In part one of our three-part miniseries, I reminisced about my least favorite theatrical experiences of 2012, works that other viewers may have liked a lot more than I did. Part two, then, is a veritable middle-ground parade — movies that weren’t a waste of my time, some even eligible for eventual addition to my library, but were a few steps removed from instant-classic status according to my recondite guidelines.

The countdown advances:

15. The Bourne Legacy. The way my mental math works out, this section of my list contains this year’s zestiest popcorn flicks — action yarns that propelled me along despite nagging storytelling flaws. Jeremy Renner’s two-hour overseas vacation video neatly fits that slot. Though the extended chases pale before the emotional stakes and the intricate cat-and-mouse games of the second and third Bourne chapters, Renner is fun to cheer on anyway as a plainspoken everyman upgraded to an outnumbered battle machine. In that sense it’s the spy-genre equivalent of a Rocky movie, albeit without a satisfying Ivan Drago analogue.

14. Premium Rush. Remember the good ol’ days of ’80s and ’90s low-frills cinema, when you could count on plenty of hip, with-it, fad-based tales in which The MAN was plagued by pesky heroic teens riding dirt bikes, skateboards, roller skates, unicycles, Pogo Balls, or whatever other vehicles were in fashion? I couldn’t stand those days, but the least profitable of Joseph Gordon-Levitt’s seventy-three 2012 releases was so exhilarating (if frequently ludicrous), I was nearly convinced to walk out on my day job and retrain for the go-green bike-messenger stuntman career track. Also, the improbable races through the streets of real-life Manhattan brought back warm memories of our family’s 2011 NYC vacation. (See, blatant personal biases like this are why my opinions will never be allowed to budge the coveted Tomatometer an inch.)

13. Lincoln. I have neither doubt nor regret that I’ll be seeing this name repeatedly throughout the February 24th Oscars telecast, but a movie centered around historical political discussions and negotiations is a tough sell to someone like me who actively shuns present-day political discussions. Daniel Day-Lewis indeed embodies our sixteenth President in a thorough, doubtlessly letter-perfect performance, but while Our Hero remained steadfast, unflappable and folksy, everyone else around him is either aggravated or hysterical, making him look inert by comparison. His best display of passion was the inspirational “Now! Now! NOW!” speech, which felt like a dead-on recreation of a crucial lecture being delivered by someone who detests lecturing but knows it must be done. Aside from that glorious moment, I found myself wanting to see more of the other characters and less of our eponymous protagonist. Best of show was Tommy Lee Jones, whose magnetic gadfly was such a welcome boost to every scene he commandeered that I would’ve ranked the movie a lot higher if it’d been titled Thaddeus Stevens, Action Abolitionist.

12. Men in Black 3. The first one was a time-passer; the second, a time-waster. The third is a time-travel dramedy that strains when scrounging for new jokes about the 1960s (granted, Bill Hader ruled as undercover contact Andy Warhol), but succeeds in anchoring the entire series retroactively with a fully closed Möbius strip of a trilogy narrative as we learn more about Our Heroes and the secret past one of them never knew they shared. Michael Stuhlbarg’s motormouth alien sidekick was a bouncy treat, but the star attraction here is Academy Award Nominee Josh Brolin as a young, time-displaced Thaddeus Stevens. His accuracy is at once masterful and disturbing, especially when he continues aiding African-Americans a full century after the Civil War.

11. Madagascar 3: Europe’s Most Wanted. Whereas the first was an unabashed star vehicle and the second was wholly unnecessary, the third is a shockingly touching story about how we cripple our own lives and deprive ourselves of so many wondrous opportunities by clutching too tightly onto nostalgia and fear of change. Yes, it starred cartoon zoo animals who want to sell me DreamWorks toys. I don’t care. It was meaningful and frequently funny and filled with vocal performances that didn’t have to be as good as they were, but were just that sharp anyway. To this day Chris Rock’s stupid “Afro Circus” theme still haunts my dreams.

10. The Hobbit: An Unexpected Journey. No, it’s not nearly as complex or enthralling as The Lord of the Rings yet. I stopped demanding the impossible from this prequel trilogy before casting rumors had even begun. I applaud the ambition and appreciate that nothing disgruntled me as much as other prequel effrontery such as Jar-Jar Binks or T’Pol. Granted, the first four hours’ worth of insertions from The Silmarillion dragged a little, but I’m willing to allow some mercy and latitude until the other two chapters reveal the full scope of Peter Jackson’s copious augmentations.

9. Looper. The harshest film on my list in terms of content was also one of the more riveting, as two versions of one hardened killer find their selfish desires at cross-purposes and threaten to unravel the very timestream as they fight over which of them gets to decide who lives or dies. What could’ve been another repetitive movie-long chase scene functions as a top-tier science-fiction thriller that takes a wicked turn at the halfway point when we learn the hard way that time travel isn’t the only sci-fi trope at work. As the mysterious Midwest tyke whose role is pivotal in a completely unpredictable way, li’l Pierce Gagnon turns in a varied, stunning performance that demands some society out there invent a Best Child Actor award and send him a very large cookie. Multiple cookies, even.

8. The Hunger Games. I read the first novel days before the movie opened, just in time to spoil most of it and follow along with an eager eye counting all the revisions and omissions. To the movie’s credit, it didn’t take me long to stop counting, and to set aside comparisons to Battle Royale. The year’s best cinematic dystopia was a fractionalized society dressed in the strangest outfits, yet not too far a bus ride from our own stratified reality. The PanEm tributes may have been better armed and trained, but their frightening skirmishes were a brilliant encapsulation of any number of present-day scenarios I could brainstorm in which otherwise normal people are manipulated by the world’s higher powers into needless us-vs.-them conflict. One could mean war, or one could imagine applications to other battlefields such as politics or sports. Whichever way cuts deepest for you, the grim children-vs.-children vision is hard-edged and disturbing in all the ways that the best and timeliest of parabolic science fiction should be.

The only reason this doesn’t rank higher is the distracting inclusion of select scenes from Catching Fire, which I hadn’t read before seeing the movie. When discussing it afterward with friends, every reservation or nitpick I could think of was rebutted with, “Oh, that’s in the second one.” My resulting annoyance costs the movie a few chart positions. I haven’t had a chance to watch it a second time, but there’s a chance my opinion will improve now that I’ve read the rest of the tragedy and have the full context in mind, spoilers and all.

To be concluded! While you’re waiting, please enjoy this addictive musical nightmare fuel.