There are parts of this that I loved but it was a very difficult story to follow. For starters, the opening fight scene between the hot co-driver chicks was super, super lame with bit shots of punches, kicks, and occasional weapons...but no real choreographed "fighting". It just got the movie off to a bad start, IMO. Secondly, I'm not really a fan of "stories within stories" but with all the posturing and maneuvering between Weyland and Niles York, well you **KNEW** something was going to happen; it was just (again, just my opinion) very convoluted and didn't add anything to the story. Thirdly, this was probably the most difficult to follow as far as the drivers/vehicles was concerned. It's probably just me - because I'm old and don't follow stuff that closely anymore - but I had a devil of a time figuring out who was who and in what vehicle. Apart from Frank/Lucas and 14K, I couldn't keep up with who the other "players" were and what they were driving; with that in mind, it was extremely difficult to buy into this film because there was no emotional attachment to anyone. (I mean, c'mon....we all know how it's going to end, but the rivalries between the other drivers was just way too messy for me to keep up with.) Also, I still don't understand the fight scene in the tunnel when the Terminal Island drivers showed up. Was that just someone's attempt to cop a feel and someone else threw a jealous punch, or what? Even in retrospect, there's no explanation for that scene. And that's what this movie, as a whole, felt like: a bunch of scenes of varying stages of violence all thrown into a blender with a somewhat-central character, then someone tried to package it all into a single story. Very blotchy, very difficult to keep up with. The movie was fun to watch - if fast cars and brutal violence is your thing, you'll love this franchise - but that doesn't mean it was a "good" movie. It was watchable, fun for an hour and a half, but not the best. So far (I'm about to start the fourth and - I assume? - the final movie in the _Death Race_ franchise) this has been my least favorite. Again, not a BAD movie, but a badly-made movie. I think the storyline had TONS of potential but it all felt very rushed to production.