Episode #133 of The Swampflix Podcast: Toy Story 3 (2010) & Superior Sequels

Welcome to Episode #133 of The Swampflix Podcast. For this episode, Britnee, James, and Brandon discuss movie sequels they prefer to the originals, starting with the shockingly bleak Toy Story 3 (2010).

00:00 Welcome

02:30 Willy’s Wonderland (2021)
03:35 Held (2021)
06:40 Mildred Pierce (1945)
10:25 Finders Keepers (2015)
14:15 Slaxx (2021)
18:42 Shadow in the Cloud (2021)

23:53 Toy Story 3 (2010)
48:40 Gremlins 2: The New Batch (1990)
1:03:45 Problem Child 2 (1991)
1:24:55 Magic Mike XXL (2015)

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– The Podcast Crew

The Cheap, Diminished-Returns Depths of Class of 1999 II: The Substitute (1994)


November’s Movie of the Month, Class of 1999, is by no means a great movie. It’s a strange, didactic, dated, entertaining, culturally intriguing piece of mindless cyborg action with misguided social commentary, but while it’s a movie that holds a special place in my heart, there’s nothing groundbreaking or objectively iconic about it. For all its strengths and weaknesses, it’s a movie that truly commits to its fictional world and its boundaries and stays within those strictures: the grime is grimy, the robots are robotic, and the violence-prone teenagers are teenaged and prone to violence. The idea that armed, militant teenagers whose schools are at the heart of free fire zones would continue to attend class is absurd, but the movie never winks at this idea. Sure, the dieselpunk armored vehicle chase that opens that film is ridiculous, but the movie plays it with sufficient sincerity to make it, if not believable, at least explicable. The sequel? Not so much.

Class of 1999 II: The Substitute isn’t just a movie with a title that combines Arabic and Roman numerals in an attempt to drive classicists insane, it’s also one of those sequels that features no returning cast members and seems to have missed the point of the first film. I hardly know where to start here—there’s almost nothing right about this movie and so very much that’s wrong. According to the poorly composed Wikipedia plot summary of the film, Substitute is, like the original Class, set in “a violent future metropolis where gangs rule the hallways.” This is a lie; the setting of Substitute is somewhere in the featureless American midwest, judging by the area surrounding the school, in a building that the crew wasn’t allowed to alter in any way. Early in the movie, a character stands atop the school’s roof, and the entire background is just rural dusty nothingness, where cars move slowly and lazily down a traffic-free highway. With regards to set design, the graffiti that covers the walls of the school is clearly painted on translucent plastic sheeting that moves in the wind, demonstrating zero effort to maintain the illusion that this isn’t just some random school that was open for filming on weekends. A teenage wasteland it most definitely isn’t.

The plot follows John Bolen (Sasha Mitchell), a substitute-of-fortune who happens to be a decommissioned and repurposed military android, just like the three killer bots from the first film, apparently the last of his kind still wandering the earth. He is being pursued—if lackadaisically and perfunctorily following the trail of a killer robot can be called a pursuit—by a man whose sole purpose is to provide voice-over exposition in the form of digressive verbal journal entries, named G.D. Ash (Rick Hill). Bolen’s left a trail of bodies behind at every school that has had the misfortune of playing host to one of the iterations of his cycle of violence, and he’s just arrived at a new school. Jenna McKenzie (Caitlin Dulany) is a teacher there, although she’s suffering harassment at the hands of gang members who support Sanders (Gregory West), a gangbanger against whom Jenna is planning to testify; she’s the only one who saw him intentionally aiming at a fellow student who was supposedly killed by an accidental gun discharge. Her boyfriend, Coach Grazer (future Alpha Dog director Nick Cassavetes), is also the curator of the local military history museum, and he pleads with Sheriff Yost (Jack Knight) to increase his protection of Jenna, but Yost doesn’t have the manpower (in fact, there is not one other police officer in the entire film, seeming to imply that Yost is the beginning and end of this town’s police force). Bolen shows up and immediately starts killing students. He also develops an attraction to Jenna, whom he protects from attacks by Sanders’s goons.

