While we applaud Teenage Mutant Ninja Turtles: Out of the Shadows and its efforts to bring in a ton of elements from the old cartoons, many of those elements were shamefully mishandled. So, even though Out of the Shadows is a marked improvement from its universally-hated 2014 predecessor, it still falls victim to many of the same problems that made that movie such a disaster. This makes it difficult for us to be very forgiving, as we share with you all the things we found so utterly disappointing about TMNT: Out of the Shadows.

9. There’s an Obscene Amount of Product Placement

Michael Bay seems to have a knack for making his movies feel more like a commodity rather than an actual cinematic experience, and Out of the Shadows is certainly no exception. The movie is overflowing with shameless product placements, ranging from prominently placed soda cans to New York’s H&M building conveniently placed right next to Baxter Stockman’s lab. The advertising is so obtrusive that even if you’re not actively trying to spot it you get the sense that you’re watching a glorified commercial. Although, we admit, it’s still not as reprehensible as the avalanche of product placement that was present in his last Transformers movie.

8. The Turtles’ Constant Bickering Gets Annoying

The last movie featured a lot of scenes with the Turtles arguing amongst themselves and, while they provided a few cheap laughs, the scenes ultimately failed to further the plot or push any sort of character development.

Out of the Shadows seems to take a similar approach and sees the Turtles constantly squabbling either about their effectiveness as a team or whether or not they should use Baxter Stockman’s purple ooze on themselves to become fully human. Audiences are much smarter and sophisticated than this film gives them credit for, as we already know that the Turtles would never remain as humans because then there would be no place for another sequel, unless they wanted to call it something like Teenage Normal Ninja Humans. Most of the other bickering just echoes the quarrels they had with each other in the first movie and could have easily been omitted without having any impact whatsoever on the overall plot.

7. Bebop and Rocksteady Aren’t That Great

First of all, we should state that Bebop and Rocksteady are a very welcome addition to the movie and, for the most part, they actually live up to what fans probably expected of the dopey mutated henchmen. But, that being said, they’re still not all that entertaining.

For whatever reason, the writers thought it would be funny if Bebop and Rocksteady expressed a strange homoerotic fascination with each others’ newly, uhhhh. . .we’ll say enhanced animalistic genitalia. After the two are transformed into their respective warthog and rhino forms, one of the first things Bebop does is pull open his dungarees to take a look at what he’s packing down there. Needless to say, he’s happy with the size of his new mutated wang and Rocksteady concurs, saying “My man. . .”

The joke is then repeated again close to the end of the movie after Casey Jones traps Bebop and Rocksteady inside a shipping container and tosses a grenade inside. When the grenade explodes, it blows their clothes off and affords Bebop the opportunity to return the “My man” compliment. Out of the Shadows might do a good job of illustrating a lot of Bebop and Rocksteady’s brutish buffoonery, but, in a family movie, this sort of raunchy humor seems strangely out of place.

6. It Ruins Casey Jones

Casey Jones is another character that fans were really excited to see appear in the trailers for Out of the Shadows. Unfortunately, the trailers also hide just how far the writers actually deviated from the source material with the character.

In the original Eastman and Laird comics, Jones begins his vigilante career after a gang burns down his family’s auto shop, kills his father, and takes his mother and sister hostage. However, in Out of the Shadows, Casey Jones is a cop who just doesn’t like doing things the conventional way and so he decides to beat up criminals using athletic equipment in an effort to impress his superiors and get promoted to detective. Yes, really.

Why Michael Bay and company felt they needed to make these worthless changes to character who already had a straightforward and compelling backstory is beyond us, but at least they didn’t change his signature hockey mask to a football helmet or something weird like that.

5. Tyler Perry is in it

Baxter Stockman has always been a bottom tier Ninja Turtles villain, so fans probably didn’t have a lot of nostalgia-laden emotions tied into who was cast to play the part in Out of the Shadows. But did they have to go with Tyler Perry?

The star of such classics as Madea Goes to Jail and Madea Gets a Job, gives a particularly annoying performance as the quirky mad scientist, using every chance he gets to cut loose with an incredibly contrived and irritating laugh. Surely the script is largely to blame for this foul-up, but we can’t help but feel that Perry’s vapid and vexatious performance may have just made the character a hundred times worse.

4. The Shredder Doesn’t Seem Very Threatening

The Shredder comes off as a much less intimidating foe in Out of the Shadows. Not only does he walk around for most of the movie without wearing his iconic, abundantly bladed outfit, but towards the end he’s made out to be a naive puppet who gets double-crossed by Krang, who proceeds to freeze him so he can presumably be called upon later if needed. So basically, the Shredder is a pawn who doesn’t do much actual fighting and then gets taken out in an instant — hardly the arch nemesis he’s been made out to be in the past.

3. The Climax is a Pure Ripoff of The Avengers

If you’ve seen the first Avengers movie, you might get a sense of deja vu, as you watch the final battle in Out of the Shadows. In it, Krang opens up a portal to Dimension X with the intention of raining down city-wide destruction on New York and it’s up to the Turtles to put aside their differences and stop him.

Not only is this finale extremely unimaginative, it’s not even as entertaining as the film’s previous two action sequences, which feature an exciting car chase and tank battle. We just feel that if there was more thought put into this, it could have been a much more original and thrilling climax.

2. The Soundtrack Doesn’t Feel Very Ninja Turtley

The soundtrack is another area where the movie suffers. Steve Jablonsky put together a score that sounds almost identical to his musical selection from the first Transformers movie and, once you notice that, it just seems wildly out of place. The Turtles are iconic characters in their own right and deserve a musical identity that’s wholly theirs. Unfortunately, TMNT: Out of the Shadows completely fails on that account, to the point where we were hoping Vanilla Ice would pop up and hit us with a little “Ninja Rap.”

Speaking of Vanilla Ice, when asked in a GQ interview about his thoughts on “Shell-Shocked” the new pop song tie-in for the movie, the former rapper (whose real name is Rob Van Winkle) didn’t mince words:

“With respect to all of the artists, the song doesn’t really do it for me. It feels a little artificial — what I mean by that is that it sounds like a bunch of executives in the corporate world put it together. It really does not fit the theme of the Ninja Turtles legend. I think you have to understand, and be a true Ninja, to possess the magic to really pull off the secret sound.”

We couldn’t have put it better ourselves Mr. Ice

1. Krang is Barely in the Movie

More so than Bebop and Rocksteady, the big hook that got the internet buzzing about this sequel was the appearance of Krang in the trailers. But despite being a central villain in many Ninja Turtles iterations, the evil inter-dimensional talking brain in a robotic body barely gets more than five minutes of screen time. You see him once at the beginning of the movie and then he doesn’t show up again until the final act where he briefly battles the turtles before making a hasty retreat.

Surprisingly, given how Michael Bay perverted the appearance of the turtles in his first film, Krang’s presentation is very much faithful to the old 80s / 90s Teenage Mutant Ninja Turtles cartoon, though the human head seen in earlier trailers was scrapped for the final film. Brad Garrett also provides some amazing voice work for the character so it would have been great if the movie had a bigger focus on this new villain rather than falling back to the Shredder, who, as previously mentioned, doesn’t really have anything fresh or interesting to offer audiences.