Flashback - on the eve of Toy Story 3, a look back at classic part 3s in film history.

Since I had to miss the press screening of Toy Story 3 due to minor family illness (and my Jonah Hex review is under embargo until Friday), I thought I'd share this essay I wrote two years ago, written in the aftermath of The Dark Knight, dealing with whether or not Nolan and company could or should try to pull off a third Batman picture. Point being, despite conventional wisdom, and a recent string of bad luck in 2007 (Spider-Man 3, Shrek The Third, and Rush Hour 3), there is a small but potent legacy of third films that are actually quite good, in some cases even becoming the best of the series. A quick roundup of great part 3s. I can only assume that Toy Story 3 will join this list in a few days. Warning - thar be heavy spoilers below!

Goldfinger

The third James Bond film is the one that set the tone for all that followed, as well as turning the series into a worldwide phenomenon. It set the template not just for the series, but for the modern action picture as well. It has all the basics. A great hero, a quippy gentleman villain, a brutish henchman, several femmes both fatale and otherwise, and several worthwhile action sequences (the climactic duel between Bond and Oddjob, the massacre at Fort Knox, the final airplane tussle). It also a fiendish plot that actually makes sense. Goldfinger's scheme to destroy Fort Knox's gold to increase the value of his own is a template that was used for, among other things, Superman: The Movie and A View To A Kill. It may not be the best Bond film (that may go to From Russia With Love, Goldeneye, or Casino Royale), but it turned a successful franchise into a cultural sensation.

Escape From the Planet of the Apes

The only Apes sequel that was any good, this parable involving apes from the future traveling to the past to warn us of the coming doom has a dramatic potency that the other Apes films lacked. It's genuinely compelling and has a stunningly downbeat ending that is as disturbing as the original film's twist is mind blowing.

Star Wars: Episode VI: Return of the Jedi

Call it film three or film six, this final entry in the original Star Wars trilogy is still terrific. Oddly underrated now because of Ewok-loathing, this visually stunning and emotionally gripping finale to the whole Star Wars series has actually improved with age. The first act in Jabba's palace is thrilling and fun (never mind that Luke's 'lets all get captured' plan is pretty stupid), and the final space battle is still the only one in the series that feels like a dogfight and has any actual suspense (since all of the characters involved are theoretically expendable). Having two simultaneous climaxes provides genuine tension to newbies. Will they fail to blow up the Death Star but count on Luke to save the day? Will they destroy the Death Star but not before Luke turns to the Dark Side and escapes? Especially with the prequels now completed, the finale of Return of the Jedi showcases the tragic end of a tragic life, shown to us from nine-years old until death. The end, especially with the Special Edition climactic music cues, has a bittersweet sorrow that goes hand in hand with intergalactic triumph.

A Nightmare on Elm Street 3: The Dream Warriors

The only 'real' sequel that Wes Craven was involved in, this is the one where they set the formula. While the first two films told the dream sequences from the point of view of the dreamer, this one turned the tables, taking viewers into Fred Kruger's imagination, giving the series a head-trip FX blow-out that set it apart from the slasher film genre. It's not a great film, but it's gory fun with plausible, intelligent characters, and thus the only regular sequel that is still fun to watch on its own terms (to be fair, Freddy's Revenge now has an extra dose of context due to the gay symbolism and ice-cold Robert England performance). Plus the returns of Heather Langencamp and John Saxon provide welcome continuity that would start a trend of returning characters and arcs that would last three films (also a rarity for a slasher film series). Aside from Wes Craven's New Nightmare, this is the best Freddy sequel.

Indiana Jones and the Last Crusade

Marcus Brody is needlessly dumbed down, and it borrows a bit much from Raiders of the Lost Ark (as a way of needlessly atoning for the out-of-left field Temple of Doom), but this is the most gee-wiz goofy and probably the most purely entertaining and fun film in the series. Sean Connery gives one of his best performances and the action scenes have a tacky old school feel that makes them a hoot even if you can see the strings. Oddly enough, without much fanfare, quite a few choice lines of dialogue have quietly sneaked their way into our pop-culture vocabulary ("Our situation has not improved.", "No ticket!", and "He choose poorly..." to name a few). The emotionally compelling father/son dynamic provides a new ingredient to the Indiana Jones template and the literal riding off into the sunset denouement works splendidly as a rousing finale. Or at least it would have, had they not made a pretty good but unnecessary fourth film.

Back to the Future III

I know I'm in the minority, but this is my favorite film of the series. Aside from being a delightful western adventure, this finale benefits from out worn-in relationship with Doc and Marty. We know these characters and they are our friends. After a first film that focused on George McFly and a sequel that focused on Biff, Doc Brown finally gets a character arc of his own and this is literally the only film in the series that contains any drama, any real character development. The first film is an intelligent jokey joy, and the second film's second half is a mind-ripping paradoxical amusement (the first half is pretty terrible and the whole film is badly acted), but this third film pays off everything that comes before it. Doc and Marty are more human in this one, and they actually feel like close friends. The last scene is an incredibly sweet finale and a completely satisfying farewell. We walked out of the theater feeling good, because we knew that Doc and Marty were going to be just fine, be it in the past or the future.

