One of the biggest issues with Revenge of the Sith is that it has to line up with Star Wars. As the film builds to its conclusion, it becomes increasingly predictable; it has to end a certain way. Though a few elements do still work despite the knowledge of predestination, more of them don't. The Yoda/Palpatine fight is actually rather dry (definitely distracting from the Obi-Wan/Anakin duel) because the stakes aren't personal and we know neither of them is going to win or lose. It's ludicrous that Vader would never think to check in on his family on Tatooine... but he didn't, so of course Luke ends up safe there. Padme somehow doesn't know she's having twins until the last second, simply because Vader will later not know that either. It apparently took around 20 years to build the first Death Star, even though it took around two to build the second. Threepio ends up mind wiped to preserve continuity (though why doesn't Artoo as well?).
Revenge of the Sith is also pretty terrible from a feminist point of view. Padme doesn't really do anything in this movie (unlike the two preceding it). Her job in the Senate doesn't seem to amount to much anymore, and she's not part of the action; she exists only to amp Anakin's angst. And despite being in perfect health (according to a medical droid), she just "loses her will to live," having served her function in the plot. But at least she gets to speak! The couple of female Jedi we see during the Order 66 sequence don't have any dialogue. Nor do they put up any fraction of the resistance their male counterparts do.
The dialogue descends to the prequels' most painfully bad in a number of scenes. Almost every exchange between Anakin and Padme is stilted and awkward. The killing of "younglings" feels like an abstract whitewashing of the horror of Anakin's wholesale slaughter. Obi-Wan's scathing accusation that "only a Sith deals in absolutes" is itself an absolute.
There are some tortured twists in the plotting. There's a wholly unnecessary trip to Kashyyyk just to show us some Wookiees, I guess. Then there's the big contortion. Anakin needs to kill be the one to kill Count Dooku to begin his fall in earnest... but he has to be on Coruscant for the beginning of the final act. So Dooku is dispatched early (why even have him survive the last movie?). Yet without Dooku, Obi-Wan needs a reason to be off-world and not on Coruscant, so General Grievous is created as an interrim villain -- and is presumably made a wheezing robot just for parallels to how Vader ends up. Or something.
All these problems, and I'm still proclaiming this movie better than The Phantom Menace and Attack of the Clones? Well, the thing is, Revenge of the Sith does at least get the drama right sometimes. The Obi-Wan/Anakin confrontation at the end of the film was almost 30 years in the making, and is fed by all the emotion of everything we've seen since Star Wars. (The Clone Wars cartoon series would later come along to feed even more of a sense of loss into this moment, by showing so much of Anakin and Obi-Wan together.) The stakes of this duel feel high and personal. And the final moment, when Obi-Wan must watch Anakin burn and then walk away, is the moment that most truly captures the darkness this whole Anakin-to-Vader story line should exemplify.
The dialogue of this movie might be bad, but the acting is really the best of the prequels. Ewan McGregor does a fantastic job of conveying Obi-Wan's anguish. Frank Oz lands some poignant moments voicing Yoda. And Ian McDiarmid is pretty great as Palpatine. The "opera" scene, in which he recounts the story of Darth Plagueis, is (I believe) the longest single scene of dialogue in the entire Star Wars saga, and he really does make you hang on every word. He believably sets his claws in Anakin, and totally conveys the subtext that he himself was the apprentice in the story that killed Plagueis. Alright, so later in the Mace Windu confrontation and the "naming of Vader" scene, McDiarmid is practically unhinged. But I frankly prefer that he just go completely over the top like that. It's a breath of fresh air after the rest of the prequels were so routinely under the top.
The action sequences are generally quite good too. The Phantom Menace might have had the lightsaber duel with the flashiest technique, but this Obi-Wan/Anakin duel feels the most brutal and visceral of the entire saga. The opening space battle to board the enemy ship has a massive backdrop, a great pace, and some fun character beats. (It also feeds directly into more good lightsaber action once they get on board the ship.) We also get of taste of Yoda fighting the way he should fight (hurling people into walls, rather than whipping out a lightsaber).
But the movie as a whole? For every cool moment (Vader draws his first mechanized "breath"), there's an equally uncool moment (moments later, he pitifully screams "NOOOOOOOOO!"). Many of the dark moments (Anakin shows up to slaughter children) are undermined by unintended humor (the kid Jedi who talks to him has a "please sir, I want some more" accent). Cool visual ideas (lava planet) are compromised by lack of logic (apparently, they must rebuild that factory on a regular basis, because lava starts melting it apart halfway through the duel).
And so I'd call Revenge of the Sith a straight-up-the-middle C. If it weren't burdened with existing in the Star Wars universe, I'd wager no one would even remember it today -- it probably would be forgotten like so many other summer action blockbusters with two or three good moments awash in a sea of stupidity.
Now I'm left with just a few days to get back to Return of the Jedi and finish this thing right!
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