Michael Fassbender and Katherine Waterston in Alien: Covenant.

Ridley Scott’s third Alien film is an entertaining mashup of the overreaching-but-cool sensibilities of Prometheus and the old-school dread and “Ick!” factor that made the original Alien one of the best horror and science-fiction films of the 20th century.

Alien: Covenant continues the ruminations about the origins of man birthed in Prometheus while injecting a few more Xenomorphs into the mix. It will please fans of the first two films of the franchise who want the shit scared out of them, while also appeasing those who enjoyed the brainy (if somewhat confusing and inconsistent) ways of Prometheus.

While Scott leaned harder on the horror elements here, his budget is $30 million-plus less than what he had for Prometheus. That film constituted one of cinema’s all-time-great usages of 3-D technology, with flawless special effects. Covenant totally abandons 3-D (money saved), and features some CGI in the opening minutes that looks like something you would see in a low-budget Syfy channel offering.

The film more than makes up for that shoddy computer work once the crew members of the Covenant—a stricken colony ship in danger of not reaching its destination—sets down to scout out a new planet as an alternate, closer option. The expedition is led by a new commander (Billy Crudup) after the original captain passed away (in an eyebrow-raising cameo).

Things look encouraging at first: There is fresh water, breathable air and even wheat fields, on the plus side. After a quick search for a transmission they received drawing them to the planet, they discover the horseshoe ship piloted by Elizabeth Shaw (Noomi Rapace) and David the android (Michael Fassbender) at the end of Prometheus. After this discovery, the minus side begins to get a lot of check marks.

They are on the Engineer planet, the origin of Earth’s creation, and the place where they created the bio weapon meant to destroy us. David has been surviving on the planet for more than a decade, but where’s Elizabeth? Where are the Engineers? Only David knows, and David, as you might remember from Prometheus, is a bit dickish.

The film allows for another mind-bending performance by Fassbender: Not only is he playing David, but also Walter, the upgraded android from the new expedition. The two androids are essentially the devil and Jesus in this movie, and they share an interesting flute tutorial that suggests androids can have sexual/incest impulses. Fassbender, as with Prometheus, is the main reason to see Covenant.

That is, he’s the main reason to see Covenant besides the triumphant return of the Xenomorphs. The face-huggers and chest-bursters return, along with some new bad bastards including the back-burster and the face-burster. When they grow up (quite rapidly), they become all forms of H.R. Giger’s inspired creepy madness. Unlike Cameron’s Aliens, these Xenomorphs aren’t interested in cocooning. They are more interested in stuff like popping heads off and doing that claw-between-the-legs move that Veronica Cartwright endured in the original Alien’s most-horrifying moment.

Beyond Crudup and Danny McBride as ship-pilot Tennessee, nobody else in the cast really distinguishes themselves beyond being fodder for the aliens. Katherine Waterston is OK as the film’s main protagonist, Daniels, but her role ultimately feels like a greatest-hits compilation of Sigourney Weaver’s Ripley and Rapace’s Shaw.

Where does this rank in the Alien franchise? I’d say fourth, behind Alien, Aliens and Prometheus, and just above the unfairly maligned Alien 3. It’s a good time for Ridley Scott and Xenomorph fans, and it continues the existential offerings of Prometheus. Had they taken the time to work a little harder on those early effects, and fleshed out the cast members a little better, it could’ve surpassed Prometheus.

Scott is promising at least two more films leading up to the events of his original Alien, while apparently putting the kibosh on the Aliens sequel that was in the works for director Neil Blomkamp. That’s the one that would’ve brought back Ripley, Hicks (Michael Biehn) and Newt.

Dammit! That would’ve been cool.

Alien: Covenant is playing at theaters across the valley.