The story behind the making of X-Men: The Last Stand is more interesting than most. Bryan Singer had directed the first two X-Men films and had done a fine job establishing many loveable characters and the universe that housed them. Warner Brothers has been trying to get their Superman franchise flying for so long, going all the way back to 1996 when Kevin Smith wrote the script, Tim Burton was to direct, and Nicolas Cage was going to be the man in tights. Since then directors and drafts of screenplays have come and gone, including Brett Ratner, best known for directing both Rush Hour movies and a slate of mostly mediocre movies. Then Warner Brothers poached most of the X-Men 2 team to make Superman Returns, hiring Bryan Singer as director, plus X2‘s screenwriters, cinematographer, editor/composer, and maybe even the cat that licked Wolverine’s claws. Fox was left without a captain for X-Men 3. They daringly picked Matthew Vaughn (Layer Cake) but then he dropped out for family reasons. Then Fox went with their second choice … Brett Ratner. Both directors had essentially switched projects. Hollywood’s funny like that.

It’s been a few months since the events in X-Men 2. Scott “Cyclops” Summers (James Marsden) is still mourning the loss of his love, Jean Grey (Famke Jannsen), who sacrificed herself to save the rest of the X-Men. He’s tormented by her voice, whispering all around him and pleading with him to return to Alkali Lake, the site of her death. Miraculously, Jean returns from the dead but she’s much different. Her persona has broken and the Phoenix has taken over, a destructive killing force unparalleled on earth.

Magneto (Ian McKellen) has great use for such a force. There’s been news of a new drug that suppresses the gene that causes people to be born as mutants. This discovery has been dubbed a cure. The question persists, is should being different be curable and what would that even mean? Magneto sees the writing on the wall, knowing that any cure would only be voluntary for so long. He collects new mutant fighters along with his stalwarts the shape-shifting Mystique (Rebecca Romijn) and fire starter Pyro (Aaron Stanford), a former student at Xavier’s School for the Gifted.

Over at Professor X’s (Patrick Stewart) school, the mutant students are each questioning life with a cure. Rogue (Anna Paquin) is considering it so she can finally touch her boyfriend, Bobby “Ice Man” Drake (Shawn Ashmore) without killing him. Plus, so he’ll stop spending so much time with Kitty “Shadowcat” Pryde (Ellen Page), a girl who can walk through matter. Storm (Halle Berry) and Wolverine (Hugh Jackman) are left to run the team after some disastrous setbacks. Henry “Beast” McCoy (Kelsey Grammer) is a man covered in blue fur and appointed as head of Mutant Relations for the president. He senses the growing danger and anxiety the administration has with mutants and joins the X-Men to do what he feels is right.

It feels like that in a rush to production that character development, subtlety, and subtext were chucked out the window to make time for more boom-boom action. The first two X-Men flicks juggled the characters and introductions but still managed to squeeze in one great moment for the characters we cared about. The plot moved at a mature pace, insightful and touching on elements of psychology, politics, and personal struggles to fit into a society that fears you. There was some sophisticated, relevant stuff bandied about this franchise in between the kick-ass action. But with X-Men 3, you basically have Halle Berry doing less with more. She’s got more screen time, in part to her demands, and now she can use that extra time onscreen to show us how perfectly bland her character is as the film’s most laughable moral ideologue. The idea of a cure for the mutant gene is vastly interesting with all kinds of great avenues for character introspection and socio-political debate. But X-Men 3 renders all of its debate to be merely superficial, another in a series of plot points to get the action moving quicker.

The X-Men franchise was already overpopulated with lots of characters vying for screen time, so I don’t understand the decision to add even more characters to the ensemble and cut down the running time to a brisk 100 minutes. As a result, certain characters sit out for long stretches of the film, are inactive during key moments, some are mostly forgotten, or some meet unjustifiably hasty ends. If I was still an ardent comic book fan, and a follower of the X-Men, I might view the third film as heresy. Why even bother bringing the character of Angel into the movie if he’s just going to be on for two minutes, including a forehead-smacking deus ex machine moment? The Dark Phoenix storyline is the most pivotal storyline in the comic’s history, so why even bother dragging it into X-Men 3 if it’s just going to be Zombie Jean Grey? It feels like Ratner is off screen with a pole poking Janssen whenever the story needs her to wake up and stir up some stuff.