You’ll notice that there’s scarcely a mention of students in the above paragraph, or of classes, or of school. Unlike the previous film, wherein the teenage students were the protagonists, here they are indistinguishable cannon fodder, with Jenna and Grazer as the unmemorable leads. With Class, even if the characters were thinly defined, there was a supporting group of recognizable people with different clothes and hairstyles rounding out the main cast of teen characters like Angel, Cody, and Hector. Here, every single teenager wears a prison orange jumpsuit, even though they’re not incarcerated or even particularly violent; the only two teenagers of consequence are Sanders and his lieutenant Ice (Diego Serrano), and neither of them are ever seen attending school. We never even find out what subject Jenna teaches! Grazer doesn’t mention that he’s a coach until well into the film and long after the audience has made the assumption that he’s just some survivalist who Jenna happens to be dating, like Burt Gummel from the Tremors series. Class was about kids whose teachers happened to be military killdroids. Substitute is, instead, about a killer robot who happens to be a teacher, and only the former is relevant. There’s no reason that this narrative needed to be set at a school at all; the plot could be transposed to a law firm, a diner, or a grocery store with no significant effect on the storyline, which is a problem when your title has the word “class” in it.

I hate to keep coming back to the problem with the film’s setting and the difference from Class, but it’s quite distracting, especially since the movie itself refuses to let you forget that it’s a sequel, what with all the reused footage that illustrates Ash’s expository narration. The editing in Substitute is already schizophrenic, but Ash’s presence in the story is particularly poorly integrated, as his stream of information feels like it was initially written as one long monologue that was then chopped up and distributed throughout, played over unconnected footage from the first film. Case in point: one sequence of the film features Ash describing Bolen’s M.O., “His method is to cap off a series of onesie/twosie murders with a mass kill.” This information is relayed over footage from Class of the P.E. teacher’s Terminator walk, the teachers’ Taurus flying over the edge of a dock, and a random fire. This is followed by a scene of Jenna and Grazer talking about their relationship, which is itself followed by more expository monologuing that begins with “This is consistent with his infiltration programming….” The monologue is one uninterrupted thought that is artificially broken up into incomplete chunks. That’s madness.

That’s not even getting into the nitpicky inconsistencies with Class‘s worldbuilding, such as it is. The entire plot against Jenna hinges upon the fact that Sanders claims his gun went off in class accidentally, ignoring that the first film made it abundantly and explicitly clear that weapons were confiscated at the entrance and students had to go through metal detectors, not to mention that this would have gotten a kid in 1994 charges of criminal negligence and possession of a firearm at the very least. There’s also the fact that the excesses of 1989 made their way into Class‘s vision of the future, while the relative drabness of real-world 1994 meant that Substitute‘s aesthetic was more realistic but much less visually intriguing. Class‘s northwestern shooting locations rendered that film’s post-apocalyptic world in an effective perpetual overcast, whereas the glaring sun in this movie makes for a complete tonal reversal, further distancing Substitute from its predecessor. And I haven’t even mentioned that the big, violent setpiece that serves as this movie’s anticlimactic climax is a paintball game, whereas Class ended with full-on warfare between killer droids and a unified teenage front comprised of rival gangs. Comparatively, imagine that Rocky II had boiled down to Stallone battling the antagonist at Rock ‘Em Sock ‘Em Robots, or that the conclusion of Terminator II featuring Sarah Connor and the T-1000 settling their differences with laser tag.

