In our latest series of super-hero movie reviews, Chris Sims and Matt Wilson take on the films chosen by you, the readers: X-Men!

Chris Sims: Hello everyone and welcome back to ComicsAlliance's in-depth review of the X-Men film franchise! Some of you may be wondering why we took the last week off, and while we have plenty of legitimate excuses, it really just comes down to the fact that we needed an extra week to brace ourselves for this one: Today, we start in with X-Men 3: The Last Stand.

Matt Wilson: I seem to have made myself pre-emptively sick with a cold this week out of fear of watching it again. You know, I find it really interesting that the filmmakers and/or producers had enough forethought to know that this movie would basically end the franchise, at least as we've seen it so far. Judging by the title, anyway.Chris: I've taken to referring to it as "X-Men 3: The Last Straw" myself. And you're right: Even though the X-Men remain a fixture in movies, this one pretty much killed the main franchise. The stuff we've gotten out of it since - and what we'll be taking a look at in the weeks to come - is all spin-offs and reboots. Wolverine was the only one who came out of this thing with people still liking him.

Matt: Maybe they were hoping for a Friday the 13th kind of thing where they say, "This is the last one!" then make six more movies.

Chris: Let's be honest, folks: there are a lot of problems with this movie, especially coming off of X2, which is still pretty great despite a few minor flaws. Part of that, I'm sure, comes from a change in direction: X2 was so successful that Warner Bros. tapped Bryan Singer for an attempted relaunch of the Superman franchise, and, well, we all saw how that went.

Matt: Brett Ratner ended up directing this one, as something like the sixth choice. After Darren Aronofsky, Joss Whedon, Zach Snyder and Peter Berg all had to decline for various reasons, Matthew Vaughn, who eventually directed First Class, signed on but had to drop out for personal reasons, and because the scheduling was too fast. Ratner actually directed this movie not because of his love of the characters or his body of work, but because he could turn around a movie quickly.

Chris: Right! As much as people lay the blame on Ratner's shoulders, there's a lot working against him. Fox announced a release date in 2005 - giving themselves a little over a year to produce the film - without actually having a director signed, so things were pretty hectic even before it got into motion. Ratner was given a script that was both a bizarre mash-up of two completely different stories and that ended up going through more than two dozen rewrites and was reported moving around scenes even as he was shooting. This thing is a rush job, and brother, does it show.

Matt: Singer and his team planned a full-on Phoenix Saga movie, but when he left, new screenwriters (Simon Kinberg and Zak Penn are the credited ones) developed a new script that mashed up that story with Joss Whedon's "Gifted" arc in Astonishing. They...don't really work together.

Chris: Either one would've made a fine movie on its own, really. Singer was clearly going for Phoenix and something a little more grand and cosmic, while "Gifted" is a nice crowd-pleasing everything-you-want-to-see story written by Joss Whedon. But together, they're at cross purposes. It makes for a movie that can't figure itself out, and it only gets worse with all the characters thrown in to muddle the plot.

Matt: There is a part near the end of the film in which the actual X-Men team is so divorced from everything that's happening that they have to huddle up and decide whether to go participate in the climactic battle. That's how muddled this plot is. It's a plot just brimming with muddle. But we'll get to that soon enough.

Chris: Right: Now that we've got the background in place, let's jump right in with X-Men 3: The Last Stand!

Matt: We haven't mentioned this before now, but the 20th Century Fox logo on all these movies lingers on the X for an extra second. That is neat. I really just wanted to say something nice here to start.

Chris: It may be the last nice thing we say. The actual film opens up with a flashback to 20 years ago, with Professor X and Magneto -- who is rocking some amazing Lamont Cranston cosplay -- showing up at the picturesque Jean Grey household. First of all, apparently 20 years before 2006 was both the 1950s and on television. Second, it is truly amazing how much soft focus is in play here to make Patrick Stewart and Ian McKellen look 20 years younger.

Matt: There was actually some super-advanced digital technology at play in the opening scene to de-age Stewart and McKellen. I remember seeing, like, entertainment shows talk about the groundbreaking technology. Too bad it just ends up looking like heavy makeup. Stewart is still his slightly wider, older self, not looking at all like the dude from Dune or in the first season of The Next Generation.

Chris: McKellen just has... kind of brownish hair? For all the de-aging technology they claimed to have, it seriously just looks like they're shooting a Lifetime Original. A Daughter's Telepathy: The Jean Grey Story.

Matt: This scene kind of has that tone, too. At best, it feels like a mid-movie scene from one of the other two films. The pre-credits scenes in the other two movies were the bracing, brief scene at the concentration camp and the great White House action sequence. This is a girl who looks like Hit Girl but is not, lifting up some cars and Stan Lee and Chris Claremont being perplexed.

