By Kevin Krolicki

LOS ANGELES (Reuters) - The bad boys are back and the box office is badder than before.

"Bad Boys II," an action-heavy buddy cop comedy starring Will Smith and Martin Lawrence, took in $46.7 million in its first weekend, bucking the trend of a summer movie season that has been rough on sequels, according to studio estimates.

Following the explosive misadventures of two mismatched cops out to smash a drug ring, "Bad Boys II" reunites Smith and Lawrence with director Michael Bay and producer Jerry Bruckheimer eight years after the release of the first movie.

Bruckheimer also produced the weekend's No. 2 movie, Walt Disney Co.'s "Pirates of the Caribbean: The Curse of the Black Pearl," a swashbuckling adventure starring Johnny Depp.

That pirate extravaganza, named after a Disneyland attraction, took in $33.3 million, taking its two-week chest of box office gold to $132.2 million.

While some critics have panned Sony Pictures' "Bad Boys II," audiences voted otherwise with their wallets. The movie took in more than three times what the original 1995 film made in its opening weekend.

Largely on the strength of the two Bruckheimer movies, overall sales for the top dozen films rose almost 34 percent from the same weekend last year.

This year's summer season has been more notable for movies that have fizzled than those that have shot past expectations.

"Finding Nemo," the animated deep-sea adventure, remained the big exception, with a weekend box office take of $7.3 million that was down only 14 percent from the week before, the smallest decline among the top releases.

"Nemo," which was released by Walt Disney Pictures and produced by Pixar Animation Studios, has taken in $303.8 million to date, more than any other summer release, and is on track to become the No. 2 animated film of all time, behind "The Lion King."

Among other top releases, it was a former James Bond squaring off against a Bond-wannabe.

Sean Connery's "The League of Extraordinary Gentlemen," a period adventure based on a comic book series, was No. 3 with $10.1 million over the weekend. That was down 56 percent from the opening weekend for the Twentieth Century Fox film.

Following just behind at No. 4, was "Johnny English," a spy comedy about an inept British agent starring Rowan Atkinson, best-known as the trouble-prone Mr. Bean.

The Working Title Films production was released by Universal Pictures and netted $9.3 million, adding to the $117 million it has already earned in its earlier overseas release.

Rounding out the top five was "Terminator 3: Rise of the Machines." The sequel, which cost near $175 million, slid 53 percent to take in $9.2 million for a total of $127.8 million in the three weeks since star Arnold Schwarzenegger has been back.

The weekend's third big new release had a disappointing opening. New Line-distributed teen romance "How To Deal," starring singer Mandy Moore, took in just $5.8 million.

Despite the movie's inability to deal with its blockbuster competition, New Line only paid some $6.5 million for the U.S. distribution rights to the $16-million budgeted film.

Twentieth Century Fox is a unit of News Corp. Sony Pictures is a unit of Sony Corp (NYSE:SNE - news) (news - web sites). and New Line is a unit of AOL Time Warner.

