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Since Treat Williams took over "The Substitute" franchise, he surpasses Tom Beringer. He has more fighting skills, and he he really puts the "e" in education. This time, he he goes from a rough high school to a well made college that is overrun by some juiced up jocks. The jocks are top athletes, but they are wired up by steroids. They rowdy, out of control, and running amok at the college. After the accosting of the new English literature professor, it's up to Karl Thomasson(Williams) to step in the classroom, and infiltrate. He sees a football team with no sense of morals and only football on their brains. The other culprit in the team is their coach who have been offering them the drugs. With a whole new outfit for the team, Karl and them go out to see who is selling the steroids to the team, and shut them down for good. While they go after the dealer, Karl checks up on the teacher who's father was a soldier and friend of Karl to return a medal in which he earned. When one of the players left the school due to the scandal, and the death of the teammate due to the steroid use. He was the real winner. Avoiding shame, death, and being a disgrace to sports. It goes to show, drugs don't make you a winner. This movie has some morality to it. It's worth the watch! 3 out of 5 stars

It's always a slippery slope with sequels especially after they've gone dtv. 'The Substitute 3: Winner Takes All' is a step down from previous entries. It keeps the same basic formula up until a point. Still has the series brand of action, but takes a wrong turn in the latter half. If you enjoy dtv sequels with low expectations and appreciate Treat Williams there's still fun tidbits here.

Karl Thomasson (Williams) loses a friend and fellow mercenary while on a mission in Kosovo. Asked to bring a medal back to his daughter who's a college professor. After she's targeted by the winning football team and put in the hospital, Karl goes undercover as a substitute once more again. He & some new associates go to work getting to the bottom of things and dispensing justice.

This entry isn't badly shot, but the premise doesn't deliver the same impact. In the last one, there was a bond with his niece and feelings because it was his brother. Also the football team could have been decent villains all on their own. The film opts to shift gears and the focus becomes some routine gangsters.

Treat gets to handout another lecture and display smarts in a few hand-to-hand fights. The heavy gunplay is left until the finale in your typical warehouse shootout. One of Karl's fellow mercenaries Andy (Claudia Christian) supplies laughs & good acting posing undercover as a ditzy waitress in a titty bar. Gracious enough to supply two bits of gratuitous female nudity, 'Winner Takes All' at least knows it's audience.

If you've seen any action film, then you've seen "The Substitute 3: Winner Takes All", the second sequel to the original 1996 film. Treat Williams (The Phantom, Deep Rising) reprises his role from "The Substitute 2" as Carl Thomason, a hired mercenary-turned-teacher. The plot of this movie revolves around Thomason trying to find the people who attacked an old war buddy's daughter. This movie basically goes for mindless action at the expense of logic. All in all, it's a decent movie if your in the mood for some mind-numbing action.

Treat Williams stars as Karl Thomasson who this time teaches at colleges where steroid abuse is a problem and in which the mobsters in question are needed to be straightened out once and for all. Also he is teaching there because his friend's daughter (Rebecca Staab) was attacked by the said mobsters. The Substitute 3:Winner Takes It All is easily the worst of my killer teacher binge that started with Class Of 1984 and ended with Substitute 4. I think the real problem with this entry is that not only does it stink to high heaven but because there is a lack of action we are forced to watch an anti drug message delivered with all the subtleness of a brick through a window. The third chapter consists of Williams kicking some student's asses but in reality he is more engaged with fighting the mob and therefore the whole story loses it's edge. Also of note is that Claudia Christan (So hot in The Hidden) is ultimately wasted as one of the hero's sidekicks and although she is a woman that even I would be afraid to mess with in real life, her character is too lightweight. Williams who brought much charisma to earlier roles such as Things To Do In Denver When You Are Dead and Once Upon a Time In America (Even in Substitute 2) is surprisingly flat here. The audience on the other will be too bored or busy rolling their eyes to derive much interest in either case.