Terminator 3: Rise of the Machines

It's not as good as the original, and it's not quite as good as the epic but slightly overrated sequel, but this third chapter is certainly a credit to the franchise and Jonathan Mostow does Cameron proud. Despite costing $170 million, this is a stripped down action film, feeling more like the cheap bare bones original than the epic chase spectacle of Terminator 2: Judgment Day. There is real character development with the future Mr. and Mrs. John Conner, and the bitterness at a life stolen by alleged fate shines through the occasional action set-piece. This is the only Terminator film where the humans are more interesting than the robots, and the incredibly grim final twenty-minutes pack a brutal punch of acknowledgment and inevitability.

The Lord of the Rings: The Return of the King

Duh. This incredible Oscar-winning spectacle closes the book on the greatest film trilogy of all time. Unsurpassed action spectacle intertwined with heartbreaking character moments (Sean Astin deserved at least an Oscar nomination, and the last twenty-minutes are uncommonly powerful), this is simply one of the finest big screen entertainments ever made. It 'towers' over the fine but flawed Two Towers, but whether this is better than Fellowship of the Ring is open to debate. Who cares? They're both masterpieces.

Harry Potter and the Prisoner of Azkaban

It's not the best of the series (that honor goes to Goblet of Fire, which is the best book too), but this small-scale, intimate entry is a darn fine continuation of a stunningly consistent series. Aside from the change in production design, darker and more meditative tone, and overall artier, less stage-bound film making, this bridge film boasts a wonderful performance by David Thewliss as Professor Lupin, the compassionate father-figure and former best friend of Harry's father who happens to be a werewolf. And, although underused in this film as well as Order of the Pheonix, Gary Oldman is terrific as Sirius Black.

Star Wars: Episode III: Revenge of the Sith

Call it film three or film six, but this third film in the prequel trilogy is easily the best of the prequel series and second maybe only to The Empire Strikes Back in the whole Star Wars cannon. The opening 23 minutes is hands down, the most entertaining, elaborate, make you grin till it hurts action set-piece of the decade. Right from the start, the acting is better, the writing is sharper, and the action is completely over-the-top. After that, we get to what everyone has been waiting for. Anakin Skywalker goes to the dark side (how delicious that Anakin falls while doing the moral thing; correctly preventing an unlawful assassination by a rogue Jedi), the Jedi are wiped out in a hauntingly staged and beautifully scored montage, and the mother of all light saber battles finally unfolds. And yes, the Obi-Wan/Anakin showdown is almost as exciting onscreen as it was in our imaginations. Far more melodramatic than any other Star Wars picture, this one goes for high emotion as well as high adventure. That its politics are sledge-hammery anti-Bush is only because no one got the subtle symbolism of Episodes I and II. The absolute failure of good to prevail over evil is still shocking, and it lends a dramatic creditability to Luke Skywalker's similar choice years later. Regardless of what you thought of Attack of the Clones and The Phantom Menace, Revenge of the Sith is a stunningly effective tragedy and a terrific action spectacle.

Vastly overrated third film that will not be on the above list - The Bourne Ultimatum.

A film that critics seemed to champion BECAUSE it had no story and nonstop action and incident. This is a dumbed-down, audience-pleasing remake of The Bourne Supremacy. That terrific second film was filled with moral shadings, gray tones, a genuinely threatening anti hero, and a refusal to paint broad strokes. Comparatively, this one has the same music cues, the same narrative structure, the same action set pieces, and goes for easy jokes, and cheap liberal-feel good pay-offs. It claims to be a liberal spy thriller, and it condemns the covert US actions in the simplest fashion, yet Bourne causes an innocent man to be kidnapped by the US covert ops, probably to be rendered, tortured, and killed, and then the film expects us to find it funny.

Seemingly unwilling to write a new story, they simply rehash the plot of the second film (with Albert Finney playing Brian Cox). But this time, because Treadstone wasn't evil enough, Bourne realizes that he was also part of an even more evil assassination group. This one brainwashes you - Blackbriar! I presume in the fourth film that Bourne will discover that he was always quasi-willingly inducted into the fiendish society known as Bald Eagle - which turns you into cybernetic assassins ("Compute: Look - At - Us - Look - At - What - They - Make - You - Give! Execute").

Let me know if I missed any third-part gems. I can only hope to add Toy Story 3 and 'Shadow Of The Bat' (or whatever it's called) to this list in due time.

Scott Mendelson