'Revenge Of The Sith': Darkness Falls, By Kurt Loder

The final episode in George Lucas's three-decades-in-the-making epic is — well, not bad.

For a movie so earnestly, and of course expensively, designed to amaze, it's curious how little real amazement there is to be had in this concluding installment of George Lucas's "Star Wars" prequel trilogy. It's a big, loud, blazing picture, and there's a lot of money pasted up there on the screen. But it never really lifts you up into a new imaginative realm — it never takes you away. It just keeps blazing at you.

It's not a great movie — a classic; but it's not bad. There's a lot more action this time out. In fact, the opening airborne battle in the skies above the planet Coruscant — a virtuoso sequence of non-stop swooping and soaring and explosive pandemonium — goes on so long, you begin to wonder if you're going to have to sit through the whole encounter in real time.

Apart from infusing the movie with some of the vim so famously lacking in the two previous prequel installments, "Attack of the Clones" and "The Phantom Menace," this all-out emphasis on action also limits the amount of talking that can be done, which is a merciful thing. Because in those occasional interludes in which the interstellar clamor dies down long enough for the characters to give voice to their thoughts, they inevitably say things like "The chancellor's been elaborating on a plot by the Jedi," or "Hold me like you did at the lake on Naboo." Lines like this make you want to take a light saber to someone yourself: the guy who wrote them. But then there'd be no director.

George Lucas's awkward way with words is a given by now; at least in "Sith" there are fewer of them. And he does try to imbue the story with feeling — something he hasn't done with this much heart since the 1973 "American Graffiti." It's a good story, too, and it synchs up snugly with the beginning of the original "Star Wars," which will now follow it in some ottoman-sized box set of the future.

"Sith" begins with Jedi Knight Obi-Wan Kenobi (the breezy Ewan McGregor) and his apprentice Anakin Skywalker (Hayden Christensen, now fully grown into the role) swooping and soaring to the rescue of the devious Palpatine (Ian McDiarmid), the Chancellor of the disintegrating Galactic Republic. Palpatine has been taken prisoner by the half-alien, half-android General Grievous, the skeletal commander of the droid army assembled by the Separatist rebel and one-time Jedi, Count Dooku (played, very briefly, by Christopher Lee).

Obi-Wan and Anakin dispatch Dooku's murderous horde with remarkable ease (well, they do have the help of the trash-can-sized R2D2), and they save Palpatine's life. However, Palpatine's motives have always been sketchy, and the Council of Jedi Masters — which includes little green Yoda and the glowering Mace Windu (Samuel L. Jackson) — doesn't trust him. And because Anakin equates his loyalty to the Republic with loyalty to its Chancellor, the Council doesn't really trust Anakin, either. The Jedis want him to spy on Palpatine; Palpatine wants Anakin to spy on them. Which way will he go?

In a further complication, Anakin is secretly married to the lovely Padmé Amidala (Natalie Portman, wasted in a nothing role), the former queen and now senator of the aforementioned Naboo. Padmé has news for Anakin: She's pregnant. This seems to be a good thing, until Anakin starts having terrible dreams about Padmé dying in childbirth — dreams he's convinced are prophetic. Desperate to prevent this, Anakin, increasingly estranged from the Jedi Masters, succumbs to Palpatine's oily exhortations to "embrace a larger view of the Force." Going over to the Dark Side, the Chancellor promises, will give him the power to cheat death and save Padmé's life. And so, slowly, over he goes.

Many, many light-saber battles ensue. Unfortunately, after 28 years, light-saber battles are now even more tedious than the endless kung-fu slap-fests that bogged down the last two "Matrix" movies. Still, it's fun to see Yoda — a real butt-kicker these days — take on Palpatine after he's revealed himself to be the malignant Darth Sidious, future Emperor. And there's a sort of splattery majesty in Obi-Wan's battle to the near-death with Anakin amid great flying gobs of red-hot lava on the volcano planet Mustafar. And when, at the end, we see the battered and half-dead Anakin being fitted with a gleaming black helmet and face mask, and hear him take his first raspy, rumbling breath as Darth Vader (it's a shivery, iconic moment), the sudden twinge of tragedy we feel is a tribute to Lucas's long-discounted talent. It may be the most moving scene he's ever created.

"Revenge of the Sith" is a spectacular movie — the elegant interiors and computerized heavens and cascading whiz-bang effects might as well have "state of the art" stamped all over them. But apart from the new glow of contemplative poignance at the end, it's largely an empty spectacle. For all the skill and the jaunty humor with which the sprawling battle scenes have been put together, there's nothing in any of them as giddily unforgettable as Orlando Bloom sailing down the Oliphaunt's trunk in "The Return of the King." And there's nothing like the brash, roistering glee that Harrison Ford brought to the role of Han Solo in the first "Star Wars" movie — a film that was 40 minutes shorter than this one, and near to bursting with pulpy high spirits. But that was a long time ago, and it seems far, far away.