1/2* out of 4-(Awful)

This was a comedy. It was a satire of 1970's grindhouse. The cheap, out-of-date music. The feminine hairstyle of the wrinkly faced action hero. The almost fight scenes. The stereotypical Mafiosos. And most of our reviewers here, LIKED this. And the votes... 7 of 10 liked the likers. The medical experts who made this Reefer Madness film, have declared steroids to be bad. The students resembled the delinquent high school kids in the last two Substitute movies. Uh, no. College is expensive, and usually the students are serious. I'm sure most of the "people" who liked this sick, mangy dog of a movie, will vote me down. I will take it as a compliment, when they do. Seen on Tubi, the free streaming site, which has movies better than this piece of work; and now, live TV .

Terrible movie. I will be the first to admit it, but you have to admire Frank Gerrish. He's a great Utah actor who excels in any part that he is given, regardless of the movie's quality. His role spares this movie from being a bad memory. The school scenes are filmed at the Salt Lake Community College and our main actress is a professor, but for some reason it is more like a high-school.

The screenplay is terrible. Give me the screenplay and give me Frank and you will have a conclusion to a trilogy worthy of. . .well, at least worthy of watching.

The direction of this movie is. . .to put it nicely, lacking. But honestly, the poor guy was working with what he was given. For a low budget the directing is tolerable, the screenplay still a disaster, and the characters are terrible. With the exception of our hero and Frank Gerrish. If they were given better lines. . .Give me the power to remake this movie. It's ripe. It's asking to be parodied in its absurdity but seeing its potential stops me from burning it out of my memory.

I hereby announce my plans to begin production of Copyrighted Name: Redux. Who cares if they killed of Frank Gerrish's characters. If Uma Thurman can dig her way out of a grave then so can Frank.

The Substitute trilogy adopts a noble cause. All three films endeavour to teach their audience the great value of violence. The technique is very subtle. The films begin with a school where it seems that humourless criminal thugs have taken control. They bully students and even the teachers, to the point of making their lives a living hell.

Substitute 3 sticks to the formula. That's where Treat Wiliams steps in, fresh from serving as an honourable mercenary on the good side, of course, in some war. (His salary is never mentioned. Perhaps he just does it for the satisfaction of knowing that he is killing bad people. I always feel satisfied when I kill bad people, so it would make sense.)

His problem is not the bad thugs in the school. He can smash them to a pulp with very little effort, and he takes every opportunity to do so. The trouble is that the pretty blond English professor isn't yet convinced that the solution to violence is more brutal violence. It's probably all those arty books she's read. Therefore Treat has to demonstrate by punching, kicking, knifing and shooting as many of the bad guys as possible.

I won't spoil the ending. You'll have to watch the film yourself to find out whether the prof sees how misguided she was.

The first two were good. Decent plot, cool fight scenes, and good acting(personally I like Treat Williams better)and was excited to find out a third was coming w/ Treat Willliams. This movie is pretty bad. The plot is ok, the acting is only ok. The fight scenes in the first two were imaginative, but these are only the usual. There are probably 5 mins that actually take place in the classroom. The makers must have realized it wasn't looking too good and decided to put in some pointless nudity. If you liked the other Subs give this one a try, but don't expect too much.

Being a Treat Williams (The Deep End of the Ocean, Deep Rising) fan, I was very disappointed to see him do a direct to HBO sequel to The Substitute (starring Tom Berenger). After seeing The Substitute 2 I was even more disappointed it was a boring action film saved only by Williams who pretty much walked through the role anyways. Now once again Williams is doing a direct to HBO sequel. And although I'm still disappointed, at least The Substitute 3 is a decent action film. Williams once again goes undercover as a teacher this time at a nice college where the football players are given almost free rein (including beating up teachers). When undercover Williams discovers a whole conspiracy involving the football team. The film is nothing great, but does provide solid entertainment and Williams is very good in the lead, this time not just walking through the role, but giving some energy.

I've seen hundreds of these actioners and while they may all seem the same, I still love them more than anything. I don't look for a smart and original script, good acting or "a deep and emotional story that needs to be told". In fact, those are the things I _don't_ want in an action-film. What I look for is gratuitous violence with a little gratuitous nudity thrown in. I look for a good, strong hero who's goal is to make things right by any means necessary.

