The first joke is subtle and comes right at the start of the film. The Expendables led by Barny Ross (Sylvester Stallone) are on a personal mission to break out fellow Expendables member Doc (Wesley Snipes). After the successful mission, Doc says it is good to be where he belongs. A subtle joke on actor Wesley Snipes recently released from prison for tax evasion.

The main plot of the film takes place during the second mission. The team is in Africa trying to stop the purchase of a nuclear weapon. During the skirmish, Ross discovers the identity of the seller, Stonebanks (Mel Gibson). Stonebanks has a clear shot at Ross but elects to shoot Ceasar (Terry Crews).

Ross is feeling his age. The teams transport plane contains the dogtags of fallen comrades. Ross cuts loose his ties with his current team deciding to find new recruits for his next mission. C.I.A. agent Drummer (Harrison Ford) enlists Ross to capture Stonebanks alive to stand trial at the Hague. Ross thinks the mission would be simpler to just kill Stonebanks.

While Drummer gathers intel, Ross seeks out his old friend Bonaparte (Kelsey Grammer). Bonapartes job is to find the next team of Expendables. The next big laugh comes as Ross and Bonaparte are flying in a private plane over nowhere U.S.A. Bonaparte is drinking from a hip flask when he suddenly asks Ross if he did anything to the auto pilot. When Ross says, "No.", Bonaparte calmly replies, "We need to turn around."

Of the new recruits, only two stand out as special. Galgo (Antonio Banderas) is ex-special forces who was kicked off of his former team. Galgo can leap and spin around buildings and scaffolding but he just cannot shut up. His incessant chatter makes no doubt why he was kicked off his team.

Luna (Ronda Rousey) works as a bouncer in a bar. She is the equal of any man or even several men. She breaks up a bar fight without breaking a sweat. Bonaparte brings Ross to the bar to look over a possible recruit. When Ross cannot determine which guy he is looking for, Bonaparte points out the one in the "red dress." Rousey's physical and fighting skills make her a good candidate to start up her own franchise. There is great sexual innuendos between Luna and Galgo while they are fending off a cadre of soldiers. The action sequence is great. The one-liners are better.

Another one of the better humorous sequences occurs in a conversation between Ross, Drummer and Lee Christmas (Jason Statham). Christmas adds his input to the conversation leading Drummer to ask, "Who's that talking? What kind of accent is that? I can't understand a word he is saying." Ross replies, "We can't understand him either." These are all jokes aimed at Stathams heavy Australian accent.

Mel Gibson steals the show in his limited appearance in the film. He plays Stonebanks as a man fed up with the bureaucracy. After a mission goes bad causing several of his friends to be killed, Stonebanks goes rogue and creates quite an empire working for himself.

One key sequence demonstrates Mel Gibson is an excellent actor. Stonebanks is talking with Ross and the new recruits. Gibson subtly sows the seeds of discord while slowly getting meaner and meaner. Gibson is jovial, confrontational, dangerous, nasty and mysterious, usually all in one or two sentences. By the time he is finished talking, it is difficult to determine whether he is being honest or just pulling the recruits legs. Mostly, Stonebanks talks in generalities leading the recruits to doubt themselves and Ross.

The final 30 minutes or so is on huge battle between the old and new Expendables and the entire Serbian army. Bullets fly. Tank shells rip buildings to shreds. Not one single Expendable is injured more seriously than a bloody lip.

The action sequences are fantastic allowing each individual actor at least one solo sequence to showcase his/her particular fighting skill. This also includes piloting helicopters and riding dirt bikes through the rubble.

Expendables 3 is the third installment in the franchise. Number 4 is no doubt in the works. For many of these over-the-hill actors, this is the only vehicle for them to continue cashing a paycheck. Arnold Schwarzenegger is the biggest waste of talent. Harrison Ford, Kelsey Grammer and Antonio Banderas provide the comic relief. Gibson is fanstically evil. The rest of the film is nothing to write home about.

Hey... it's summer and the film is a lot of fun!