Chris: Oh wow, I didn't realize that was Claremont. It's unquestionably the most phallic Stan Lee cameo of all time, though, as he stares at his waist-high garden hose attaining new heights of virility.


Matt: "This was no regulah garden hose after all, true believer! No! This was...The Hoser!"

Chris: Not to start out too negative, but this entire scene is just pointless. I know that the original version of the first X-Men had these little origin vignettes for everyone, and I wonder what the reasoning was behind putting them back in for the third one. I mean, we already know who Jean Grey is and what her deal is, so why are we seeing it now? Though to be fair, I do like the bit where Magneto is stoked about Jean lifting up cars. He comes so close to saying "In 20 years, I am definitely going to do something similar at a train station!"

Matt: That's a running theme for a lot of scenes in this movie. "Why is this happening? Why are they showing us this?" These are the questions of X-Men 3. Like, why do Professor X and Magneto have to be dicks to this little girl, taunting her about not being the only mutant? Who the hell knows.

Chris: From there, we cut to another flashback of young Warren Worthington III locking himself in the bathroom while his dad yells at him for being in there for like an hour. Finally, something Matt and I can both identify with.

Matt: Sounds of just crying and sobbing and bloody squishes coming from inside. Seriously. These sound effects are disgusting.

Chris: Warren Worthington Jr. seems pretty hell-bent on catching his son committing the sin of Onan, but it turns out that he's hacking off his wings using a drawer full of knives. It's pretty gross and everyone involved is understandably skeeved out, but I'm just left wondering if the super-rich really keep a drawer full of knives in the bathroom. The 1% are weird, you guys.

Matt: Listen, you catch some weird diseases when you're blacked out, gallivanting on yachts. Have to be prepared to sand off some wings every now and again when you're livin de life.

Chris: Also, is it just me, or did they clearly try to make Li'l Angel look sweaty by putting glitter on his face?

Matt: That child actor is a trouper. Glitter on his face, his one scene almost certainly meant to evoke masturbation, having to wear those khakis with a belt when he's like 12. He is the unsung hero of X-Men: The Last Stand.

Chris: Now that we're all thoroughly uncomfortable, we get some credits that drop us into "The Not Too Distant Future!" Finally, Mike and the Bots are here to make some sense of this mess.

Matt: I don't see them, but I do see a guy named Logan, not too different from you or me. Before we jump into this Danger Room scene, though, I want to point out a very tiny but important thing. The motif where the credits end with the Cerebro door closing and sealing shut? In the other two movies it was a deliberate, sort of slow thing, a kind of palate cleanser. Here it is very fast and almost assaultive. Ratner just blows through it. I can't think of a better small detail that shows the difference between this one and the other two.

Chris: That's because Cerebro is for thinking, but this is the door to action! DANGER ROOM ACTION! After Singer had to cut out his big Danger Room sequence, we finally get it here, and while it's not great, there is some pretty fantastic work from Jackman. Before we know it's the Danger Room, Wolverine is just casually walking around while things are exploding and children are getting shot at, just thoroughly bored by it.

Matt: It's got this really weird, ADD feel to it. There are these shots of Storm, Rogue and Wolverine that seem to say, "Here they are! All your favorites!" and then of Colossus and Kitty Pryde that add, "And some new faces, too!" Like it's the season premiere of a TV show.

Chris: For a huge summer-tentpole franchise movie, this whole thing does have a sort of low-budget, Hour-Long CW Action Drama feel to it, doesn't it? I mean, the big new addition to the cast is Frasier. Well, and Ellen Page, I guess.

Matt: Before she was Juno! There's even this sort of vague, drama-show conflict right at the beginning where Storm is mad about...something and Wolverine is kind of like, "Whatever." She says she was trying to teach them teamwork, but Wolverine beat the Sentinel with help from Colossus, so...? I guess Storm is a stickler for very specific Sentinel-related lesson plans.

Chris: Remember that time Scott Pilgrim knocked up Kitty Pryde and Teen Wolf 2 was kind of a creep about it? Anyway, like I said, as busy as this scene is - and as rough as the special effects get by the end of it - I still like a lot of the Wolverine business. There's a bit where everything's on fire and everyone's running around and he's just leaning down to try and light his cigar that's a really solid bit of character work from Jackman.

Chris: Much like the last movie's scene with him putting out a cigar on his hand because pain doesn't matter, I really like what this says about his character. Wolverine could not care less about "fake" danger. He has enough problems with the real stuff. I will say, though: It kind of hurts the movie when your breakout character is clearly not interested in being there.