I was a fan of the first Substitute-film. Tom Berenger was a good hero, the story moved fast enough, the action-scenes were good and the music score was excellent. However, I was slightly disappointed with the second film. While Treat Williams might be a reasonably good actor, I didn't think he was a very good action hero. He looked kinda goofy with a gun. Also, the action-scenes were quite poor and the level of violence was surprisingly low. The music score wasn't good either.

Treat Williams is again the hero in The Substitute 3 so my expectations were a little low. However, I loved director Robert Radler's earlier work (especially Best of the Best 2) so of course I had to see it. And I'm happy to say that this film rocked! I think this is the best Substitute-film yet.

The Substitute 3 was filmed in just 16 days and the budget was probably quite modest. Still, this looks like a surprisingly big film. The technical details are excellent, the camera keeps moving and the editing is done very well. I also liked the score a lot.

Treat Williams still looks goofy with a gun but this time he's quite competent in the martial arts-fights. The fights are choreographed with skill and are really fun to watch. I liked the supporting characters. James Black as the sidekick with a sword could have a bright future in action-films, Claudia Christian looked good and handled her own action-scenes well and the fat surveillance guy had some good lines.

And speaking of dialogue, I liked the writing of this film. There's a relaxed atmosphere and Williams' oneliners work well. The only significant flaw with the film was that unlike the first film, this doesn't have a strong villain. Fortunately there's still a good, big action-scene in the end.

So, The Substitute 3 doesn't offer anything new (and thankfully it doesn't even try) but what it does, it does very, very well. It's of course apparent that this film isn't everyone's cup of tea. It doesn't give you anything to think about and it can be summarised as cardboard characters fighting each other. But then again, that's my precise definition of good entertainment, so this one gets a full 10. See it if you are a fan of the genre and like mindless violence. But if you didn't fall asleep during The English Patient or Shakespeare In Love and didn't like the first two Substitute-films, this one isn't worth watching either.

To attach the nomenclature, "suspensful," to this film would be putting it mildly. This film is a riveting piece of cinema, to say the least. Any movie that features a professional mercenary in a leading role is definitely quality. After all, the action that issues from a mercenary can in no way be paltry. ANd, when mercenaries meet football jocks, things ALWAYS get interesting, especially when drugs are involved. The way Karl spells his name indicates that he is a force to be reckoned with. The K suggests that Karl may be German, and everyone knows that Germans are fighters. Stalwart Karl fights for what he believes in and is a true hero. This film is gripping from beginning to end, and I would recommend it to everyone

Having enjoyed the first two and recognizing the director of the great BEST OF THE BEST II at the helm (along with fight choreographer, Simon Rhee who played De Han in THE BEST OF THE BEST series), I had high expectations going into this. WOW were they met. Treat Williams returns in the title role this time substituting as a college English professor replacing the daughter of an old mercenary buddy beaten up by some steroid crazed college football players. I won't give it away but the the villains go far deeper than the corrupt football program and the action moves at a brisk pace. Treat Williams, teaming with some old military buddies, take on the baddies in ultra violent fashion. Following in the same style as THE SUBSTITUTE I and II, this film continues to provide great gunplay and fight sequences(the fight between Treat and "BO" in the classroom is a classic). Treat is especially fun to watch as an even more refined teacher and 'bad ass' pursuing "truth, justice and the American way." (Is his character really that educated?) "Sub" fans and action fans will not be disappointed. Catch this on video tonight. And ARTISAN FILMS, please keep this series alive and entertaining.

After The Substitute 2, the films started to take a repetitive path. Person gets beat, mercenary comes to rescue, becomes good teacher, beats on some bad kids...ugh. Luckily, the Substitute 3 takes that same old formula and makes it good. Thommason is sent on another mission. After an old war buddy dies, he must bring a medal to his college professor daughter so she could remember him. But while Thommason is visiting with her, she gets beat by angry jock football players. Another mission is made for the mercenary. When he gets close to the attackers, he also covers a football team steroids scandal. Now, the formula starts all over again... Substitute goes to class. Class mocks him. Substitute shows class what he's made of. Substitute kicks butt. The action scenes in this one are a little bit better than the last, with realistic effects and enemies that actually do something instead of stand there. The B-movie shows itself in this one, with lines that are often unfitting and such. Still, it was fun. Can't wait to see four.

