how they come off. As people. I can’t even remember what they’re fighting over, and it doesn’t matter – who cares about the MacGuffin anyway? The point is that this is when the movie “got” me. It’s the only time that the movie “got” me.

  37. The Original... Paul

    May 5th, 2014 at 2:41 pm

    …And I realise that I totally cheated there, if you include not referencing other action movies that aren’t part of the “Star Wars” mythos anyway. (It’s a debatable point I think.)

    Sorry Vern. Got carried away with the Yoda thing.

  38. Nowadays I think the “romance” in this movie is one of the most quotable parts in all the Star Warses just because it makes me laugh every time I think about stuff like, “I love the water”, or “sand is coarse and gets everywhere…not like you, you’re smooth”.
    What still gets me though is how bad the movie looks, as has been mentioned. If I remember right, this was the first wide release shot entirely in digital. It feels gross to me. I don’t believe it. My preteen little brother burst out laughing in the theater when crazy fake computer Yoda started spinning around. I know some of us want to think about how awesome that was, but watching Yoda’s digital muscles constantly move in competing directions made me seasick. But maybe some of you have stronger stomachs.

  39. The real striking thing about Attack of the Clones is how it looks like total shit. One of the first all digitally shot and projected movies, so the entire thing looks like a brown, flat video-game cutscene. Truly one of the ugliest looking blockbusters ever.

    Also, its a shame about the unwatchably bad acting and writing, because the last 45 minutes is probably the best continuous stretch out of any of these prequels, with lots of fun, pulpy action-adventure that just builds and builds and builds in scope.

  40. One thing I found kind of interesting and kind of half baked was Jango’s kid. I really like the concept that Jango wants a son that he can raise in his own image. I think it gives him some sort of badass juxtaposition. But then this subplot goes nowhere. At the end the kid sees his father decapitated, so I assume he’s returning in the next film to get revenge. Maybe they’ll jump ahead another eight years or so. If they don’t continue his story, then the character seems like a complete waste.

  41. I had forgotten that Jango Fett had a son. What did he call him? Bubba?!?

    I do think the movie does look very “fake” and “bleak” but I also do think that’s part of the charm. It unintentionally looks as tacky as the rear projection dependent serials it jocks so much. It’s still an independent director going “fuck your conventions I’m doing this my way” so I respect it. Just wish the visuals were a bit more vibrant. Let’s see what happens with Star Wars III.

  42. I’m sorry guys, I must have had a brain fart and got confused for a minute there, I’m not sure what I meant by “prequel” either nor do I know why I thought it was 12 years into the future either

    anyway, in this year of our Lord 2002 that we are currently living in, this movie, STAR WAR THE EPISODE 2 ATTACK OF CLONES I thought had some reasonably entertaining action but some painfully bad acting, hopefully if they ever make a third one it will have better acting and better writing and wont end with someone comically yelling “NOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOO!”

    by the way, how about that new Xbox console eh? has anyone played that HALO: COMBAT EVOLVED game yet? it’s pretty awesome and you know what’d be cool? what if Peter Jackson, the guy who just did that LORD OF THE RINGS movie, made a movie based on Halo? wouldn’t that be awesome?

    well, if you’ll excuse me I think I’ll go watch some flash cartoons on Newgrounds.com and then listen to some nu-metal, Griff out homies!

  43. oh yeah, I need to update my LiveJournal too

  44. CrustaceanLove

    May 5th, 2014 at 4:48 pm

    I don’t get the whole thing with Jango Fett being the source of the clone army. You’d think the creation of a genetic blueprint for an entire army would be a huge deal, but it’s just kind of glossed over and for some reason they treat this random, pointless bounty hunter character like he’s King Shit of Fuck Mountain. I like the weird idea that he wants to raise a clone of himself as a son, though. And I know the RedLetterMedia guys went through this already, but Gunray hires Jango who hires a shape-shifting assassin who uses a flying droid that uses some poisonous slugs to assassinate Padme. You’re over-thinking it, guys. Just use a sniper rifle.

    I liked the look of Coruscant and the speeder chase. I remember when they go into that nightclub/sports bar and there are tv screens showing something that clearly resembles American football. Those kind of anachronisms really stick in my mind for some reason. I was half-convinced I imagined the scene where they visit an informant at a 50s-style diner, complete with droid waitresses with beehive hairdos. I think it was a lousy decision, but I respect the balls it takes to put something so blatantly and off-puttingly anachronistic into your space fantasy movie.