Matt: This feels less like character work than just a reminder of who these characters are at all, though, you know? Soon enough, we get Rogue getting mad about a problem she and Iceman were actively working through the last time and Cyclops and Wolverine having, you know, their stuff. If it weren't for Cyclops being mopey about Jean, it'd feel like a reversion to, I guess, status quo.

Chris: Rogue goes from sympathetic to pretty unlikeable in the span of one opening sequence, too. She's mad because Kitty saved Bobby from being hit by a missile (and maybe killed? This school, man) by hugging him into intangibility. She goes so far as to basically accuse him of wanting to bang Kitty Pryde because boys only think of one thing, and while that's basically the entire reason for the last 30 years of Kitty Pryde fandom, it's a little unfair here.

Matt: And as a result of her anger, she exposits about what her powers are. I wonder if that's part of the counseling at Xavier's school. "The only way to work through anger is to talk about your abilities. It's proven science."

Chris: Say what you will, but that is 100% accurate to the comics.

Matt: Oh, most definitely. Though Cyclops goes in a different direction working through his emotions, telling Wolverine he has healing powers more advanced than his own.

Chris: That "we don't all heal as fast as you do" line actually is pretty nice, in a Whedon-y sort of way, but we're 20 seconds into his role in the movie and I'm already tired of "the melancholy hath descended upon Cyclops." Good thing it's time for a scene change and the introduction of Dr. Frasier Crane, better known as the Beast!

Chris: Because who wouldn't cast Kelsey Grammar as a character whose powers involved increased physical strength and agility?

Matt: It isn't terrible casting, though. Hearing that refined voice (of Bob Terwiliger, among others) coming out of a big, hairy blue monster is sort of Beast's whole thing.

Chris: Yeah - the voice works fine. It's... well, everything else. I think part of it is that he looks less like a "beast" and more like one of those My Pet Monster dolls from the '80s. The blue makeup is just unconvincing enough that he seems like a guy in a costume rather than the character, though I suppose that's not really Kelsey Grammar's fault. Still, it always just struck me as an off choice. Like, remember how we talked about Stewart and McKellen being one of those rare instances where the people all the fans wanted were actually absolutely perfect for the roles? Grammar is the flip-side to that, where he seems like a logical choice but just doesn't quite pull it off. For the record, I think David Hyde Pierce could've totally done it.

Matt: It's hard to think of who might have worked. Not that I'm an advocate for CG-ed characters, maybe Grammer's voice coming out of a digital Beast would have worked better. His first appearance here, hanging upside down in his office, then attending a meeting at the White House, is just loaded with what appears to be difficulty doing regular stuff, like pulling out a chair.

Chris: Exactly. I am totally behind casting Predator's Bill Duke as Bolivar Trask, though. Also, it's been so long since I saw this that I completely forgot about the part where Mystique refers to "Raven Darkholme" as her "slave name" and had to pause the movie because I was laughing so hard.

Matt: Yeah, that goes beyond unsubtle to just ludicrous. As ludicrous as Mystique fighting her captors in an interrogation room when she knows there are cameras going directly to the White House taping it, and then the cabinet JUST TURNING AWAY when they see it happening. They don't even ask for anybody else to go in there!

Chris: "Eh, they've probably got it under control. So anyway, Dr. Crane, can you believe that both Artie AND Leech made it into a movie before Thor?"

Matt: And Callisto!

Chris: True, but for now, we only know about Leech. In some of the movie's more awkward exposition, we learn that Worthington Labs has been developing a "mutant cure" from Leech's DNA - and, to make matters worse, that Magneto has apparently stolen information about this kid from the lab and is most likely going to be causing a ruckus with it. Though really, taking away mutants' powers seems to run pretty contrary to Magneto's goals in, you know, every single thing he has done in the past two movies. But sure, we'll roll with it.

Matt: Consider: The opening sequence we got in this movie was those Jean Grey and Angel flashbacks, when we could have gotten Magento busting through a lab to get info on Leech. Instead, we find out about the theft through some mumbled dialogue. What in the world?

Chris: Back at the X-Mansion, Professor X is having a debate about ethics with Ellen Page, who brings up Einstein only to be met with Patrick Stewart smirking and going "Well Einstein wasn't a mutant." Check your privilege, buddy.

Matt: Hamburger phone joke! Anything else I said about it would be equally funny, but I'm required to say something about it in my contract. So that's what you get.

Chris: You really should've had a lawyer look that thing over, but I guess Diablo Cody clauses came standard when you signed.