This movie is cheap in every conceivable sense of the word. Its sets are cheap, its actors are cheap, its plot is cheap, and it’s not really all that entertaining. The bizarre editing sometimes makes the movie seem to have more energy than it actually does, which is a mark in favor of the editor. The few jokes that we get about the future are likewise cheap, like references to the impeachment of Bill Clinton (“hahaha”) and the reference to American domination of Japan in the realm of computer advancement, a jingoistic attitude that carries over into the film’s inexplicable and sudden occasional fervor for and idealization of the war machine and military history. Substitute also has the ultimate cheap ending: Bolden isn’t even a military droid after all! He’s actually the son of Robert Forrest, the creator of the robots, memorably portrayed by Stacy Keach in Class. His robotic behavior is the result of PTSD, and all those times he was shot and kept going was because he was wearing Kevlex, silvery spandex that can stop bullets! To be fair, I did find myself wondering early in the film why he would be out taking a jog if he didn’t need exercise, and why he would be programmed to sweat while experiencing lustful thoughts, but the explanation that he’s actually human doesn’t make sense either, given all the buildings and precipices he leaps from with impunity.

It’s really no surprise that the director of the film has never made another feature, although he helmed several episodes of the terrible 90s series Team Knight Rider and has credit as a second unit director on 72 projects, although his major area of expertise is in stuntwork. Writer Mark Sevi appears to have rooted his entire career in drafting scripts for bad DTV sequels to forgotten and forgettable fare like Excessive Force and Relentless; it was not until his ninth script that he wrote something that didn’t have Roman numerals in the title, and two of his last five writing credits appear to be creature features of the Asylum Studios mold. Star Sasha Mitchell was arrested a year after release for alleged domestic assault, and a year after that he was briefly a fugitive after skipping out on his probation, a debacle that cost him his lucrative main cast role as lovable dimwit Cody on TGIF staple Step by Step; his career never really recovered. No one emerged from this movie unscathed, save for Cassavetes, who will still be remembered by history as the man who directed The Notebook, so the curse touched him as well.

If this were just a standard review, this would be the point where I would say “avoid this movie” and award a star value, but this movie is more than just a 1.5 star piece of DTV detritus, it’s a time capsule that reminds us of a period when sequels were all but guaranteed to be cheaper, less imaginative retreads of a more successful movie, and not even one that was particularly popular or noteworthy. It represents the beginning of the era we live in now, where everything from My Big Fat Greek Wedding to Sinister to Cars can and will get a sequel that sees a theatrical release. It was a sequel that required no knowledge of the first film, and one which actually makes no sense in the original’s context. It has a place in history, but isn’t worth celebrating.

For more on November’s Movie of the Month, 1989’s Class of 1999, check out our Swampchat discussion of the film.

-Mark “Boomer” Redmond

Hitman: Agent 47 (2015)


three star


Just as I found myself oddly won over by the generic action movie cheapness of 2007’s video game adaptation Hitman, I was equally tickled with its seven years late sequel. Almost more of a reboot than a proper sequential follow-up, Htman: Agent 47 makes no perceptible reference to the first Hitman film either in its narrative or in its much more stylish visual palette of crisp white walls & television static blues. The first Hitman film was amusing in its lack of its ambition or specificity. It kept its superhuman assassin protagonist’s origins vague, attributing his existence to some blanket collective called The Organization, a super-secret conglomerate with “ties to every government”. As a follow-up, Hitman: Agent 47 seemingly tries to correct the perceived wrongs of the past, bending over backwards to nail down the details of its titular assassin’s origins & to please the action movie marks in the audience with its ludicrous CGI spectacle. Struggle as it might for legitimacy, it’s just as much of a cheap action movie romp as the first film, just with a bigger budget as well as more of a willingness to go big & go silly. As with the first go-round, it kinda works.