1. Bad Boys II .......... $46,522,560

BOX OFFICE SO FAR: $46,522,560

2. Pirates of the Caribbean: The Curse of the Black Pearl .......... $34,034,597

BOX OFFICE SO FAR: $133,007,414

3. The League of Extraordinary Gentlemen .......... $10,158,545

BOX OFFICE SO FAR: $42,532,642

4. Terminator 3: Rise of the Machines .......... $9,327,409

BOX OFFICE SO FAR: $127,893,786

5. Johnny English .......... $9,134,085

BOX OFFICE SO FAR: $9,134,085

6. Finding Nemo .......... $7,275,723

BOX OFFICE SO FAR: $303,795,720

7. Legally Blonde 2: Red, White & Blonde .......... $6,122,444

BOX OFFICE SO FAR: $75,454,096

8. How to Deal .......... $5,809,960

BOX OFFICE SO FAR: $5,809,960

9. Charlie's Angels: Full Throttle .......... $3,811,962

BOX OFFICE SO FAR: $89,234,967

10. 28 Days Later .......... $2,541,940

BOX OFFICE SO FAR: $33,398,474

John L.: The box office is leveling off quite a bit as it seems that the day of the $60 million plus movie debut is over for the time being. With that said, Bad Boys II's opening should be considered a big success since it is a sequel to a movie no one really wanted to see when it was first announced it was in production. However, Bad Boys I is the movie that established Will Smith and Martin Lawrence as film actors and not just sit com goofballs. Smith went on to punch armor plated aliens and Lawrence went on to getting sued by his costars and arrested for flashing a gun in public. Smith went on to become the most popular black actor in Hollywood and Lawrence got banned for life from Saturday Night Live. Smith received an Oscar nomination for portraying Cassius Clay, and Lawrence got praise for portraying Big Momma. Smith has a whole weekend of the year named after him (Big Willy Weekend [July 4th]) while Lawrence learned how to do a spin kick. It was bound to happen that these two would cross paths again, and again they do with this week's number one film.

In 1995, Will Smith and Martin Lawrence were household names. Their respective television shows, "The Fresh Prince of Bel Air" and "Martin" were hits on NBC and FOX. Not only that, Smith's night job of being the most popular "happy rapper" of his day with such hits like "Parents Just Don't Understand" and "I Think I Can Beat Mike Tyson" as well as multiple Grammy wins, plus head of programming, Brandon Tartikoff, saying in 1990 that Smith would be the biggest star in the world, made the charismatic performer a sure bet to be the lead in high budget action movies. Lawrence had some minor success in films like House Party and Boomerang where his antics usually stole the movie or at least the scene, but his hardcore fans loved him for his emcee work on HBO's Def Comedy Jam where he would introduce the latest up and coming comedians, many of which would go on to their own popularity like Chris Tucker or Monique. At the time there were only three African American movie stars that anyone cared about, Denzel, Whoopie, and umm, hmm, well guys like Samuel Jackson, Morgan Freeman, and Laurence Fishburne were right on the edge of becoming superstars. Hip hop and rap were starting to really shake things up as being a major money making cross over where it was not only for the bruthas on the street corner to enjoy, but attracted all of the middle class and rich suburbanites as well. It was time, in 1995, for a main stream movie headlined by two African Americans to be successful with people who are just fans of action and comedy. Bad Boys has no relation to the great Sean Penn in prison movie from 1983, and when it is all said and done, very few if any of the criminals in this movie will end up in prison since most were in little pieces. Will Smith and Martin Lawrence play detectives Mike Lowrey and Marcus Burnett respectively, well most of the time at least. You see, heroin worth several million dollars has just been stolen from the police department. That heroin had been removed from the street by Lowrey and Burnett in what is considered a "career bust." The drugs will be sold in a few days to an international drug lord, but since crooks have very little patience, one of the criminals decides to take some of the stuff for himself and have his own private party. He gets two girls to come over and share his new found fortune. The girls are good girls, well one is good, Julie (Tea Leoni) and the other one has, how do you say, a heart of gold added to her job description if you get my drift. Julie is not quite up for this so she excuses herself to the bathroom just before the main bad guys show up wondering where their missing bag of powder is. The top villain is Fouchet (Tcheky Karyo) who has the guy and the hearty girlfriend shot on sight. All of this is witnessed by Julie who now needs to get protected and the only one she trusts is her friend's romantic crush, Mike Lowrey. Unfortunately, Mike can't come to the phone right now, so Marcus steps in and pretends to be Mike until they can catch the killers. Throughout all of this set up and exposition, various action sequences and comedic pitfalls occur to varying success. Smith and Lawrence have a good chemistry together where they rag on each other in that friendly brother to brother way that appears like they are making up dialogue as they go. The mistaken identity plot is silly, but sets up a couple of decent miscommunication moments and gives us more time to look at Tea Leoni-Duchovny surprisingly steal the movie from the stars. She is great in this movie and it is unfortunate that she is not a bigger movie star now since this showed her potential. The mystery of what happened to her career should be considered a true X-File. The action in this movie is pretty standard stuff with only the chase out of the hotel lobby and the final confrontation between Lowrey/Burnett and Fouchet being standout sequences. The comedy is what carries this movie and it does it well as Lawrence's manic energy of hiding Julie while still staying married, and Smith's smoothness in the face of danger being enjoyable to watch. Michael Bay started to experiment with his chaotic directing style here with a lot of slow motion and pan around shots he is now famous for. It is not overdone here like it is in most of his pictures. Bad Boys I is a great action/comedy that did not need a sequel, but could have worked as a weekly television series. Final Review: 3 1/2 stars out of 5; 7 out of 10; B; thumbs up.

