When we first see Wolverine (Hugh Jackman) in X-Men: The Last Stand, he nonchalantly strides through an apocalyptic battlefield. Perhaps it's too soon for a last stand, but then director Brett Ratner has never been great at pacing.

Action, however, proves a forte of Ratner. This third installment in the X-Men series (I refuse to acknowledge it as merely a trilogy) has great fight scenes and cool demonstrations of mutant powers gone amok. Finally, Fox opened the pocket books and let this franchise have the budget it needed.

Many many mutants demonstrate their powers, including the Multiple Man, Jamie Madrox (Eric Dane), who is many many mutants in one. Colossus (Daniel Cudmore) gets to armor up more than once and deliver the fastball special a couple of times to boot. Fans know what I mean.

In exchange for all that action, though, the studio has a director that can't quite string the quiet moments together to get from explosion to explosion. Those quiet moments, or what some call actual storytelling, have been the hallmark of the first two films, and obviously a strength of Bryan Singer.

Some of that can be blamed on a very unwieldy overloaded plot. In a way, Ratner had his hands tied by the second film, which very clearly set up a return of Jean Grey (Famke Jannsen). Then Singer's original replacement Matthew Vaughn went about casting certain key actors such as Ellen Page as Kitty Pryde, Vinnie Jones as the Juggernaut (because no one else could be) and the excellent Beast Kelsey Grammer.

Screenwriters Simon Kinberg & Zak Penn could not be content there, developing a story that involves the mutant cure from Joss Whedon's Astonishing X-Men, pieces of the "Dark Phoenix Saga," the Morlocks (in a huge stretch) and even more nods to "Days of Future Past." If you're not a fan of the comics and your head spins from these references, know that it's almost as frustrating for those of us who do know what I'm talking about.

As a result, characters bulge out of the seams of the plot, and often fall right out. Two main characters disappear for about twenty minutes each without anyone in the movie noticing. Fairly recognizable faces show up, such as Ben Foster as the Angel and Olivia Williams as Dr. Moira MacTaggart, only to have about a dozen lines between them.

At least the Angel proves germane to the plot; MacTaggart seems just dropped in to prove how much continuity Ratner and his screenwriters know.

It gets so bad that one character goes through two thirds of the movie without being named or demonstrating any power beyond slightly creepy androgyny. When Arclight (Omahyra) finally gets named and used, it's just a silly moment, because her presence has been distracting for so long.

So many nameless, in a movie with such a devastating personal dilemma. With the "mutant cure" at its heart, most of the characters should have had quiet moments of reflection, but there's just no time.

Obviously the isolated Rogue (Anna Paquin) would be tempted, but if rumors are true, Ratner shot two possible outcomes for her - which means that what could have been a gripping character arc ended up just being an editing coin toss. No one ever seems too troubled, either, that the X-Men arguing loudest against the cure are the ones that can easily pass for human.

Even though Magneto (Ian McKellen) has been set up for his hard-line response, the character seems somehow flattened by the whirling plot, especially odd after the first scene really hammers home the idea that he and Charles Xavier (Patrick Stewart) had been best friends.

This isn't to say that the performances are bad. Those that do get focus come off well enough. Clearly, Halle Berry was holding back in the previous two films because the part of Storm just wasn't big enough, and now it is. Jackman has charisma to spare, though for some reason, his Wolverine looks more cartoonish than before.

That seems to be a conscious stylistic choice on Ratner's part. In this movie, the X-Men aren't just pretty confident in their powers; those powers are on par with how they'd be portrayed in comics. In addition to the expansive Colossus moments, Iceman (Shawn Ashmore) finally comes into his own, as believability-defying as it is. And just wait until you see the Beast go into action.

I'll admit I had a soft spot for the blue-furred mutant going into this film. Casting Grammer marks the closest I will ever come to being an X-Man myself. Despite his not being a comic book reader, Grammer does play the role right, and may be the only actor alive who has a hope of getting away with saying, "oh, my stars and garters" without derision.

As always, Stewart and McKellen make grand foils, though Ratner never really lets them cut loose. The opening scene digitally youthens them twenty years, and though it's a little off now, McKellen is right. By the time the studio gets around to that rumored Magneto and Xavier prequel, the technology will have improved enough that these veteran actors should get to play themselves as much younger men.

But why go for a prequel? Even in Ratner's hands, X-Men is a watchable fun franchise, though it twice aimed higher. Keep it going. Don't cut the budget, just cut down on the scope of the plot a bit and we could be seeing mutants for a long, long time.

This is no last stand, nor even a last gasp. It's just lost the pretense of being serious.

Rating:

Other X-Men articles:

Interview with Tom DeSanto (the first film)

Interview with Bryan Singer (X2)

Derek McCaw