HOLLYWOOD is respecting the environment and recycling - again.

The prospect of sequels, prequels, remakes and assorted other reworkings of familiar tales might sound tiresome until you look over the guest list studios have lined up.

More Batman with "The Dark Knight Rises." More Peter Parker with "The Amazing Spider-Man." More short guys on a quest with "The Hobbit: An Unexpected Journey." More vamps and werewolves with "The Twilight Saga: Breaking Dawn - Part 2." More cool sunglasses with "Men in Black 3." More Iron Man, Thor, Captain America and Incredible Hulk with "The Avengers." More prehistoric pals with "Ice Age: Continental Drift." More traveling zoo animals with "Madagascar 3: Europe's Most Wanted." There's even more Curly, Larry and Moe with "The Three Stooges."

Add in three action flicks based on classic fairy tales and four 3-D reissues of major blockbusters, and 2012 might lure back audiences after movie attendance last year dipped to its lowest since 1995.

Here's a look at the year's coming attractions.

Play it again, in 3D

George Lucas begins his sci-fi saga all over, in 3D, with "Star Wars: Episode I - The Phantom Menace," the first of his six space epics converted to three dimensions.

James Cameron gives the same treatment to "Titanic," whose 3D version coincides with the 100th anniversary of the luxury liner's sinking.

Disney adds an extra dimension for reissues of "Beauty and the Beast" and "Finding Nemo."

Serious stuff

While studios will add more sober dramas to their late-year lineups for Academy Awards consideration, some heavy-duty stories already are on the schedule: Executive producer George Lucas' "Red Tails" features Cuba Gooding Jr and Terrence Howard in the World War II story of black pilots in the Tuskegee Airmen program; "The Great Gatsby" stars Leonardo DiCaprio in the title role of F. Scott Fitzgerald's classic about 1920s blue-bloods; "Won't Back Down" casts Viola Davis and Maggie Gyllenhaal as mothers aiming to salvage their kids' inner-city school; and Steven Spielberg's "Lincoln" has Daniel Day-Lewis as the 16th president.

Spielberg has spent more than a decade preparing for his Abraham Lincoln chronicle and settling on the right actor.

"This was a project I simply had to do," Spielberg said. "It was a story that needed telling, and I finally have found my Lincoln."

Creature features

It's a new beginning for Middle-earth and twilight time for Bella Swan.

"The Lord of the Rings" director Peter Jackson returns to J.R.R. Tolkien's fantasy realm with "The Hobbit: An Unexpected Journey" the first in his two-part prequel chronicling how Bilbo Baggins came to possess that pesky evil ring.

"It's just such a fresh and different story," Jackson said. "'Lord of the Rings' had that very serious, grand, epic tone, and 'The Hobbit' is much more mischievous and kind of irreverent, which is a breath of fresh air for me."

"The Twilight Saga: Breaking Dawn - Part 2" picks up where we left off in Stephenie Meyer's supernatural romance - with Bella (Kristen Stewart) newly changed into a vampire, while her bloodsucking hubby (Robert Pattinson) and his werewolf rival (Taylor Lautner) aim to defend her against a world of evil.

Unlike the romance-heavy "Breaking Dawn - Part 1," the finale is filled with action and battles.

Other creature features: "Dark Shadows," with Johnny Depp, Michelle Pfeiffer and Helena Bonham Carter in director Tim Burton's take on the vampire TV soap opera; "Prometheus," Ridley Scott's return to his "Alien" sci-fi world with a space adventure starring Charlize Theron, Noomi Rapace and Michael Fassbender; "The Woman in Black," with "Harry Potter" star Daniel Radcliffe as a grieving lawyer who encounters a vengeful ghost; and "World War Z," starring Brad Pitt in the story of a worldwide zombie outbreak.

Time for action

Will Smith's Agent J travels back in time to save his partner, Agent K (Tommy Lee Jones), in "Men in Black 3," which reunites both actors with director Barry Sonnenfeld and nicely casts Josh Brolin as the young Agent K.

Other sequels, updates and spinoffs include: "Total Recall," with Colin Farrell as a blue-collar guy who learns he might be a deadly super-agent with falsified memories; Dwayne Johnson and Channing Tatum in "G.I. Joe: Retaliation," the commando sequel inspired by the line of toy soldiers; "Journey 2: The Mysterious Island," with Johnson and Michael Caine in a modern Jules Verne twist that follows 2008's "Journey to the Center of the Earth;" "21 Jump Street," with Tatum and Jonah Hill in a new take on the TV show about undercover cops at a high school; "The Bourne Legacy," with "Avengers" co-star Renner as a new agent caught up in the fallout from the earlier films; "Taken 2," with Neeson going after more bad guys that threaten his family; "47 Ronin," a remake of the Japanese classic, with Keanu Reeves joining a band of samurai avenging the death of their master; and "The Expendables 2," reuniting Sylvester Stallone and his all-star action crew on another mission gone wrong.

Not everything is a sequel or remake. With "Harry Potter" done and "Twilight" nearing its end, a new youthful literary series debuts in "The Hunger Games," with Jennifer Lawrence among teens fighting to the death in a televised bloodbath in post-apocalyptic North America.

