Directed by: George Lucas
Starring: Liam Neeson, Ewan McGregor, Jake Lloyd, Samuel L. Jackson, Ray Park, Ian McDiarmid, Natalie Portman, Kenny Baker, Pernilla August, and Anthony Daniels

Like any other Lucas worshiper, I waited patiently for 16 years for another chance to enter his world and I can't begin to tell you how disappointed I was.

I really wanted to love this film. I deliberately avoided reading the less-than-stellar reviews of the picture before the big day. There were, without a doubt, some spectacular things about the picture, but unfortunately there are many more things going on here that will distract you, annoy you, and ultimately frustrate you. It was obvious that Lucas didn't heed all of his fans' feedback and sculpted Phantom more along the lines of the weak link of the original trilogy Return of the Jedi.

We're immediately introduced to Jedi Master Qui-Gon Jinn (Liam Neeson) and his young, spunky apprentice Obi-Wan Kenobi (Ewan McGregor). The master and his right hand are on a peace mission to the planet Naboo, where they've been assigned the difficult task of negotiating the end of a blockade by the Trade Federation. Quicker than you can say trap, the two have been conveniently set up by the evil Darth Sidious. They survive the ambush and soon hook up with Jar Jar Binks (voiced by Ahmed Best), a Roger Rabbit-like amphibian creature whom Qui-Gon saves and who is then indebted to the Jedi.

Still on Naboo, the two Jedi and their new sidekick join forces with the planet's young ruler Queen Amidala (Natalie Portman). The film then moves to Tatooine, where the Jedi first meet up with the "chosen one," baby-faced Anakin Skywalker (Jake Lloyd), a young slave with whom Qui-Gon sees incredible potential. The film switches climates and locales again, to the capital city of the Republic, where the film takes on a heavy political tone. From here, the film plays out like a baby Jedi: Jar Jar Binks' underwater community tries to save the planet versus an army of computer generated droids, while the alliance is battling the Dark Side in space, and an elaborately staged lightsaber match is about to begin.

The dueling match to the finish pits our two trustworthy Jedi against one of the series' most delicious villains. While the Emperor had Darth Vader at his side, Darth Sidious counts on his loyal second-in-command Darth Maul (Ray Park), a terrific red-faced Satan-wannabe with the style and danger of Jet Li. His explosive, acrobatic moves and double-sided saber do his talking for him. The result is arguably the best sequence of any of the films. That's exactly what I wanted to see - besides a well-developed story - and Lucas at least delivered one of the two.

Liam Neeson brought a fine sense of nobility to his role as Obi-Wan's teacher. His calm persona made his character believable and appealing. Ironically, he was even a tad bit more reckless than Ewan McGregor's personification of Obi-Wan. Although McGregor was more restrained here than he usually is on film, he was just as effective as the loyal and obedient embodiment of the master in waiting. Jake Lloyd played the coming-of-age Anakin to a tee, while I gave Natalie Portman credit for doing her best with an underwritten role as Naboo's young ruler Queen Amidala.

The biggest plus the film has is its incredible showcase of special effects. Almost every scene - from the opening sequence to the medieval-style battle scenes involving Sidious' life-like droids and Jar Jar Binks' people to the finale - are incredible. But all the special effects in the world do not make up for its shortcomings.

One disappointment was the film's kiddie focus. I understand that Lucas had to develop initial storylines and introduce Anakin Skywalker as a boy, but that's not the problem. Lucas' constant employment of Jar Jar Binks as the film's comedic relief and as a tool for young children's affections was. I can see why kids might've found him amusing, although I tend to give them more credit than that! Sadly, every time I began to get excited, there was Jar Jar sucking the life out of the picture.

The special effects were out of this world, but at times the incredible visuals were just plain excessive as the moviegoer was hit with sensory and imagery overload. The droid army sequences were computer generated marvels, but a bit too much of a good thing. The pod race, in which young Anakin first proves himself, is a technological masterpiece, but Lucas spent way too much time on perfecting it. In these cases, less would have been more.

Lucas was also kind enough to give us a Star Wars political lesson, but it was just too time-consuming. Lucas should've shifted more time and energy in letting us get to know the characters better. We appreciate and like Anakin because we get to know him. I would've loved to have gotten to know more about the stoic and all-knowing Qui-Gon and the quiet but engaging Obi-Wan, which leads me to my biggest complaint: why did the film take so long to get Darth Maul into the mix? Hey, in Star Wars, the evil element is introduced in the first five minutes. We want and need to know this component of the film much sooner and in more depth, but Lucas disappoints on both levels.

I've read that many felt that the director's human element was missing here and I totally agree. The exceptional set designs and eye-popping special effects simply overwhelmed the characters. As a result, we simply didn't care enough about these people or better yet, we weren't able to connect with them. And in his focus on a child audience, he forgot to entertain the adults who awaited this film much more eagerly than today's children, who have only marketing as a context for wondering about the Jedi, the Force, and the Dark Side.