Watching Transformers movies, you can imagine a preadolescent, mulleted Michael Bay lording over other kids’ imaginations, demanding his classmates play the way he wants them to. But he has the coolest toys, so everybody obliges him, in the hope they’ll get their hands on one of his cutting-edge gadgets.

And what cool toys they are. Say what you will about Bay, the dude dazzles like a drunken frat guy with a bucket of fireworks. At his worst—Pearl Harbor, The Island—he's an egotist with a misplaced sense of self-importance. At his best—The Rock and the first Bad Boys—he takes familiar tropes like buddy cops and amps them through the stratosphere with an unabashed disregard for subtlety or tastefulness. He transforms familiarity into over-the-top spectacle. Which is why Bay seems the perfect match for Hasbro. Who better to helm a toy story about gigantic robots that change into instruments of destruction and smash into each other? Yet the first two Transformers films are complete messes: The first blew a flat in its indecipherable chaos and dumb-fuck story line, while the other took everything that was wrong with the original and made it worse. Critics scoffed and fanboys turned up their noses (while opening their wallets).

Apparently that little boy from the schoolyard actually listened to the critical and audience drubbing that followed the series' second installment. With Transformers: Dark of the Moon, he has delivered what we want: a dumb-as-rocks, rock-'em-sock-'em popcorn flick without pretension. Sure, there's a plot—some shit about how an Autobots ship crash-landed on the moon right around the time Neil Armstrong and Buzz Aldrin took their giant leap. But that MacGuffin is so far in the background it becomes an afterthought.

For no other reasons than familiarity and bankability, Shia LeBeouf is back as Sam Witwicky, a friend of the heroic Autobots, who work black ops for the U.S. government while preventing the evil Decepticons from destroying humanity. As the robot races square off around the globe (in such exotic locales as Angkor Wat and "Middle Eastern Illegal Nuclear Site"), Sam races to protect his new love interest (Victoria's Secret model Rosie Huntington-Whiteley, introduced by a 3-D ass shot that makes Megan Fox's debut in the original look like a Gloria Steinem book jacket) from falling debris.

And that's about it. Robots fight. Stars like John Turturro, John Malkovich and Frances McDormand chomp scenery. Robots fight some more. When Bay brings out the big guns—as he does in a 40-minute climactic battle across Chicago featuring toppling skyscrapers and, surprisingly, some of the most stunning real-life stunt work captured on film in ages—it's a blast, albeit a redundant one. The CGI is more refined, and comprehensible too. In the previous films, the complex details of the robots served as a cacophonous distraction of blurred moving parts; here you can actually decipher what's going on in a battle.

Alas, like most kids, Bay doesn't know when to close the toy box. At nearly 160 minutes, the film is as butt-numbing as it is eye-popping, and no amount of chaotic action can mask the fact that Dark of the Moon is at least an hour too long. Bay may have ceded to his critics and made a more crowd-pleasing flick, but he can't hide the rust on his gears. Perhaps it's time to put these toys in the attic and move on to exploiting a different cherished childhood plaything. 

53 SEE IT: Transformers: Dark of the Moon is rated PG-13. It opens Friday at Cedar Hills, Clackamas, Eastport, Cinetopia, Pioneer Place, Cinema 99, Bridgeport, City Center, Division, Evergreen, Lloyd Center, Lloyd Mall, Movies on TV, Tigard, Wilsonville, Sandy, Cornelius, Pioneer Place, Broadway, Movies on TV and St. Johns Twin Cinema-Pub.