Nothing can be more frustrating than something not living up to its potential. Movies are especially guilty of this. There's something about watching a movie that was on to something but didn't quite make it that can stick with you. Watching them unfold feels akin to a runner screaming towards the finish line only to fall and break their ankle thirty feet short. Films like these fall apart for many reasons be it last minute changes by a studio, unnecessary plot twists, or just good old-fashioned incompetence. For whatever reason, these movies are bad-they just didn't have to be. Here's a few movies that would almost be worth seeing, if they just weren't worthless.

Prince of Darkness
Trying to peg down John Carpenter's Prince of Darkness might prove to be a bit of a headache. On the one hand it's a supernatural religious thriller about the devil trying to cross into the physical world; on the other hand it's a science fiction think piece on quantum physics, time travel and the apocalypse. There are also hobo-zombies with fire-ants spewing from their mouths. To say the least, Prince of Darkness starts off as an interesting movie that degrades into a rather disappointing pile of shit.

Things start off well enough with a group of doctoral candidates researching a church that reportedly holds the devil captive. The plot eerily weaves science fiction and religion as the scientists begin having identical recurring dreams: handheld camera footage of a massive specter emerging from the church accompanied by a narration claiming the dream to be a message from the future.

You notice how it gets ruined when you see someone's mom walk out the door? That's what watching this movie feels like: Two steps forward and then a kick in the junk.

Mike Judge's feature length follow up to Office Space takes an excellent concept and goes nowhere with it. After a 500 year cryogenic sleep, average guy Joe Bauers (Luke Wilson) awakens to find the planet completely overrun with dim-witted, television obsessed nincompoops. Despite a brilliant opening sequence that explains mankind's de-evolution, things quickly start to get, well, dumb.

Even though Judge obviously has it out for consumerism and a general lack of emphasis put on intelligence in popular culture, the humor still comes across as lowest common denominator. While a joke about a monster truck with a giant piston-like penis on the front may poke fun at a dumbed-down society, it's still a just a c--- joke.

Cars that transform into robots and fight each other based on a cartoon series made to promote a line of toys. If that type of premise isn't a perfect fit for Michael Bay then nothing is. It should have played to Michael Bay's strengths to direct a movie where he can skip all the "human drama" and get to making things bang together in the loudest, flashiest way possible. Too bad, he didn't realize this and filled the movie with about two dozen tertiary characters and side-stories.

Transformers Movie © Paramount Pictures

There's a good movie hidden within Transformers' two hour and thirteen minute running time. It involves good robots fighting evil robots with a teenager and his crush caught in the middle. What we got was good robots fighting evil robots with a teenager, his crush, a secret government agency, army grunts, defense agency nerds, a street talking hacker, and the Secretary of Defense caught in the middle. Had Bay possessed the insight to boil the story down to its giant-robot-bashing-into-one-another core, and cut out about an hour of film, it could have been a great movie instead of an overlong, sluggish GM commercial.

Dune is a good movie in a weird sort of way. David Lynch's adaptation of Frank Herbert's Nebula and Hugo award winning novel, takes a straightforward science fiction story and turns it into the sort of twisted geek show where everything is ugly and nothing makes any sense. At this point in Lynch's career he had only directed two full length films, one critically acclaimed work about one of the most disfigured humans in history, and another about a man with big hair who has a bastard son that looks like a crossbreed between a bag of organs and a cow fetus. With a similar tone, Dune comes across like a blend of Star Wars and a Francis Bacon painting.

There's no getting around Dune being a bad movie. It's shoddily put together, ugly to look at, and practically incomprehensible. Almost despite this, it's entrancing. Describing it feels akin to describing a fever dream:

"I was in a vast, endless desert filled with worms that stretched on for miles. My eyes glowed blue; and I had a knife fight with Sting in front of a floating fat man covered with oozing boils. Then I used my voice to blow them all apart, Patrick Stewart played a Chapman Stick and I used my mind to make it rain."

I Am Legend
Apparently Will Smith has something of a thing for nerdy hard-sci-fi novels. After turning the cerebral I, Robot into an action movie, Smith follows in the footsteps of Vincent Price and Charlton Heston in taking a shot at Richard Matheson's influential vampire novel I Am Legend.

Smith's adaptation begins wonderfully as an inspired and realistic vision of a decaying world with no one was around to keep it running. Marauding through collapsed, overgrown streets, Smith's Robert Neville struggles to maintain his sanity despite crushing loneliness and constant persecution by the infected remnants of humanity. Just as the movie hits its emotional low, everything goes wrong. The movie gets bogged down with bad CG, superfluous characters, and a contrived, happy turn of events that spoils the meaning behind the title.

I Am Legend - © Warner Bros. Entertainment Inc.

Like previous adaptations of the book, the people behind I Am Legend hesitated to commit completely to Matheson's original vision. For a period, Smith's version maintains the bleak tone of repetitious raised and thwarted expectations that chip away at Neville's sanity, but then it doesn't pay off with the book's badass, albeit bleak, conclusion. Even the film's alternate ending, which is a bit more in line with the ending of the book, fails to save the disappointing second half. It's a lame cop out that spoils what could have been a surprisingly solid movie.

Star Wars Episodes I-III
It would have taken a miracle for George Lucas to meet the massive expectations built around of the Star Wars prequels. No film could have lived up to the legacy of the original trilogy; imperfect movies whose faults have the rare benefit of being either loved or overlooked. Now that the fury over Jar Jar, declarations of love involving sand and armies of CG (not) Stormtroopers has faded to a dull grumble, it's plain that all we got were three mediocre cash-ins.

The most painful aspects about the prequels were the moments that occasionally showed promise, the excitement when the wonder of the original films would shine through, or the times where it seemed that an actual engaging plot could have surfaced. The three villains of Darth Maul, Count Dooku, and General Grevious could have been combined into one character as a stronger foe for Anakin. Introduce the Separatists earlier making them a more cohesive, concrete movement. Introduce Anakin at an older age, making his romance with Amidala a bit less creepy. In essence, these changes would deliver the exact same plot given to us by Lucas- they just would have given the series a sense of consistency and plot development that would have prevented fans from burning their Star Wars toys in a massive funeral pyre.

Story by Kris King

Starpulse contributing writer