To put the challenge out there: I have seen this movie nearing ten times now (my exact count is a little iffy, as sometimes I watch it as a nightcap, not intending to see the whole thing), and I do not for one second think there is another film from 2005 that I could watch so many times without getting dreadfully bored. I had movies that I really, really dug—movies like Serenity and Batman Begins—that, in the course of taking the films on tour over the holidays to watch with the family, I became completely sick of (all right, not completely—but close). On the other side of that coin, Star Wars, as has been true since day one of this series, just gets better every time you see it (with the one exception of Attack of the Clones, which I completely hate). Find me another movie that has that same potential.

Roughly twenty minutes into Star Wars, Episode III: Revenge of the Sith, there is a moment that is as breathtakingly beautiful as anything you’ll probably ever see on film, but it is likely to be dismissed or overlooked by almost everyone who watches George Lucas’s latest CGI-laden epic. A gigantic spaceship has split in two and is falling through the atmosphere of a planet covered in skyscrapers. All our heroes are inside (along with the saga’s greatest villain—a telling inclusion). The ship bursts into flames as it tears through the atmosphere, and for a moment it blooms into a magnificent comet. The light in the cockpit goes gold, warming the famous vestiges of Anakin Skywalker, Obi-Wan Kenobi, and (never more the star of the show than he is now) R2-D2. The Star Wars theme swells, and we are home again. We are watching Star Wars again! We know this part will end well, and damned if we want what we know is going to happen to happen.

Good spectacle is eternal. Every time I see Episode III, I enjoy that shot of the ship crashing on Coruscant. Every time I see Episode IV, I enjoy watching the Millennium Falcon dock in the Death Star. But with the advent of computer-generated imagery, is there too much spectacle? Friends that I’ve seen the movie with have found it wooden, inexplicable, and devoid of story and emotion. Others have said, somewhat more charitably, that there’s just so much going on that it’s hard to know what to pay attention to. These comments are indicative of what I think is wrong with the way people watch these movies: It is my belief that the reason most people dislike the Star Wars prequels is because they are—Episode II excepted—far subtler than most realize, or can realize, given how much George Lucas packs into every frame. I think as these films age, the story that was always just barely underwater for most audiences will finally emerge.

And what a story it is. Star Wars is a perfect blend of visual creativity and a heartbreaking epic, imperfectly told. So yes, I do know there are things wrong with this movie. Harvard tuition has apparently gone up: An undergraduate degree cost Natalie Portman all her acting skills. There are scenes that should never have made it into the final cut, mostly from the film’s exposition-riddled second act. What’s more, George Lucas has for all his gifts an inherently goofy side to his imagination, which makes fans like me embarrassed to be fans like me. Luckily, Episode III is far less goofy than either of the other two prequels, and it even manages to be less kid-friendly than the Ewok-riddled Return of the Jedi. There are still some jokes that I could do without, but, thanks to some inspired comedy featuring R2-D2, Episode III’s attempts at humor actually succeed.

Granting a number of giant flaws to Episode III, the truth is that the sins of the first two prequels have unjustly overshadowed what is, on the balance, a beautiful film, worthy of more praise than it has received. Out of sixty-one of our critics’ top ten lists as posted on metacritic.com, Episode III appears only three times, and the highest ranking it achieves is the number five slot (two of those three times are also from critics writing for the same newspaper). Fair enough—if it were really that bad a film. But it’s not. No one I know would choose to watch the six-hour film The Best of Youth before seeing Revenge of the Sith, even if it could be communicated before the first viewing how good each film was. There is no way that I would ever choose Munich as my one film to take to a deserted island if my choice was between that and Episode III. Even worse, the leaders of the geek world have not given this film the respect it deserves. Harry Knowles, of Ain’t It Cool News fame, is a poster boy for fanboy-ism and yet even he, who praised Episodes I and II, failed to put the movie anywhere close to his top ten. Ditto for his cohorts, who did not put Revenge of the Sith in their top twenty. In short, I am appalled by the dishonesty of such lists. The truth is that this year, it is uncool to like Star Wars. Star Wars fandom is a bad joke, and this critical prejudice has clouded a lot of the opinion on Episode III—to the point where it has not even been nominated for Best Visual Effects. I mean, are you kidding?! On the one hand, Star Wars is blasted for being too spectacular and special effects laden. On the other hand, it is totally disregarded as a piece of spectacle. Critics (and some of my dear friends) would tell you that, yeah—it’s both bad spectacle and bad storytelling. It’s just bad everything. I couldn’t disagree more. I’ve already talked about my love of this movie’s spectacle; now I will dive into what I like even more—the storytelling. And you had better get another cup of coffee or tea or whatever it is you drink, because I’m gonna get medieval on this HTML.