Matt: It was non-negotiable! Xavier's lecture is about mutants choosing how to use their powers, and as an example, he plays a "case study" from Moira McTaggart about a Terri Schiavo-like case. He shows maybe 10 seconds of the video. He could have just said that sentence she said. There is no reason to show this video other than to introduce McTaggart.


Chris: And even that is sketchy since the actress, Olivia Williams, is uncredited. So... why? I'm thinking Ratner may have had an actual, literal checklist handed to him by the studio. "You have two months. Make sure all this stuff's in there."

Matt: Xavier's lecture is already horribly unfocused, but it totally goes off the rails when Storm gathers up some clouds outside and he just ends the class, with all those students wondering whether they're supposed to go use their powers to turn Einstein into a mutant or maybe save him from being a vegetable.

Chris: Another pretty great metaphor for this movie as a whole.

Matt: Storm's upset about why mutants are still hiding, which is yet another case of a character having a big emotional reaction to things that have been playing out for, what, months? Usually when people have a blow-up about big things, there's something small to set it off, but here, everyone's very aware of the big issues that are making them act out.

Chris: Yeah, the whole thing with the sky getting all cloudy is just... it makes no sense. She's just thinking about stuff that makes her sad, and then Professor X goes "hey, knock it off." That's the end of it, but the movie treats it as though someone is going to die in the next two seconds. There's ominous music and everything, but the payoff is Professor X rolling down a hall, telling Storm "you're my second choice for running the school, but Scott sucks now so I guess you're up."

Matt: "You of all people know how fast the weather can change." That is a line Patrick Stewart had to say.

Chris: Halle Berry and I had the same reaction to that one.


Matt: Storm asks what's really up, and rather than just telling her, Professor X makes her wait for Beast to fly in from DC to explain that there's a mutant cure. He's such a tease.

Chris: I take back everything I said about Grammar not being the best choice for Beast, because the way he delivers "ORORO! CHARLES!" like a pirate captain calling for rum is the second-best thing about this movie so far.

Matt: Because Cyclops is gone and also sad, Wolverine has to find someone else to pick on. He chooses the guy with the crazy hair and animal tendencies. It's the pot calling the kettle blue.

Chris: Dr. Crane breaks the news that there's a cure, and for a second, I was sitting here thinking of how improbable it was that there would be a liquid that you could inject into someone that could permanently rearrange their genetic structure in a matter of seconds. Then, just as I was thinking "dude, you're being ridiculous, there is a person in this movie who can control the weather with her mind and you're willing to accept that," we get to the part where Angel's dad buys Alcatraz and turns it into a science lab. Congratulations, X-Men 3: You have found the definitive line between what I'll accept and what is bat-sh** crazy nonsense.

Matt: "I could build my own facility, equip it with all kinds of modern equipment and technology, make it state of the art. Or I could somehow buy a national park and retrofit a 70-plus-year-old prison, because it would make a cool site for a big battle. There really is no question here, is there?"

Chris: Ha! It really is like he thought "oh, this would be a cool place for Magneto to fight some dudes." Maybe the hollowed-out heads of Mount Rushmore were prohibitively expensive.

Matt: Remember the Alamo! Anyway, Rogue seems intrigued by the idea of a cure and rushes into Xavier's office to ask about it. In a rather Magneto-like fashion, Storm says there's nothing wrong with mutants. They don't need a cure.

Chris: And there's the theme of your movie, delivered with all the subtlety you'd expect at this point. Meanwhile, a bunch of the extras from Blade 3 are hanging out in an abandoned church talking about forming committees. Hello, Movie Morlocks!

Chris: In the comics, the Morlocks were mutants who considered themselves so ugly and deformed that they had to abandon the surface and live in the sewers as a contrast to the photogenic X-Men. In typical movie fashion, though, they appear to be a pretty reasonably attractive bunch, which is why it's no surprise when the Silver Fox himself, Sir Ian Magneto, shows up to do some recruiting.

Matt: The speaker as this scene starts talks about "forming a committee" because that's obviously the reason people would gather in an abandoned church. Magneto, in a turtleneck, another sweater, casual slacks and a cape, doesn't just recruit. He rouses some rabble.

Chris: Two things about McKellen in this scene. 1: As usual, he straight up kills the material, even when it's the ridiculously awkward setup where one of the Morlocks is asking why he doesn't have a tattoo. Because that's natural dialogue, right? "Hey, why don't you have a tattoo?" is always the third or fourth question I ask someone after I meet them. 2: The fact that Magneto has a different cape for casual, everyday wear is fan-f***ing-tastic.

