The third time's not the charm in "X-Men: The Last Stand." Brett Ratner delivers a wham-bam sequel noticeably lacking in the moody atmospherics and emotional weight. Robust action, the top-of-the-line special effects and massive fan-ticipation worldwide guarantee a superpowered opening, though less-than-Marvelous repeat biz means "Stand's" legs may buckle.

The third time’s not the charm in “X-Men: The Last Stand.” Taking over the reins from Bryan Singer, helmer Brett Ratner delivers a wham-bam sequel noticeably lacking in the pop gravitas, moody atmospherics and emotional weight that made the first two Marvel comicbook adaptations so rousingly successful. Robust action, the usual top-of-the-line visual effects and massive fan-ticipation worldwide all but guarantee a super-powered opening when 20th Century Fox releases the pic May 26, though less-than-Marvelous repeat biz means “Stand’s” legs may fall short of the $405 million grossed internationally by “X2: X-Men United.” Ancillary biz will be appreciably huge.

Taken as a trilogy (despite the door being left open, inevitably, for an “X4″), the “X-Men” pics most closely resemble the original “Star Wars” movies in their qualitative trajectory. Just as the second film in each instance repped a substantial elaboration of its predecessor’s storytelling, visual richness and thematic depth, so “X-Men: The Last Stand” suffers from the same coarsened writing, diminished imagination and occasional bursts of self-parody that plagued “Return of the Jedi.”

The result, though it delivers only in fits and starts, is still sharper and more inventive than most comicbook-adapted fare, and eventually gets the job done as far as action buffs are concerned. But don’t expect pic to win any new converts or satiate those fans for whom the pleasures of the franchise went beyond the purely visceral.

That’s a shame, considering the tale cooked up by scribes Zak Penn (who collaborated on “X2″) and Simon Kinberg, plus the portentous title, will have viewers stoked for the most cataclysmic showdown yet between mankind and mutantkind.

Equipped with powers as thrilling to behold as they are potentially destructive, the mutant race is once again divided into two factions led, respectively, by the wise, wheelchair-bound Professor Charles Xavier (Patrick Stewart) and megalomaniacal, metal-controlling Magneto (Ian McKellen).

Story opens 20 years before the events of the previous film, when both men, then allies, paid a visit to a young girl named Jean Grey (Haley Ramm) and persuaded her to harness her staggering telekinetic ability.Pic then returns to the present-day setting of Professor Xavier’s elite school for mutants, with lupine Logan, or Wolverine (Hugh Jackman, as testosterone-driven as ever), and weather girl Storm (Halle Berry) serving as second in command. Scott Summers, aka Cyclops (James Marsden), has been broody and out of sorts since the supposed death of girlfriend Jean (Famke Janssen) at the end of “X2.”

Dialogue early on betrays a weakness for expository quips (“Not everyone heals as fast as you, Logan”), while the poignant quandary of Rogue (Anna Paquin), who can’t touch b.f. Iceman (Shawn Ashmore) without sapping his life force, here plays more like adolescent soap opera.

Meanwhile, all is not quiet on the mutant front, thanks to the recent invention of an antibody that suppresses the “X gene,” thus rendering explicit the previous pic’s subtext equating mutation with homosexuality. Magneto responds by mobilizing a mutant army to terrorize the public until the so-called “cure” is destroyed.

Situation grows even more complicated with the sudden reappearance of Jean, seemingly alive and well. Yet sinister psychic undercurrents lead Professor Xavier to believe Jean (chillingly played by Janssen) is in fact possessed by her fiery and ultra-powerful alter ego, Phoenix. This strand of the story — necessarily but disappointingly watered down from the comicbook’s darkly compelling Phoenix saga — should have purists in a lather.

Where Singer brought a lingering resonance to even the series’ quietest moments, Ratner seems primarily concerned with breadth and speed. (At 105 minutes, pic is a half hour shorter than its predecessor.) There’s a rushed, disorganized feel to the narrative, which drops and picks up subplots at random, and has no compunction about bumping off veteran characters while introducing a host of new ones.

Most important addition to the X-Men’s ranks is the peaceable Dr. Hank McCoy, aka Beast (a blue-furred Kelsey Grammer), whose physical actions are almost as nimble as his intellect. Perhaps the prominence of this blue giant explains why Mystique, the similarly hued shape-shifter played by Rebecca Romijn, gets so little attention this time around.

Past complaints that the series boasts too many personalities to be accommodated within a barely two-hour feature are right on the money here, with the proliferation of new mutants like Angel (Ben Foster, beautiful enough to give Emma Thompson a run for her halo) and Jimmy (Cameron Bright), a boy with the ability to dispel mutant powers.

Only during the climax, a huge faceoff staged at Alcatraz, does pic begin to get an inventive groove on, wittily exploiting the mutants’ various powers and playing them against each other. Yet even here the film feels at a loss to convey that anything truly momentous is at stake.

Visual effects supervisor John Bruno and stunt coordinators Wade Eastwood and Mike Mitchell keep the action at a reasonably high level, though without rivaling the digital polish or martial energy of “X2.” Similarly, Dante Spinotti’s widescreen cinematography and overall look seem brighter and flatter than their previous incarnations. Print screened at Cannes was intermittently out of focus.

X-Men: The Last Stand

Production

A 20th Century Fox release presented in association with Marvel Entertainment of a Donners' Co. production. Produced by Lauren Shuler Donner, Ralph Winter, Avi Arad. Executive producers, Stan Lee, Kevin Feige, John Palermo. Co-producers, Ross Fanger, Kurt Williams, James M. Freitag. Directed by Brett Ratner. Screenplay, Simon Kinberg, Zak Penn.

Crew

Camera (Deluxe color, widescreen), Dante Spinotti; editors, Mark Helfrich, Mark Goldblatt, Julia Wong; music, John Powell; production designer, Edward Verreaux; supervising art director, Geoff Hubbard; art directors, Helen Jarvis, Sandra Tanaka, Chad S. Frey; set designers, Bryan Sutton, Jay Mitchell, Mira Caveno; set decorator, Elizabeth Wilcox; costume designer, Judianna Makovsky; sound (Dolby/DTS), David Husby; supervising sound editor, John A. Larsen; stunt coordinators, Wade Eastwood, Mike Mitchell; visual effects supervisor, John Bruno; assistant director, Lee Cleary; associate producer, David Gorder; casting, Rick Pagano, Coreen Mayrs, Heike Brandstatter. Reviewed at Cannes Film Festival (noncompeting), May 20, 2006. MPAA Rating: PG-13. Running time: 105 MIN.

With

Logan/Wolverine - Hugh Jackman Ororo Munroe/Storm - Halle Berry Eric Lehnsherr/Magneto - Ian McKellen Jean Grey/Phoenix - Famke Janssen Marie/Rogue - Anna Paquin Dr. Henry "Hank" McCoy/Beast - Kelsey Grammer Scott Summers/Cyclops - James Marsden Raven Darkholme/Mystique - Rebecca Romijn Bobby Drake/Iceman - Shawn Ashmore John Allerdyce/Pyro - Aaron Stanford Cain Marko/Juggernaut - Vinnie Jones Professor Charles Xavier - Patrick Stewart Kitty Pryde - Ellen Page Warren Worthington III/Angel - Ben Foster Callisto - Dania Ramirez Warren Worthington II - Michael Murphy Dr. Kavita Rao - Shohreh Aghdashloo The President - Josef Sommer Trask - Bill Duke Peter Rasputin/Colossus - Daniel Cudmore Multiple Man - Eric Dane

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