You'd better believe he came back. Twelve years after saying "Hasta la vista, baby," to the Terminator franchise in James Cameron's widely-adored T2: Judgement Day, Arnold Schwarzenegger brought his cyborg alter ego out of mothballs in the less-adored Terminator 3: Rise of the Machines. Released on July 2, 2003, the movie finished atop the Independence Day box office, and remains the second highest-grossing Terminator film behind its predecessor. But reaction to Rise of the Machines among critics and fans was mixed at the time, and the franchise's lackluster post T3-track record has suggested that Schwarzenegger's T-800 should never have come back from his lava bath.

Certainly, the road to getting a third Terminator made is maybe more interesting than the film itself turned out to be. The rights to the franchise have always been tangled, and unwinding that tangle ensnared multiple parties during the 1990s after Carolco Pictures — which made T2 — declared bankruptcy. By the time the dust settled at the end of the decade, Carolco's former heads, Mario Kassar and Andrew G. Vajna, owned the franchise outright and pushed ahead with plans for a third film, even after Cameron tapped out in the wake of Titanic's massive success. (Jonathan Mostow eventually stepped into the director's chair that Cameron vacated.)

Schwarzenegger, on the other hand, was happy to return — at least after he got Cameron's sign-off. The Austrian action hero had seen his box office power diminish during the back half of the '90s and no doubt counted on another Terminator movie to restore some of that luster. Schwarzenegger ended up being the only actor from the first two movies to come back for the third after his T2 co-stars Linda Hamilton and Edward Furlong fell away from T3. Various storylines — including one that pitted the T-800 against a rival model that could turn invisible — were conceived and then scrapped as the producers assembled the movie's mammoth $190 million budget outside of the studio system.

Interestingly, Rise of the Machines ended up being Schwarzenegger's grand return to the franchise that made him an international superstar and also a (temporary) farewell. On August 6, one month after T3 opened in theaters, the actor famously appeared on The Tonight Show and announced that he was pivoting to politics by (successfully) running for the Governor of California — a title he held from 2003 to 2011. It would be a decade before he returned to the big screen in another starring role, and another dozen years before he revisited the Terminator-verse in a pair of ill-fated reboots, 2015's Terminator: Genysis and 2019's Terminator: Dark Fate.

Seen again two decades later, Rise of the Machines is clearly a movie caught between eras, both for its star and Hollywood's overall approach to franchise management. But that also gives the film a retroactive staying power that subsequent entries have lacked. With that in mind, we weigh the pros and cons of the last good — and maybe even great? — Terminator movie.

Pro: It's a no-frills action movie without modern blockbuster bloat

Schwarzenegger is back in Terminator 3: Rise of the Machines. (Photo: Warner Bros/Courtesy Everett Collection)

In a world where most major summer movies now clock in between the 130-150 minute range, Rise of the Machine's 108-minute runtime is one of the film's biggest attractions. Taking place almost entirely over the course of one day — which, as we come to learn, happens to be Skynet's revised date for Judgement Day — T3 hits the ground running with the arrival of our two main cyborgs, Schwarzenegger's T-850 and Kristanna Loken's T-X.

They swiftly find their targets, the grown-up John Connor (played by Nick Stahl) and his future wife, Kate Brewster (Claire Danes), and all four stay in near-constant motion from there, racing from one firepower-heavy encounter to the next. In that way, Mostow consciously takes his cue from the first Terminator's run-and-gun 107-minute runtime as opposed to Cameron's more expansive sequel, which took longer time-outs between the set-pieces.

T3's economy also keeps the character count small and the narrative focused on the objectives and obstacles immediately in front of the core cast. And while the creative team isn't shy about laying the groundwork for a fourth movie, they're also not going out of their way to construct the kind of expanded cinematic universe that's expected from franchises now. Rise of the Machines gets you in, out and on with your day... and that's an increasingly rare experience to find at the multiplex.

Con: These Terminators could use some refurbishing

The T-X (Kristanna Loken) gives the T-800 a royal whupping in Terminator 3: Rise of the Machines. (Photo: Warner Bros/Courtesy Everett Collection)

Schwarzenegger confesses on the T3 commentary track that his biggest concern about the movie was whether or not he could pull off going butt-naked one more time. "I knew the pressure would be on," he says, adding that he started training three months before shooting the T-850's obligatory nude scene in order to get his frame back to near-championship levels. "I weighed the same day that I did on Terminator 1 and Terminator 2," Schwarzenegger boasts. "Maybe two pounds difference."

You can't argue that Schwarzenegger isn't in fighting shape for T3, but his third go-around as a T-800 model is lacking the kind of fresh element that T2 provided by turning his snarling villain into a tagline-spouting hero. Mostow tries to split the difference by revealing that this specific T-850 killed John Connor in the post-apocalyptic future and was then dispatched to the past by the newly-widowed Kate to protect them both. Unfortunately, that twist comes a little too late in the movie for the star to really layer it into his performance.

Meanwhile, the T-X sadly feels like a downgrade after Robert Patrick's gamechanging T-1000. It's not the fault of Loken, who has a great snarl and gamely takes the fight directly to Schwarzenegger over and over again. (Before Loken came onboard, Schwarzenegger reportedly wanted to square off against the late WWE star Chyna.) But this particular Terminator's power set — which includes shapeshifting and built-in plasma cannons — is less memorable than her predecessors and the actress is stuck in that early-aughts place where female action heroes (and villains) were both celebrated and objectified by the camera.

That's cringingly summed up by Schwarzenegger's own remarks about the T-X on the commentary track, where he talks about how great it was to have "a sexy girl" with a "knockout 10 figure" as the villain and calls out a "fantastic" scene where the T-X uses her shapeshifting abilities to enhance her breasts. "It's what guys would like to see," the future Governor says in a less-than-politically correct moment.

