The space fantasy phenom known as Star Wars has recaptured the attention of fans, between the release of the epic Jedi: Fallen Order video game from EA and The Mandalorian from Disney+. Perhaps most significantly, though, is the anticipated conclusion to the sequel trilogy, Episode IX: The Rise of Skywalker, set to hit theaters next week. The film looks to be a thrilling - or at least an interesting - climax for our heroes Rey, Poe, and Finn.

Yet, 14 years ago, all of the Star Wars-related hype was centered around the conclusion to the Lucas-made prequel trilogy, which promised a gripping tale centered around Anakin Skywalker’s transformation and rise as the iconic villain Darth Vader. Unlike the first 2 films of the prequel trilogy which are more universally panned, Episode III: Revenge of the Sith tends to produce mixed reactions. While many look back fondly on this darker, more dramatic Star Wars story, it tends to get slagged just as much.

We’ll attempt to make sense of it all and make the case for why this film is underrated, in addition to why it might be given a bit too much credit.

Overrated: Some Boring, Static Scenes

For a film that covers the turbulent period of the Old Republic as it descends into darkness, as well as Anakin’s shift to Vader, it can sure drag on with some boring moments. Lucas and McCallum thankfully decided to dial back much of the slow-paced, cheesy love story between Anakin and Padme this time around.

Yet, we’re still given quite a few static scenes featuring some questionable lines (and line deliveries), juxtaposed in-between some far more entertaining action scenes. We get some pointless, drawn-out, and some rather cringe-worthy exchanges throughout. Although this film does contain more bouts of interest than, say, Attack of the Clones, that’s not saying much.

Underrated: A Darker, Edgier Star Wars

In stark contrast to the first two prequel films, particularly the lighthearted and even goofy Episode I, Lucas put the focus on action, drama, and the darker undertones of both the force and society at large with this conclusion.

This film, which was the first of the Star Wars saga to receive a PG-13 rating, kept a larger audience captivated with some higher stakes and overall more intense, emotional moments throughout. Its heavier connotations and dramatic moments added a sense of depth, allowing you to get more invested in these characters and this complex society.

This tended to compliment the narrative far better than, say, The Phantom Menace, which felt like a film for young kids with a far more intricate political premise which clashed with its tone.

Overrated: An Excess Of Lightsaber Duels

It probably goes without saying that one of Star Wars’ greatest appeals is its unique lightsaber weaponry. These almost inherently produce some visually fun fight scenes thanks to the hypnotic glow and buzzing of these sci-fi swords. Yet, Lucas perhaps put a bit too much faith in the draw and merit of these laser swords, filling the screentime with tons of bombastic lightsaber duels featuring over-the-top choreography.

It’s hard to make a case for a lightsaber face-off lasting several minutes at the conclusion of this film, even with the emotional weight behind Anakin and Obi-Wan’s major duel. You just begin to get numb to the constant clashing of lightsabers, especially after minutes of seemingly no progress being made.

Underrated: Some Thrilling Action

Still, you’ve got to appreciate the level of grandiosity and action elsewhere in Revenge of the Sith, between the thrilling General Grievous fight, the heart-breaking Order 66 execution, and the sprawling battles between the Republic Clones and Separatists. And hey, even the lightsaber fights this film so often leans on can be impressive in short bursts.

The action is at an all-time high in terms of visual glitz and emotional weight here. Significant events are finally in motion and the Republic itself hangs in the balance, as does that of the increasingly powerful Anakin. Episode III does a terrific job of showing these chaotic and significant events play out overall.

Overrated: Feels Segmented

While Episode III tends to stress a more darkly-tinged sense of drama more often than not, there exists a strange clash of styles. The film seems to oscillate between Shakspearean drama, cheesy Saturday morning cartoon, and a darker, more violent action movie. Furthermore, the settings and overall style of Revenge of the Sith takes on a feeling of being all over the place.

The more cartoonish sensibilities that open this film on Grievous’ ship seem worlds apart from the end of the movie, which seems to desperately attempt to recapture the simpler, more somber setting of the start of 1977’s A New Hope.

Underrated: The Emperor At His Best

Sometimes a character can produce such a strong, stand-out performance that he or she can practically carry the film on their own merit. This is partly the case with Ian McDiarmid, whose portrayal of Palpatine/Lord Sidious is in top form throughout Revenge of the Sith. His delivery and overall demeanor are just dripping with evil, and his dynamic acting injects some life into a film that definitely needs it at times.

His cunning and ability to mastermind an overthrow of the largest government in the galaxy makes the viewer more than a little uneasy about this villain. You get a sense of passion and emotion with this sinister, sadistic Sith throughout.

Overrated: Weak Villains Elsewhere

It’s tough to believe someone like Sidious can occupy the same film as the over-the-top, stock, and cartoonish antagonist that is General Grievous, or the increasingly naive and pointless Separatist leaders like Nute Gunray.

And while actor Hayden Christensen does certainly bring some passion to his portrayal of a young Vader, even this iconic villain’s impact and depth is somewhat diminished here with his frequent complaining and whining. This Jedi-turned-Sith is more reminiscent of a downtrodden teenager with a grudge rather than the icy, menacing shadowy figure that Darth Vader is shown to be in the original trilogy.

Underrated: A Nice Bridge Between The Prequels And Original Trilogy

Though the transition in settings and tone can tend to feel abrupt following the showdowns between the Jedi and Sith, Lucas does manage to reestablish Episode III as the fitting prequel it’s meant to be. This is achieved by the elaborate and entertaining showcasing of the series of events that lead up to the conditions that kick off A New Hope. It’s one of the few times this trilogy, which almost takes on the feeling of being in another universe, truly feels connected to the classic trilogy, and serves as a nice introduction to the old films for younger fans.

Overrated: A Weak Plot

Given the sky-high stakes and significant events that bring us from Anakin to Vader; from Republic to oppressive Empire, Episode III tends to fall flat more often than not in terms of its narrative. Questionable actions, flaws in logic, and some erratic pacing comprise much of this film, to the point where it can be difficult to stay invested.

How could Anakin so easily succumb to the dark side when even Palpatine warned of the astronomical chances of saving Padme with these powers? What was with Palpatine/Sidious seemingly allowing himself to be captured by Grievous? How could so many force-channeling Jedi be so oblivious to the conspiracy of the Sith? These and other questions permeate this otherwise entertaining film.

Underrated: Some Neat Special Effects And Cinematography

While the original trilogy - and to a lesser degree, the sequel films - adhere to a style more grounded in realism, this film goes full-throttle with special effects and cinematic glitz. While it’s been criticized for its bombast and its less organic style, it’s these effects that help set the stage for a grandiose narrative and invoke the imagination. The diversity of the rich settings, from the lavish Wookie planet to the ominous Mustafar system, keeps things feeling fresh and interesting.

And unlike Episode I and II, the level of detail here, coupled with some greater depth and a darker vibe, make Revenge feel more like an epic cinematic experience and less like a video game.

Next: Star Wars: The 10 Cringiest Moments From The Prequel Trilogy