Overview: Failing both on its own and as an adaptation, Brett Ratner’s entry into the X-Men franchise seems to go out of its way to be as terrible as possible. 20th Century Fox; 2006; Rated PG-13; 104 minutes.

The Good: Finding something good to say about this movie requires a bit of a stretch, but if there are any bright spots, they lie in the performances of Kelsey Grammar as Beast and Famke Janssen as Jean Grey. There are seemingly dozens of new characters introduced in this film (more if you count each iteration of Jamie Madrox, the Multiple Man), and Grammar’s is the only one that stands out. Janssen, meanwhile, does everything she can to add some semblance of emotion to a film that throws action set-piece after action set-piece at the viewer, with little room for character development or real drama.

The Bad: ThX-Mene first two X-Men films weren’t perfect, but they got a lot right. Rather than continue the stories set up by those films, this one tries too hard to distance itself from them. Gone is Alan Cumming’s Nightcrawler. Gone are any meaningful cultural metaphors. Ian McKellan’s Magneto, a villain with whom audiences could understand or even empathize in the earlier films, becomes a mustache-twirling caricature who makes jokes about his right-hand woman Mystique losing her powers. Anna Paquin’s Rogue, who spent the first two films becoming comfortable with her mutant self, is given nothing to do but pout and whine as her boyfriend shows interest in another mutant. While that love triangle, which nobody in the audience is given reason to care about, takes up a lot of the film, the more interesting dynamic between Jean, Cyclops, and Wolverine is dropped about fifteen minutes in when Cyclops is unceremoniously killed off-screen. Because they need to move onto the next bland action sequence, none of the other characters seem to notice or care.

The Disappointment: The script, written by Simon Kinberg and Zak Penn, isn’t great to begin with, but a competent director could have made something more out of this film. It’s clear watching this movie that Brett Ratner, unlike Bryan Singer before him, cared little for the characters or the story and a lot about his paycheck. There are countless ways that Ratner and his team might have improved this final product; it could have used a better score, better casting, and a longer running time to allow the audience to breathe between action sequences. The Dark Phoenix Saga is one of the most dramatic and emotionally compelling stories in X-Men lore and should have made for an excellent film. It’s a shame that no one behind the production of this movie cared enough to make it so.

Overall: See it once to complete the trilogy. Forget you ever watched it.

Grade: D