10 Movie Sequels That Were Disappointing, But Still Good

The concept of movie sequels is by no means modern. 1916’s The Fall of a Nation, the sequel to D. W. Griffith‘s infamous The Birth of a Nation, is usually agreed to be the first full-length film sequel in history. However, the astonishing abundance of sequels and the concept of franchise filmmaking are a much newer practice. In the modern era, more and more sequels get made each year.

Sometimes, these kinds of movies are follow-ups to bad or mediocre films, which sets them up for success. Other times, however, they’re continuations of exceptional classics, which makes the task of living up to expectations much more difficult. When a sequel to a masterpiece comes out, even when it’s good, there’s a decent chance that it’ll be disappointing. This phenomenon, where a sequel is good but can’t quite measure up to its predecessor, will be the focus of this list. The ranking will be based on their quality, how disappointing they are, and their overall legacy.

10

‘Mad Max Beyond Thunderdome’ (1985)

Directed by George Miller and George Ogilvie

When he made 1979’s Mad Max, George Miller revolutionized not just Australian cinema, but shoestring-budget action cinema as well. It’s not a particularly good movie by modern standards, though, which made it easy for its follow-up, The Road Warrior, to become one of the greatest action film sequels in history. Going on after such a phenomenally fun movie was always going to be a high bar to clear, but even being generous and understanding, Mad Max Beyond Thunderdome is underwhelming.

Whereas The Road Warrior and Beyond Thunderdome‘s sequel, Mad Max: Fury Road, are two of the best action movies in history, wild and brutal action extravaganzas, the franchise’s third installment took a much more mainstream-appealing approach. Shallow, needlessly polished, and suffering from a sanitized PG-13 rating, Beyond Thunderdome pales in comparison to its predecessor and successor; even so, it’s a better film than the original. It has lots of cool ideas, an iconic Tina Turner performance, awesome visuals, and some badass action scenes that take advantage of the high budget. It may not be extraordinary, but it sure provides a good time.

9

‘Spider-Man 3’ (2007)

Directed by Sam Raimi

Taking advantage of the popularity of 2000’s X-Men, Sam Raimi sparked the superhero movie craze that has characterized the 21st-century’s blockbuster landscape with 2002’s Spider-Man. 2004’s Spider-Man 2 was somehow even better, so there was a lot of pressure on Raimi and Sony to deliver with Spider-Man 3. Tragically and infamously, despite the former’s best efforts, the threequel was a flop with critics and fans, in spite of its exceptional box office performance.

As the years have passed and fans’ resentment has died down, however, lovers of the Wall-Crawler have warmed up to Spider-Man 3 a remarkable lot. Mixing genuinely good elements with so-bad-they’re-good qualities in the most enjoyable ways, it’s a superhero spectacle full of cool moments and action scenes, fun visuals, and powerful character moments. Its character writing is mostly terrible, and its plot is overstuffed to a hilarious degree, but without comparing it to its two excellent predecessors, Spider-Man 3‘s flaws only make it more fun.

8

‘Avengers: Age of Ultron’ (2015)

Directed by Joss Whedon

Today, people tend to take the MCU for granted. Back during the late 2000s and early 2010s, the concept of a massive film franchise the likes of which one could only find in Marvel Comics was not just unprecedented, but super thrilling. These expectations were met (and then some) with 2012’s The Avengers, but three years later, Avengers: Age of Ultron made fans realize that this franchise was definitely not infallible.

Age of Ultron gets a bad rap for its bloated story, underwhelming antagonist, and lack of cohesive character development, particularly seeing how enjoyable Infinity War and Endgame managed to be three and four years later, respectively. It’s the lowest-rated entry in the series on Rotten Tomatoes, and for good reason, but it’s very far from being a bad film. It has eye-popping and distinct visuals, a refreshingly darker tone, and entertaining character dynamics, setting up the conflicts of Captain America: Civil War. The more abundant that lackluster MCU movies become, the better Age of Ultron looks in hindsight.

7

‘The Matrix Reloaded’ (2003)

Directed by Lana Wachowski and Lilly Wachowski

Lana and Lilly Wachowski broke new ground in the action sci-fi genre with 1999’s The Matrix, far and away one of the genre’s most entertaining, well-made, and iconic outings. On the other hand, critics and audiences alike found its two sequels, Reloaded and Revolutions, much less impressive. However, as the years have passed, these underrated films have grown a cult following as loyal as that of the original.

Revolutions is undoubtedly the weakest of the three, but while disappointing, The Matrix Reloaded is infinitely better than many people give it credit for. It’s a bit of a mess and much more style-over-substance than its philosophically brilliant predecessor, but it’s still wildly entertaining and visually stunning. Exhilarating in its action sequences and incredibly charming in its cheesy qualities, it’s certainly a very different kind of sequel, which is why people didn’t love it back when it came out—and why its fans ardently defend it today.

6

‘Rocky III’ (1982)

Directed by Sylvester Stallone

Rocky was, first and foremost, a passion project of Sylvester Stallone‘s, but even he probably didn’t expect it to become as big a Best Picture Oscar-winning pop-cultural phenomenon as it did. Rocky II, while inferior, was also fantastic, and then came Rocky III, the first Rocky sequel that earned the title of “disappointing,” yet it’s still an exceptional boxing film.

