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Star Wars, Episode III: Revenge of the Sith

George Lucas takes us to the Dark Side, and back to the beginning, in the best "Star Wars" movie since "The Empire Strikes Back."

Rated PG-13 for sci-fi violence and some intense images; 140 minutes.

Opening today everywhere.

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At long last, and just in time, George Lucas has his "Star Wars" groove back.

After directing two installments in which he emphasized high-tech graphics over heroic drama, Lucas delivers in "Star Wars, Episode III: Revenge of the Sith," the thrilling payoff the saga's fans have anticipated for years. It's meatier and more daring than "The Phantom Menace" and "Attack of the Clones," and earns its place alongside the original "Star Wars" and "The Empire Strikes Back."

Things start fast with a blistering 23-minute opening action sequence, a massive space battle over the Republic's capital planet, Coruscant. Obi-Wan Kenobi (Ewan McGregor) and his maturing apprentice Anakin Skywalker (Hayden Christensen) need both their piloting abilities and lightsaber skills to rescue the kidnapped Chancellor Palpatine (Ian McDiarmid) from the separatist leaders Count Dooku (Christopher Lee) and the android General Grievous.

The two Jedi are successful, but at a cost: Anakin kills in anger, revealing to Palpatine a potential successor in learning about the Dark Side of the Force. Palpatine begins to test Anakin's loyalties to the Republic, the Jedi Council and his wife Padme (Natalie Portman). The marriage, forbidden by Jedi rules, is still a secret - a secret further complicated when Padme tells Anakin she's pregnant.

What happens from there answers a lot of the little questions in the "Star Wars" saga - everything from how siblings Luke and Leia become separated to what Chewbacca did before becoming Han Solo's wing-Wookiee. But where this "Star Wars" excels is in dealing with the Big Question: How, both physically and psychologically, did Anakin become Darth Vader?

Though Lucas again stumbles on clunky dialogue, he also stages some of the saga's most sweeping action sequences. The highlight is the climactic lightsaber duel between Obi-Wan and Anakin - the battle you knew was coming, because we saw the rematch on the Death Star in the original "Star Wars."

The key to depicting Anakin's downward spiral is not in Christensen's performance - he is passable, if a bit wooden - but in McDiarmid's oily portrayal of Palpatine. As he glides from puppy-dog-eyed sympathy to cold-blooded calculation, McDiarmid gives perhaps the first Oscar-worthy acting in a "Star Wars" movie since Alec Guinness scored a nomination back in 1977.

In recounting the overthrow of the Republic and the rise of the evil Empire, Lucas paints a stirring portrait of absolute power corrupting absolutely. (Reading it as a slam against President Bush's war strategy, as some pundits have already done, is a too-simplistic reduction of broader and more timeless themes.) It's a story that occasionally requires disturbing imagery, and parents should take seriously the PG-13 rating - a first for a "Star Wars" movie.

But for all the sinister moments in "Revenge of the Sith," Lucas brings a comforting sense of completion to the "Star Wars" saga. There are plenty of "a-ha" moments, when the pieces fall into place and link up to the original trilogy. After 28 years and six movies, Lucas has brought us back to where we started - looking out at the double sunset of Tatooine, full of hope for the future.

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