Screenplay by Simon Kinberg & Zak Penn
Directed by Brett Ratner
“My boy, I have been fighting for mutant rights since before you had claws.”
“Did he just call me boy?”

X-Men: The Last Stand was to X2 what Return of the Jedi was to The Empire Strikes Back…and that’s being generous.
This is a movie where the surface gloss triumphs over the substance…but what’s even worse is that the substance was THERE, ripe for the taking. This should have been an opera worthy of Mozart, with a climactic, rousing conclusion Instead, we get set piece after set piece, and together they do not form a greater whole. Gloss not only wins, it positively smacks down substance!
So many issues are brought up in the movie, only to be lost to the wind like tissue paper. Listing them would be a full time job, but let’s just mention (1) the unrequited feelings between Wolverine and Jean, as well as the tension between Wolverine and Storm; (2) the continuing conflict of vision between Professor Xavier and Magneto; (3) the ethical implications of Beast’s position working for the government; (4) Rogue’s desire for a cure…and many, MANY more…
They each get snippets of screen time, token affection by the screenplay and the director…and then we need to move on because we have a Golden Gate bridge to shift!
What’s even more criminal is the number of characters that are transformed into CYPHERS! Both Cyclops and Mystique are reduced to throwaway characters. The former’s demise is such a brutal, off-screen act of disposal, it makes the trashing of Count Dooku in Revenge of the Sith look like Ernest Hemingway! As for the latter, she’s abandoned…only to show up in a single, final scene on a monitor screen, accompanied by a pithy one liner!

And Angel? Someone give the boy a giant sparkler, so he can sky-write PLOT DEVICE in big, bold letters!
Furthermore, let’s not get into discussing the complete changes in character — especially with Magneto. He become a 100% cardboard villain, without the loyalty, compassion, and twinges of conscience that accompanied his previous outings. And since when did Xavier become someone willing to unilaterally put mental blocks on someone, and dismiss all criticism with a simple “I don’t have to explain myself to you.”
Jean Grey deserves a category all her own: the movie COMPLETELY misses the point about Phoenix. Phoenix was a god, capable of manipulating time and space — the elemental force of the universe itself. It was primal, savage, all-powerful…but redeemed through the power of the love of a single man: Scott (Cyclops) Summers.
X3 decides to transform her into a mutant death machine — a bomb of psychic energy that simply destroys for the exercise of power…that is, when she’s not spending 90% of the movie standing off to one side DOING NOTHING! This is NOT what I wanted from one of Marvel’s most famous comic creations.
Yes, the effects work was excellent. Yes, the acting was its usual top-notch standard. Yes, Kelsey Grammer was a stand-out choice to play the ferociously intellectual AND physical Beast. But none of this was enough to save this movie from its own mediocrity.
When Bryan Singer left X-Men to work on the forthcoming Superman Returns, he took with him a passion, an understanding, and a gift for telling the Mutant story. He also took with him a directorial flair that Brett Ratner (the man who gave us the mindless run around known as Rush Hour) is sorely lacking. He also took with him the original X-Men screenwriters. They’ve been replaced by people who’ve been taking lessons from the George Lucas school of script writing. WHO ON EARTH writes dialogue such as this…
“D’you know who I am? I’M THE JUGGERNAUT, BITCH!”
The cinema erupted with laughter…and not the good kind.
There was one scene in the movie that stood out above the eye-candy-trash. When Magneto and Xavier come to Jean’s house, watching as she suffers her first Phoenix eruption…suddenly, the movie WAS operatic. Something terrifying and murderous and astonishing was happening, as the world seemed to stop AND go to hell simultaneously. But that was the only time I felt X-Men 3 living up to its potential as a great movie. Watching what followed only made the ensuing disappointment that much more acute.
Take my advice. End you X-Men saga with the glorious second movie, and its giddy, exhilarating, hopeful final frame. Ignore X3 and be a happier person.
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