With Anakin a hero, the Chancellor back home safe, and the Clone Wars seemingly nearly won, the stage was set for a more intimate character driven drama, and despite the massive amount of action sequences, Lucas delivers.

The clandestine reunion between Padme and Anakin is very well done, not only do we see the two sides of Anakin: one moment public hero, the next moment private lover, but we also see the dual roles of Padme: a strong-willed Senator and a caring and protective woman. The frustrations of Anakin begin to boil as well as he grows tired of hiding his relationship, but the real shocker is Padme's pregnancy.

Typical Anakin struggles with his emotions, but then decides to savor the moment and not spoil it with the stress of deciding how to deal with this disturbing news. But it haunts him, and horrible premonitions of Padme's death become the driving force in much of Anakin's actions for the remainder of the film. Lucas employs parallelism well in the saga, whether it be Obi-Wan cutting off an arm in the outlander club and the cantina, or the asteroid chases in AOTC and ESB, where we see why Boba wasn't fooled by Han's trick. Thus it is that Lucas shows Anakin's unwillingness to lose Padme just like his mother; but just like in AOTC, his actions lead to the dark side.

The relationship of Anakin and Padme is also deeply matured, especially on Padme's end, where she is seen as a mature loving wife and not the novice girl in love. But this relationship will be the doom of the Republic.

Anakin looks for a solution to his problem, he looks for a way to save Padme, and ultimately he decides Palpatine is the only man he can trust. The Chancellor bends Anakin to his will like modeling clay, giving him what he wants yet at the same time making him a tool no different than Dooku was. Anakin's appointment to the Jedi Council but denial of the rank of master plays right into Palpatine's hand: Anakin's weakness and anger grows, his hatred of Mace Windu develops, and Anakin becomes caught between him and the Jedi.

As always, Obi-Wan tries to help Anakin, cover for him, and so despite telling Anakin that he must spy on the Chancellor, Anakin still sees him as a friend, and even in the end of the film tries to bring Obi-Wan with him rather than just striking him down, "You're either with me or your my enemy!"

The political situation deepens as the Jedi become divided, Yoda goes to Kashyyyk to aid the Wookiees, thus removing a great threat to Sidious, for he could not face Yoda and Windu at once. Also, Obi-Wan's departure to Utapau in search of Grievous removes his influence from Anakin; perhaps he could've joined with Anakin and defeated Sidious had he been there. But without him, Anakin was influenced only by the dark lord.

This influence culminated in the meeting at the Coruscant opera, when Palpatines tells Anakins of Darth Plagueis and the possiblity of saving a life. Ian McDiarmid's acting in a long speech is Oscar-worthy, as he holds your interest fully in what is probably the longest strictly dialogue scene in the film.

Distrusting the Jedi, desperate to save Padme, Anakin's corruption is nearly finished. In a final meeting with the Chancellor, Sidious takes a huge risk in revealing his identity as the Sith Lord, and revealing that he knows of Padme's relations with Anakin. But the risk pays off, and sets in a deadly course of events...............

NEXT TIME: PART IV: THE SITH TAKE REVENGE