Choosing to go the dreaded Origin Story route, Hitman: Agent 47 explains that The Organization’s assassin farm where they raised, balded, and barcoded trained killers has been shut down for moral grounds, even though the assassins are still assigned missions, presumably also by the very same Organization. Or maybe it was The Organization’s evil twin company Syndicate International that ran the assassin farm. The details are a little fuzzy, but I do know that Syndicate International is supposed to be bad & they’re looking to start creating “Agents” again, which is also supposed to be very, very bad. But, don’t worry, our titular killing machine assassin, simply named 47, is very, very good. Along with the daughter of the scientist who spearheaded the Agents program, 47 looks to put a stop to Syndicate International’s evil plan to reinstate a program that “engineered human beings by selecting & enhancing certain genes” & “eliminating” weaknesses like pain & love. Along the way, 47 helps release the methodical murderer inside of his newfound Scientist’s Daughter partner & also battles a seemingly invincible Zachary Quinto (who you can tell is bad news from the get go, thanks to his diabolical eyebrows), playing a kind of Wolverine knock-off who has been, I swear to God, reinforced with “subdermal titanium body armor” that makes him impervious to stab wounds & bullets. When that bit of silliness is first revealed, even Quinto has to call for a time out and ask, “Pretty crazy, huh?”

You know what? Forget everything I just told you, because absolutely none of it matters. Hitman: Agent 47 survives solely on the strength of its ludicrous action sequences, which are admittedly a half step above the adequate proceedings of the 2007 original. Sure, 47 falls back on the mechanical choreography of the first film where he calmly spins in circles and shoots a slew of targets (mostly faceless baddies not even worthy of his glance) one at a time, never missing. That aspect hasn’t changed much (despite 47 been switched out for a second bald-headed actor for unexplained reasons between films), but it has been enhanced by an even sillier set of action movie stunts. Characters bounce off the top of a speeding train without wincing, then duck under the next one as it passes, safely nestled between the tracks. The Agent-in-training Scientist’s Daughter is tested for her survival skills by being tied up in front of a running jet engine to see how quickly she can Houdini herself to safety. Later, a few faceless goons are thrown into the engine just for a sense of completion. 47 also beats down some goons with a hotel Bible & crashes a helicopter into an office building without starting a fire, the blades still spinning long after they’ve collided with desks, walls, and ceilings. Each action set piece is more laughably preposterous than the last, like something you’d expect in, say, a video game. By the time Agent 47 & Scientist’s Daughter are killing in unison to a surf rock soundtrack in a moment of borrowed Tarantino cool, the film has pretty much exhausted every possible way it could acheive a cheap action movie dreck aesthetic (complete with the CGI-aided POV of a flying bullet straight out of that one KoRn video). Enjoying the film for the trashy fluff that it is will depend on your personal mileage for those kinds of shenanigans. I found myself a little dumbstruck, but thoroughly amused.

Bonus points: As I mentioned with the first film, I think one of the more unique aspects of this franchise is that it sticks to the lead’s asexuality as a central character trait. Lesser action movie fare certainly would’ve abandoned that peculiarity in favor of a romance plot. It was a detail tested a lot more strongly in the first film considering that 47’s female sidekick was a runaway sex worker instead of the sequel’s choice to negate the issue by giving its central pair a familial tie (Her Scientist Dad is basically his dad too? In a weird way?), but it’s still a striking choice for a franchise so generic & so silly in almost every other way.

-Brandon Ledet

Magic Mike XXL (2015)




I’ve long considered pro wrestling to be the hyper-masculine equivalent to the way femininity is vamped up in drag performances. Magic Mike XXL poses that male entertainment (read: male stripping) fills that role instead. As represented on the screen here, it’s a solidly convincing argument. Early in the film male strippers & drag queens meet eye to eye in a small dive bar where the male entertainment crew from the first Magic Mike film participate in a voguing contest hosted by a wonderful small-part drag queen MC named Ms Tori Snatch. This scene not only gives the world the wonderful gift of watching former pro wrestler/NWO member Kevin Nash attempt voguing (he at least gets the spirit down more than some of his buddies, even if he can’t move his lumbering body very well), but it also establishes a connection between drag & male entertainment as artforms. Although the strip routines at the big competition at the end of the movie feature a ludicrous amount of faux ejaculations & weightlifting human beings that you’re unlikely to see in a roadside drag show, that brand of cartoonishly gendered performance is not far from what Tori Snatch does for a living. It’s just at the opposite end of the spectrum.