Pro: The truck chase ranks among the franchise-best action sequences

As a director, Mostow's main claim to fame remains 1997's Breakdown — a delightfully old-school chase movie that pits Kurt Russell's Jeep Grand Cherokee driver against J.T. Walsh's trucker. And he brings that vehicular mayhem to T3's standout set-piece — an extended chase through downtown Los Angeles that puts the T-X behind the wheel of a heavy-duty crane while the T-850 pilots a motorcycle followed by a full-on fire engine. That sequence was largely shot practically over the course of two weeks and those efforts pay off with a chase that's up to par with the celebrated canal run from T2.

On the T3 commentary track, Schwarzenegger takes credit for ensuring that one particularly gnarly moment made the final cut. At one point during the chase, his cyborg alter ego is riding on the crane and gets dragged through the glass windows of an office building. Producers put that part on the chopping block due to the logistics and cost, but the star insisted that it be shot. "They started really freaking out, and wanted to cut that scene," Schwarzenegger says. "But I was adamant about it, because no one had ever seen it before.

"We see close-ups and shots of inside the glass building, what the Terminator goes through," the actor continues delightedly. "It's an extraordinary scene and makes it very special." He's not wrong about that.

Con: The wrong Connor died

Schwarzenegger's T-850 protects Sarah Connor's supposed coffin in Terminator 3: Rise of the Machines. (Photo: Warner Bros/Courtesy Everett Collection)

Depending on who you believe, Linda Hamilton either declined to reprise her starmaking role as Sarah Connor or she was written out of the movie ahead of production. On his T3 commentary track, Mostow offers the latter explanation, saying that the original script he received was more of a "two-hander" featuring John and Sarah, but he found himself more interested in John's arc. "I went from, 'Boy, you can't do this movie without Linda Hamilton,' to 'It's unfair to put Linda Hamilton in this movie if she's just going to be the third wheel.'" For the record, Hamilton has always maintained that she took herself out of the running after being disappointed with the first versions of the script.

Either way, Sarah Connor's absence from Rise of the Machines is deeply felt by both John and the audience. That's an interesting place to start from, and to his credit, Stahl leans into her son's troubled mind, presenting mankind's supposed savior as a drug addicted nomad full of self-doubt. (In a case of art imitating life, Stahl has also openly addressed his own history of addiction in recent years.) But it's hard to escape the feeling that his journey back from lost soul to leader would be more compelling if his mom was there to see where he'd gone wrong.

Or maybe T3 would have been better off just getting rid of John altogether. That's the route that Terminator: Dark Fate took, and while that particular plot point proved divisive, it served as a reminder that the franchise has first and foremost been Sarah's story. And let's face it: She's the one you want in a Terminator-infested foxhole rather than her kid.

Pro: Judgement Day finally arrives

In the immortal words of Charlton Heston... those maniacs went and blew it all up. T3 joins 1970's Beneath the Planet of the Apes as the rare franchise sequel to end in a nuclear holocaust with Skynet achieving its Judgement Day victory over humankind. While it's a bleak ending, it's also a necessary one considering the time loop paradox that's always been at the heart of the franchise. That's one of the reasons why Cameron had to abandon T2's original Judgement Day-free ending in favor of a more ambiguous finale that reminds us there's no fate but what we make.

On the T3 commentary track, Mostow says that he likely wouldn't have gotten away with the final montage of A.I.-enabled nuclear destruction had Rise of the Machines been made at a studio. "The ending of the movie is a very non-studio ending to a movie, particularly an expensive one like this," he observed. And in a 2021 interview with Vulture, the director said that the decision was made to keep that finale a secret — a choice he later regretted. "Looking back, I feel like had we teased a little more that there was a surprise coming, it might've actually been better for the box office domestically."

Con: It paved the way for a zombie franchise

Schwarzenegger as Carl, the new identity of the T-800 in Terminator: Dark Fate. (Photo: Kerry Brown / © Paramount / courtesy Everett Collection)

T3 was just good enough — and, more importantly, made just enough money — to convince Hollywood there was still creative gold in the Terminator series. There was just one problem: No one could agree on how to mine it. The underrated 2008 Fox series, The Sarah Connor Chronicles, was first out of the gate and has held up as the franchise's best brand extension. But the writers also had to completely ignore the events of Rise of the Machines in order to have enough stories for one season, let alone two.

After a six-year delay once again marked by rights disputes, 2009's Terminator: Salvation picked up where T3 left off, transporting audiences fully into an apocalyptic future once again populated by new faces in familiar roles — including Christian Bale as John and Bryce Dallas Howard as Kate. Intended to kick off a whole new trilogy, Salvation instead became a creative dead end as audiences seemed to lose interest in an all-dystopia all the time version of the franchise.

2015's Genysis went the opposite way, leaning so heavily into the time travel shenanigans that it made a headache-inducing soup of the already complicated timeline. That led the makers of 2019's Dark Fate to bring Cameron back in an advisory capacity and restore Sarah's story from the first two movies while once again writing out Rise of the Machines. But almost everyone involved in that movie has since seemed to recognize it was too little too late.

Speaking with Yahoo Entertainment in 2020, Dark Fate star Mackenzie Davis — who played a new model of cyborg super-soldier — said that the film proved once and for all that there's been "enough Terminators" in the marketplace. "I'm proud of the movie we made, [but] I think the interest has expired," the actress said. "I totally get it and respect it... and I'm happy to be the nail in the coffin."

Don't tell that to Cameron, though. Last year, the Avatar mastermind revealed that he's discussed taking another run at the series, swapping out killer cyborgs for an A.I. enemy. But if Rise of the Machines taught us anything, maybe it's OK to finally blow this particular franchise to smithereens.