here's the thread where we discuss the relative qualities of EMPIRE & STAR WARS viewtopic.php?f=11&t=1972 My point was: the reason that critical opinion has evolved favoring EMPIRE over STAR WARS is that it is... (drum roll, please) ... (wait for it) ...a better movie. Yes, SW had the advantage of being new, for its time. It also had more stilted acting and dialogue, slow expositional sequences, and less impressive effects. EMPIRE uses a non-stop narrative structure, with 2 parallel story lines... one a long chase for the supporting characters (an outward journey, if you will), the other a journey INWARD for the hero... with a convergence at the climax. By moving more quickly, the film has less time to dwell on the wooden characterizations, and more action means less bad dialogue. The film also has a darker edge than the "gee whiz" nature of the 1st. EMPIRE's overriding problem is the one inherent to the middle chapter of any trilogy... it ends before achieving a satisfying climax (which has to wait till the final chapter). Since SW had to be self-contained (with no guarantee there'd ever be sequels), its heroic conclusion gives it a better payoff. EMPIRE holds up better, thus allowing critics time to get past the "fallacy of the new" which overvalues SW, and appreciate the superior story-telling going on in the sequel. Don't get me wrong... i loved SW. Saw it opening weekend at the Loew's Astor Plaza on 44th St in Times Square. When that massive ship came into view overhead, after the opening "Chapter IV" crawl, the place went nuts. and nothing is ever like that twice. But getting past the thrill of nostalgia and taking a hard look at the qualities of the 2 films side-by-side, it seems like no contest to me. and later: As a screenwriter, Lucas is an excellent director. And as a director, he's a terrific technician. He just sucks with words and actors.