It’s been a decade since the disappointing Men in Black 2 was released, and I can’t imagine anyone was clamoring for a third installment except the people with the potential to make money from it. Hopefully not even those people will have any aspirations of making a fourth.

Boris (a role played by and making me lose respect for Jermaine Clement) is a particularly nasty alien who looks mostly human except that he has hand vaginas capable of shooting out darts. Fortunately, he’s securely locked up in a moon prison where there’s no way he can possibly escape, unless they’re stupid enough to allow his girlfriend to visit and bring him a cake with something hidden in it. Unfortunately, they’re stupid enough to allow his girlfriend to visit and bring him a cake with something hidden in it. Boris escapes and vows to kill the man who locked him up in the first place, who just happens to be MiB Agent K. But he’s not going after K in the present (as played by Tommy Lee Jones). He’s planning to go back in time to 1969, so he can kill the much younger Agent K (as played by Josh Brolin) before he had a chance to make the arrest.

Boris’ plan works, because one day Agent K is there constantly being annoyed by his partner Agent J (Will Smith), and the next it’s like he was just erased from existence and no one can remember him except for J. Only old-timer Agent O (Emma Thompson) seems to have any memory of him, but that’s only because she was around when he was killed in 1969 (when O was played by Alice Eve). But J manages to convince O that something is amiss, and she recommends that he talk to Jeff (Michael Chernus), a time travel specialist,who just happens to be the one who helped send Boris back to kill K. And J convinces Jeff to also send him back so that he can kill Boris before Boris kills K.

There are a lot of things to hate about Men in Black 3. Nearly all the scenes set in the present day verge on intolerable. The prison break is absurd, and the interactions between J and K and aliens are always annoying (way beyond anything we saw from Tony Shalhoub in either of the first two movies) and occasionally racist. J and the aliens are often pretty unlikeable in the past too, but usually not to the same degree. And a scene with Andy Warhol (played by Bill Hader) is supposed to be funny but fails miserably.

But there are three things that save the film from being a complete disaster. The first is Josh Brolin, who really does cease to be Josh Brolin and instead becomes a young Tommy Lee Jones. The voice and mannerisms are spot on, and it also doesn’t hurt that he’s playing a more upbeat and less jaded version of the character. The second is the inclusion of Griffin (played by Michael Stuhlbarg), an alien who is able to experience five-dimensional spacetime and can see all possible versions of the future. He was used just infrequently enough to avoid overexposure and evoked pleasant thoughts of the improbability drive from The Hitchhiker’s Guide to the Galaxy. And the third positive is the film’s ending, which manages to take a break from mediocrity long enough to form a truly touching moment that changes your perspective on other elements of the film.

Unfortunately, the positive elements of the film aren’t enough to excuse the negatives. There are certainly things to like about it, but there are also enough things to hate to keep from being a good movie.