For me, Phantom Menance became a better movie for me once I saw II. I don't know why, but I like it more than I originally did (and I saw it in the theater 6 times). I think it could do with a little less kiddie scenes (Jar Jar stepping in crap, animals farting, etc), and a little editing. Its not far away from being a very good Star wars movie. Its just a little long winded in places. A good editor could make a better movie out of it, the material is there.