3 FD's out of 4. Brilliant FX, Solid story, average acting except for Yoda...he seemed to be the only actor with "chops" for most of the movie although Ewan redeemed himself at the end during his climactic battle w/Hayden, some unintentional silly moments where it was supposed to be heavy, Lucas should hire another writer and director for the emotional scenes between Natalie and Hayden (anyone could write better than he did for those parts) but I thought he did a good job w/emotional scenes between the male characters and although the Frankenstien references at the end were high-school level theatrics all the questions were answered, characters were established, and everything was set in motion for episode IV. The last dialog in the movie was uttered by the character who had the first words in very first Star Wars movie so it wrapped up nicely.
The one part I thought he really could have done better was the order to eradicate the Jedi. I think he meant for it to be like "The Godfather" and I think he missed a real chance for it to have emotional impact as the Jedi were hunted down and killed. Mace Windu's assumed demise was cheap...he was propelled out of a building to presumably fall to his death...but you didn't see the death. This movie begged for a death scene like in SPR where Pvt Melish is slowly killed by a knife in the chest...it needed a moment where your breath was taken away and your heart crushed. In the end we got a bunch of FX-laden deaths and no real connection between them and our hearts. This was the genocidal erradication of all Jedi life forms and it was handled in a 1 min exposition devoid of true emotion.
Also...the "birth" of the Crispy Chicken in the Vader suit was handled well up until Vader did the Frankenstien walk and did the "NOOOOOOOOO" cry and arm shake...it would have been far more emotional to see him slowly walk away after hearing news of Padme's death, lower his head and let the weight of the world pull him down (the last vestiges of Analkins theme music playing) followed by him slowly pulling himself erect and head up in full Darth Vader control (with the thunderous Vader theme taking over)...as if the last vestiges of his humanity fell away. As it was filmed it was hokey...people in my theater laughed when they should have been crying.
I really think Mr. Lucas could have pushed this to Godfather 1 status...you had it all in this flic and although I enjoyed the movie it left me curiously devoid of emotion by the end.