This review is based on the extended cut available on the initial DVD release of the film, 3 minutes longer than the original theatrical cut and lacking some CGI embellishments made to the later home video editions.

I come to bury the Star Wars prequels, really I do. But that's easy and obvious, and with everybody on the internet having by now encountered the Red Letter Media reviews, it's also unnecessary. So let's stretch ourselves a bit. What is there that we can say that's nice about the first of the prequels? A lot, actually. Some. Maybe it's better to stick with "some". But "some" sure is better than "childhood-raping nothingness", and no matter how much is patently going wrong dramaturgically with George Lucas's 22-years-later return to directing and solo screenwriting, Star Wars: Episode I - The Phantom Menace, it is not remotely devoid of value. It's just that none of this value comes from plot, character, or capacity to provide entertainment.

I mean, Christ knows there's no defending the movie on the level of storytelling! For it is a truly, deeply batshit insane movie on that count. It's hard to forget the summer of 1999, when the film entered theaters on the heels of quite probably the most hype that any movie had enjoyed since Gone with the Wind 60 years earlier, and having the profoundly deflating experience of that opening title crawl: "Turmoil has engulfed the Galactic Republic. The taxation of trade routes to outlying star systems is in dispute." We can go on about all the problems plaguing the prequels in terms of dialogue and unnecessarily gigantic plot holes and hideous racist caricatures in the form of CGI frog-men, but really, it needn't go any deeper than this. The prequels are, as a unit, predicated on the tedious minutiae of republican bureaucracy, and how one craven senator was able to manipulate the rules of procedure to secure the power of a tyrant for himself. That is what the whole trilogy is about. When certain misguided people try to get all sober-faced and defend the prequels, one of the things that they will often pull out is "these are kids' movies, after all, and the original trilogy was too, so get off your high horse". These are kids' movies, fine, and so was the original trilogy. The difference is that the prequels are bad at being kids' movies. Compare these two pairs of sentences.

"It is a period of civil war. Rebel spaceships, striking from a hidden base, have won their first victory against the evil Galactic Empire."

"Turmoil has engulfed the Galactic Republic. The taxation of mother fucking trade routes to outlying star systems is in dispute."

One of those is vastly more appropriate for a kids' movie, and not just because I inserted a swear. "Civil war". "Striking". "Victory". "Evil". Star Wars is set in a blunt world full of Manichean representations. The good guys wear white and the bad guys wear black and everything proceeds to get more obvious from there. "Taxation". "Trade routes". "Dispute". The Phantom Menace starts off like an issue of U.S. News & World Report with spaceships, and it doesn't find its way back to cheap paperback pulp novels for more than half of its running time.

And that's just a first approximation of the film's content! The real sins The Phantom Menace commits in its storytelling are yet to be seen; it is a film with an unusual allergy to narrative clarity, in places where it took some real effort to be so damned murky Let's sketch out the shape of the movie in its essential details, from start to finish: two Jedi knights, Qui-Gon Jinn (Liam Neeson) and Obi-Wan Kenobi (Ewan McGregor) - the latter of whom is explicitly called a Jedi in the beginning and then explicitly shown to attain the status of Jedi only at the end, but let's not get into that level of nitpicking, or we'll be no better than internet nerds - go to the planet of Naboo to negotiate a truce between the planet's government and the interplanetary Trade Federation; when that fails, they help Naboo's human queen, Amidala (Natalie Portman) escape with her retinue, taking her to Coruscant, capital planet of the Galactic Republic, to sue for peace. On the way, technical issues force an emergency landing on the remote neutral planet Tatooine. On Coruscant, Amidala is advised by Naboo's senator, Palpatine (Ian McDiarmid), to trigger a bureaucratic shuffle that has the effect of putting Palpatine accidentally-on-purpose in control of the Senate. The Jedi return Amidala to Naboo, where they fight off the Trade Federation and restore Amidala's sovereignty.

Astonishingly, in that bare-bones collection of plot points, I've managed to trip over two entirely different things that the film has decided need to be unnecessarily complicated. One is Palpatine's... everything. Something that has never been clear to me, not since 1999 nor in all the years since: what do we know about Palpatine and when do we know it, "officially"? Return of the Jedi never once calls the main villain "Emperor Palpatine", he's just "The Emperor". If we're watching the films in production order, presumably we can figure out that McDiarmid is playing the same character (and then be gobsmacked to realise he was only in his late 30s when he played the role in Jedi), but what if we're watching them in internal chronological order? Nothing in The Phantom Menace, in reference solely to itself, lead us to believe that Senator Palpatine and Darth Sidious are alter egos, and at no point in the trilogy is it "revealed" - it just becomes a thing we always knew. And McDiarmid does a splendid job of playing the two identities in a sufficiently different way that it's not obviously the case that they're the same actor, let alone the same character. Without that knowledge, the entire plot is utter nonsense: absent Palpatine's three-dimensional chess game there's no actual reason for the Trade Federation to kick-start the Rube Goldberg plot machine that makes him the Chancellor, especially since we never get any further clarification as to what's being disputed in re: the taxation of trade routes. Not that any reasonable person wold want that clarification.