Rocky III is very much a product of the ’80s, which is both its greatest selling point and biggest weakness. The music is catchy, the villain (who had a pretty good point) is great, and Stallone’s direction is vibrant and full of personality, giving this threequel a silly charm that’s hard to resist. Sure, it’s quite a formulaic and corny sports movie, but it’s hard to go wrong with Rocky (unless you’re Rocky V, though that’s an entirely different story).

5

‘Ocean’s Twelve’ (2004)

Directed by Steven Soderbergh

Steven Soderbergh‘s Ocean’s Eleven is one of the most iconic heist capers in movie history, a thoroughly entertaining delight from start to finish. As such, it was reasonable to expect a decent amount from its successor. While Ocean’s Twelve didn’t really live up to those expectations (especially in critics’ eyes), fans nevertheless liked it well enough, which helped it perform well at the box office.

Critics at the time, as well as a decent few audience members, felt that the plot was too convoluted and that the film’s efforts to pull the rug from under the viewer felt more self-satisfactory than genuinely clever. Ocean’s Twelve has aged beautifully, though, and is now seen as a hilarious romp with an awesome cast and a perfectly constructed narrative. More than just a sequel, it’s an exercise in self-reflection, evaluating the nature of the very concept of a heist film follow-up. How can one not enjoy that?

4

‘Star Wars: Episode VII — The Force Awakens’ (2015)

Directed by J.J. Abrams

Disney’s purchase of Lucasfilm—and, by proxy, of Star Wars—is nowadays seen as a sad moment in the franchise’s history by a sizable number of fans. Back in the day, though, fans were incredibly excited to see what the House of Mouse would do with their first big-screen addition to the galaxy far, far away: Episode VII — The Force Awakens.

The whole Star Wars sequel trilogy has a pretty deplorable reputation, and reasonably so, which means that The Force Awakens is usually undeservedly lumped into that hatred, but it’s actually a pretty solid film. It’s crowd-pleasing to a fault, sticking a bit too close to the general narrative structure of A New Hope, but it also does some fresh and really cool things with the franchise that promised to take the story in an exciting direction. Whether its two sequels actually lived up to those expectations is up for debate, but The Force Awakens is fun, visually stunning, full of nostalgia, and a pretty awesome time overall.

3

‘The Godfather Part III’ (1990)

Directed by Francis Ford Coppola

Francis Ford Coppola‘s The Godfather is praised by many as the single greatest motion picture in history, and its sequel, The Godfather Part II, is recognized by some as an even better film. How do you follow up the two prime examples of elite Hollywood studio filmmaking? Ideally, not with The Godfather Part III, but it seems that Coppola didn’t get the memo.

It feels like hating on Part III and its terrible casting, questionable story beats, sluggish pace, and bloated narrative is the “cool” thing to do, but anyone willing to give the film a fair assessment will likely realize that it’s not just better than its reputation would indicate, but a genuinely excellent film. Epic in tone, visually lavish, and surprisingly moving, it’s as underrated as crime dramas get. Is it one of the greatest movies ever made? Not by a long shot. But growing up means realizing that it never needed to be.

2

‘Back to the Future Part II’ (1989)

Directed by Robert Zemeckis

Back to the Future is usually recognized as one of the most timeless movies of all time, and for good reason. It’s funny, creative, emotional, and masterfully paced, proving that sci-fi doesn’t need to be artsy in order to provide a flawless cinematic experience. Its two sequels aren’t nearly as good, but they’re still solid experiences, particularly Back to the Future Part II.

Though definitely disappointing after the perfection of the original, Part II is delightfully paced, full of fun and creative ideas that established the tropes of the previous film as the trilogy’s timeless formula, and undeniably funny. These qualities are able to shine brighter than the overstuffed narrative, shallow themes, and occasional lack of originality, making for a remarkably fun film whose flaws are easy to overlook.

1

‘Mission: Impossible — Dead Reckoning Part One’ (2023)

Directed by Christopher McQuarrie

Brian De Palma was the director who brought Mission: Impossible to the big screen, and that original film is still remembered as one of the most entertaining spy thrillers of the ’90s. After a massively underwhelming first sequel, the franchise just kept getting better and better. Today, one could argue it’s the best action movie franchise that Hollywood has put out during the 21st century, peaking with Mission: Impossible — Fallout, one of the best action movies of the modern era.

Topping Fallout was a naturally titanic task, but Dead Reckoning Part One was a bit disappointing even within those constraints. Full of exposition dumps, pretty on-the-nose with its anti-AI themes, and with not quite as many memorable action sequences as its three nearly flawless predecessors, it wasn’t really what the franchise’s fans were hoping for. Even still, a disappointing Mission: Impossible sequel is still good enough to be one of the best action movies of the last decade, which is, indeed, the case with Dead Reckoning. The cast does a phenomenal job, the writing is fun and surprisingly emotional, the stakes are sky-high, the new characters are interesting, and the third act is a show-stopper. All in all, this is one of the most badass Hollywood action spectacles of the last few years, proving that even when they’re underwhelming, movie sequels can nevertheless be great.

NEXT:The Most Disappointing Movie Sequels from Major Franchises, Ranked