  45. “I remember when they go into that nightclub/sports bar and there are tv screens showing something that clearly resembles American football.”

    and wasn’t it being played by Droids?

  46. CrustaceanLove

    May 5th, 2014 at 5:34 pm

    Griff: Yeah, I think so. I don’t know if things like that or the diner scene or the two-headed Nascar announcer in the first movie don’t stick out as much to American viewers because they are such specifically American cultural references. I don’t like them because they blow the fantasy for me.

  47. I liked this better than ep 1, mostly b/c this one felt less like a Disney tween film. Latgely eliminating the Gungans and Naboo from the narrative was a huge plus. Felt more adult. Chris Lee was dope. I enjoyed Yoda. Agree that the dialogue was embarrassingly bad and the love story is a hamfisted joke.

    Minor Baggage: As prequels, these movies are simply filling in blanks to set up a foreordained other story that is more enjoyable. These films are like playing mad libs where your only blanks are prepositions and articles.

  48. It’s weird. The Nascar announcers bugged the hell out of me. The robot football bugged the hell out of me. The 1950s diner, I didn’t mind so much. Coruscant is so obviously modeled off of American cities from the first half of the 20th century that the diner didn’t seem as incongruous. Also, a lot of the spaceships take design cues from airplanes from the 30s, 40s, and 50s.

  49. CrustaceanLove

    May 5th, 2014 at 7:39 pm

    I like the idea of the diner scene and the big doofy chef character, it reminded me of something from an old noir mystery movie, but I think it went a little too far mimicking the whole 50s-diner aesthetic. The film is mostly good about mooshing together a bunch of different cultures and pop-culture elements and coming up with something unique, but here it’s too naked and singular in its inspiration. You’re right though, it’s not as jarring as the other examples.

  50. I’m loving these reviews Vern. I hope they make more so you can keep reviewing them!

    It’s got problems, but I have a real fondness for this film. The thing just keeps moving, throwing weird stuff at you. Like the bizarre, 1950s cafe Obi-wan hangs out at. I also like that Obi-wan and the alien have this unspoken history together. “Clones” sort of drops you in without telling you every minor little detail, which I like. It adds texture to the film.

    I also really like the contrast of the Kamino clone factory and the droid factory. One is sleek, clean, state-of-the-art and on a water planet, and the other is grungy, worn-down and on a desert planet. They’re perfect contrasts and I’m gonna guess it’s a bit of foreshadowing that the Republic will win. How can the Separatists keep up?

    I’ve seen people knock the look of the film, but I think there’s some really gorgeous sequences. I love the silhouetted shot of Anakin and Padme being rolled out into the arena while John Williams’ score soars. I think moments like that sum up the movie at its best.

  51. I don’t want to spoil anything, but I think as you watch more episodes you may change your mind about the series not being too racist. I mean, other than the fact that it seems you can only have a maximum of 3 Black people in the galaxy at once and sometimes one of them is a cross between Goofy and a catfish.

    I know it’s the case with most fantasy/sci fi settings, and maybe it’s not as bad as in Peter Jackson’s movies where all elves are good at archery and all dwarves are good at mining and all orcs are evil, but the Star Warses seem to agree with the idea that some races are inherently good at one particular activity, and sometimes it’s the only thing they’re good at, and some races are inherently evil, etc.

    Like, for example, all the big fat slugs are involved in criminal activities.
    All the snake dudes with the bad Japanese accent from the beginning of Episode I are cowardly and dishonest.
    All the dick-men are musicians.
    All the bug people are evil.
    All the weird clone-makers work at the clone factory.
    In some cases you’ll see people from the same alien race hold different jobs, like the creepy people with tentacles on the back of their head, some of them are dancers, some of them are slaves, some of them are lackeys, but at least one of them managed to be a jedi knight, but in most cases, 1 race = 1 profession and nobody seems to question that, everybody’s ok with the fact that if you’re a Jawa you’ll never get to be an opera singer or a district attorney or a bartender or a scientist, you’ll just work at that big mobile junkyard thing because it’s in your blood, which seems pretty racist if you ask me.

  52. “The real striking thing about Attack of the Clones is how it looks like total shit. One of the first all digitally shot and projected movies, so the entire thing looks like a brown, flat video-game cutscene. Truly one of the ugliest looking blockbusters ever.”

    I disagree, all the scenes with Anakin and Padme at the lakehouse and in the meadow are gorgeous. Yes, the dialogue is awful, but just mute it and you’re watching probably the best looking shots of the series.

