musketeers-2“The Three Musketeers,” a new 3D look at an old story, misses an opportunity to inject some much-needed spark into its storytelling by focusing on the wrong characters. In thirty some odd cinematic retellings of the classic Alexandre Dumas tale of bravery and swordplay, the focus has always been on the men. The new version finally features some grrrrl power, but squanders a great character by not giving her enough to do.

Shot on sumptuous sets in Germany, the first half of the film adheres closely to the Dumas novel. When we first meet D’Artagnan (Logan Lerman) he is a brash young man, leaving the countryside on his way to Paris where he intends to become one of the legendary Musketeers, just as his father had been. The elite swordsmen — Athos (Matthew McFadyen), Porthos (Ray Stevenson) and Aramis (Luke Evans)– however, have fallen on hard times. Warriors with no war to fight, they have become obsolete, more prone to drinking and womanizing than doing the King’s bidding. Soon enough the four men find a reason to pick up their swords again in the form of an English enemy, Lord Buckingham (Orlando Bloom), a devious holy man, Cardinal Richelieu (Christoph Waltz), the double crossing Milady DeWinter (Milla Jovovich) and the disappearance of the Queen Anne Diamonds.

“The Three Musketeers” looks beautiful, with costume and set decoration second to none, but beauty, as we all know, is only skin deep. It’s what’s underneath that really matters, and unfortunately, there’s not much under the surface.

The Musketeers themselves are empty suits, beautifully costumed without any substance. Only ray Stevenson as the head-bashing Porthos brings any sense of adventure or fun to his character. The rest are seat fillers for actors you would have rather seen in these roles. The silky-voiced McFadyen makes one wonder what Alan Rickman could have done with this role, while Evans begs comparison to no one because he barely registers. Lerman, the film’s lead, is a pretty face delivering lines … badly.

Even Orlando Bloom, who some “Pirate of the Caribbean” style experience with this sort of epic story is mostly distinguished by his Elvis-bedhead hairstyle. Even Waltz, who has playing a bad guy down to a science, fails to really make an impression.

The men mostly strike out but Jovovich as the film’s resident evil character, the double-crossing Milady, is tons of fun but underused. Flip-flopping her loyalties she’s a dastardly, but underused, piece of work. If she—and her stylish corsets and even more stylish fight scenes—had been the star of the show “The Three Musketeers” might have been able to distinguish itself.

As it is it’s simply a retread of an already familiar story mixed with “Wild Wild West” style anachronisms — the old school airships, for instance, have been done before and better in “Time Bandits” — which makes the sequel-ready ending seem overly optimistic.