I reference the first film in this series, 12 Rounds, throughout this review. Click here to read that review.

I was amazed that this movie did not suck.

Would you expect much from a direct-to-video sequel to a badly written, badly acted action movie, clearly created as a vehicle to feature a pro-wrestler? I just wanted to get out with my brain in one piece. My goal was to get a feel for what Dean Ambrose is getting himself into with 12 Rounds 3: Lockdown, and I thought I would have to tough it out through another hour and a half of dreck.

Instead, I was very pleasantly surprised to find that 12 Rounds 2: Reloaded, released in 2013, is much more watchable than its predecessor. It stars Randy Orton as Nick Malloy, an EMT on the way home from a movie with his wife Sarah (Cindy Busby) when they witness a car accident. Nick runs to help and pulls both drivers to safety, but a woman is trapped in the passenger seat of one of the cars. Nick holds her hand and talks to her until the rescue crew arrives, then performs CPR, but she dies.

Already here, we have a character far more human and sympathetic than John Cena’s Danny Fisher form the first movie. Danny was a showboat cop who caused untold destruction for dozens of innocent people in pursuit of his goals. This script gives Orton a leg up by presenting him as a hard-working, caring person who just wants to help. Watching Nick do his best and come up short, I felt right away like I was watching a story that could take place in actual reality.

The movie jumps forward a year in time – the same device that the first film used – and we watch Nick and Sarah interacting with each other and Nick’s partner, Jay (Colin Lawrence). The structure of the movie closely mirrors the first – a police or rescue worker with a lovely wife and pleasant home life is involved in a traffic accident that leads to a woman’s death, goes on with his life for a year, and then gets a call from a tech-savvy evil mastermind who has set up an improbable amount of pre-arranged trouble for him to deal with.

In Nick’s case, he and his partner arrive at an abandoned parking lot to help a guy who turns out to have a bomb sewn into his stomach. (In case I forgot to mention, this is not your average PG episode of Raw, here.) The mysterious caller (Heller, played by Brian Markinson) gets Nick on the phone and lures him out of the ambulance in the middle of the rescue.

What really helps here is that the script allows Nick to react like a normal human. Where Danny was running out on his injured partner in the first movie to go participate in an over-the-top action sequence, Nick only answers the phone because the victim gestures for him to do so, and then he only follows the voice’s instructions because of a threat to his wife. We know already that Nick isn’t going to grandstand the way Danny did; he wants to do his job, but he won’t thoughtlessly endanger people. Put another point in Nick’s column for being better than Danny.

The mystery caller detonates the bomb, and Jay – who was on his way out of the ambulance at Nick’s insistence – is injured but not killed. This is another course correction from the first film – I can buy that Nick would run away at the caller’s command to protect his wife, since he hears sirens and knows his partner can be helped.

From here, we move into the same format as the previous film: the caller announces a game of 12 rounds that he will play with Nick. He offers a bit more clarification than in the first film – if Nick scores more rounds, he says, he will turn himself in. At first it seems like this will make the "game" aspect make more sense this time, but since we don’t get any updates throughout the film of who’s in the lead, and the villain is revealed as never having intended to turn himself in, the game format is again rather pointless. At one point in the movie, Nick wonders aloud, "Why this game? Why 12 rounds?" but sadly, the screenplay – which has done yeoman’s work in fixing flaws from the first movie – can’t fix this one.

There are 12 rounds because the franchise name is 12 Rounds, Nick. Deal with it.

As an interesting side note, you might think that two films with the same franchise title would have something in common – some overlap in villains, some reason why a second bad guy out there in the world has struck upon the idea to run his victim through a 12-round game run through magically powerful technological resources. Strangely, this movie has no connection to the last. Is it set in the same universe? Are stunt-heavy, multi-round games simply "the thing" with criminals these days? Maybe there’s some secret villain club where they all brainstormed this together, and now they’re taking turns test driving the idea.

Anyway, Orton runs off into his own game with his own villain – and the story largely succeeds. This is in part because the character motivations make so much more sense. Not only is Nick a pretty believable person with a human level of strength and durability, but his opponent, Heller, has a solid motivation that stays consistent throughout. He is, of course, the husband of the woman who died in the wreck at the beginning of the movie, and he is taking out his revenge not just on Nick (whom he blames for helping the drunk driver before his wife) but on the other driver – Tommy Weaver (Tom Stevens), a young drunk driver – and several law enforcement/legal figures who were involved in Tommy’s light sentencing and early release.

Information is revealed at a satisfying pace. We find out Heller’s identity and motivation about halfway through the film, and as other figures from Tommy’s criminal case are brought to light, their involvement in the 12-round game makes sense. While it’s always tricky to suspend disbelief in Heller’s incredible amount of precision and control with his technology, it’s much easier to forgive that aspect of the story when we’re dealing with down-to-earth characters that we can actually care about. He is even given a background as an engineer and is said to have been off the grid for the past year, giving a nod to the fact that spy cameras and car bombs take time to set up.

Complicating matters is involvement from the police. Lead detective McKenzie (Venus Terzo) is on Nick’s trail from the time of the ambulance explosion. The junior detective, Sykes (Sean Rogerson), has a rather unneeded reveal near the end of the film – there just isn’t enough time to fully pay off his character – but on the whole, the police are involved enough to keep the pressure on Nick without taking over the film too much. (I could have done with something less over-the-top than the sugar refinery showdown, but what are you gonna do – it’s still an action film.)

For a large part of the film, Nick is in the company of Tommy, whom he acquires through following Heller’s instructions. This is another improvement over the first movie; where Cena was stuck galumphing about by himself, Orton has the advantage of a sidekick to talk to.

The script gives Orton a lot of help that Cena didn’t get, but Orton himself simply brings more to the table. He plays Nick as gruff but kind, generally a serious and stoic person more focused on the task at hand than in expressing himself, but with the ability to smile naturally and convey feeling with his eyes. While Nick Malloy isn’t an iconic character that will live in your memory forever, he does seem like a real guy caught in an extraordinary situation and dealing with it the way an actual person might react. Orton is at his weakest when attempting to shout with anger/passion; he does serious/focused, he does annoyed-angry, and he even does gentle/concerned, but he comes across a little stagey when trying to convey passion. The movie tries to make up for this with lots of muttered expletives, but it mostly makes him sound like he’s irritable rather than filled with righteous fury.

Nick’s wife, Sarah, has little to do in this story, and she tends more toward the "scream for help" model of female character from the first film. But Busby and Orton have a nice chemistry, and she comes across as frightened but brave, which is about the most that can be asked of this role.

The film as a whole sticks to more life-like dangers than the leaping-off-buildings-onto-helicopters nonsense from the first one. Orton is presented as being in real danger from two dumpy guys in a run-down hotel wanting to fist-fight him, simply because it’s a rough situation and fighting is dangerous. It doesn’t take guns, explosions, or dangling in mid-air for him to conquer most of his rounds, so he comes off as a lot more relatable than Cena ever did.

At the end of the film, as Nick and Sarah are trapped in the back of a speeding vehicle and it looks like all is lost, Nick is straining against his bonds. He leans his forehead against his wife for a moment, in a gesture of affection and despair that silently sums up what his character is going through. It’s a moment of subtlety and emotion that would have been completely out of place in the first film but that helps to sum up what’s right about this film.

This is the movie they promised us the first time – an everyman civil servant up against a villain fueled by grief, rage, and revenge. Even with its less believable moments and a few missteps along the way, on the whole, it’s an enjoyable and well-told story.

Dean Ambrose, there’s hope for you – and Lockdown – yet.