starring: Tom Atkins, Stacey Nelkin, Dan O’Herlihy and Al Berry
written and directed by: Tommy Lee Wallace

the plot: When Harry Grimbridge (Berry), owner of the local costume shop, is brought ranting and raving to the hospital, Dr. Dan Challis (Atkins) thinks it’s just a case of nerves. But, when a mysterious assailant kills Grimbridge and immolates himself, Challis finds a larger mystery at hand. Enlisting the aid of Grimbridge’s daughter, Ellie (Nelkin), Challis learns that Grimbridge had inadvertently stumbled upon strange doings at the Silver Shamrock, a Halloween costume factory. Challis and Ellie drive to the factory and pose as costume buyers in order to get an inside look at the factory. The employees, as well as the denizens of the town where the factory is located, are either weirdly emotionless or completely in thrall of Conal Cochran (O’Herlihy), the enigmatic owner of Silver Shamrock. While snooping around, Ellie discovers her father’s car hidden inside the factory, and Challis learns of a sinister plan involving the three Halloween masks—a witch, skeleton and jack ’o lantern—Silver Shamrock is selling across the country. When Ellie is captured, Challis must choose between saving his friend and stopping Cochran’s plan, which could result in the deaths of millions of children.

why it’s good: Don’t let Rob Zombie’s unfortunate remake of “Halloween” distract you from the fact that the “Halloween” franchise (now numbering nine films) has spawned some pretty mediocre entries. But none are as strange as “Halloween III,” an odd horror/sci-fi hybrid that bears little resemblance to the first two films in the series. Following the “death” of Michael Myers at the end of “Halloween II,” series creators John Carpenter and Debra Hill wanted to turn the series into a “Twilight Zone”-style franchise, unveiling a new movie each year. “Halloween III” was the first such effort, although Carpenter and Hill had very little to do with the movie. Instead, Tommy Lee Wallace, an editor on the original “Halloween” and frequent member of Carpenter’s crew, took the helm and came up with a bizarre plot involving subliminal messages, killer masks, Stonehenge and sinister robots. Yes, that’s right, robots. Somehow, though, that bit of absurdity makes “Halloween III” endearing—a good thing, since the movie needs all the help it can get. The first half of the film plods, Atkins is a bland lead man and there’s no real suspense to be found. But stick with “Halloween III” long enough and the thrills pick up. The plot gets crazier (a stolen piece of Stonehenge figures heavily into the climax), and you’re left with a cynical anti-corporate message and bleak ending that redeems the movie. There is one major downside, however: The Silver Shamrock jingle that plays throughout the movie is annoying as hell and may inspire viewers to go on their own bloody Halloween rampage.

why you should own it: Even “Halloween” series purists routinely skip over “Halloween III” when discussing the franchise. But it’s worth checking out, if only for the curiosity factor. Universal’s DVD contains nothing but the film, so DVD buyers might be better off picking up one of those extras-laden discs of the first “Halloween” film.