There is always a lot of talk among artistic film directors about wanting to make films that aren’t about black and white characters. They claim to want to make movies about people who are varying shades of gray, and we—good moviegoers that we are—pay lip service to the idea that that’s what we want, too. Except do we really want such confusion? Or is it more that we just want characters that do good things sometimes and bad things other times. The point is that it is still always dreadfully clear scene by scene whether you should like the character or not. What Revenge of the Sith does is present us with conflicting reasons why two people would choose to take vastly different paths—paths so different that they wind up fighting each other—without condemning either as evil. The only evil character in the film is Emperor Palpatine, because he is the one manipulating events and pushing the galaxy toward its grim fate.

Part of the problem with the prequels is that people find the Jedi hard to like, but that is the whole point. In Episode III, the Jedi are dogmatic, close-minded, smug, hopelessly naïve, and downright sleazy in their treatment of Anakin. Yoda is not even the hero people want him to be: He fails when he fights Palpatine, and, more importantly, he fails when Anakin comes to him looking for help. Anakin is worried that the person he loves will die, and Yoda’s advice amounts to an insensitive, “Well, it happens. Deal with it, kid.” The scene also echoes the scene in The Empire Strikes Back when Luke wants to run off to Cloud City to save Han and Leia. Yoda is faced with the same problem, but his response is much more reasoned. What is interesting is how much subtext has been infused into that scene now that we have seen how Anakin fell to the Dark Side of the Force. I admit, I always thought Yoda was being ridiculously hard on Luke. Why shouldn’t Luke try to save his friends? It could only be explained by the idea that somehow Yoda knew what was about to happen and that Luke would fail. Now, the scene plays in a far more interesting way: We understand why Yoda fears attachment because we have seen Anakin tear the galaxy to shreds because he could not let things follow their natural order. In fact, the one constant in Anakin is that he wants to save everyone, even the clone troopers, about whom Obi-Wan couldn’t care less.

Episode III explains the critical failing of the Dark Side of the Force better than any of the previous five films, and it is about this instinct to control—this lust for power that we hear so much about in the other films. Anakin wants to control life itself. It is what makes him different from Obi-Wan Kenobi, who eventually willingly lets Darth Vader kill him. Letting the Force flow through you, as is often instructed, is another way of telling someone to let go of all their attempts to control the world around him or her. The power lust of the Dark Side is even finally symbolized beautifully in Vader’s classic Force-choke. We see this gesture all the time in the original trilogy, but in Episode III we finally see where he first uses it: on his wife. It is a masterstroke on Lucas’s part: The Force-choke symbolizes both his inability to let his wife go (to let her die, in other words) as well as the destructiveness to which that impulse carries him. Again, in terms of subtext added to the original trilogy, this gesture now means more: it stands for the monster he has become and the reason why.

Anakin’s choke-hold is not the only moment of inspired metaphor. There’s the death of General Grievous, whose weakness is his organic heart, caged as it is in a metal exoskeleton. This foreshadows Vader, who becomes little more than a heart in a mechanical cage. True to Grievous’s demise, Vader burns, and his heart is also his undoing. Lightsabers too are used to interesting effect in scenes such as the execution of Count Dooku. Anakin is faced with a choice to do good or evil, and that choice is represented by the crossing of red and blue blades. Anakin holds them both. At the intersection is Count Dooku’s head, which he can decapitate in cold blood if he so chooses. It is also a very pointed choice on Lucas’s part to have Anakin and Obi-Wan both wield blue lightsabers in the final duel. They are, he is trying to tell us, both still heroes.

