'T3': MORE ROCK 'EM, SOCK 'EM ROBOTS.

Byline: Glenn Whipp Film Critic

IF YOU LIVE near a multiplex, you might want to keep your windows closed for the next few weeks. ``Terminator 3: Rise of the Machines'' is in town, and it's the kind of thundering, seat-vibrating beast of a movie that will have sound-sensitive audience members heading to the hills - or to the theater manager begging for a set of earplugs.

``T3'' is easily the loudest film ever made. It's also the best $175 million B-movie in history, a distinction that rings as hollow as you might expect. Director Jonathan Mostow (``U-571'') has taken over from the gifted James Cameron and, realizing his artistic limitations, has fashioned a meat-and-potatoes action movie that meets expectations but never exceeds them. (It never even tries to, really.)

Mostow may not be a visionary, but he does know how to keep a movie rumbling forward, which will please the action fans who were taxed by the more thoughtful sections of ``The Hulk'' and ``The Matrix Reloaded.'' ``T3'' doesn't come burdened by ideas or character development or puzzling plot points. Mostow simply wants to demolish stuff - buildings, mostly - and, to his credit, he does so real good. (Grammatical error intended.)

Mostow's biggest weapon - other than the budget, the visual effects wizards at Industrial Light & Magic and the make-up genius of Stan Winston - is Arnold Schwarzenegger, who slips easily into the Terminator's leather-and-shades ensemble 12 years after the series' last installment. It speaks well to Schwarzenegger's future political prospects that he has always been more convincing playing a cyborg than an actual human being, and, here, he gives his freest performance in years.

The Terminator is back (screenwriters John Brancato and Michael Ferris manage to shoehorn Schwarzenegger's catch phrase into the movie twice), returning to again save the hide of John Connor (Nick Stahl). The machines are still itching to incite an apocalypse, assigning a new killing machine, the T-X (Kristanna Loken) to murder Connor. And, yes, once again, the Terminator must stop it.

Like its predecessors, the T-X comes equipped with an arsenal of weapons - it shakes off damage, morphs into other forms and sports a prosthetic arm that alternates between being a flamethrower, a buzz saw and a cannon. The T-X is also blond, statuesque and looks great in a leather jumpsuit - or nude, strolling down Rodeo Drive. Needless to say, Ah-nold's Terminator has its work cut out for it if Connor and, by extension, humanity is to survive.

``T3'' is essentially a beat-the-clock movie - Ah-nold, Connor and future wife Kate (Claire Danes) have three hours to stop the foreordained nuclear war - that is designed to spotlight bone- and building-crushing confrontations between the two cyborgs. The movie's greatest sequence comes near the beginning and involves the Terminator chasing the T-X, hanging from a speeding crane and destroying everything in its path.

Since the Terminator is in every way inferior to the ultra-sophisticated T-X, the movie sets up the enjoyable conceit of again rooting for the buffed-up Schwarzenegger as an underdog. There's no new catch phrase, but Ah-nold nails every straight-faced punch line and facial expression. Hopefully, he'll take his writers with him on the campaign trail.

Or will there be a gubernatorial run? The movie baldly leaves the door open for a fourth ``Terminator'' in a finale that is jarringly at odds with the tone of the rest of the film. ``T3's'' whimper of an ending feels especially strange given the enormity of what we see on the screen. Cameron might have pulled it off; Mostow, though, seems adrift, probably because he can't inject the sounds of broken glass and razed concrete.

Glenn Whipp [phone]

glenn.whipp(at)dailynews.com

TERMINATOR 3: RISE OF THE MACHINES - Two and one half stars

(R: strong sci-fi violence and action, language and brief nudity)

Starring: Arnold Schwarzenegger, Nick Stahl, Claire Danes, Kristanna Loken.

Director: Jonathan Mostow.

Running time: 1 hr. 48 min.

Playing: Wide release.

In a nutshell: Solid, meat-and-potatoes action film with a crummy ending. But Ah-nold is great in the role he was born to play - a cyborg.

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Arnold Schwarzenegger returns as the Terminator, doing what good Terminators do, in the workmanlike-yet-entertaining ``Terminator 3: Rise of the Machines.''