History has not been kind to “Star Wars: Episode I – The Phantom Menace.”

“The Phantom Menace” was one of the most anticipated films of all time when it was originally released in 1999. “Star Wars” and its sequels made up one of the highest grossing franchises of all-time, and to call it a pop-culture phenomenon would be a gross understatement.

“Phantom Menace” – the first film of the “Star Wars” prequel trilogy – itself grossed an unbelievable $431 million upon its initial run in North America and still remains as the fifth highest grossing film of all time in the United States – not including inflation adjustments. Despite the impressive receipts earned by “Menace,” fanboys were left with a bad taste in their mouth after actually seeing the film.

It was a tough assignment for “Star Wars” fans to admit the faults of “Phantom Menace” at first, and most spectators initially refused to see the endless flaws of the film. Thirteen years later – and after two more film – “Phantom Menace” – is looked upon with disdain, and many consider it to be the worst entry in the six film saga. What was it about “The Phantom Menace” that did not work? To put it simply, everything.

“Phantom Menace” rarely felt like it belonged with the original “Star Wars” trilogy. The characters are flat, the acting is wooden and the plot is absurd. Even the opening crawl that sets up the film is boring and complicated when compared to the simple crawl that opens with the original “Star Wars.”

Those opening words established that there was a damsel in distress, good guys versus bad guys and stolen plans to a massive spacecraft that can destroy planets. Awesome. Everyone was on board. “Phantom Menace’s” opening crawl talks about negotiations, trade disputes and blockades. What? Is this a “Star Wars” film or a Robert Redford political picture?

The essence of the original “Star Wars” films was in the dynamic characters that were perfect archetypes taken from previous forms of mythology. If asked to describe Han Solo alone, a “Star Wars” fan could attribute endless adjectives that are a feature of Solo’s characterization. He’s witty, unpredictable, charismatic, innovative. That same fan would be hard pressed to refer to Jar Jar Binks from “Phantom Menace” as anything other than annoying and unnecessary.

“Phantom Menace” is full of stale characters portrayed by actors who are as uninterested as the script was in fleshing these people out. The only stand-out character was the film’s main antagonist, Darth Maul.

Maul has no backstory and little dialogue, but his presence and appearance were enough to make him at least memorable. He sports black robes, tattooed red and black, a spiked head and – most importantly – a dual-bladed “lightsaber.” Essential, Maul was the only part of the film that left a mark on the fan base, and it was only because he looked cool.

If there is one arena where the film had moments of success, it was in the spectacle. The characters may not have been enjoyable to watch, but the settings and situations in which they found themselves in were to a degree. These sequences of visual effects driven imagery were even more engaging thanks to the presentation in the 3D format.

Spaceships, laser-fire and even Liam Neeson’s nose looked better in 3D. The lifeless and bland “podrace” sequence in the middle of the film was far more tolerable thanks to the 3D glasses.

Seeing these vehicles race towards the audience was riveting in 3D. Additionally, the final lightsaber duel – which was the only fantastic part of the original version – was also improved even further in this format. The combination of the clashing of lightsabers and beautifully choreographed stunt-work in 3D was thrilling beyond imagination. Unfortunately, this final confrontation was plagued by the constant editing back and forth with two other battles that were occurring simultaneously and were much less exciting. Yet these improvements were not enough to make up for the endless plot-holes or anything that came out of Binks’ mouth.

Composer John Williams deserves some credit as well for his role in making this film watchable thanks to his magnificent score. Even when the maestro is given passionless material like “Phantom Menace,” he creates music that inspires a little life into the final film. In the case of “Phantom Menace,” Williams used few musical cues from the original trilogy, except for the opening theme and end credits. He wrote several new pieces in his best attempt to narrate the uninspired “Phantom Menace.”

The standout track from the soundtrack is easily “Duel of the Fates.” This sweeping theme incorporated an operatic chorus that played during the final battles from the film, particularly during the lightsaber duel. “Duel of the Fates” is a heart-pounding and thrilling track that was an instant favorite of “Star Wars” fans, and this along with the entire score was one of the few elements that positively compared to the original trilogy.

Despite all of these criticisms that fans possess and the negative feelings they have towards the film, the die-hards will still attend the 3D screening of “Phantom Menace.” Fanboys may have looked upon the 3D announcement with dread and initially felt they would never again pay money to see the biggest film disappointment in their lives on the big screen.

But at the end of the day, it’s still “Star Wars,” and it’s still an opportunity to see a segment of one of the greatest franchises to have graced the screen in theaters again. And any true “Star Wars” fan – no matter how much it hurts – will not deny themselves of that opportunity.

Kevin Romani can be reached at [email protected] and followed on Twitter @KevinRomani.