Matt: Right after the tattoo discussion, there's a "Let's show off our powers" bit, where Kid Omega/Quill/Miles from Lost goes all puffer fish and Callisto does a super-fast sprint a distance of maybe four yards. Turns out Callisto can sense other mutants, too, so Magneto asks her to seek out an old friend.

Chris: Not only can she sense other mutants, she also knows how powerful they are, which she expresses in terms of "power levels." No one in the room is above a three except for Magneto and Pyro! Which would be great if that made any sense, or if we knew how powerful a "three" was. Is it a scale to four? Five? A hundred?

Matt: It may go to over nine thousand. Who knows? Next up we get a quick glimpse of what's up with Mystique, who's trying out different guises to try to raise some sympathy from her guards, who are transporting her in a tractor trailer. This scene seems like yet another excuse, one to have a grown man call a little girl a "bitch" and then have that little girl threaten to kill him.

Chris: Because one instance of a grown man calling a teenage girl a bitch wasn't enough for this movie. But we'll get to that later once the Juggernaut shows up.

Matt: Yup! After that, we're off to Alcatraz, where Beast and Dr. Rao, the scientist who developed the mutant cure, are having a conversation we and they can hear very clearly despite the fact they're walking right under spinning helicopter blades. Dr. Rao's a mutant! Her superpower is looped dialogue!

Chris: Nah, she just trained with the League of Shadows. It's their ultimate technique.

Matt: "You merely adopted talking over aircraft noise. I was born in it!"

Chris: Dr. Rao takes the Beast into a pretty awful-looking room where Leech is hanging out under flourescent lights, and as Beast offers his hand, Leech saps away his powers and turns him all normal again. You would think this sort of thing would be phenomenally uncomfortable for the guy who had to regrow a bunch of blue hair and crazy fingernails as soon as he left the room.

Matt: The music in this scene is overbearing. Beast reacts to his one hand de-Beastifying (and it turns right back) like it turned into, I don't know, his dead wife. The music just yells even harder, "THIS IS EMOTIONAL!"

Chris: On the one hand, it's very easy to see why this is supposed to be a big deal, and Beast does make a pretty great visual. But on the other, having it be just his hand seems like such a small thing, when seeing his whole body change would've been so much more effective. It's one of those things where it's very obvious that budget restrictions (and Frasier's lack of wanting to go through another round of Beast makeup that day, probably) are controlling what we see. Everything is trying way too hard to sell it, and it falls flat.

Matt: Speaking of dead lady loves, Cyclops is intensely riding his motorcycle (also to SWELLING SCORE) to Alkali Lake, where Jean drowned in the last movie. As soon as he arrives, he's really mad that Jean's ghost seems to be attacking his mind with messages from the grave. But, dude, what did you expect? This happened to you earlier when you were miles away. You thought going directly to the place would make it, like, quieter?

Chris: There is so much ACTING! from Marsden going on for such a short scene, including a moment where he is so mad that he just blasts the hell out of the lake itself. F*** YOU, WATER!

Matt: His act of rage at just plain unassuming water that had no ill intent because it is water causes a whirlpool to swirl up, and out of it emerges Jean herself, resurrected with considerably more hair than when we last saw her, sort of a Birth of Venus with black leather.

Chris: And yet, way less hot than that sounds.

Matt: You think her hair was just growing and growing up under that lake? Or does the Phoenix Force just not like short 'dos?

Chris: I think you can file that one directly under the time constraints. They could either dye Famke Janssen's hair or cut it. Not both.

Matt: Jean asks Cyclops to take off his sunglasses, and while he's understandably hestiant to do so, he eventually relents and, what do you know! She's able to keep his blasty eyes under control. Then they make out a little, and Scott's skin goes all wavy. Almost Kelly-death-like.

Chris: Then we cut away, and I want to stress here that Cyclops just died. I say this because the first time I saw this movie, I spent like 45 minutes waiting for him to come back - remember how he was gone for an hour in the last one? - only for someone to casually mention that he was dead like this was a plot point we were supposed to know. I was legitimately shocked.

Matt: Apparently, Cyclops was supposed to die completely off-screen. Marsden was mostly unavailable for this movie because he was working on Superman Returns, but the screenwriters insisted that he die on-screen because it would be an emotional moment. This is actually an attempt to make it clear in the action.

Chris: I just totaled it up: James Marsden appears as Cyclops in this movie for a grand total of four minutes and four seconds.

Matt: We should count the Rebecca Romijn screen time, too, because her part was also cut for scheduling reasons. That's what happens when you set a release date for your movie before you know whether people can actually be in it.

Chris: I'd always heard that Marsden's part got cut as a revenge thing for defecting over to Warner Bros. and his role as Jason White in Superman Returns, but I'm not sure if there's any truth to that at all. It seems a little suspect, especially since appearing in Superman Returns is its own punishment.