This exploration of stripping as absurd gender performance is limited almost entirely to Magic Mike XXL‘s on-screen stripteases & the brief foray into voguing (although Channing Tatum’s titular protagonist does reveal that his drag queen name would be Clitoria Labia), though, so what of the rest of the film? Besides a couple refreshingly casual nods to a few characters’ bisexuality & some vague philosophising about male entertainment’s role as female worship & sexual healing, the film doesn’t have all too much on its pretty little mind. The first Magic Mike film was an existential, melancholy look at the personal lives of male entertainers that had a lot of devious fun clashing their gloomy off-the-clock behavior with the over-the-top escapism they delivered on stage. Magic Mike XXL, by contrast, is pure escapism. The sequel ditches its predecessor’s despondent character study in favor of an aging-boy-band-goes-on-a-road-trip slapstick comedy. The opening of the film revisits a little of Mike’s downtrodden attempts to escape The Life, but once he rejoins the fold & starts dancing again the film is essentially a long list of road trip gags that all land beautifully (when they aren’t interrupted by the film’s hot & heavy strip teases).

True to the film’s boy band dynamic, its narrative focus mostly distinguishing the individual personalities of Mike’s crew of stripper buddies. There’s the pretty boy mystic, the aging giant with an artist’s heart, the boytoy who’s looking to shed his casual sex life in favor of a longterm relationship, etc., all for you to fawn over while they remove clothing from their shaved & oiled bodies. Magic Mike XXL only loses its spark when it strays from detailing the quirks of its all-growed-up boy band heart throbs & tries to find women for them to love. A lot of the heart of the first film was wrapped up in finding a budding romance for Mike, but the idea of repeating that process for the sequel isn’t exactly an enticing one. The love interest angle of XXL is treated like a necessary evil that the movie attempts to downplay at every turn. Mike’s potential partner is an unlikeable Ke$ha type who fancies herself an important artist too wrapped up in herself to engage with the oustide world in an interesting way. She’s self-absorbed, too young & too naive for Mike, and “not going through a boy phase right now” anyway, so her role as the generic Love Interest #2 is significantly downplayed, but it still feels like a waste of the movie’s time. Brief turns as potential love interests from Jada Pinkett Smith & Andie MacDowell (whose Georgian accent is so bad here that she uses the phrase “you guys” instead of “y’all”) fare a little better than Ke$ha the Self-Important Photographer, but they don’t make much of an impression either. The best XXL has to offer story-wise is as a goofy roadtrip movie about a ludicrous group of male entertainment buddies each finding themselves & bringing their true natures into their acts instead of emptily filling the Village People type of stripper roles like fireman in a thong, policeman in a thong, etc.

Beyond the road-trip story, which survives on the strength of its individual gags, Magic Mike XXL‘s greatest asset is its intense imagery. It’s totally understandable that a franchise about male strippers often gets overlooked for the quality of its cinematography, but it’s still a shame. Certain images (like a BDSM-themed strip tease set to Nine Inch Nail’s “Closer” & a surreal tour through Jada Pinkett Smith’s dream-logic sex mansion) are just as striking as anything you’d find in a well-crafted art film, but still feel comfortably at home in this over-sexed road-trip buddy comedy. Magic Mike XXL is an impressive melding of the high & low brow, engaging both in its wealth of comedic & over-sexed surface pleasures & in its intense visual palette & light philosophising on the nature of gender performance & sexual healing in male entertainment. It’s difficult to say whether or not it’s a better film than the first, but it’s undeniably more fun.