  53. The Original... Paul

    May 6th, 2014 at 10:29 am

    Lawrence – I agree with you there. There are some gorgeous-looking backdrops in this movie. And – I cannot stress this point enough – it is WRONG. None of this fits the movie. It feels as though there are three “tones” going on here – the tone set by the “plot” (yeah, that deserves some serious inverted commas because, I mean, c’mon now), the tone set by the dialogue, and the tone set by the visual imagery. And because these three almost always clash with one another, the movie almost never develops a consistent tone of its own. Any attempt to set a “mood” in a particular scene is always undercut by something else in the same scene that clashes with it.

    The prime example is the rancor “arena”. This looks pretty damn beautiful, doesn’t it? The light glistens on Natalie Portman’s gleaming midriff (yeah, I wasn’t joking about the “fetish” thing earlier.) The main characters are in what should be a desperate, tense situation, yet it’s completely undone by the “clever” dialogue and the lack of darkness. This is the first appearance of the damn stormtroopers, there should be SOMETHING ominous in the visuals… I just didn’t see it in this scene. Add that to the fact that Obi-Wan berates Anakin like he’s just scratched his car or something, Padme barely looks fazed by the whole thing, and there’s no sense of danger at all.

    See, this is why I like the Anakin / Dooku fight more than anything else in the film – hell, probably anything else in the entire franchise actually. For that one scene they just get rid of all the bullshit and let the actors have a “moment” that’s pure, intense, and completely character-driven. It’s such a stark contrast to everything else we see in the film that it stands out as a single brief awesome reminder of what COULD have been.

  54. The Original... Paul

    May 6th, 2014 at 10:31 am

    Also Griff, you just made me spit on my keyboard. Good work sir.

  55. One major things I couldn’t grasp with the plot was how come the Jedi were cool using an Clone Army at the end? I mean, these are people whose existence was paid for so they could be trained from childbirth to be disposable soldiers. Isn’t that SLAVERY? Isn’t that what the BAD GUYS ought to be doing? Also, I wasn’t completely clear on who commissioned their creation. This Cypher Diaz guy? Or was that an alias used by Dooku, who was intending to use the army himself, but got beaten to the punch?
    Also, I dunno guys…I think Sam Jackson’s character (Maze Windex?) might be a dirty. He only really kills one guy after that guy’s conveniently outlived his usefulness to the bad guys, AND his lazersword is PURPLE, which is made by combining blue(Jedi) with RED(sith). I expect film 3 will reveal he’s the REAL bad guy behind all this.

  56. Stu – The jedi just seemed fine with doing business without checking credentials. This was part of what led to their downfall. They were supposed to be I guess cops in a way but they never really investigated things. They were just as blind as Anakin. Hell he probably learned to be blind from them. If Anakin never became a jedi he probably would never have become Mech-Anakin by the end there and the chancellor would’ve found another patsy.

  57. ATTACK OF THE CLONES had the same giant problems that PHANTOM MENACE had:

    1. Horrible dialogue
    2. Good or great actors seemingly only getting one or two takes to say their dialogue before moving on to the next scene
    3. Bad actor in the main role (Anakin).

    This third one is a shame – I guess Hayden Christiansen is not a bad actor in some other roles but here he is completely miscast. Are we supposed to believe that some hot (but wooden) queen is going to fall in love with this whiny guy? The role required somebody with more bulk and fire. Christiansen’s “sex appeal” (you kind of need that to seduce a queen….) is nonexistent. His jokes fall flat. His “anger” just sounds like whining. Constantly. The casting is just all wrong. I always thought Brendan Fraser would have been a good choice for the role.

    The romance is horrendous. Horrible dialogue, zero chemistry, awkwaaaaaarrrrdd.

    On the good side we have a plot that actually seems to have a direction this time It’s not just a few ideas strung together haphazardly, now we have a detective story looking for clone planet. This part is well done, but it separates the lead actors from each other for a significant portion of the screen time. This kind of plot can work of course but here you have an interesting hunt interrupted by the plodding romantic subplot. Any life that is brought to the film by the one is sucked right out of it by the other.

