Considering that most of us — at least those of us who have paid attention to the original trilogy — already know how the rest of this story will turn out, there's still a great deal of suspense.

Unfortunately, the dramatic scenes don't carry as much weight as the action sequences. Lucas supposedly enlisted playwright Tom Stoppard to help punch up the dialogue, but aside from some of Palpatine's speeches, it doesn't really show.

And aside from McGregor and McDiarmid, the performances are a little wooden or reserved — even Portman, who's better than that. Meanwhile, Samuel L. Jackson is woefully underused, as his character, Jedi Master Mace Windu, is consigned to a pretty brief supporting role.

On the plus side, the movie rarely slows down enough for that to be a problem. And the action is pretty spectacular, especially the climactic light-saber duel and an all-too-brief sequence in which Yoda leads a Wookiee army into battle. Die-hard fans will be drooling all over that one.

"Star Wars: Episode III — Revenge of the Sith" is rated PG-13 scenes of science-fiction/action violence (including light-saber duels, laser blasts, space battles and some explosive mayhem), some brief gore, and brief drug content (use of hypodermic needles). Running time: 140 minutes.

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E-mail: jeff@desnews.com