Matt: He got to be the Legitimate Hero of that movie, though, so he came off OK. Anyway, the death that doesn't seem like a death alerts everyone at Xavier's to some doin's a transpirin' down at Alkali. So Storm and Wolverine, upon orders from the professor, take off for there.


Chris: Right, because that's who you send off to deal with unknown and potentially deadly situations, right? Two people? I guess that's about all he has left except for the Junior Varsity team, but seriously, didn't there used to be more of these guys? What the hell happened to Nightcrawler?

Matt: He left the team in a video game, because he thought the X-Men were too violent. Like, that game featured a plot point arguably just as important as anything that has happened in this film.

Chris: Wow. Either way, Wolverine finds Cyclops's glasses - quite literally our only indication that he's dead - but nobody seems really bothered by the whereabouts of their friend because Jean's back! Yayyy!

Matt: When Cyclops and Storm get to the lake, it's really foggy. Only when Wolverine complains about not being able to see anything does Storm clear it away, like it never would have occurred to her that she could lift fog. By the way, Halle Berry's role in this movie was supposedly "more developed."

Chris: Dr. Scott of Polite Dissent refers to this sort of thing as "Oh No! I Suddenly Got Stupid!" Syndrome, and friends, there is an epidemic sweeping through this movie. Eventually they drag a comatose Jean back to the X-Mansion and Professor X starts talking about the Phoenix as though this is something that we are all familiar with. I mean, admittedly, we are, but we're professional comic book critics, and this scene is still pretty mystifying.

Matt: Again, we hear about mutants being measured by class, something we have heard absolutely nothing about in either of the other movies. Also, Professor X just plain states he has been messing with Jean Grey's mind since she was a kid. He's the good guy.

Chris: Wolverine tells him that "sometimes when you cage the beast, the beast gets angry," another one of those lines that's soaked in Geoff Johnsian literalism that are becoming increasingly more frequent as this movie goes on. Jackman, bless him, does his best to make it work, but I think I'd give this movie a lot more credit if Patrick Stewart had rolled his eyes and gone "no, no, no, Logan, the Beast is a completely different mutant."

Matt: So rather than being a bird made of fire from space, Phoenix is Jean Grey's other personality, the one Professor X actually created by putting psychic blocks in Jean's mind. It's less crazy, I guess, but it makes Xavier kind of not someone the audience should like anymore? Wolverine even says so.

Chris: And Professor X's response is, in essence, "Nuh uh, shut up." And then Wolverine leaves.

Matt: A helpful reporter tells us the mutant cure is being released to the public, and Worthington Jr. has chosen poor Angel (Ben Foster) as the first to take it. Foster's pretty good in this scene, believably playing a young man whose entire life has been shaped by that time his dad walked in on him "scrapin' the wings" if you know what I mean.

Chris: Apparently you can cut your wings off with a hacksaw at the age of 10 and they'll still grow back just fine, as evidenced when Angel breaks free of his father's lab just as he's about to get the Hot Leech Injection. And once again, we see that all of the Worthington family's real estate choices have been motivated by what would make a cool set piece, as this experimental injection lab is on the 30th floor of a high-rise with a giant window that the subjects can bust through if necessary.

Matt: And swoop over San Francisco to HORNS HORNS HORNS HORNS HORNS, so that Leech can look out of his window at Alcatraz and see him.

Chris: It's worth noting that Angel's wings could not look more fake, especially for a movie as recent as 2006. The rush through post-production shows clearly.

Matt: Yeah, often filmmakers will make sure bad special effects go by quickly so you don't really notice they're bad. Angel stands there with his wings out for a long, long time.

Chris: Meanwhile, Magneto is hanging out in the middle of the road getting ready to stop the convoy carrying Mystique that's apparently been going for like four days at this point, and as much as I complained about Grammar not doing a great job with the physicality of the Beast, McKellen is still pretty good at making a dude in his 70s look like the baddest MF around.


Matt: The sequence with Magneto stopping the convoy is nicely done. Though he's stepped down from stopping planes in midair, at least now he has a reason to know where the vehicles he's standing in front of would be.

Chris: He rolls up into the back of the truck with Pyro, Callisto and, I dunno, is that Stacy-X? I think it might be. Stacy-X was in a movie before Iron Man, you guys. But just in case that wasn't enough to pad this cast, we also get a quick (also terrible-looking) introduction to Multiple Man (Eric Dane), and then the Juggernaut (Vinnie Jones), who is inexplicably wearing his full costume in the middle of a prisoner transport.


