In football terms, the first two "Terminator" movies, written and directed by James Cameron, were akin to a brilliant, wide-open offense, mixing a strong ground game with a flamboyant aerial attack and bewildering trick plays.

"Terminator 3: Rise of the Machines," directed by Jonathan Mostow, resembles offenses at many Midwestern schools, where coaches grind it out three yards at a time, resolutely but mechanically pulverizing the opposition as the team lumbers toward the goal line.

Where "The Terminator" and "T2" wowed audiences with exciting action and knock-out effects remember when you first saw "liquid metal"?

this new edition relies on wanton mayhem and a blitz of visual effects. Both methods rack up points, but "T3" lacks the wonder, surprises and supercool attitude Cameron achieved.

"T3" is no weak sister, though. With Arnold Schwarzenegger back as the iconic title character and an often witty, fast-paced script by John Brancato, Michael Ferris and Tedi Sarafian, audiences worldwide will embrace the new film.

Just be prepared for a movie determined to wear a viewer down with over-the-top mass destruction rather than innovation and cleverness. That R rating may also prove a handicap at the boxoffice.

Schwarzenegger looks as physically buff as ever, and he's willing to kid the Terminator image. Coming back from the future, his cyborg arrives naked once more, so he must assemble his wardrobe.

He swiftly acquires the black leather jacket and boots, amusingly, from a male stripper. But when he dons the guy's rhinestone glasses, this causes one of the movie's first big laughs.

A major plot hole, which no one even bothers to paper over, is why his cyborg returns at all. Schwarzenegger's Terminator readily admits he is obsolete compared to his new adversary T-X (in the curvaceous and athletic form of Kristanna Loken),

a much more sophisticated killing machine that is faster, stronger and smarter than his T-1000 model. So if the fate of mankind is at stake, why do humans of the future send back an archaic model? Well, do you really want Robin Williams' Bicentennial Man showing up?

"T3's" basic setup is that the premise of the first two movies failed to materialize, that Judgment Day, the day Skynet's network of machines becomes self-aware and launches an all-out war against humanity, never happens.

Which leaves the supposed leader of the humans against the machines, John Connor (Nick Stahl, fine as a somewhat dazed everyman), at loose ends.

He lives in a seemingly purposeless, twilight existence without any connection to computers no credit cards, cell phone or job where he might be traced.

From the future comes the femme fatale cyborg with a hit list that not only includes Connor but other comrades-in-arms in the future rebellion against the machines, especially veterinarian Kate Brewster (Claire Danes).

Striding through the movie like a bratty teen determined to get her way, Loken's T-X makes a delightfully erotic killing machine that occasionally is forced to strip down to her metallic death's-head.

It turns out Judgment Day looms in a matter of hours. So the Terminator returns. The race against time and the chase between the relentless T-X and Connor, Kate and their Cyborg bodyguard devolve into set pieces of stunt choreography and complex visual imagery.

One has a 100-ton crane and a fire engine rampage through downtown Los Angeles, smashing cars, knocking over telephone polls and tearing through a glass building.

It's astonishing and at the same time too much. Equally as astonishing are the mismatched shots, where camera angles switch from postdawn dimness to bright daylight and back again.

Other stunts include a chase with a recreational vehicle and a climatic showdown between the two cyborgs, an almost surreal battle of carnage and devastation. Comic relief comes in the crisp one-liners from Schwarzenegger in the "I'll be back" mode.

Special makeup, robotics, animatronic techniques and CG effects have advanced visual imagery so significantly as to make the first "Terminator" movie, made in 1984, child's play. But therein lies the paradox:

The first film, and to a lesser extent the second, play into a viewer's childlike sense of awe and wonder.

The new one appeals to one's appreciation of movie stunts and technology, a more adult outlook and therefore a less fun and playful mode. "Terminator 3" does all the right things, but the subtitle "Rise of the Machines" proves all too prophetic.