    The “fight” at the end of the movie is amateurish and embarrassing. Gladiator-style combat versus a few monsters of the week? My god, this is cheesy. Saved in the nick of time by spaceships appearing out of thin air? What, this planet doesn’t have an early warning system? If we were watching a 20th century Earth war movie and our heroes were fighting to the death in an arena in the middle of the capital of our technologically advanced enemies, and suddenly 20 helicopter gunships flew into the arena on a rescue mission, we would all call bullshit. This is hack plotting, the kind of dumbass shit we had to endure in PHANTOM MENACE with Jar Jar accidentally winning the war through clumsiness, kid Anakin accidentally winning the war via dumb luck, and so on.

    I had once thought this one was worse than the first, but in retrospect it is merely just as bad. I think.

  58. Incidentally.

    Christopher Lee’s role as Count Dooku is wasted. Instead of using his acting talents and fantastic screen presence to make an interesting subplot here he is simply a stock bad guy. Why are the separatists separating? Does Count Dooku have a legitimate beef with the Jedi and the Senate and all the “good guys”? There are tiny hints of this, like when Kenobi is suspended in midair and they have a quick chat about whatever, but this is brushed aside. It would have been far more interesting to have Dooku’s motives be more sympathetic than simply “taking over the Galaxy”. While this is a fine motivation for the Emperor, if Dooku had a history and just a few good points about how the Jedi were a stifling religious bureaucracy limiting freedom and acting to maintain the status quo, the Senate was fractured and powerless to act, and the Trade Federation was acting as a rogue police force for the benefit of the privileged few, then yeah we might give a shit. When he and Yoda face off and we learn that Dooku was Yoda’s padawan (right?) they could bring up some old debates, agree to disagree, and then be forced to fight it out with lightsabers. Instead it’s just bad guy vs. good guy, no clear motivations, ho hum.

    When the Emperor orders Anakin to execute Dooku at the beginning of Episode 3 (SPOILER, sorry Vern for looking ahead), Dooku has a great moment of disbelief, panic, and betrayal, when he looks over in open-mouthed shock at the Emperor, his master. Why should we care about this stock bad guy who is about to get executed? We don’t, really. But sadly I think this is one of the high points of the prequel series. Great acting by Lee, which is expected (he doesn’t have any dialogue to say so that helps) and a small emotional kick as you see a guy get betrayed. However it would have been so much better if we had some better motivation for Dooku as mentioned above. Maybe Dooku was seduced to the dark side by the Emperor because he had been promised a better future on the other end of the wars – a world free of the oppression of the Jedi, ruled benevolently as they saw fit? Then we might care, seeing a guy who thought he was trying to doing good suddenly betrayed by his evil master. Nope.

  59. Attack of the Clones Anecdote:

    You posted three reaction shots of ladies looking at the young Jedi as he coasted through the club. The top picture is of an actress who also happens to be George Lucas’ daughter. Not long after this movie came out I worked for a place in Hollywood named Samuel French and we’d get all kinds of actors and shit roaming through. This girl came in looking for books dealing with Australian cinema and I said something to the effect of “Yeah, it’s weird that somebody that was responsible for MAD MAX was also the culprit behind BABE” and she thought I was bullshitting her, so we made a five dollar bet. I won. After she left a co-worker came up to me and asked if I knew who she was and I said absolutely not. “That was George Lucas’ daughter, Katie.”

    In retrospect, I should have bet her, like, ten thousand dollars.

  60. Is Katie the MMA fighter? I know one of George’s daughters is a professional mixed martial artist.

  61. Ben (the other one)

    May 7th, 2014 at 5:33 pm

    I know that they say that we’re all supposed to hate The Phantom Menace but I actually think that Attack of the Clones is the worst of the Star Wars Movies. The romance between Anakin and Padme is a complete failure. They have no chemistry. Their dialogue together is weird (that thing Anakin says about sand being coarse and getting “everywhere” being the strangest dialogue in all of Star Wars). That’s a fundamental problem. Watching Phantom Menace you can kind of tune out Jar Jar or Jake Lloyd’s stiffer line readings because it’s all kind of peripheral. But you can’t tune out the false, chalkboard-scratching awkwardness of Anakin and Padme’s scenes together in Attack of the Clones because they’re the heart of the movie. I don’t hate any of the Star Wars movies, but I like this one least.

  62. Ben (the other one)

    May 8th, 2014 at 1:49 am

    Stu, to your point about the Jedi accepting the clone army: aside from the quasi-slavery and questionable morality, wasn’t it also really unwise of them? They know this army was created under mysterious circumstances. By the end of the movie they know that the source of the clones, Jango Fett, is actually working for the separatists. And they should be very suspicious about who paid for all this (it must be expensive to grow, train and equip thousands of soldiers). I don’t have the age, wisdom and prescience of Yoda, but even I would say, “Uh, are we sure we can trust these guys?”