Matt: That's totally Stacy-X. And Juggernaut doesn't even have the excuse of having the Crystal of Cyttorak in this! He's just in that costume. In the cell. I guess Vinnie Jones is supposed to be the comic relief in this. It's bad, Chris.

Chris: I think it says a lot that the first movie went out of its way to give a logical explanation for why Magneto wears a goofy helmet, but by the time they got around to Juggernaut, it was just "f*** it, who cares." Again: this movie in a nutshell.

Matt: The guards on the transport have mutant cure in their guns, it would appear, because one rouses and Mystique takes one for the team. Then no one has even a marginally believable reaction to seeing Rebecca Romijn naked. Not even Vinnie Jones, from whom you'd expect some kind of "wise crack."

Chris: Mystique's ridiculously jiggly seizure / nude writhing is certainly a high point of the Brett Ratner ouvre. Also, let's just come right out and say it now: Movie Juggernaut somehow looks even more like a giant dong than his comic book counterpart, and that is a hell of a technical achievement.

Matt: His first line is even that he needs to pee. It's all very well orchestrated.

Chris: But yeah, Mystique gets depowered by a shot from this Leech gun, and the very existence of those things creates a ton of plot holes later down the line. Magneto's "whoops, you're human now, l8er boo" reaction to Mystique getting shot is completely at odds with his characterization. In the first two movies, Magneto was very sympathetic and understandable while still being a villain, but here, he's just a cartoon - and Professor X is no longer a contrast, since he's kind of a bad guy at this point too.

Matt: McKellen's face when he tells Mystique she's not "one of us" anymore, like this is the movie Freaks, has the weirdest expression he's had in one of these movies. It's the first time he doesn't know how to play something.

Chris: He just falls back on a little thing he likes to call "The Evil Gandalf" and calls it an afternoon.

Matt: Next, there's a scene of about 15 seconds where Beast is mad at the president because there are Leech guns and he peaces out and this could have been explained in a line of dialogue. Why is this necessary?

Chris: I don't know, a dude in blue clown makeup and fake mutton-chops saying "Policy is being made without me, Mr. President!" is almost woth seeing in and of itself.

Matt: Put that in a trailer that re-cuts X-Men 3 as a political thriller and you've got something. Get on that, Internet.

Chris: Back at the X-Mansion, Jean is laid out on a table with Wolverine not at all creepily leering at her while she's comatose, and she suddenly wakes up and grabs his arm. It's sort of a parallel to the scene in the first movie when they first meet, which we know because Jean literally says "back where we first met, only I was in your place and you were in mine." I think in the previous draft, she also said "this is imagery."

Matt: Jean tells Wolverine that it's OK that he wants to bone her, and invites him to do just that, getting all Xenia Onatopp with him for a minute before even old horny Logan has to say, "This is too much."

Chris: I like that in the comics, Phoenix is defined as being raw, planet-destroying energy, while in the movie, Phoenix is defined by being just really horny all the time. Then again, I guess Jean did just get out of what was essentially a cold shower that lasted three years.

Matt: And as if to invite even more confusion about what happened to Cyclops, Wolverine asks her multiple times just what went down, and she won't answer. There's a flashback that tells us nothing.

Chris: To the movie's credit, Jean's transition into villainess is a lot of fun. Janssen actually seems to be enjoying her chance at scenery-chewing, even if it's in service to a pretty awful, cliché "I am the bad personality!" script.

Matt: She's kind of pulling a Gollum, going between Bad Girl Phoenix and Scared Jean, asking Wolverine to just plain kill her so she can't kill anyone else. So I guess that's pretty close to a declaration that Scott bit it.

Chris: For all that we talked about the cast in the previous two movies, we never really mentioned Janssen that much. For being a central character, she's just kind of Generic Hot Lady, so getting to see her do some ACTING! is fun, even if it's nowhere near enough to save the awful, awful script.

Matt: She walks right out of the X-Mansion, and a little while later, Professor X and Storm find Wolverine knocked out on the ground, because this is Wolverine in the form that can be knocked out from being thrown against a wall. Professor X is really a grouch in this one, isn't he? Half his lines are something like, "What have you done?" or "Don't interfere!"

Chris: Yeah, the healing factor has been pretty nebulous in these movies, going from "a gunshot to the forehead knocks him out for thirty seconds" to this. But I guess that happens in the comics, too.

Matt: True enough. So even though she's "blocking his thoughts," Professor X, Storm and Wolverine chase Jean to her childhood home on a cul de sac. Xavier says he wants to go in alone, when Magneto pops up right in front of the group, as if he materialized out of nothing. Really, was he hiding in a bush or something? How did no one see him?

