Well, it could have been worse.

It’s faint praise, sure, but I really was expecting “Men In Black 3” to be an utter disaster. Any time a movie has a massive budget (rumors are that it’s around $300 million after costs related to marketing and production delays) and an unfinished script (they started filming when the script had a beginning and ending but no second act) followed by months-long delays so said script can be completed, to say nothing of the fact that Will Smith seems to do nothing but pick “safe” projects these days. All of that is a recipe for nothing less than a mild bore at best and a disaster at worst.

Thankfully, though, “MIB3” works. Mostly.

MIB agents J (Will Smith) and K (Tommy Lee Jones) are still dutifully protecting the Earth from the scum of the universe, but a strain has been put on their relationship because J is perpetually annoyed by how little K emotes. They’ve been partners for more than a decade now and J barely knows anything about the man who recruited him so many years ago. He’ll get a chance to find out more about K’s past than he bargained for, though, when J has to travel back to 1969 to prevent K from being killed (an even that also happens to alter the fate of present-day Earth) by Boris The Animal (Jemaine Clement), a vengeful alien who’s escaped from a lunar prison and still mad about K shooting off his arm.

It’s a time travel movie, so that means there’s some inherent contradictions in how certain things work out (some more glaring than others), but it also means we get some of the better moments in the franchise.

I know it’s bad form for a critic to sit around and talk about what they think a movie should have been instead of what it is, but watching J walk around MIB headquarters during the 60s really makes me wish the entire series was set during this era. There’s such a delightfully pulpy feel to seeing spacemen with rotating radar dishes on their fishbowl helmets interacting with aliens that look like they came right off the pages of an issue of “Astounding Stories.” Make-up guru Rick Baker does some truly inspired work with the designs. It’s a somewhat protracted moment, but even as tepid as I am on this series as a whole, I’d be down for at least a couple more movies set in this time period, especially if it meant we get more Josh Brolin.

Which brings me to the second best thing in the movie: Josh Brolin playing a young Tommy Lee Jones. This sort of thing is a bit of a risky proposition. If the actor takes things too far, it becomes little more than a cartoonish imitation. Brolin playing a young Jones could have been handled as a gag, with little more than an exaggerated voice and facial expressions. But Brolin manages to capture not only the look and body language of Jones, but the tone of K’s character and sense of humor. It’s a pretty remarkable performance, something on a level far more involved than perhaps a movie like “Men In Black 3” probably deserves.

My favorite part of the movie, though, is Michael Stuhlbarg as Griffin. Griffin is an alien who can see every possible outcome from every possible timeline, most of which get fractured due to seemingly insignificant chance occurrences such as someone forgetting to leave a tip, him not getting antacids and so on. Stuhlbarg plays him in such a delightful fashion, though, that it’s hard not to love the character. He’s simply a delight to watch, a grin perpetually fitted onto his face, constantly munching on a snack of some sort. Stuhlbarg provides such a distinct personality to him that the movie would be a bit lost without him. His character is pivotal, sure, but more than that he provides such a drastic contrast and an interesting bit of color to all the other characters.

My problems with the film can be found nearly everywhere else.

That months-long hiatus is most certainly felt about halfway through the movie as the entire middle feels remarkably undercooked. Brolin’s game for whatever they throw at him, and it’s a good thing because otherwise we’d be left with a fairly tepid romp through 1960s NYC that offers little in the way of action or laughs. There’s supposed to be a true sense of urgency here as both K’s life and the fate of the planet hang in the balance, but it moves at a fairly languid pace despite this. There’s just not much that happens that’s terribly interesting. It also doesn’t help that Boris is given next to nothing to do aside from show up and growl occasionally before almost literally hopping into the third act climax. Combine all that with some truly grating contradictions thanks to the time travel element (we never get an answer as to why J remembers K even after K is assassinated in the past, nor how J is still an MIB agent in the altered present after K is killed) and it can be pretty unsatisfying at times.

In all honesty, I was hoping “Men In Black 3” would bomb at the box office, if only in the hope that it would at last propel Will Smith out of this rut of mediocrity he’s been in for years. Smith seems only to choose safe projects, ones that capitalize on his movie star status and never on his ability to actually, ya know, act. He’s on cruise control here, barely squeaking by on his natural charm but he’s clearly not really trying. I revisited “Ali” recently and it is stunning the transformation he achieved for that role, a far cry from the coasting he exhibits here. Tommy Lee Jones likewise barely shows even a sliver of interest, but he’s barely in the film at all so it hardly matters.

I think what really bugs me about “Men In Black 3,” and I suppose the series as a whole, is that the material feels ill-suited for a summer blockbuster. It feels like director Barry Sonnenfeld so desperately wants the movie to be a bigger spectacle than it actually is capable of being given the script. There’s a great concept at work here with the MIB organization, and it’d make for a killer seasonal, 6-episode HBO series where we actually get to watch the agents work in a procedural fashion rather than the writers feeling like they have to constantly come up with some bigger alien threat that mostly just involves J and K shooting space guns at space bugs.

“Men In Black 3” isn’t bad. It’s actually kind of fun at several points, though it’s never particularly memorable outside of Brolin and Stuhlbarg’s performances. Those alone merit a matinee screening, but unfortunately there’s not much else the film has to offer.

Grade: C

Stewart Smith is the Entertainment Editor for the Tyler Morning Telegraph. Contact him at 903-596-6301 or by e-mail at ssmith@tylerpaper.com.