All I really hoped for from Transformers: Dark of the Moon was that it would be better than the previous film in the series, Revenge of the Fallen, and thankfully it is. This is perhaps faint praise, since the last film felt like some sort of elaborate revenge scheme that director Michael Bay had created to get back at a cruel and uncaring world. This film merely returns the series to its roots—as empty-headed, overlong, unfunny twaddle that often manages to entertain when it’s showing giant robots blowing up everything in sight, but feels decidedly perfunctory and dull when dealing with organic life forms.

The film continues the story of the war between the good Transformers, called the Autobots, led by Optimus Prime, the villainous Decepticons, led by Megatron, and the unfortunate humans who get in the way. Here, we find out that the entire space race of the 1960s was in response to an Autobot ship crashing into the moon. We and the Russians raced there to find out what it contained. Between the Transformers on the moon, and the mutants from X-Men: First Class stopping the Cuban Missile Crisis, it seems that JFK was keeping a ton of secrets.

In present day, the Autobots go back to the moon to retrieve the contents of the ship, which include its pilot, Sentinel Prime (voiced by Leonard Nimoy), who was the former leader of the Autobots, as well as a device that could be a great boon to Earth, or, in the hands of the Decepticons, destroy it.

Meanwhile, Sam Witwicky (Shia LaBeouf) has graduated college and is struggling to find his first job. Unable to figure out why his heroic efforts in twice saving the world from evil robots couldn’t perhaps get him some sort of entry-level government job, Sam has to rely on the support of his new girlfriend, Carly (former Victoria’s Secret model Rosie Huntington-Whiteley).

She is pleasant enough here, not really decidedly better or worse than Megan Fox (who was fired for likening Bay to Hitler), which isn’t bad since the script rather forgot to supply her with a personality. Fox’s character Mikaela was at least something of a bad girl, while Carly is more of an idea than anything else, the juvenile ideal of an endlessly supportive, impossibly gorgeous girl who will love you unconditionally no matter how big of an idiot you are.

Sam was never the most likeable character, but I don’t remember him being such a colossal douche, as he was for the bulk of this movie. Whenever his lines were more complicated than screaming “Optimus!” or “No, no, no, no, no!” I wanted to punch him in his face. Being buddies with giant robots must be a bigger turn-on than you’d think for both Fox and now Huntington- Whiteley to put up with Sam’s crap.

After the apocalyptic reviews given to Revenge of the Fallen, the filmmakers seem to have actually listened to some of their critics, as this movie is mostly rid of the worst offenses of the second film. The plot actually makes a little sense, and the horrible, racist stereotype robots from the last film are also gone, as is most of the terrible toilet humor.

Shooting in 3-D seems to have calmed Bay down somewhat. He lets shots last for longer than a few seconds, and puts together action sequences in which you can actually tell what’s going on. And the movie works best during its action sequences. I liked the movie pretty thoroughly after about the 90-minute mark, when it goes full on alien invasion destructo crazy, delighting in the thorough destruction of Chicago after the Decepticons decide to use it as the staging area for their takeover of the planet.

There are some truly amazing action scenes in this movie, including one which follows a group of soldiers as they jump out of a helicopter while wearing wingsuits that make them look like flying squirrels, while another finds the main characters sliding inside, outside, around and through a high-rise building as it gets toppled by Decepticons.

Still, despite the action, I wouldn’t call this a well-directed movie. While Bay can make beautiful images, he almost never shows the ability to string them together into anything interesting. The film’s first 90 minutes, before the destruction of Chicago, are lumpy and dull. Even the Chicago section of the film can feel more like several action sequences arbitrarily strung together than any sort of story that makes sense.

Of course, much of the blame for this is due to the script. Some improvements over Revenge of the Fallen have indeed been made, but that film’s writer, professional sadist Ehren Kruger (Scream 3, The Skeleton Key) has returned to write the script for this film, so the screenplay is still pretty bad.

The film is 154 minutes long, and certainly feels like it, spending lots of time on subplots that don’t make sense and characters we don’t care about. Take Josh Duhamel and Tyrese Gibson’s soldier characters, for instance. Have there ever been characters who have appeared in three movies that we know so little about? I’d be surprised if either of them strung more than two or three sentences together in any of the films.

Too many things about the script are illogical, or easy coincidences, or just plain don’t make sense, as why the Decepticons feel the need to decamp to Chicago in the first place when it offers no strategic advantage for them, and the first half of the film takes place mostly around Washington, D.C. Or the incredibly convenient yet nonsensical and stupid way that Carly’s boss, played by Patrick Dempsey, figures into the story.

Most of the supporting characters, though, are really around only to provide comic relief, as if there were any dramatic tension created in the first place. And Bay seems to view comedy the same way he does action: Bigger and louder are better. Luckily, more of the jokes land here than in the last movie, but the comedy is still often painful. In the first movie, John Turturro was the somewhat incongruous and annoying comic relief. He’s doing the same schtick here, but he seems relatively subdued, as several other characters rose up around him to give even louder and stupider performances.

In the movie’s absolute nadir, Ken Jeong shows up and hijacks the film for 10 or 15 minutes as a scientist at the company Sam works for who has been in league with the Decepticons. If you thought Jeong was over the top in The Hangover: Part II, then just wait until you see him here. The racist and homophobic tripe spewed by his character are one of the few remnants of the minstrel show that was Revenge of the Fallen. John Malkovich also shows up for a while to collect a check and bellow nonsensically as Sam’s new boss.

The always awesome Alan Tudyk (Firefly) comes off pretty well as Turturro’s assistant, even though he’s playing a gay stereotype with a silly German accent. And Frances McDormand, playing the director of national intelligence, likewise barks all her lines, but comes off better through sheer force of will.

By now we have all had to accept that the Transformers movies are terrible. Perhaps the biggest thing this film has going for it is our weariness at complaining about the same things over and over. But whether it’s enjoyable is another question. The last third of the movie, when the series is as big and crazy as it’s ever gotten, is legitimately exciting stuff, but first you have to slog through 90 minutes of bad comedy and uninteresting characters to get there.

Carey Norris writes about film for Birmingham Weekly. Send your comments to editor@bhamweekly.com.