Another brilliant use of metaphor comes during the showdown between Yoda and Palpatine: They wind up in the Senate chamber, which Palpatine literally destroys during the battle. It symbolizes his destruction of the political body of the Republic, but it does even more than that: The central image of Episode III is a circle. When Anakin finally discovers the truth that Palpatine is a Sith Lord, they slowly circle each other in fierce debate. When Obi-Wan and Anakin face each other on the landing platform on Mustafar, they circle each other in exactly the same way. It is no accident that Palpatine and Yoda face off in a room of spinning circles. It is also no accident that the end result of the fight is almost a stalemate—the only difference between the two is that Palpatine holds on where Yoda’s grip fails. Similarly, Obi-Wan and Anakin match each other’s moves in their final battle. Obi-Wan retreats while Anakin advances, but otherwise, they are near mirror images blow for blow. The outcomes of the fights are even balanced; a Sith wins one fight, a Jedi the other. There is balance too when Padme’s death giving birth to the twins is intercut with Anakin’s death giving birth to Darth Vader. It is this idea of balance that Lucas is pushing for with his notorious description of midichlorians in The Phantom Menace—things that are symbiotic with humans. Like the Gungans and the Naboo, like the Sith and the Jedi, like Yin and Yang—the Force is meant to be something that lives with the Jedi rather than something they master and control. It is, in the end, the whole idea of the saga and why things are made to echo and repeat themselves between the trilogies. It is why there are two suns on Tattooine, two Skywalker twins, and even two Death Stars. Even clones are twins, if looked at from a certain point view. Speaking of which—whatever you think about that line, it is made better for the ways it is used in Episode III. When Obi-Wan speaks to Luke in Return of the Jedi about “a certain point of view,” it means more now than it ever did before. And that’s a good thing, because it has always been a weak moment in that movie. Now it’s kind of brilliant.

But I love Episode III for more than the spectacle and the first-rate symbolism. I think it is tragic and exciting. It has the best pacing of any of the Star Wars films to date, and for the first time the war feels galactic. I had the sense that there were huge battles taking place everywhere, and I’m both really sad and really happy that the Jedi get their asses kicked as hard as they do. They deserved some smacking around, but they didn’t deserve to be so cruelly ambushed. There’s something so pathetic about the way they’re decimated so efficiently, and I think it is meant to be pathetic. The Jedi have been complacent, and they pay a steep price for it. None of which is to mention the haunting assault on the Jedi Temple on Coruscant. The images of the temple burning are some of the best shots I’ve seen all year. The last hour of the film is pure, uninterrupted bliss. It is the hour in the history of that far away galaxy during which the staid, oppressive Republic finally gives way to that craggy place where Han Solo runs smuggling operations for the likes of Jabba the Hutt. The Emperor turns into that insane lunatic I love so much from Return of the Jedi (Ian McDiarmid should have been nominated for an Oscar for his performance; he is the one actor who always takes what George Lucas gives him and spins it into cinematic gold), and Yoda runs off to meditate and become the wiser old creature we will meet in The Empire Strikes Back. So much happens in Revenge of the Sith that it is almost impossible to appreciate with only one viewing. It is also hard to appreciate it without a grasp over how it makes the whole six-part saga fit together. And, color me crazy, but I react emotionally to this film, critical cynicism be damned. I have shed tears over multiple parts of Episode III, but the one part that gets me every time is the scene where Obi-Wan decides to kill Anakin. He is talking to Padme, trying to get her to tell him where Anakin has gone. He realizes she is not going to tell him, but he knows that she will lead him there if he follows her. He sees it all, and he knows what he is going to do. It is at this moment that he says to his best friend’s pregnant wife, “Anakin’s the father, isn’t he?” She nods yes, and he says, knowing full well that he’s about to leave her unborn child fatherless and make a widow out of her, “I’m so sorry.” Listen to the John Williams score at that moment, and you’ll know how I feel.

Star Wars, Episode III: Revenge of the Sith is the best film in the Star Wars series and without a doubt the best film of 2005.

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