Much as with disappointing concerts and sporting events, I'm one of those people who remembers every disappointing movie theater experience, right down to where I saw the movie and who watched it with me. Five stand out over anything else:

1. "The Godfather: Part III" -- Saw this one with my stepfather in Stamford, Conn. I just remember groaning midway through and saying, "Why? Why?" as my stepdad kept going, "Just give it a chance, just give it a chance." He was in total denial. And it kept getting worse and worse … watching "The Godfather: Part III" was like watching the Celtics lose out on Duncan in the '97 lottery, only if the lottery took three hours to finish.

2. "Rocky V" -- Saw this one in Ithaca, N.Y., with my buddy Jim, who was attending Colgate at the time. I'm ashamed to admit this, but we watched "Rocky III" so many times together in the '80s, I actually planned a weekend around the premiere of "Rocky V" so we could see it together, even skipping classes that Friday to make the four-hour drive from Worcester, Mass., to upstate New York. After the movie ended, I think I ended up just driving home that same night. What a debacle.

3. "Another 48 Hours" -- Jim and I saw this one in New Canaan, Conn., in the summer of '89. It's one thing to release a horrible sequel; it's another thing to introduce a plot in the sequel that changes the way you watch the original (making Kehoe the "Iceman"). Why not just make Reggie Hammond and Jack Cates partners on the police force and have them take down drug dealers or something? How could they screw up such an easy setup? I will never understand this one.

4. "The Crying Game" -- Saw this by myself in Brookline, Mass. Everyone was saying how there was such a fantastic twist in the middle … which turned out to be a sex scene where this hot British chick pulls down her pants and suddenly her male member is on a 50-foot screen. What the hell? I thought I was getting a sex scene! I hate that movie -- strip away everything and it was an elaborate prank on heterosexual guys. I went home and told every friend I knew that Jaye Davidson was packing heat so they would save the seven bucks. It was the least I could do.

5. "Blue Chips" -- The reason for today's column, as well as the longest opening intro in recorded history. In fact, let's give it its own paragraph:

On the afternoon it opened, I saw "Blue Chips" in Brookline, Mass., with my dad and my buddy Kurt. Between the three of us, we couldn't have been more excited. A college basketball movie written by Ron Shelton (of "Bull Durham" and "White Men Can't Jump" fame), starring Nick Nolte as a hot-tempered coach, with Shaquille O'Neal and Penny Hardaway as his prized recruits, Bob Cousy as the athletic director, and a cameo from Larry Legend himself? How could that miss? Word on the street was that it was an unflinching look at college basketball, to the point that the NCAA made them change "NCAA" to "NCSA." Also, the movie supposedly had the best basketball scenes ever -- real games between real college basketball players, filmed in front of real crowds, with no real script other than one or two plays.

Well, how could this miss?

(You guessed it … it missed.)

In retrospect, everyone's expectations were too high. "Blue Chips" isn't terrible, and it certainly isn't unwatchable; if anything, the years have been kind. According to my calculations, it's just good enough to warrant a column in this ongoing "Top 72 Sports Movies of the Past 33 Years" series (I have it ranked No. 67). The irony is that Penny Hardaway is involved, because this turned out to be the Penny Hardaway of sports movies: Unlimited potential, great start, peaked early, some ups and downs, ultimately disappointing.

But here's the thing …

You may not want to believe this, but Hardaway had a good career. Four All-Star games. Two first-team All-NBA honors in his first three seasons. Second-best player on a team that made the '95 Finals. Averaged 20.4 points in 64 playoff games. Made something like $130 million in 13 years. If his knees had cooperated, who knows how his career would have turned out? Just like Kenny Anderson, Larry Johnson, Shawn Kemp, Derrick Coleman, Chris Webber, Juwan Howard and everyone else from that Instant NBA Superstar Era in the '90s, Penny's career was better than we remember. But since none of those guys realized their considerable potential, we hold it against them.

The same goes for "Blue Chips" I think. Nolte stars as Pete Bell, the legendary Western University coach who needs to start cheating to bring his once-legendary program back to glory. (By the way, I love when movies give basketball schools names like "Western University" and "Big State" -- one of my favorite dumb sports movie quirks.) So he looks the other way while an evil alumni supporter (played with vigor by That Guy Hall of Famer J.T. Walsh) pays off two recruits. Only the coach realizes that he's losing his soul in the process, and after a big win against Bobby Knight and Indiana, he blows the whistle on himself and ends up quitting. The end.

Well, does that sound like an entertaining movie? I admire the filmmakers for avoiding the typical sports movie structure, and between the rollicking blues music, the premise and the random cameos, it feels like we should be having fun throughout. But other than the Shaq scenes and Nolte's three recruiting trips, nothing really stands out. It's chuckle-chuckle funny at times, but you never laugh out loud. Considering that most of the actors are relative amateurs, it's not overly dramatic. There isn't much unintentional comedy here, except for when Shaq and Penny try to act. The sports scenes are OK, but you wouldn't want to watch them over and over again. So what's left?

