TPM is the only prequel in which the any of the main characters work well. Neeson as Qui Gon is great. Portman is mostly good as Padme. In contrast to how she was awful in AOTC and ROTS. McGregor is better than how he was in the later two prequels, more genuine, though still hardly inspired. Of course, the film doesn't do great with Anakin, but the later prequels do even worse. In the later prequels I found I couldn't give a fuck about any of the main characters, which seriously took from the story. TPM was better on that front.
But the final lightsaber battle in TPM is overrated. It's good in some ways, but it's overdone and the music is overdone. There was no need to beat the audience over the head with the message "This is Epic!" They did that even worse in the ROTS battle on Mustafarted, of course, and that battle had zero value, while the TPM one had some.
The podrace we could all have done without.
TPM totally broke the unspoken rules of star Wars films by loading on obviously cartoon characters. In the OT, some creatures were unconvincing, but the aim was to make them come off as real as possible. The OT tried to make things seem real. In TPM, we're hit with a lot of creatures who seem to be designed with no effort to make them come off real. This includes not only the CGI characters but also the cartoonish Trade Federation guys, who were really annoying, and the droid soldiers, who were just done as a joke (the OT never made its villains just a joke like that).
And the cgi backgrounds helped (along with the cartoon characters) to give a very unreal feel to the film. Admittedly the OT used some matte paintings for backgrounds, but TPM sometimes really went out of its way to make things look unreal when that could easily have been avoided. This of course did not improve in the later prequels.
The OT worked by bringing imagined things to life and making them seem real. TPM failed so badly here. TPM's reality fails to convince.
