Made possible by what seems like a hundred German production companies, "The Three Musketeers" is a dorky popcorn adaptation made for pre-teen boys who still have trouble recognizing action cliches, and are more likely to think this movie is based on the candy bar than an actual book.


In this adaptation, the Musketeers (Athos, Aramis and Portos) are a group of ruffians who are betrayed by the backstabbing Milady (Milla Jovovich) when she poisons them after they all retrieve a secret project from a Leonardo da Vinci vault in Venice.


Designated to embarrassing working class lives, (one of them is a parking cop for horses), they are all reunited when they all confront the same whippersnapper, d'Artagnan (Logan Lerman). A young man raised by his father on the myth of the Musketeers, d'Artagnan challenges them all individually to a duel after upsetting them.

Before they can all duel, the Musketeers and d'Artagnan are united when the four of them work together to beat up troops dispatched by the evil Cardinal Richelieu (Christoph Waltz). After the event, Richelieu begs that King Louis XIII (Freddie Fox) punish them, but instead the Musketeers and d'Artagnan are decorated, and given great respect by the king.


When the royal necklace is stolen by Milady (who is now working for England), the Musketeers must are hired to retrieve the priceless piece of jewelry, and to in turn save the relations between England and France from turning war-sour.


Though the movie gives its title to the Musketeers, it's really d’Artagnan's story, and it's watered down to ways that 12-year-old boys can relate. d'Artagnan is excited by a new life in beating up bad guys, yet at the same time, he doesn't know how to woo a pretty girl (the same problem even bothers King Louis XIII). He earns a sense of maturity by rolling with the big boys, and also by beating up men twice his age.


That being said, the title characters of this movie are designated to one-sentence character descriptions, and are performed with little spark from actors Ray Stevenson, Matthew McFadyen, or Luke Evans (they are hardly recognizable faces for lead heroes as well). Athos is the leader, Aramis is slightly religious, and Porthos is the guy whose name doesn't begin with an "A," and he's really strong.

It should be sign with the intentions of this movie that the villains are much more recognizable to audiences than the good guys, especially those who are playing the classic Musketeers characters.


One of the movie's saddest appearances belongs to Christoph Waltz, who adds another negative performance to his slightly depressing post-"Inglourious Basterds" filmography, borrowing characteristics that made his Oscar-winning performance such a favorite. He’s manipulative as Cardinal Richelieu, but also a man of manners and repressed rage. This is another role from Waltz that makes his career hole deeper – we can only hope that he is liberated from such qualities with Polanski's domestic film "Carnage," coming out this winter.


The fight sequences in the movie do have some cohesiveness – as with a movie like his "Death Race" remake, director Paul W.S Anderson does know how to cut together a moment of all-out action with satisfying coherency. The swordplay in this movie is probably its smoothest element overall. A large in-air battle between air-ships tries too hard and seems to go so over-the-top that it crashes on the other side of the proverbial wall.


Because of the success of a movie like "Sherlock Holmes," this adaptation goes for the ridiculous side of anachronistic story telling, but lacks any of the wit that made the Downey Jr. movie directed by Guy Ritchie so successful. And with this decision to forego much of the reality of the time in which it is set, "The Three Musketeers" never acknowledges just how silly all of it is.


As can be said for almost every movie in this format, the 3D isn't necessary. The gimmick's tactic of making the image on the foreground feel more up close to us than the background just removes people from the locations, which are actually the best part.


Versailles (or what is made to look like the place) looks especially exquisite with the 3D style, as they offer great depth in shots of long, wide halls or rooms. Looking at the surroundings as the characters slowly walk through them, the scenery feels more natural than anything in the script. Still, don't see a movie in 3D just for the believable sets.


It's more like Musketeers is a cliche action movie, begrudgingly set in the time writer Alexandre Dumas originally intended. Just look at the presence of "air-ships," (ships that are turned into blimps) swords that are also guns, and booby-trapped security halls that shoot mini cannon balls to trespassers. This movie is pointlessly in its period. In fact, it's pointlessly even a movie called "The Three Musketeers."


Why even force the 12-year-olds that saunter into this movie to remember the names that Dumas used? Why not drop the Aramis, Athos, Porthos thing and given them action names like Speed, Chev, and Tucker. One can only imagine director Anderson must've been tempted to do this in the middle of production.


"The Three Musketeers" is a ridiculous action flick soggy with cliches that takes the fun out of anachronistic storytelling. It puts the dumbass in Dumas.   -- NICK ALLEN, is also a film critic for The Scorecard Review and member of Chicago Film Critics Association