In these days of Disney-owned Star Wars, where the recent trilogy started off promising and then fell apart like a hot, confusing mess of conflicting ideas and plot holes, I’m suspecting that a whole lot of fans of this franchise are going back to re-evaluate the OTHER trilogy that we used to bag on all of the time. That’s right, the prequels. All the menace, clones, and revengin’ you could want.

To be honest, I haven’t even told my kids that the prequels exist because I’ve kind of been over and done with them (the movies, not the kids) as of 2005. I felt they really failed to live up to anywhere near the brilliance and entertainment of the original trilogy, thanks to overdependence on filmmaking tech over gripping narrative, some pretty awful writing, not getting us to Vader fast enough, and Lucas not collaborating with other directors and writers.

But that’s not what I want to talk about today. Today, I want to actually give praise to this series — specifically, 10 things I think the prequel trilogy did right. Maybe it’s even enough to give it another looksee, eh? Let’s charge in!

(1) George Lucas delivered a cohesive tale

While I wish from a directorial perspective that Lucas had been the idea guy and farmed out the director’s chairs like he did with Empire and Jedi, having the same one guy be in charge of all three movies allowed him to craft and deliver a single narrative that had a full, cohesive story arc. It wasn’t changing its mind in mid-stream, it wasn’t a tug-o-war between directors’ visions, it was a rather simple but full story.

(2) Ewan McGregor’s Obi-Wan Kenobi

I don’t like either of the Anakin Skywalkers, but I will never say enough good things about McGregor’s portrayal of a budding Jedi Master. His Obi-Wan goes from being an impulsive, headstrong youth to a grizzled general, and I agree with those who say that it’s his character that should’ve been the real arc of this trilogy. He’s so good that I don’t blame Disney for bringing him back for that pointless miniseries.

(3) Palpatine is worth the price of admission

Growing up with the original trilogy, I always thought the guy playing the Emperor in Jedi was actually a very old dude. So it was a shock when the same guy came back to reprise his role in the prequels, now as actually in his late middle age years — but welcome even still. Palpatine is an amazing villain who you can believe could infiltrate a republic and turn it into a fascist state. Plus we get to see his face melt!

(4) Order 66

It’s not that I think the “Order 66” scene was set up or even executed (heh) that well, but I do like how it manages in one fell swoop to address the Jedi’s arrogance and presumption of invincibility and wipe most of them off the playing field so that the Empire could take over. It’s another example of Palpatine playing a chess many moves ahead and using the clone troopers for multiple purposes.

(5) The pre-release hype

While this has no bearing today, I don’t want us to completely forget how absolutely insanely bonkers the fandom went in the late ’90s through the early 2000s over the prequels. We’d been primed for their arrival for two decades, and we gobbled up everything — the trailer, the merch, the tie-ins, the video games, you name it. The prequels were an EVENT the way that only The Force Awakens has been for the Disney era.

(6) The thrilling downer of an ending

In their own way, the prequels subverted the structure of the original trilogy, and I’m not merely talking about the whole “Return of the Jedi vs. Revenge of the Sith” naming convention. The original trilogy had its downer chapter right in the middle to set the stage for redemption and victory, while the prequels start with victory and gradually descend down into failure and despair. Seeing Anakin absorbed by Vader (alas, putting his suit on so late into that trilogy but oh well), the Death Star being built, Yoda weirdly going into exile, the Skywalker twins split up, and the galaxy covered by the might of the Empire is so powerful that it makes you immediately want to put on Rogue One and then the original films.

(7) The sound and visual design of space battles

I show up to Star Wars for its dogfighting battles in space, and we got some great ones in this trilogy. Phantom Menace was so-so, but Obi-Wan vs. Slave-1 in Clones was highly underrated for its visual and sound design language. And kicking off Revenge with this amazing kinetic clash over Coruscant was such a treat. It was also cool to see some of the earlier versions of fighters and capital ships that we knew very well in the original trilogy duking it out here.

(8) Great secondary baddies

While all eyes were on Palpatine and Anakin as the core villains of the prequels, Lucas did a pretty good job sprinkling in some excellent secondary bad guys to keep our heroes on their toes. Each installment got their own fan favorite — Darth Maul, Count Dooku, and General Grevious — and all nailed it when it came to memorable personalities and fighting styles.

(9) OK, let’s talk about the fan service

I’m becoming more wary about pandering fan service in the modern age, but in 1999, it wasn’t as much a thing. Seeing Yoda (with hair!), Chewie, and R2D2 appear felt like coming home to old friends. And we got to see a lot of locations (Tatooine!), ships (Tantive IV!), foreshadowing (Boba Fett!), and that stellar John Wiliams score, which really should be its own line item here but I’m almost out of space.

(10) It got better as it went along

Here’s something to chew on: What if George Lucas decided to go for a fourth prequel after Revenge to make this a quadrilogy? There was certainly a good amount of time between Episodes III and IV to do this, and it could’ve produced something pretty great if you consider how the prequels really did get better as they progressed. George Lucas was learning lessons from what did and didn’t work with each chapter, and by the time he got to the third prequel, it wasn’t shooting itself in the foot quite so much.

We also have the progression of the prequels to give thanks to the birth of the Clone Wars cartoon series, which is highly regarded by the fanbase to this day.