The Expendables 2 (R) ★★

It's rare that a sequel trumps the original, but The Expendables 2 manages to do just that, with a steady stream of one-liners and welcome, weathered faces, as well as a few new ingredients. E2 seems even more self-aware of its own silliness, especially with Jean-Claude Van Damme as the villain (named Vilain, of course), and Chuck Norris and Arnold Schwarzenegger popping up in smaller roles alongside previous Expendables Sylvester Stallone, Jason Statham, Jet Li, Dolph Lundgren, Bruce Willis, Terry Crews, and Randy Couture.

Then again, The Expendables wasn't any sort of action classic; it was like writer/director/star Stallone threw a whole bunch of ideas at the wall to see which would stick, then added massive amounts of weapons and the occasional hand-to-hand combat. It was popular, but it definitely not the kind of awesome actioner that the stars were able to make 10 or 20 years ago. There's the rub, actually; like women actors who have written or directed their own projects because nothing else was available or satisfactory, Stallone created The Expendables because Hollywood didn't seem to know what to do with him and his fellow action stars as they got older. It's easy to criticize Stallone et al for not doing the same amount of stunt work or hand-to-hand fighting that, for example, Statham is capable of, but the whole thrust of the movie is that they're expendable -- to themselves, to the world, and, until Stallone kickstarted these movies, to Hollywood.

E2 is still clumsy, but it's a little more adventurous and a little more introspective. Two new additions to the crew seem to throw everyone for a loop in one way or another. Liam Hemsworth shows up as Bill the Kid, a sniper who left the military after a raid in Afghanistan went horribly wrong; his age and hopefulness, not to mention physical prowess, is a foil the Sylvester Stallone's Barney Ross, and one that Barney is well aware of. Nan Yu joins the team as Maggie, who is apparently the only person who can disarm the safe that holds whatever secret thing Church (Willis) has sent them to retrieve. And if the Expendables don't get her back alive, Church will make them pay, because even though Maggie is some sort of multilingual computer genius with a vicious roundhouse, she's a lady. On one hand, perhaps we're supposed to gather that this group of old dogs is learning new tricks by having to deal with a smart, capable woman in their midst; the attempts Gunner (Lundgren) makes to flirt with her are clunky and goofy, and she's obviously way too smart for fall for that claptrap. On the other, when she whips out some instruments of torture, Barney cracks, ''What are you going to do, give them a pedicure?'' And, of course, her role also devolves into an incredibly stilted and unbelievable romantic interest for Barney. One point for trying, but two points deducted for falling into the romantic interest trap.

At times it's hard to tell whether or not we're laughing with the crew or at them. Plus, because of how jam-packed the cast is, some actors get the short end of the stick. Statham is the most charismatic of the bunch, and he also has the most impressive hand-to-hand fight scenes, but the emphasis in E2 is sheer firepower, so he doesn't get nearly enough screen time. Couture is fairly forgettable while Lundgren plays the lunkiest of lunkheads; the running joke is that he has a chemical engineering degree from MIT and was a Fulbright Scholar, which is supposed to be funny... except it's also true. (We're to assume he's mended his evil ways between the first Expendables and the second.) Is Lundgren agreeably poking fun at himself the same way Schwarzenegger hams it up at every turn? Or does E2 have shades of JCVD, which stars Van Damme was a washed-up action star? Are the emotional moments supposed to fall so hilariously flat on purpose? For some reason, it seems important to tease out which parts of these movies are earnest and which are tongue-in-cheek.

There's a weird melancholy about watching this group of aging action stars that has the same tang as watching someone you love grow older, especially as they try so very hard to fight the ravages of time. If you dig a little deeper, maybe deeper than E2 warrants, you could find a well of sadness below the back-slapping antics. The world has changed, and even though Stallone and his crew have muscles so hard and juicy they could pop out of their skin like grapes, they can't compete with Bill the Kid and Maggie and others like them. They know it, and we know it, and while it's good fun to see old friends or onscreen enemies kill scores of bad guys (led by JCVD sporting a truly horrible fake Baphomet-style neck tattoo), there are better, smarter, more exciting and more interesting action films on the horizon.

And there's also The Expendables 3.

Hollywood.com rated this film 2 stars.