Well, last night I saw Star Wars Episode 3. I got a grand total of two and a half hours sleep, so this review is going to be a bit simple since I haven't had my coffee yet. I will also have spoilers, but I'll give a warning before I do.

First - my general, non-spoiler impressions. This was a wonderful film. Right now it stand as my third-favorite SW film, after Empire and A New Hope. The action sequences were - as always - quite cool - but even more so in this film. If you thought Empire Strikes Back was a bit of a downer, though, you ain't seen nothing yet. This film makes ESB look like a Telly Tubby show.

In summary - I thought the first two films were ok, but I never felt they "fit" very well into the overall SW story. This one seems to fit perfectly. It is what I would have imagined the prequel to A New Hope would have been.

And now for the spoilers. Let me be clear: SPOILERS! SPOILERS! SPOILERS!

The following are random notes/feelings/comments in no particular order.

The beginning space battle was amazing - and is my favorite opener to any SW film yet.

Grevious was not what I expected - he was better. Thank God Lucas let him talk a bit more than Darth Maul.

If you hate Jar Jar - don't worry. I think he has a grand total of two scenes, and I don't remember him talking at all.

Once again - whenever Anakin and Padme would talk of their love for each other - I wanted to throw up. For the entire trilogy, this was the most unconvincing part for me. I don't think Lucas knows how to write those kind of scenes - or maybe the actors simply can't do their job.

However - the scene where Anakin makes his choice to go the Dark Side - the one where he is alone I mean - that was very well done, and was of the most powerful parts of the film. It was very understated but so well done.

The massacre of the Jedi was.... beyond words. As I said above - this film is somewhat of a downer, and this is one of the most depressing parts of it. Lucas pulls this off well I think - but it definitely leaves you feeling quite sad.

Which brings me to the "younglings." In episode 2, we know that Anakin kills a village of sand people, including the women and children. In episode 3, we know he kills all the Jedi children. Maybe I'm too sensitive as a parent, but I really didn't think this was necessary. It could have been removed from the film and none of the darkness would have been gone. Yes, we know Vader is evil - but this scene was just unnecessary.

Darth.... well.... I'm conflicted. On one hand - it was cool seeing his creation. On the other hand - dang was he short. I guess this is fair - Vader, in this film, is still somewhat young. He will grow into the towering menace we see in A New Hope, but still, it was wierd seeing him so small.

The final battle between Obi and Ani.... dead on perfect. The best saber fight in all 6 movies.

So here is a question. At the end of the movie we see the Death Star being worked on. We know they don't finish for 18 or so years, when Luke is a young man. Yet the second Death Star is done (or operational at least) in Jedi - which I'm guessing is 5 or so years later. Is this just an example of the Empire learning from the first construction? Or am I being too geeky? I also seem to remember that one of the books, or comics, mentioned that the Empire built a proto-type Death Star first. Could that have been it?

Oh - one last note. The movie gets a +1 for mentioning adoption. I know - I'm probably the only one that cares - but hey - it's something to mention to my kids.