Whatcha gonna do when you are an actor and need a quick box office hit to re-establish yourself as a bankable star? Whatcha gonna do when your last movie sucked alien tentacle? Whatcha gonna do when the best artistic work you have ever created gets panned by the critics and stars Ben Affleck? Whatcha gonna do when Tea Leoni decides she would rather stay home and read more of her husband's scripts than ones sent to her with a Roman numeral in the title? Whatcha gonna do when every movie this year has some crazy car chase of some sort and it is your job to top it without using any computer generated imaging? Whatcha gonna do when a movie you just spent $120 million to make is considered to be one of the most offensive, unfunny, unexciting, violent, misogynistic, gratuitous, and racist film of the year by the majority of film critics. Well, what you do is make Bad Boys II, and tell anyone who doesn't like it to go eff themselves. Every criticism of this movie that has been given it is true. However, if you go into this film wanting to be blown over and knocked out by the continuous barrage of bullets and mayhem and body parts then this is perfect. If extremely action with some very blue and dark comedy sprinkled throughout is troubling to you, then avoid Bad Boys II at all cost. The plot of this movie is one of sillier ones in recent memory as it is just there to say there is some reason why whatever is happening is going on. The best I can figure is that since cocaine and heroin, and even pot is clichéd, it is still cool to do a movie about the smuggling of ecstasy in and out of the United States. Ecstasy makes one really happy, but if taken in the wrong doses, it can kill you. So, the various branches of narcotics officers from local to federal do their best to stop it from reaching Megan or Josh at the discoteque. Obviously, the drug dealers in BBII did not see the first film and decide to take up shop in Miami, Florida the main beat of detectives Mike Lowrey (Will Smith) and Marcus Burnett (Martin Lawrence). These are the wrong guys to piss off as they are the main cops in the area assigned to take them down. It just so happens that there is an undercover agent working for the DEA (Drug Enforcement Agency) who is "this close" to cracking the case. This undercover agent, Syd (Gabrielle Union) is the little sister of Marcus. Oh boy, what a coinkydink that is. The head dealer is Johnny Tapia (Jordi Molla) who is always pissed off. If you are not his 8 year old daughter or his 70 year old mother, then he will have you killed if you even blink at him wrong. The effort made by Mike and Marcus to take him down is quite extreme and in some ways redundant. True detective work is not needed, only a car chase every 20 minutes and a full blown Mogadishu level shoot out in the middle of rush hour. The word overkill to describe this movie is actually an understatement, since there are scenes where they actually kill dead people. The first Bad Boys had more comedy than action, while the sequel has much more action than comedy. The first movie's comedy was more naturally presented and not forced, while the comedic moments in this movie are all set ups for big gags. The scene in the electronics store and the date interrogation are examples of moments where the screenwriters said wouldn't it be funny if... These moments are humorous and memorable, but they are a bit forced and for the most part unrepeatable due to their graphic nature. But these things are acceptable in a sequel since things should be bigger and more broad since we already know these characters and want to see them do badder stuff. Also, Lawrence and Smith get to work with each other one on one more in this movie than the first one since they don't have to work around their television series. Their on screen chemistry is more evident here than in the first film. In the first film, Tea Leoni nearly stole the picture. In this one, Martin Lawrence shines as he is given the majority of the outrageous moments while Smith plays the straight man. I have not enjoyed a Lawrence performance this much since he was telling guys to not bump the table in "House Party." I laughed at everything he did. Will Smith, on the other hand is our winner of the "walking through the movie" award. He is fine, but he is shot in slow motion reloading and shooting his weapons so much, he should be called Chow-Yun Smith instead of Will. The movie is almost 2 hours and 30 minutes long, and if Smith had been shot in real time instead of slow motion every 10 minutes then the movie would have been about an hour and a half long. Gabrielle Union is a good actress and is fine in the movie, but it is ridiculous to believe that with the way she looks and acts she would pass as being a drug smuggler. She was way too sophisticated and not street enough for my tastes. This is a role Halle Berry would have done back in 1995, but at least she can "street" it up when necessary. Union's undercover character just screams "look at me, I'm a cop, shoot me in the chest so you don't mess up my pretty smile." Jordi Molla is the overactor of the month as his Cuban drug lord performance is near racist and could upset many Hispanic Anti-Defamation leagues. He has not watched enough "Scarface" to get his Al Pacino impersonation to be sound more realistic. Bad Boys II is a haphazard mess that should only be seen by those who want a completely mindless movie experience. I do believe this movie had the word "fuck" in it more times than any other movie except Scarface. It is every other word or in every other sentence throughout the movie just to say it. The cursing did get tiresome. Also, whenever Smith proclaims that "it's on now" or "they haven't seen nothin' yet" you know the next moment is about to suck. Most of the time it just meant that Smith was shifting gears in his car. Just show the action and don't qualify it by saying this next sequence is going to kick major ass. The audience will decide which foot to cheer when it enters bad guys narrow rectum, not Mike Lowery. Two hours into this movie, it feels like it should be over, but Michael Bay had a building that he forgot to blow up so the final sequences take place in Cuba. The action is exciting, but the attempt at making Bad Boys II some epic conquest by taking it off the mainland was pretty stupid and superfluous. Bad Boys II is not going to win any awards, but it moves along at a quick enough pace that it is fairly harmless. Despite its flaws it is a worthy sequel. Final Review: 3 stars out of 5; 6 1/2 out of 10; B-; thumbs up.