To watch enjoyably, engage in willing suspension of disbelief. That is, enjoy as you would the Roadrunner. Schools on high school level or colleges, no matter how small, do NOT have teachers or students like this. BUT, this being fiction allows the watcher to engage in hero worship and share the role of the hero without knowing what is to develop next. It does give the viewer the chance to enjoy seeing good prevail over evil, justice over injustice, and persistence over passive acquiescence. The introduction of new gimmicks as weaponry that get the job done without the atypical bloodletting of the horror series which lose characters faster than an exodus of patrons from "D" movie. Treat Williams is, again, a treat as a martial arts specialist who can show the value of defense versus aggression. The classroom scene by itself is worth the price of admission. To see adverse elements like drugs, alcohol, and steroids put into their proper negative position is a positive effect on youthful viewers and a reminder to the older generation. This is not an Oscar worthy film nor does it pretend to be. It is fiction with a non-fiction lesson to be learned -- that steroids are bad, that justice is good, and that violence is not always best served by more violence.

I really like Treat Williams and I think he did very well in The Substitute 3. The movie itself was B-grade but that didnt matter it was still a very good film and I would suggest it to anyone, If you havent already seen it then hurry up and rent it on video, its worth it.

8/10

"The Substitute 3: Winner Takes All" is the best "Substitute" sequel. Karl Thomasson (Williams) is back in action. He (once again) goes undercover to foil a mobster's scheme to give high schools steroids.... and avenge a fellow teacher's brutal beating.

What's great about this sequel is that there's effort put into this. The action scenes are plentiful and Treat handles himself well during the hand-to-hand combat. The bad guys are over-the-top, and Thomasson's mercenary crew has at least 1 1\2 dimensions. Of course, the movie is weak script-wise, but it overcomes that with the usual professionalism of Treat.

Unfortunately, "The Substitute 4: Failure Is Not An Option" is a pretty poor follow-up. Avoid that one.

If you are a Treat completist, watch this, if not, you may or may not enjoy the cheesy action.

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I'm a fan of Substitute and Substitute 2, but this one left me a little lukewarm. I hope they keep the series going, because this installment needs some redeeming. I felt that the ending was too quick and sudden, and there wasn't really enough establishing of all the characters to give us a feeling of if we should care.

When I first saw this film I was not really a fan, It just felt like it was drifting away from the whole substitute thing, bringing in the mafia was what kind of made me lose interest, but on a second viewing I liked it a lot more, Treat is much better in this film, and his buddies were also fantastic. Sure we don't get a scene where Karl fights loads of football players on an open field, but we did get some cool shoot outs. Better than the second movie but only just boarders with the original. I can recommend this film an 9 out of 10.

This film was ok, but not quite as good as #2. Still worth a look though. Treat Williams does quite nicely in his role. And Claudia Christian does great as a back-up.

Not much of a plot differing from the other stories, but acting from the non-student actors is really good. Lots of action, some good laughs, and good comes out on top-so what's not to like.

In SUBSTITUTE 3: WINNER TAKES ALL, Treat Williams returns as Karl Thomasson, a true mercenary on a mission. This time, he's off to college, posing as a professor to find out who beat up his late friend's daughter.

Soon enough, a group of steroidal football players begin the usual disrespect for Williams' character.

Uh-oh!

It appears that the mafia is somehow involved, leading to further gunfire, karate, and the enlistment of the heavenly Claudia Christian to help in the collective a$$ kicking! The finale is not to be missed!

One of the most enjoyable in the "series"...

It seems that every other movie in this series is bad, I guess that means we will have to wait for a fourth outing to get any entertainment. Treat Williams returns in the third installment of the series that again has nothing to do with the previous two. It's the same basic story except this time Williams discovers that the school is giving their athletes steroids. Again there is lots of unnecessary violence and this time filmmakers are throwing in some gratutious nudity to go along with it. I sure hope the next one is better.