  63. I kind of tolerate this one, mainly because Ewan McGregor is having a good time, it seems. And all of you that pointed out the scene between Obi Wan and Jango sizing each other up – my God, I never even thought about it before as two badasses making nice with shark smiles, knowing all the time it’s going to have to go to a smackdown. How did I miss that?

    I feel that they missed a trick by making Dooku a baddie, though. It would have been far more interesting if he had led the Separatists because he *wasn’t* a baddie, plus it would essentially put the Jedi on the wrong side. By having no real sides in the war, it removes that. Christopher Lee added some real class. I wiash there was a spot for Max Von Sydow.

    I recall a lot of people complaining that Episodes 1 to 3 lacked the moral clarity of some later episodes, which they missed, but shouldn’t that make it more interesting? I also remember a lot of the shots publicised during the making of this (as I have mentioned before, STAR WARS is my thing) really sold it as mysterious, almost BLADE RUNNER-esque in it’s use of light and shadow.

    But what I remember most is going to see it digitally projected and being deeply distracted by by everyone’s pores.

  64. I just read that Ewan McGregor would get into the lightsaber fights so much that he would start making the noises the lightsabers were supposed to make and they had to remove them in post production.

  65. Limey — but wait, WAS Christopher Lee a baddie? He turns out to be exactly correct — the Republic HAS been compromised. The scene where he talks to Obi-Wan while he’s held captive in the force field: everything he says in that scene is true. And he invokes Qui-Gon, who we learn was his apprentice. Obi dismisses the idea that Qui-Gon would go along with Dooku now, but are we so sure? Qui-Gon has a real rocky relationship with the Jedi Council, and he doesn’t have a whole lot of use for the Jedi Code. In fact, he straight up defies the Jedi council when they tell him to take Anakin back to his life of slavery because he’s “too old”. And in fact, we learn in Episode III that Palpatine was very likely responsible for (or at least aware of) Anakin’s “virgin birth.” Total coincidence that the former apprentice of Dooku just “happens” upon this kid and decides on the spot that he might be “the one”?

    Dooku certainly has villainous qualities, but he’s described as “a political idealist, not a murderer.” The Jedi are all shocked to hear what he’s been up to. But does he maybe have a point, that this conflict is necessary to keep the Republic from falling into tyranny and corruption? Does the Jedi’s sworn oath to protect the Republic blind them from its obvious flaws and mean that Dooku’s only option is to initiate some sort of “star war.” Palpatine convinces the Jedi that the separatists are the bad guys pretty easily, but are they really? Hard to know, he also convinces everyone in the next movie that the JEDI are the enemy now. Dooku’s collaborating with Palpatine, but does he know Palpatine’s true plan? Evidently not, given what happens to him in Episode III. I’m of the opinion that Dooku is really kind of a misunderstood hero, a guy who becomes an asshole but who is fundamentally trying to do the right thing.

    Now, one mistake they undoubtedly make is to have Dooku be the big heavy at the end of this movie. We all love a good menacing Christopher Lee turn. But are we really scared that he’s gonna kick our ass? The last fight of the movie is two incredibly old men fighting like they’re in THE RAID. Not Lucas’s best idea (they do the same thing in the next movie. Really, do we really have to believe Palpatine is a swordfighting champion?)

  66. Stu and Ben (the other one): On the subject of the Jedi accepting the clone army, the genius of it is that they initially don’t want to. In fact, Yoda and Mace both point out that creating an army of the Republic will certainly lead the galaxy to war. So why do they do it? Because Palpatine and Dooku expertly maneuver them into a situation where they HAVE to. Jedi come to save Obi and Anakin (and I guess Padme too, though it’s hard to get too excited about that) but are suddenly severely outnumbered. Meanwhile, Yoda goes to check out this army, which is just handed over to him (pre-paid, I guess) and suddenly, holy shit, back on Bug Planet there’s a sudden and unexpected need for an army. What’s he gonna do, say no and let all the Jedi die? So he goes for it and figures they’ll sort it out later where the army came from. But really, the whole point of creating the army and manipulating the Jedi into using it was that once the Republic gets an official army, there’s no hope of peace anymore. Hence Yoda’s speech at the end. He knows he’s been played, but there’s nothing to be done about it now but keep playing the game.