1. Pirates of the Caribbean is now the most popular pirate movie ever next to Peter Pan.

2. The League of Extraordinary Crap is trying to hang in long enough to one day warrant the making of a sequel.

3. I suggest that the makers of Terminator 3 hook up with the Matrix guys and put their way too alike plots together and make the ultimate end of the world motion picture.

4. It's funny how a real Brit making fun of James Bond movies is not as interesting to the masses as a fake Brit like Mike Myers in Austin Powers.

5. The Johnny English producers should have just said, "screw it, let's call it Mr. Bean: Secret Agent Man" and take their chances.

6. Finding Nemo is very close to being the number one animated cartoon of all time.

7. Legally Blonde 2 is still on my short list as one of the five worst movies of the year 2003.

8. It seems that the public wants less of Mandy Moore.

9. Hopefully, There's More About Mary, Ally McBeal the Movie, E. E. T. The Extra Extraterrestrial, and Ghost 2 can all be made to salvage the careers of Cameron, Lucy, Drew, and Demi since Charlie's Angels has been "throttled" at the box office.

10. The darker ending to 28 Days has to do with that one black zombie mooning the audience at the end for being suckered into seeing the movie again.

Three movies try to reach the top of the box office next week. Some feel Tomb Raider 2 has that spot locked up, but a certain Depression era horse and two precocious secret agents may have something to say about that. Full reviews next week for all three. Bye for now.