Episode II is the best Star Wars movie since The Empire Strikes Back, and it's good in ways that are very similar to that earlier, landmark film. Like Empire, Episode II (sorry, can't quite bring myself to refer to it by that goofy Attack of the Clones tag) constitutes the middle section of a trilogy, and it works just fine in that crucial linchpin position. Like its "middle" counterpart in the first trilogy, the new Star Wars installment is a big, juicy entertainment in and of itself, even as it manages to make sense of everything that's come before and neatly sets up what's to follow.

Lucas has often been thought of as more of a manufacturer and marketer of pop culture toys than as an actual filmmaker, a tendency that all but boiled over in the empty razzle-dazzle of the last Star Wars movie. The director certainly continues to love his PG-rated bombast, gadgetry and marketing tie-ins, but Episode II offers proof positive that Lucas' storytelling chops are still very much intact.

Episode II takes place 10 years after Phantom Menace, at a time of great unrest in the Empire — and a sad future it is indeed when Jar Jar Binks winds up being appointed to a temporary seat on the Galactic Senate (although, in all fairness, it should be noted that Jar Jar's presence in the new movie is practically nonexistent). Beyond that, a growing and extremely violent separatist movement threatens the stability of the Empire, and that "imbalance" in The Force duly noted in Episode I is teetering ever closer to the Dark Side.

The movie focuses on the growing power and problematic nature of Jedi apprentice and budding Darth Vader Anakin Skywalker (Hayden Christensen), now all grown up and barely able to control a major crush on former Queen, now Senator Amidala (Natalie Portman). An assassination attempt on Amidala's life propels the story into motion, with Anakin and Amidala scurrying off in one direction to avoid further violence, while Skywalker mentor Obi-Wan Kenobi (Ewan McGregor, now fully grown into the role) plays interstellar detective in an effort to trace the assassins back to their masters.

The two parallel stories converge in the movie's final hour (the movie clocks in at well over two hours), as our heroes wind up locking light sabers with an evil uber- separatist by the name of Count Dooku. The baddie's played by Christopher Lee, by the way, whose iconic status makes him a natural for larger-than-life roles like this one (not to mention his Lord of the Rings turn). Lee's presence here makes for some nice symmetry, neatly bookending the appearance of his old Hammer cohort Peter Cushing in the first trilogy.

The action sequences in Episode II are among Lucas' most muscular and exciting to date, but it's the script here that's the big surprise. The movie's narrative is surprisingly intriguing, and, a virtual first for the Star Wars series, it's depicted in a way that's even downright atmospheric from time to time. The film's opening segments, which feature Anakin and Obi-Wan tracking an assassin through a nocturnal alien city of Blade Runner-ish neon and shadow, are as close as a Star Wars movie has ever come to moody film noir.

For that matter, the movie can even be pretty provocative, especially in the context of a summer blockbuster. When Obi-Wan later discovers a planet inhabited by polite but somewhat clueless aliens who've unwittingly become the agents of apocalypse by creating a massive army of clone warriors, Episode II effectively transforms itself into something more than a little bit scary: a kid's movie that confronts the banality of evil by tracing the fine lines by which the benign becomes malignant.

The movie is at its most evocative, though, when dealing with the character we all know will eventually become Darth Vader. Episode II might just as well have been titled All About Anakin, with much made of the good and not-so-good impulses butting heads within the young Jedi. Christensen turns out to be solid choice for Anakin, charismatic and handsome in a rough, gangly way, and more than able to convey both the acute sensitivity and the impulsive flashes of barely contained anger and attitude within this complicated character.

Episode II's Anakin is a young man at a crucial juncture in life — still very much bound by notions of honor and allegiance, inside he's all raging hormones and James Dean post-teen angst. It's clear that all Anakin needs is a catalyst to drive him in one direction or the other — to devote his life to living out that noble Jedi code or to plunk a big black helmet over his head and start slicing and dicing anyone who looks at him cross-eyed. Throughout its narrative, Episode II gives us a couple of mini-catalysts that push Anakin in ways that incrementally set up his transformation into Vader but allow us to keep rooting for him as a good guy. The movie is great at teasing us with the inevitable, but it wisely withholds the final blow that will complete the change in Episode III.

All of this is framed within an exotic array of computer-generated alien landscapes that are both spectacular and, for the most part, believable. Lucas and his Industrial Light and Magic elves have finally got the hang of integrating all those elaborate CGI effects with the film's "real" elements in a way that appears smooth and natural enough that we don't wind up straining our eyes or our ability to suspend disbelief. As forgettable as Episode I was, it sure looked good, but all that CGI clutter ultimately just gave us a splitting headache. Episode II has even more complex digital effects, and more of them, but the good news is that we barely notice. With this latest Star Wars, the digital revolution finally seems just about complete — precisely because, like most of the better revolutions, it's become invisible.

There are still problems here, to be sure — hokey dialogue, too many pandering, cartoony bit players, a romance that verges on kitsch, a grand finale battle royale that just goes on forever — but it's a Star Wars movie, after all, and that's just part of the charm. The emotions are big, the explosions are bigger, and, as usual, even the violence is oddly friendly, bloodless and antiseptic. And when things threaten to get a bit too intense, there's always a cute little android around to chime in with the appropriate wisecrack. Lucas still believes that more-is-better, or at least that more-is-more, and the man seems to want nothing so much as to give us our money's worth. And with Episode II, that's exactly what he's done.

Psyche Ward And for Those Who Can't Deal with Waiting in Line for Star Wars and Want to See Something really Interesting … one of the Bay area's longest-running and most intriguing film series is about to offer up what may be their most promising program ever. On Sunday, May 19, The Tampa Psychoanalytic Society's Projections: Art and the Psychoanalysis of Film presents a very rare screening of Talking to Strangers, the 1987 feature debut of director Rob Tregenza, an internationally acclaimed filmmaker who — believe it or not — is currently teaching right here at our own University of Tampa. Tregenza (who besides making films also distributes works by heavy hitters such as Jean-Luc Godard) will be in attendance at the screening and will participate in a discussion with filmmaker and UT Professor Tim Kennedy, USF Professor and pyschoanalyst Frances Marton and Sister Jeanne Williams, spiritual director of the Franciscan Center. Consider this a must-attend event. The program begins at 1:15 at the Tampa Museum of Art, 600 N. Ashley Drive. Admission is $5, $3 for Museum members and students.