Like everyone else, I got a big kick out of Eddie Murphy's first "Beverly Hills Cop" picture back in 1984 (can you believe it's been a decade?). But I remember at the time finding the blithe juxtaposition of comedy and graphic violence rather unsettling.

If anything, my reservations on that score have intensified over the ensuing years, thanks to the proliferation of the "Lethal Weapons" and the "Die Hards," several Arnold Schwarzenegger films and, of course, their many inferior clones.

Well, some things never change. Perhaps it was wishful thinking that started the rumor that "Beverly Hills Cop III" would carry a PG-13. Instead, it is rated R — and deservedly so. The body count is high and the gore factor, while not up there in "Terminator 2" territory, is still uncomfortable.

One thing this sequel does do, however, is cleverly send up Disneyland with a series of dead-on, hilarious gags that poke fun at every aspect of attending that most beloved of all theme parks. Anyone who has ever been to Disneyland will identify with a lot of the film's best gags, which give the proceedings a tremendous boost.

The story begins in Detroit, where our old friend Axel Foley is about to bust up a chop shop, one of those places where stolen cars are broken down and refurbished for illegal resale. What Axel doesn't know, however, is that there is other business going down — dirty business.

A bloody gun battle follows and a friend of Axel's is killed by the chief bad guy (Timothy Carhart). Axel comes close to catching him, but he's stopped by a government agent (Stephen McHattie), who tells him to forget the case, as it is under federal jurisdiction.

Axel can't forget it, of course, and a clue sends him back to Southern California once again, specifically to an amusement park called Wonder World. And, of course, Axel seeks help from old Beverly Hills Police buddy Billy Rosewood (Judge Reinhold), who is now a desk jockey. They team up with a veteran cop (Hector Elizondo), who provides the long, slow-burn reactions John Ashton offered in the first two films.

The cast works well together, and the ever-reliable Elizondo is a welcome addition. But the story gets more and more ludicrous as it progresses, with Axel being roughed up by gun-toting Wonder World security guards who have no qualms about firing in a park full of people. Meanwhile, the silly plot has illegal goings-on in one of the park's closed rides (borrowing occasionally from Michael Crichton's "Westworld").

If that's not enough, there are times when the film should be called "Indiana Axel," as he performs feats of derring-do that would give Indiana Jones pause. (This especially comes to mind as Axel is leaping from car to car on a high-flying ride.)

And later, he emulates James Bond, using a key ring and a rocket-launcher that could have come from Q, the guy who provides Bond with all those gimmicky weapons. (Q in this case comes in the form of Bronson Pinchot, amusingly reprising his character of Serge from the first "Beverly Hills Cop" film.)

Despite these drawbacks, there is a lot of fun to be had. As mentioned above, the Disneyland spoofery is right on the mark, with the filmmakers going after everything from admission prices to the smiling faces of attendants to big, furry characters roaming the park — to the persona of Walt Disney himself (Alan Young as Uncle Dave; compare this to Eddie Bracken's Wally World character in "National Lampoon's Vacation").

And film buffs will enjoy John Landis' patented inclusion of a variety of film directors in cameo roles — George Lucas ("Star Wars"), Joe Dante ("Gremlins"), Ray Harryhausen ("The Seventh Voyage of Sinbad"), Arthur Hiller ("The In-Laws") . . . even John Singleton ("Boyz N the Hood").

The main thing that holds it all together, however, is Eddie Murphy. He's back in peak form, fit and cracking wise, playing the character that firmly established his movie stardom. And he's very funny.

It's just too bad the script doesn't give him more to work with.