It's the other arbitrary convolution that's much more irritating, even though it's less consequential (from a God's-eye-view, Palpatine's actions make sense in terms of who he needed to trick at what point; we're just not given that information in the appropriate way). Basically, what the hell is with the queen fake-out? For apparently a very large chunk of the movie, "Amidala" is actually the queen's handmaiden Sabé (Keira Knightley), and the handmaiden Padmé is the queen hiding in plain sight. Damn me if I know with confidence who is who in any scene in which Portman isn't visible and out of thick white make-up. It's confusing as hell - more confusing than the whole "elect a teenage queen as temporary supreme ruler" thing, which I'll buy on the grounds of Space Opera Logic - and there's no reason the twist had to show up at all. The best I can come up with is that Lucas was so excited to discover in that Portman had an apparent clone in Knightley that he wrote an entire pointless, baffling subplot around her.

And then we get to things like the random underwater city of deeply unpleasant frog-beasts, or the lack of an actual motivation in this story (beyond "hey, let's do some prequelling!") for spending so damn long on a desert planet watching an unbearably chipper boy, Anakin Skywalker (Jake Lloyd) interact with green screens - and let us not add retroactively to the hideous amount of bullying Lloyd suffered in his youth for this role; if you consider how much trouble the dialogue and production caused pros even as gifted as Neeson and Terence Stamp, it's no wonder that Lloyd ended up giving such an insipid performance - all those things that The Phantom Menace has on display that make it such a dire clusterfuck for its first 70 minutes or so. But I am running out of energy to parse the story woes of this movie, which are enormous and pervasive and have been well hashed-out in the years since the film was new, and we were all almost eager enough for a new Star Wars film to let this one slide by.

Besides, didn't I start out by framing this as a kind of defense of The Phantom Menace? Because it's turning out to be a really shoddy one. So let's switch over from the copious failures of writing, noting that even in the evergreen classics of the original trilogy, the screenplays were consistently the worst part of all of them, when what was really good was the spectacle and world building. And here? It's not as good, for sure, which has a great deal to do with the undeniable fact that CGI ages much worse than practical effects (though The Phantom Menace is closer to being the best-looking CGI-driven film of '99 than the worst, if I'm being fair). Also, that long stint on Tatooine invites us to take a long, thoughtful look at how much gaudier Lucas's tastes had gotten in 22 years, something I was able to avoid by pretending the Special Edition didn't exist when I reviewed Star Wars.

No denying it, though: The Phantom Menace is a pretty cool-looking movie, one in which Lucas's affection for the flourishes of midcentury pulp sci-fi is lovingly displayed on a scale that was barely even implied by the original trilogy. The aerial shots of Naboo alone are enough to make that case for the movie: the wacky geography and fanciful architecture are pure fantasy, but it's captivating, and the physical model is utterly lavish-looking in the midst of the film's hefty amount of variably-weighty CGI (but at least one point in favor of the inconsistent effects work: the CGI Yoda added into the later editions of the film is vastly preferable to the idiot clown puppet they had playing him in the first release). I have heard the argument - once upon a time, I was even known to make it - that the chrome-plated glossy design of The Phantom Menace feels too incongruous with the dented "used-future" world of the original trilogy, but the trade-off there is that The Phantom Menace is a gorgeous dreamscape of smooth lines and bold colors that are deeply pleasurable on their own terms. As a director, it is probably true that the Lucas of this period wasn't particularly good at knowing where the put the camera, and he was a disaster at knowing what to do with the actors in front of that camera - but my God, as an ideas man, he was in perfect form.

What this amounts to is a movie with many enthralling sci-fi vistas and conceits welded to an unbearably terrible delivery system. The pacing of the first half of the film is demented, racing like a mad animal to get away from Naboo and the A-plot, and then idling on Tatooine with no particular thoughts on what to do there before the pod race sequence, the first time the theatrical cut of the movie truly came to life and remembered what action movies in general and Star Wars movies in particular should be great at: speed and tension, both of them heightened by customarily dazzling Ben Burtt sound effects (Burtt doubled as the film's picture editor, along with Paul Martin Smith; it really only makes sense to acknowledge how much his work was already driving the films' rhythm by giving him that job). The home video cut knocks the sequence's pacing awry, sadly; it gets puffy in places I don't recall the theatrical cut doing, though I have not seen the latter in many, many years.

Still, the pod race is an oasis until the action finally returns to Naboo, and The Phantom Menace finally decides to be a Star Wars picture. You can clock the exact second it happens: the Gungan army emerging from fog, like ghosts simply apparating into the world. From there on, the movie hits most of the right beats, and John Williams's music amasses energy that it had surprisingly lacked till then - this is the least of his first six Star Wars scores, though the score is still the best part of the movie (particularly his muted introduction of "The Imperial March" into his gentle theme for Anakin). At any rate, the film starts to build up momentum in the editing and on the soundtrack, eventually erupting into an action sequence that seeks to one-up Return of the Jedi's legendarily overstuffed finale by having no fewer than four concurrent plots: Padmé Amidala leading a group of soldiers into the palace of Naboo's capital city, the Gungan army facing down an army of droid soldiers sent by the Trade Federation, Anakin dicking around in a spaceship, and Qui-Gon and Obi-Wan facing off with Sidious's right hand, Darth Maul (Ray Park), for no special reason. Just to figure out who this red-faced devil is.