I hope comic fans enjoy the brief glimpses of some of their favorites, because X-Men 3 does a good job of throwing characters into a meat grinder. I had to check online to just to find out who they were, and even then my realization was followed by, “Her? Him? What?” And what the hell is up with Porcupine Face? That has got to be the worst mutant ability of all time. What’s he going to do to his enemies? “Hey, will you come a little closer. I have a secret to tell you. Closer … closer … closer still … that’s right, now please lean against my face.”

The movie trades character for action, so is the action even good? Ratner is a workmanlike director devoid of any personal style, which further brands X-Men 3 as ordinary. The action sequences aren’t anything extraordinary, there just happens to be more of them. The climax pits mutant against mutant in short-lived bursts. A battle between Ice Man and Pyro should be awesome, but Ratner stages the showdown like he was choreographing his neighbor’s kids. This battle lasts a whopping 45 seconds. The climactic end battle, the “war to end all wars,” is rather sloppy. Ratner keeps cutting back and forth between his pairing of Good mutant vs. Evil mutant (why do the two black girls seem forced to fight each other?), but his showdowns are all too quick to quicken the pulse. Wolverine’s brawls in the woods never rise up to the adrenaline-soaked fights in X-Men 2. The special effects and make-up are just as good; they’re just not being put to as good a use. If Ratner is going to dump character for action he has to make his action exceptional. The movie feels on autopilot.

Ratner is not fully to blame for the shortcomings of X-Men 3. Screenwriters Simon Kinberg and Zack Penn (Elektra) have crafted an overly rushed story that is more tailored for getting the job done than telling a good story. They present some big ideas and interesting elements, like a love triangle between Rogue-Ice Man-Shadowcat, but then most of the promise is either skipped over or dropped. They’re trying to juggle too many balls at once, and it just makes me miss Singer and the X2 screenwriters and how effective they were in defining character even in the smallest of moments. Some of the X-Men 3 dialogue is awfully stilted, like “You of all people know how fast the weather can change” and “Sometimes when you cage the beast, the beast gets angry.” There’s also a silly subplot about Storm teaching Wolverine what it means to be responsible. Try and count how many times you roll your eyes with that one. How many times are they going to have the president look blankly at a TV screen and gasp, “My god”? There’s some clever use of mutant powers during battles (mostly involving Shadowcat) but there’s just as many routine moments as well.

The acting is all over the map. Jackman owns his role as Wolverine. McKellen and Stewart bring a needed dose of grandeur to the proceedings. The X-kids are enjoyable, and Ellen Page (knocking ’em dead in Hard Candy) makes a very nice addition to the fold. I’ve likely enjoyed Paquin the most in this series, next to Jackman of course, so it’s so frustrating that she just plays Jealous Girlfriend at Window. I think it’s criminal how little she’s examined in the movie, especially since the supposed cure has the most questions and ramifications for her. Grammer is essentially Frasier in blue fur, but that’s essentially what Beast is so it works. He has a very nice moment when he sees what life would be like minus his mutant likeness. It’s really hard to judge most of the performances because of how short they appear in the movie.

X-Men: The Last Stand is far from boring but it’s more serviceable than special, and lacks the maturity and imagination that its previous films held. This was a franchise full of limitless potential, so to see it drop to something ordinary is sad, especially if this is the rumored end of the franchise (a record opening gross over Memorial weekend says otherwise). This franchise feels dumbed down; yes it’s still entertaining on a mass market level but it doesn’t have the creativity and precision that Singer’s movies had. X-Men 3 is fast-paced and not without its great geek moments, but it’s also the least emotionally involving of the films. When the deaths and departures come you’ll probably shrug your shoulders because of how the film presents them. X-Men 3 is fine, but I expect better from this franchise.

Nate’s Grade: C+