As I found myself sitting down to watch Star Wars Episode II: Attack of the Clones for the first time in years, a familiar feeling washed over me.

I grew up with Star Wars you see; Return of the Jedi was one of the very first films I saw at the cinema and it still holds a special place in my heart (I kid you not, I will defend the Ewoks to my dying day). But that feeling I mentioned was that same one I had back in 2002 when I settled down to watch Episode II in the cinema, and the only way I can describe it is something approaching fear.

And that, as we all know, ultimately leads to the Dark Side.

I’m sure you know what I mean; for my generation, the generation who grew up with the original trilogy, the prequels didn’t exactly start off too well. Wait, I’m being kind there; I hated The Phantom Menace. I distinctly remember sitting in the cinema watching everything I loved about Star Wars crash and burn in a big CGI explosion. That being the case, I approached Episode II with extreme trepidation. But then, as now, I needn’t have worried because for the most part I loved it. OK, it’s by no means a perfect film, but where Attack of the Clones succeeded over its predecessor was in its ability to make that galaxy far, far away seem spectacular once more.

Picking up the story ten years after the events of The Phantom Menace, Attack of the Clones finds the galaxy in increasing turmoil. A separatist movement led by the former Jedi Count Dooku (Christopher Lee, bringing some much-needed gravitas to proceedings) threatens a rebellion, and with the Jedi stretched thin the Republic are forced to consider forming an army to assist them. Of course, as we learnt with The Phantom Menace Star Wars doesn’t really do all that political nonsense terribly well so it’s just as well Attack of the Clones doesn’t dwell on it too long and instead throws not one but two assassination attempts in the direction of former queen, now senator Padmé Amidala (Natalie Portman), which in turn leads to a rather long but quite exhilarating action sequence as Obi-Wan Kenobi (Ewan McGregor) and his apprentice Anakin Skywalker (Hayden Christensen) chase the would-be killer through the bustling skies of Coruscant.

Our two heroes subsequently go their separate ways for much of the film; Obi-Wan disappears off to the planet Kamino to track down the killer of the would-be assassin, while the all grown-up yet rather scarily temperamental Anakin is assigned the task of secretly ferrying Padmé back to Naboo. Once there our horny young Jedi quickly makes his feelings known and begins wooing the beautiful senator, willfully defying the rules of the Jedi order in the process.

After that nothing quite goes to plan for our heroes; Obi-Wan discovers that a clone army has been secretly created for the Republic on Kamino before he ends up a hostage of Count Dooku on the planet Geonosis. Anakin and Padmé, meanwhile, stop-off on Tatooine where the young Jedi goes off in search of his mother and butchers some Tusken Raiders, before reconvening with Obi-Wan on Geonosis where their execution at Dooku’s hands is only thwarted by the arrival of the Jedi and their new army of clones.

What impressed me most about Attack of the Clones back in 2002, and what continued to impress me on this most recent viewing, is the scope of the film; from Coruscant to Naboo, Kamino, Tatooine and on to Geonosis, Clones just feels more epic than its predecessor, more in keeping with the adventurous, action-packed nature of the original trilogy. And for a franchise that thrives on action, Attack of the Clones has it in spades; the assassination attempt on Padmé’s life in the very first scene comes as an unexpected shock, while the fight between Obi-Wan and Jango Fett on the rainswept landing platform of the Kamino cloning facility is a well choreographed and thrilling duel.

The climactic battle on Geonosis, meanwhile, must surely rank as one of Star Wars’ most spectacular action sequences, as the mission to rescue Obi-Wan, Anakin and Padmé sees the fighting spill out across the planet’s surface as they race to stop Count Dooku. And let’s not forget, of course, that Attack of the Clones gives us our first, some would say remarkable glimpse of the diminutive Yoda wielding a lightsaber in anger.

While improving immeasurably on its predecessor, Attack of the Clones is by no means perfect; the dialogue is clunky throughout and the acting for the most part is woeful. Lucas’s dependence on CGI for everything from characters to locations also lends the film a strangely cartoony look that lacks the realistic feel of the original trilogy or, indeed, the somewhat more gritty look of Episode III, which just goes to show how much technology had advanced in the three years between films.

Still, aside from the battle sequences there are a number of other praiseworthy elements. While Anakin comes across as a petulant child for much of the film, it comes as a genuine shock when we realise that he intends to slay the sand people who captured his mother; it’s a defining point on his path to the Dark Side, and that the extent of his vengeance is only revealed in his confession to Padmé only heightens the shocking brutality of his actions. Elsewhere Lucas wisely reduced the much reviled Jar Jar Binks to something more like a cameo appearance, albeit one that plays a major role as the character is directly responsible for granting Chancellor Palpatine the emergency powers that are so pivotal to his plans to seize control of the Republic.

So, as the second film of the prequel trilogy is it as good as The Empire Strikes Back, the middle film in the original trilogy? No, let’s not be silly. But as a stepping stone from the mediocrity of The Phantom Menace to the brilliant Revenge of the Sith, Attack of the Clones is an enjoyable romp and served as much-needed proof that Lucas was successfully steering his franchise back in the general direction of pleasing its audience – and what more could we ask of a Star Wars film than that?