The four-way cutting isn't quite as effective as in Return of the Jedi, mainly because the Anakin thread is totally objectionable in every way. Of all the characters that The Phantom Menace can't make any sense of, Anakin is the most inanely conceived and has the worst dialogue (not that the notorious Jar-Jar Binks doesn't make both of those tight competitions, but really, does even that godawful scar on cinema have a single moment as unacceptable on every level as "I'll try spinning, that's a good trick!"?). The other problem - "problem" is a funny word - is that the fight between the Jedi and Darth Maul is so great that it tends to be irritating when we're not watching it. Williams, at least, seems to have noted this, and so he separates out that quadrant of the sequence with a totally different cue, "Duel of the Fates". Which is, indeed, part of what makes that portion of the movie so bloody good. It's the one piece of music from the movie, nay from the whole prequel trilogy, that was immediately iconic on the level of the "Imperial March" or "Binary Sunset", and it provides all the sense of drama and import that the actual script can't do. It's never clear why those three are fighting, really, and as is pointed out by the most unsympathetic critics of the prequels, the fighting choreography is really damn obviously choreographed - this is nowhere near the climax of Jedi, where it felt like Luke or Vader might behead each other at any moment. It is, essentially, a dance with swords - but, a dance to the sublimest of music, with beautiful interplay of colors and space. You can look at this sequence and claim that the makers of The Phantom Menace don't understand story; you cannot look at it and claim they don't understand cinema.

That's true of more of The Phantom Menace than it gets credit for: here and there throughout the film, a chain of images will come along that's simply dumbfounding in how perfectly it grasps the kinetics needed to do popcorn spectacle just right, and Williams is usually right there to guide it along. The podrace, the inside of the Galactic Senate, bits and pieces of the opening sequence before the Jedi arrive on Naboo's surface, most of the final 40 minutes (though not the wretched parade scene at the end, a blatant and ineffective parroting of the last scene of Star Wars) - when the film picks up, and the set design, creature design, sound effects, editing, music, and color all snap into place, the film is honestly great.

And then somebody opens their mouth, and the clotted dialogue brings us back to earth - though compared to some of the howlers waiting in the next two movies, all but the very worst dialogue in The Phantom Menace is poetry. As do the uniformly bland performances: Diarmid's faux-sincere politician is great (his growling Sidious rather less so), but he's the one and only actor up to the challenge of inhabiting the sterile sandbox of this weird blend of practical and CGI sets, with a weirder blend of practical and CGI characters. It's painfully clear that the live-action cast was given no help in interacting with visual effects: Neeson has an unattractive stiffness in his posture whenever he has to talk to Jar Jar (you'd think it would take a lot to be the worst Neeson performance of all time in the same year that he starred in The Haunting, but it's not even close), but he's still leagues better than McGregor's deer-in-the-headlights expressions. No Star Wars film was ever fêted for its rich, complicated characters, but with The Phantom Menace and its cornucopia of stilted almost-acting, coupled with the writing of characters who feel like an amalgamation of rumors the screenwriter has heard about what people do in relationship to each other, the franchise enters the ugly world of anti-humanism.

It's the lifeless non-characters that really end up doing The Phantom Menace in. More than one dipshit screenplay has been salvaged by great spectacle (admittedly, only around a quarter of the whole film can be plausibly defended as great spectacle, but that's still a lot). Even with drab one-note characters. But not with actual corpses, as we basically have here. The humans really are the worst - Jar Jar is almost comically easy to hate, and nothing is quite as horrifying as that moment barely two minutes in where you realise that yep, Lucas really intends to have the Trade Federation talk like yellowface Chinese characters in a '30s movie. But the spectacular wretchedness of these characters is soothing in its fury. The absolute soullessness of the main cast, there's just no exit from that: Neeson tries, McGregor tries much less, Portman is too hamstrung by a bizarre part to even try, and they all end up giving the exact same performance. There's no point in having a gloriously designed and colored alternate universe if you can't even scrounge up a satisfactory human surrogate to carry us through it.

Reviews in this series
Star Wars (Lucas, 1977)
The Empire Strikes Back (Kershner, 1980)
Return of the Jedi (Marquand, 1983)
Star Wars: Episode I - The Phantom Menace (Lucas, 1999)
Star Wars: Episode II - Attack of the Clones (Lucas, 2002)
Star Wars: Episode III - Revenge of the Sith (Lucas, 2005)
Star Wars: The Force Awakens (Abrams, 2015)
Star Wars: The Last Jedi (Johnson, 2017)
Star Wars: The Rise of Skywalker (Abrams, 2019)