AOTC is my second favorite of the Star Wars films and I found it wondrous and unusual. I didn't catch all the nuances at first, but that has made subsequent viewings all the more enjoyable. What I appreciated most about the film is that it has few pretensions, but it is not without subtlety. Padmé, Anakin, and Obi-Wan all quickly establish their positions along with complex (and sometimes strained) relationships. In particular, the theme of balance is stressed repeatedly (especially in terms of Anakin) where he tries to balance his love for his Master with his frustration (and his ego) in addition to balancing his love for Padmé and his mother with his duty as a Jedi. Padmé herself faces a similar conflict in terms of her professional and personal life (since as a Senator, she can't very well get involved with a Jedi of all people). Splitting the story into two main arcs was a good choice on Lucas' part, since there's a constant reinforcement of the brewing war as a backdrop to Anakin and Padmé's seclusion in a romantic paradise. No matter how isolated they are at the moment, there's no ignoring the fact that their retreat is temporary and, at some point, they will have to come back to the real world. Here, I'll express what may be an unpopular sentiment and state that I like the romance. It's fated to end badly, but it's handled very honestly. Anakin is always clear about how much he likes Padmé and never tries to hide it but, more importantly, he treats her with respect and desists when she tells him to. His caring for her remains, even if she says she can't be with him, and it is this interplay of maturity and immaturity in his character that makes him fascinating. One moment he can be complaining about his Master but later, he's reassuring Padmé not to be afraid as they face imminent death while trying to save the aforementioned man. Obi-Wan himself is another intriguing character, clearly uncertain about how to train Anakin and perhaps, at times, overcompensating (though well-meaning). Palpatine plays a minor (but important) role and the deference with which Anakin treats him starkly contrasts with his more combative relationship with Obi-Wan. My criticisms, though few, would be that some of the deleted scenes should not have been cut and that the droid factory should have been. But, overall, highly recommended.
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