Among other new action entries: "John Carter," with Taylor Kitsch as Edgar Rice Burroughs' beefy Mars hero; "Battleship," featuring Kitsch, Liam Neeson and pop star Rihanna in a naval adventure based on the Hasbro game; "Haywire," director Steven Soderbergh's thriller about a betrayed black-ops expert; and "Safe House," with Denzel Washington as a renegade agent and Ryan Reynolds as a CIA guy on the run from mercenaries.

Family time

Also in 3D is the latest from Pixar, "Brave," an action adventure set in mystical Scotland with a voice cast that includes Kelly MacDonald and Emma Thompson.

Among other family flicks: "Madagascar 3: Europe's Most Wanted," reuniting the zoo animals voiced by Ben Stiller, Chris Rock and Jada Pinkett Smith; "Ice Age: Continental Drift," with Ray Romano and Denis Leary back to voice the threesome of prehistoric buddies.

"Dr. Seuss' the Lorax," with Danny DeVito as the voice of a grumpy forest creature; "The Pirates! Band of Misfits," with Hugh Grant and Salma Hayek voicing rival buccaneers; Tim Burton's "Frankenweenie," featuring the voices of Winona Ryder and Martin Short in the story of a boy who pulls a Frankenstein to bring back his dead dog.

Fairy-tale makeovers

We've had dueling asteroid flicks and dueling Truman Capote biopics. Why not dueling Snow Whites?

Julia Roberts is the wicked queen to Lily Collins' Snow White in "Mirror Mirror," with the banished heroine raised by dwarfish rogues and leading a battle against the mean old monarch.

"Twilight" star Kristen Stewart is the warrior princess in "Snow White and the Huntsman," trained by a rugged hunk ("Thor" star Hemsworth) to wage war against her own wicked queen (Charlize Theron).

A magic beanstalk unleashes an army of warriors in "Jack the Giant Killer," starring Nicholas Hoult, Ian McShane and Ewan McGregor.

Superhero parade

Nicolas Cage provides a winter warm-up with "Ghost Rider: Spirit of Vengeance," returning as the bounty hunter from hell on a mission to rescue a child from the devil.

The heavy-hitters arrive this summer. First up is "The Avengers," teaming Robert Downey Jr as Iron Man, Chris Hemsworth as Thor, Chris Evans as Captain America, Mark Ruffalo as the Incredible Hulk, Scarlett Johansson as Black Widow and Jeremy Renner as Hawkeye.

Directed by Joss Whedon, "The Avengers" has S.H.I.E.L.D. leader Nick Fury (Samuel L Jackson) assembling a superhero dream team to battle Thor's bad brother (Tom Hiddleston).

After two "Iron Man" flicks with his billionaire inventor Tony Stark at center stage, Downey said it was an adjustment joining an ensemble.

"In his world, there are just people who satellite around him. So this was sort of a mandatory humility," said Downey.

Next comes "The Amazing Spider-Man," with Andrew Garfield taking over as Peter Parker in director Marc Webb's new take on how a mutant spider bite turns the gangly teen into the web-slinging hero.

"Every single human being can relate to feeling like this ordinary person that wishes they could do so much more, and what would happen if all of a sudden, you're a skinny kid that could?" said Emma Stone, who plays Peter's romantic interest, Gwen Stacy. "If you've ever been a teenager, you've felt like that. If you've ever been bullied, you've felt like that. I can relate to Peter Parker in so many ways."

Then, Christian Bale returns as Batman in "The Dark Knight Rises," director Christopher Nolan's third and final tale of the wealthy vigilante with all the cool gadgets. Anne Hathaway joins the cast as Catwoman.

After the late Heath Ledger's Academy Award-winning performance as the Joker in "The Dark Knight," Nolan went with a lesser-known villain over more familiar Batman baddies such as the Riddler or the Penguin. This time, it's Bane (Tom Hardy), known to comic-book fans as the brawny brute who breaks Batman's back and puts him in a wheelchair.

How will Bale's spine fare?

"I'm sworn to secrecy, and we're not allowed to really talk about it much," said Gary Oldman, who returns as Batman's police ally Jim Gordon. "I can say this much, that the story's terrific."

For laughs

The knuckleheads are back. Directors Peter and Bobby Farrelly revive Curly (Will Sasso), Larry (Sean Hayes) and Moe (Chris Diamantopoulos) in "The Three Stooges," with them bumbling to stardom on a TV reality show.

Also among comedy highlights: "American Reunion," reteaming the "American Pie" gang for a high school reunion; "The Dictator," with Sacha Baron Cohen oppressing the masses as a Third World tyrant; "Wanderlust," starring Jennifer Aniston and Paul Rudd as Manhattanites on hiatus from urban life; "This Is 40," Judd Apatow's "Knocked Up" offshoot, with Rudd and Leslie Mann reprising their roles as troubled marrieds; "I Hate You Dad," starring Adam Sandler as a bad father trying to make amends; "The Five-Year Engagement," featuring Jason Segel and Emily Blunt on a marathon road to marriage; "Joyful Noise," a musical comedy about church choir divas (Queen Latifah and Dolly Parton) at odds; "This Means War," starring Reese Witherspoon and Chris Pine in an action comedy about CIA pals who fall for the same woman; and "Neighborhood Watch," with Ben Stiller and Vince Vaughn as suburbanites battling alien invaders.