Well, it was nice seeing Yoda kick butt, and also nice seeing more of Ian McDiarmid (Emperor Palpatine/Darth Sidious), who really deeply inhabited his role. But the utter lack of direction was obvious. Lucas is a fine producer, but a terrible director. You could easily tell the more seasoned actors by the fact that they were able to pull something out of their parts in the absence of any direction. The younger ones were all pretty wooden by contrast. And even the experienced ones were hampered by the fact that their interpretations weren't necessarily working together -- since that's something only the director can make happen. Ewan McGregor did a pretty good job as well, clearly investing himself in the part. Samuel L Jackson, though his performance was definitely one who needed some more direction, clearly was having a good time in his part and that at least shone through. Christopher Lee was an inspired choice for Count Dooku; he's a veteran of really crappy movies as well as some really excellent movies, and has both the training and the skill to make a performance watchable at the very least. I mean, even when the movie is complete crap (and he's been in some REALLY crappy movies), he's still fun to watch.
But Anakin . . . the kid who played him in Episode 1 was annoying, but hey, he's a kid. That's almost de rigeur in Hollywood these days. The guy who played him in Episode 2 and 3 was horrendous. The kid was infinitely better -- he might've been annoying, but frankly, that's how he was written, and at least the kid was able to emote and act like he actually believed he was there. Hayden Christiansen could have been replaced by a block of wood and it may have been an improvement. He could almost have phoned in his appearance. It's telling that the CGI version of the character in "The Clone Wars" (which has rather unimpressive facial animation) shows more feeling.
And don't even get me started on Amidala. Or, heaven forbid, the *story*.
As to the upcoming 3D version, I do not intend to waste money on the prequels. If they turn out well enough, I may see the others, especially my favorite, "The Empire Strikes Back". But if Lucas wants to "fix" something, he should put it back to where Han shot first.