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My report card of ROTS not that anyone cares, but simply for squeaks and gigs:
DIALOGUE:
B
There were a few examples of classic Lucas clunky dialogue. "He says you're under a lot of stress" and a few others are pretty bad. But, by and large, the dialogue was quite effective. The average person doesn't really know what good dialogue is, and assumes that it means witty one liners. Sure, those are fun, but as long as the dialogue is both realistic sounding and true to character, it is good. Lucas has never had a problem with the latter, only the former, and for the most part, the dialogue in ROTS achieves adequacy in both. And at times, the dialogue excels. There are many quotables, and the emotional scenes are very, very powerful. To the point where I almost am certain Lucas received help writing the screenplay.
ACTING:
A-
Not sure how people could say this has bad acting. In my mind, unquestionably the best ensemble of the saga. No doubt. Ewan and Ian give performances that are only rivaled by Harrison Ford. Ewan completely redefines Obi Wan for me, giving it an amazing depth. Ian is remarkable. Natalie and Hayden are both effective. Natalie, for the first time in the trilogy, really looks comfortable as Padme. She was adequate in EI and EII for the most part, but only in ROTS does she really bring life to the character. Hayden was quite good, really felt he had a lot of soul and made Anakin's turn believable and understandable.
MUSIC:
A-
I'd give Williams an A+, but unfortunately, there was some ill advised reuse of AOTC music in there. If you are going to reuse music, reuse music that is appropriate for fucks sake. Twice they play the arena music, and in the instance of Anakin leading the troopers into the Temple, it's totally inappropriate. They should've played the Order 66 music at that moment, it would've been powerful and moving, and underscored what Anakin is going through. This is the weakest moment in the film thanks to some crappy ass music editing that has been prevalent throughout the PT. That aside, the rest of the film's music was amazing. JW comes through as usual. A lot of subtle, moving pieces. The music in the scene btwn Obi Wan and Padme is among my favorite in the film. Anything in the last half hour is as moving and powerful as anything he has scored in his career.
STRUCTURE:
A+
Finally, Lucas really nailed this. Story comes first. Everything else is bullshit. AOTC and TPM both dilly-dallied a little bit. ROTS is totally focused. We learn Padme's preggers, Anakin has a dream, and bam, the story unfolds in a logical manner. The dialogue scenes are not expository, they move the plot along.
EDITING:
A
I don't expect crappy ass movie critics who are only concerned with acting to understand this, but Lucas uses editing to tell the story. He uses montage in the Soviet sense of using juxtaposition to give images meaning. It's a lot more powerful than say LOTR - Peter Jackson style filmmaking which is more theatrical, however, American culture is trained only to recognize the theatrical nowadays. Lucas does some powerful things with editing and cross cutting. Most notably, the death of Padme + birth of twins versus death of Anakin + birth of Vader. The Anakin and Padme staring out the window scene is probably the most important scene in the film, and without it, I wouldn't have bought Anakin's decision to go and side with Palpy. There are many more instances, I'm going to have to see it again to really remember them all, but GL really came through in this category.
STORY:
A
Vader's turn to the dark side was far better than I could've ever imagined. I was always worried it was going to revolve anger and hatred like in ROTJ, but that's not very believable or interesting. This was the area I was most worried about for ROTS, I was really afraid it would mirror the Emperor's seduction of Luke in ROTJ, which frankly, was not convincing. The point of the PT is how a good person turns bad, so revolving the turn around love rather than rage was the best decision GL has made in the Star Wars universe, IMO. Like I said above, the turn really doesn't work without that scene of Anakin crying, staring out the temple. I don't know if that was in the original script, it's scary to think it's not, b/c w/o it, I don't think the film works. The entire story banks on that one minute scene, and it works beautifully b/c Lucas tells it visually, rather than, not to harp on Peter Jackson who I do in fact like, with dramatic explicit dialogue.
CINEMATOGRAPHY:
A+
So many beautiful shots in this film, and the lighting is really expressive. Some scenes that come to mind - the reuniting of Padme and Anakin, Anakin in Yoda's office, Anakin and Padme at sunset...there are just so many examples of lighting that is risky and hard to achieve, but so worth the risk. Again, Lucas uses images to convey emotion. I was really impressed with the look of the movie, I kept forgetting it was shot on video (with a few exceptions where it really just does not look like film at all, can't think of them off the top of my head). The cinematography has gotten better with each episode, and I would be really disappointed if ROTS didn't get a nomination and win for this category. I'm not sure if the fact that it was shot on video makes it ineligble for this category or not, but its quite deserving of this award.
FX
A-
The effects were amazing the vast majority of the time, but I still can't get over why you have CG clones when you don't need them.
ROTS to me, really is Lucas crowning achievement. It's unquestionably his best filmmaking so far, and easily the most powerful. Ultimately, its a moving, human drama. The film really has a soul. I'm pretty confident it is the best Star Wars movie ever.