Maybe if Nolte carried the movie, it would have been different … but he ends up doing a distorted Bobby Knight impression the entire time, almost like Knight crossed with Jack Cates. Like Knight, he's disheveled and temperamental. Like Knight, he's divorced. Like Knight, he won three titles. Like Knight, he's having trouble adjusting to a college basketball climate in which players jump to the NBA and choose schools based on under-the-table offers. And like Knight, he's starting to take heat from the alumni. One difference though: Bobby Knight never, ever, ever would have cheated like Pete Bell does. Why would the audience like Bell after that? If you're making him a cheater, and you don't go the way of "Fast Break" and have some fun with it, then we can't take him seriously anymore, right?

The script doesn't help Nolte's cause. In one gawd-awful scene, recruit Ricky Roe (played by Matt Nover, the Brian Scalabrine of the early '90s) visits the Western U. campus, announces he wants to sign, then asks for 30 grand in a gym bag. What happens? Coach Bell flips out and kicks him out of the locker room. Two scenes later, they're delivering a tractor to Ricky's house and he's headed to Western U. Whaaaat? Where did that come from? Why would Ricky ever want to attend Western U. after being embarrassed like that? In another brutal scene, Hardaway wants to transfer, only he doesn't know if his mom could keep her new house and job if he left. Instead of pulling the gruff "Wait, you gotta give this school a chance, don't quit now!" routine, Bell stammers, hems and haws, and finally calls J.T. Walsh, who says, "No way, that kid's staying in school." And Bell hangs up the phone and says, "See you at practice on Monday" as Penny purses his lips in disgust (some good comedy there). Dumbest scene in the movie -- not only would it never happen, but our hero (the coach) is now a spineless loser. Why would we root for him after that?

By the time Coach Bell is confronting his point guard about a point-shaving incident (another ludicrous scene -- the guy had 25 turnovers in the game and nobody knew he was shaving points????), groveling to get his ex-wife back (played by Mary McDonnell, who should definitely be dressed like her character from "Dances With Wolves" in every movie), or flipping out because J.T. Walsh showed up on the set of his talk show to give a loaner car to Ricky Roe (like that would ever happen), you pretty much stop caring about anyone but Shaq (playing Neon Boudreau, a sleeper center from Louisiana). Even though Bell's climactic "I quit" press conference was well-written and well-done, right down to the Cooz's eyes welling up in tears (his most emotional performance other than the Bill Russell "SportsCentury" documentary), it doesn't matter. Nolte's character has been totally undermined by that point.

So what's redeeming about "Blue Chips"? Four things …

1. The basketball scenes -- On the surface, there's nothing special about them -- too many coach-referee arguments, too many perfectly executed fast breaks, not a single identifiable play other than the alley-oop to Shaq in the last game. But as the years pass, the goofy cameos practically make the movie.

For instance, Knight's Indiana team is led by Cal Cheaney and Bobby Hurley. Cal Cheaney and Bobby Hurley! No wonder they lost the big game. You'll also see younger versions of Rodney Rogers, George Lynch, Rex Walters, Greg Graham, Chris Mills, Rex Walters and Rick Fox (in the first leg of his "Mediocre '90s Hoops Movies" Trifecta, in which he appeared in "Blue Chips," "Eddie" and "He Got Game" in a five-year span), as well as Rick Pitino (billed as "Richard Pitino" in the closing credits), who coaches Texas Western with an "I wonder if this cameo will convince any of my recruits to attend Kentucky?" gleam in his eye. You also have to hand it to any movie that gave Geert Hammink his own IMDB.com page.

2. J.T. Walsh -- Other than "A Few Good Men," this was his defining movie; he's slimy, angry, obsequious and downright vicious. Plus, when you're acting in the same movie with this many non-actors, the Jeremy Piven Phenomenon takes hold. You know how everyone keeps saying how brilliant Piven is on "Entourage?" Well, he's sharing screen time with the likes of Adrian Grenier and the bully from "Rocky V" -- he's good, but he's not that good. Those guys make him look like a young Pacino. And the same goes for Walsh here -- throw a professional actor in the middle of amateur hour and he's always coming off twice as good as usual. Just remember this when Piven is accepting his Emmy next month.

3. The Cooz -- And not just because "Blue Chips" gave him the chance to say lines like, "I'm wo-weed about this pwo-gwam." In the best scene of the movie, Nolte discusses the possibilities of cheating while Cousy is shooting free throws -- the Cooz ends up making 10 in a row, including the last one left-handed. And he was in his mid-60s at that point. How does that not get added to his Hall of Fame plaque?

4. Shaq -- You know your movie is in trouble when Shaq is stealing scenes. But it's funny to see Skinny Shaq complaining about the SATs, interfering with professor's lectures and even trying to act during Nolte's final locker room meltdown -- when they cut to Shaq and you can almost hear the director saying, "All right, Shaq, I want you to look down at the floor like you're going to cry … and … action!"

The question remains: How could a somewhat disappointing movie without a single chill scene -- or even a heroic character of any kind -- end up cracking my Top 72? Because it's strangely rewatchable. Whenever they show it on cable, the Cooz, Larry Legend, Nolte's over-the-top tantrums, the final press conference, Penny's acting, Coach P, the real Bobby Knight, the music and (especially) Shaq can reel me in as long as I'm in the right mood. Maybe it disappointed me once upon a time, but that's the thing about high expectations -- sometimes you need to lower them before you can enjoy yourself.

(Well, except in the case of "The Godfather: Part III," "Another 48 Hours" and "Rocky V.")

Bill Simmons is a columnist for Page 2 and ESPN The Magazine. His Sports Guy's World site is updated every day Monday through Friday.