Chris: At this point, Magneto leaping out of a bush and yelling "A-HA!" before brushing a leaf off his shoulder would be perfectly in character. But I love that at last, 44 minutes into this movie, we finally know why we got that scene at Jean Grey's house at the beginning. Clearly, they thought we'd be too stupid to realize that it was her childhood home if we didn't see it then, even though this scene still opens up on a lingering shot of a mailbox with "GREY" written on it.

Matt: The pair enters, and there's Phoenix, sitting in a kitchen chair, all decked out in red. Knocking over books like a punk.

Chris: I like that this is the first time that Professor X and Magneto have seen each other since Magento tried to get him to kill literally every homo sapien on the face of the planet, and nobody mentions it.

Matt: You know. Boys will be boys. Xavier tries to talk some sense to Jean -- i.e., "Let me control your mind some more, come on," with some interjections from Magneto. It all makes Jean pretty agitated, and she knocks everyone back. This sets off a fight outside in which Juggernaut, who had specific instructions to allow no one into the house, throws Wolverine inside through a window. The last movie had a great action sequence in a suburban home. This one's is just dumb.

Chris: This is also where Professor X finally mentions that she killed Scott, which in retrospect was pretty obvious to anyone who had a constant telepathic link to the other characters in this movie.

Matt: He also shouts "Let me in!" like he's the Big Bad Wolf.

Chris: This whole sequence. Yikes. Callisto - who I still don't think has been named in the movie - does that awesome thing where she uses her super speed to run up to someone and then come to a full stop so that she can then punch them, because actually getting a super-speed punch going would've taken time and/or money that they just didn't have. Storm is clearly going for a tornado thing, but it ends up just being her spinning around with her arms out and punching the dude with the face-quills. Everything looks like it could be an attack from X-Men Legends.

Matt: Even Wolverine's fight with Juggernaut just has this run-of-the-mill movie fight feel to it, when Jackman's fight choreography in other movies really had some flair to it.

Chris: And to add tension to the fight, Jean's powers are creating this crazy wind-tunnel effect that makes it look like the end of Jackie Chan's Operation Condor, with everyone pulling crazy faces while she shreds Professor X's molecules.

Chris: How did they not realize how hilarious that looked?

Matt: So, yeah, Phoenix makes Professor X X-plode to death. I remember seeing this in the theater back when it came out, and having this empty feeling afterward, like I was supposed to be sad, but I wasn't. This movie squanders every ounce of potential it had for killing off what has been a major protagonist. This is largely because, 1) the scene, as you said, is silly looking, 2) Professor X has been retconned into a guy who controls the brains of children, and he's not all that sympathetic anymore, 3) the music is just so overbearing. Like, Ratner seems to be more focused on making stuff look kind of cool, like the water coming out of the kitchen faucet and hitting the ceiling or a mirror breaking, than anything having an emotional impact.

Chris: It is completely devoid of meaning for the audience. Even with Wolverine sitting there sobbing over Professor X, I'm not really sure why. Like, he's more broken up over it than when Jean died, and they didn't really have a lot of friendly interaction. I get why Storm's upset, but Hugh Jackman rocking back and forth on the floor next to an empty wheelchair - a shot that actually happens, I swear to God - is just insane.

Matt: By the time this happens, Wolverine does not like Professor X. To him, Professor X is a Bad Person.

Chris: Also, Jean ends up going with Magneto, because... uh... Help me out here, Matt.

Matt: He says, "Come with me?" That's the vibe I got.

Chris: "Listen, some stuff went down earlier and my crew has an opening for a hot mutant babe. It'd really help me out if you'd do me a solid and help me kill all the humans." PS: Please enjoy the thought of Sir Ian McKellen referring to someone as a "hot mutant babe." You. Are. Welcome.

Matt: "You just killed my best friend/lifelong rival and are clearly completely unpredictable in terms of whom you will kill and when. But, look, pobody's nerfect." PS: Enjoy the thought of Ian McKellen saying the phrase "pobody's nerfect."

Chris: Seriously, if anyone knows how we can get in touch with Ian McKellen, we have a short list of phrases we would like him to take a crack at.

Matt: The first dozen or so are "Matt and Chris! You are my besties!"

Chris: So that brings us to the halfway point of the movie, and things are looking pretty grim for our heroes. Professor X and Cyclops are both dead (one of which happened on-screen!), Wolverine's crying, Storm's got feathered hair, and who even knows what's going on with those kids back at the mansion, because we haven't seen them in about half an hour. So join us next week as we find out what will happen when they make their (X-Men 3: The) Last Stand!

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