  67. Also, what the hell else was Yoda supposed to do with them? I’m pretty sure if he didn’t accept them, the cloners would just turn right around and sell them to somebody else. I wonder if there’s anybody else around who might have some ready capital and a need for a standing army. Like, the Separatists, perhaps? And even if Yoda took them off the cloners’ hands (I’m sure there’s no refund on that kind of purchase) and then set them free, what are these guys supposed to do? They’re born and bred to be soldiers. War is literally encoded into their DNA. They’d all just start selling their services to the highest bidder. Great job, Yoda. You just set an army of mercenaries loose on the galaxy. I wonder what the Hutts could do with a couple garrisons of highly trained troops. Now suppose Yoda figures the clones are too dangerous for anybody to have. What are his options? He can have either them killed or imprison them for life. And for what? They haven’t done anything yet. The only crime they committed was being born.

    Yoda’s choice is clear. It would have been better if the clones didn’t exist, but once they did, having them fight for the Republic was the least of several evils. It didn’t work out too well in the end, but how was he supposed to know that? It’s not like he can see the future or anything.

  68. Mr Subtlety – i dunno, he was telling the truth but he’s later revealed to be a Sith. If he’d been a good guy, I think that would have been something.

  69. The Original... Paul

    May 8th, 2014 at 5:18 pm

    Ben – I don’t know, to me both “Revenge” and “Phantom” are worse than this one, although not by much. All three movies share the same basic faults, but “AoTC” has moments that redeem it – specifically the duels at the end. Look, I didn’t need a stormtrooper origin story either, but at least there’s something in AoTC that actually works, which is more than I can say for the film that preceded it or the one that followed it.

    And to those of you who complain about Dooku being the “physical” antagonist in “Clones” – look, they took a fight between a CGI puppet and an octogenarian, and they made it awesome. If you give them credit for nothing else, give them credit for that! Of all the ideas in this movie that probably should have worked, but didn’t – this is one that should NEVER have worked, but actually did.

  70. I have to say that I find it pretty crazy that Uncle fucking Bully from Once Were Warriors turned out to be the bigger “star” than Temura Morrison.
    I see that guy all the time, and the last I saw of Jake the Muss was in this movie.

  71. This is my favorite of the prequels – it’s hard to hate a movie where the entire last 45 minutes is a succession of giant action sequences, and especially when they’re well shot and staged. (I like the usage of found footage-style zoom-ins and documentary-esque handheld camera work during the last battle too – who knew Lucas could take the principal ideas behind shakycam and actually get them to work in a Star Wars movie??)

    Other pros: The Fifth Element stuff, the fight in the rain, a looser, better performance from McGregor. Some cool visuals and the sound effects in the asteroid scene. “The party’s over” + a surprising amount of head chopping in a PG movie. (I actually liked the sand people scene!) I know everyone hates the love story, but like Jar Jar Binks, it’s entertainingly bad, charming in a clueless, wrongheaded way, and kinda makes the movie. I mean, Christensen’s creepy glances and the “sand” monologue are pretty much the most-talked about thing from this movie today (like the “Nooooo!!” from part 3) – and I for one am glad it’s there. Plus bonus points for not making an Anakin-Padme-Kenobi love triangle. I know it’s weird to give it credit for that, but looking back on it (and after 12 years of YA love triangle movies) I’m kind of shocked they didn’t go there.

    Cons: Same things everyone else complains about, namely zero chemistry between the leads and the Orci/Kurtzman-esque convoluted plot. The aforementioned bounty hunter outsourcing to the shape-shifting assassin outsourcing to poisonous eels, etc.. The never-resolved Syfo Diaz(???) business. The embarrassing fan-service in the retconning of Boba Fett. The muddled villain(?) and his muddled motivations. A big shoulder-shrug stalemate of an ending. (Is there any reason Yoda couldn’t have killed Dooku here and Anakin kills Grievous instead in the opening of the next one? It would have made the same point but would have actually given this one a proper ending)

    Also, I’ll go ahead and say it – they over course-corrected on Jar Jar. It’s obvious Lucas didn’t give him so much screentime in part 1 and mean to sideline him so much in 2 and 3. He probably had Jar Jar be a major player in the entire trilogy a la Chewbacca and after the public showed their distaste for him, I understand he had to reconfigure things around. But maybe he should have kept re-writing for a few extra months since the finished product ended up so disjointed (and C-3PO basically acts just like Jar Jar Binks in this one anyway)

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