Even kids are likely to respond to "Teenage Mutant Ninja Turtles III" with less enthusiasm than they did to the first two films in this series. Parents are advised to head for a multiplex showing an adult picture they want to see . . . unless it's worth the price of admission to take a nap.

This time the heroes in a half-shell are transported back in time to feudal Japan, where they encounter samurai warriors, evil British traders and a dead ringer for their friend Casey Jones (Elias Koteas, back after a one-film respite).

The plot, if it can be called that, has the sewer-dwelling pizza-eaters trying to rescue their anchorwoman friend April (Paige Turco, reprising her role for the second time in a row), who has been thrust into the past, 17th-century Japan to be precise. So, the Ninja Turtles travel back as well, and it's fish-out-of-water time as Leonardo, Donatello, Raphael and Michel-angelo do battle with the bad guys and try to bring two warring groups together, cracking bad jokes along the way.

Not that any of this is supposed to make sense. It's really just an excuse to change locale for the hi-jinks of these guys. But there's no question that in between drop-kicks, swordplay and the explosions of cannons, the dialogue has lost all hope of being anything even remotely clever or witty.

There are plenty of references to modern-day pop influences, from "Wayne's World" to "The Addams Family" to the Three Stooges to Clint Eastwood . . . and a few more arcane references, such as the joke about Kurt Russell in "Backdraft." And if you aren't convinced these filmmakers were desperate, consider this: They even use the very tired "Dirty Harry" and "Terminator" lines, "Make my day!" and "I'll be back!"

By the film's final reel, there was a feeling sweeping through the auditorium that even the youngest children there would be glad when it was over.

Trying to foresee box office reaction in advance is a futile effort, but my guess is that "Teenage Mutant Ninja Turtles III" will do well initially but that kids won't be going back for second and third helpings.

The film is rated PG for considerable violence and a few scattered mild profanities.