-Brandon Ledet

Terminator Genisys (2015)




In the recent flood of reboots, remakes, reimaginings and good, old-fashioned sequels that have effectively taken over Hollywood, there’s been an occasional uproar about what these films are doing to the credibility of the films they’re resurrecting. A few rehashes of long-dead properties have been lauded as critical darlings (such as the fever dream action monster Mad Max: Fury Road), but a lot of them have been met with aploplectic rage, such as Paul Feig’s not-even-released-yet take on Ghostbusters. Part of what Feig is getting flack for is tampering with the original formula, trying his damnedest to give his reboot its own reason to exist, and being met with a resounding opposition that claims he’s “ruining their childhood.” It’s sort of a damned-if-you-do, damned-if-you-don’t endeavor, creatively speaking, since studios are pouring so much money into these retreads instead of fresh material, but it’d also be entirely pointless to just remake the original film faithfully, except with temporal markers like smart phones & drone-operated cameras to provide modern context (like in the utterly useless Poltergeist remake).

Terminator Genisys has a fun time not only acknowledging the fact that reboots & sequels have a tendency to tarnish the memory of the films that came before them (according to a hypersensitive few), but it revels in the idea. Using the time travel paradox theme from the first couple films in the series, Genisys tinkers with & dismantles its predecessors in a dismissive, disrespectful way that feels alarmingly bold for a film that eventually amounts to a long string of chase scenes. The first hour of the film features a jumble of timelines that interact not only with the 1984 & 1991 stories told in The Terminator & T-2: Judgement Day, but also fleshes out some of the 2024 revolution, makes a pitstop in 1972 that changes the whole game of the first film, and sets up an entirely new Skynet timeline that needs to be dismantled in 2017. It’s a doozy of an opening sequence that features cheap, literal imitations of exact scenes from the earlier movies & repurposes them for its own ends, the implications of how it unravels the first two films be damned. I respect its moxy in this respect, even if the execution was far from flawless.

There’s a televised news report in Terminator Genisys that features the hilariously self-aware headline “Has Genisys gone too far?” This plays like a direct nod to how the film is not only disrespectful to its audience as Terminator fans, but also calls them out as a bunch of technology-obsessed dolts who would allow a computer program to end human existence as long as it promised to make their lives easier. The idea of a killer app that links all of the world’s smartphone technology into one conveniently vulnerable control is far from unique. At the very least, I’ve already seen that concept play out twice this year in Furious 7 & Avengers: Age of Ultron. It’s still interesting to see it tie into an action movie’s larger overriding idea that its own audience is worth disdain. There are so many shots of people emptily gazing into their smart phones as a doomsday scenario swirls around them that even Arnold Schwarzenegger’s give-the-people-what-they-want one-liners like “I’ll be back” feel like a dig at the audience’s expectations. It’s so weird to see a film both fulfil movie-goer’s desire to see an old scenario play out yet again & subvert that desire by tearing apart the timelines of the original films by making them irrelevant, or as Schwarzenegger’s cyborg says of himself in this film, obsolete.

Speaking of Arnold, he’s the only enjoyable member of the film’s cast, performing with a weary, but endearing charm that says both “I’m too old for this shit” & “This is all I know how to do”. As a lifelong fan, I’m delighted by the idea of Arnold stretching himself to try new things, but if that means more snoozers like Maggie instead of the one-liner-fueled killing machine performances like in Genisys & the surprisingly enjoyable The Last Stand, I’m also more than happy to just see him filling this role for the rest of his life. No one else in the cast makes much of an impression at all, which (along with a who-cares 2017 climax sequence) tampers my enthusiasm for the film a bit, but that’s okay too.

Look, this is a franchise that’s already been dragged through the mud. Its first two entries are undeniable classics, but Terminator 3 & worse yet, Salvation weren’t exactly memorable cinema. Although I admire Terminator Genisys‘ mission to go back in time & effectively murder its predecessors, it’s an impossible mission. No matter what, those movies still exist & they’re still great. You can revisit your un-ruined childhood anytime you want through Netflix or blu-Rays or murderous smart phone apps or whatever you like, really. They’re still there. We just now also have a serviceable sequel that jumbles the timelines of those films into a barely-coherent mess just to watch its audience squirm under the pressure. I happen to find that tactic pretty hilarious, even if it did have trouble sticking the landing.

-Brandon Ledet