"We were once a peaceful race of intelligent mechanical beings." So says Optimus Prime, the alien robot that is also sometimes a semi-trailer truck, at the beginning of "Transformers: Dark of the Moon." Now there is no more peace, most of the race is gone, and the remaining mechanical beings aren't particularly intelligent. So Optimus Prime is probably pretty sad, is my point.

"Dark of the Moon," part three in the ongoing saga of the children's toys that became a cartoon that became a movie franchise, is better than part two, "Revenge of the Fallen." But that goes without saying, because most things -- not just most movies but most things -- are better than "Revenge of the Fallen." In spirit, "DOTM" is closer to the original "Transformers," from way back in 2007. Which is to say it's big, dumb, loud, intermittently enjoyable, but not quite what you'd call "good," not with a straight face.

It begins rather promisingly, actually, with a sequence establishing that a UFO crashed on the moon in 1961, and that a desire to investigate it was the secret impetus for the Apollo missions. Our fearless director, Michael Bay, cleverly combining real footage with fiction, shows Neil Armstrong and Buzz Aldrin landing on the moon and taking a gander at the mysterious wreckage. Then, to remind us that he is Michael Bay and that this is a "Transformers" movie, he cuts directly from the moon stuff to a shot of a hot chick's underwear-clad derriere.

The hot chick is Carly, the girlfriend of franchise hero Sam Witwicky (Shia LaBeouf). Sam's girlfriend used to be Megan Fox, but now she is Carly, and she is played by Rosie Huntington-Whiteley, who is a model making her acting debut. This suggests that at least Bay is realistic about what his movie needs. Why hire an actress when all you really need is a model?

Carly and Sam live in Washington D.C., where Sam is trying to find a job after graduating from college. He's frustrated and whiny about having saved the world twice with nothing to show for it. All the good Transformers, known as Autobots, are working with the U.S. government as international peacekeepers, anxiously waiting for the bad Transformers, known as Decepticons, to emerge from hiding. It used to be a boy and his magic car out having adventures, but now the magic cars are government contractors.

Things heat up when it's revealed that the moon wreckage included secret Autobot technology that would have helped them win their war against the Decepticons, had it not crashed on the moon, where it was no use to anyone. Moreover, an Autobot believed to be deceased, named Sentinel Prime (voiced by Leonard Nimoy), has been found, and he's eager to help Optimus Prime (Peter Cullen) and the others keep this newly discovered tech out of the Decepticons' mechanical hands. The Decepticons, led by a damaged Megatron (Hugo Weaving), are biding their time.

The story grows more convoluted as it goes; the screenplay (by Ehren Kruger) is not exactly the movie's strong point. Characters from previous installments are wedged awkwardly into the proceedings simply because, well, they were in the previous installments. That includes Sam's irritating parents (Kevin Dunn and Julie White), military guys played by Tyrese Gibson and Josh Duhamel, and an ex-government man played by John Turturro. On hand to chew new scenery are John Malkovich as Sam's obsessive-compulsive new boss, Patrick Dempsey as Carly's too-handsome employer, and Frances McDormand as the National Intelligence Director.

It's the McDormand character, Mearing, to whom Sam insists that he'd like to be involved in this new adventure. Mearing says no. Sam says he can help, though he doesn't explain how, exactly; he doesn't have any more information than the government does, and he certainly doesn't have special skills. Carly sticks up for him to Mearing, who won't budge but who does tell Sam and Carly everything that's going on, even though it's secret. Then, when Sam DOES get involved, after Carly tried to help him get involved, Carly is mad at him for getting involved. This is because somebody told the screenwriter that the male and female leads should have a conflict in their relationship at some point in the story, but didn't tell him that the conflict needs to occur for a good reason.

Bay's sense of humor is, as ever, moronic. Ninety-nine percent of the attempts at comedy fail for being too broad, clunky, obvious, or just plain stupid. Bringing in the ubiquitous Ken Jeong to play a squirrelly scientist helps remove any traces of subtlety or finesse, comedy-wise.

What Bay is good at, though, is staging action sequences. He usually shoots these sequences like a crack-addled monkey and edits them to within an inch of their lives. But this time around, since he was shooting in 3D, he had to restrain himself, or else the images would be literally incomprehensible. At last, 3D has had a positive effect on the world! Now there are sequences in which the camera moves smoothly, in which shots last for longer than three seconds apiece, in which we can actually see and appreciate the marvelous CGI Transformers. The last 40 minutes or so are basically one big battle, and it's a perfectly good summertime-at-the-movies combination of loud noises and adrenaline.

But everything else? Sam's petty jealousy over Carly's boss? The hilarious coincidences that tie every seemingly unrelated character together? The way the heroes and villains keep having opportunities to kill one another but don't? Bleh. Bleh on all of that. This would be a solid 60-minute action movie, if only there weren't 97 crass additional minutes diluting it.

Grade: C

Rated PG-13, moderate profanity, some vulgarity, lots of stuff blowin' up

2 hrs., 37 min.

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