X-Men: First Class (2011)

It’s a big summer for Marvel Comics. With three major superhero films slated for release from May to July, they’re poised to once again widen the gap between their big-screen adaptations and those of rival DC Comics (who, at this point, only have the Batman franchise to hang their hat on). Thor hammered the box-office last month, and Captain America: The First Avenger is scheduled for a July 22nd release. In the meantime, prepare yourself for X-Men: First Class, a groovy prequel set in 1962 and detailing the rise of Charles Xavier’s X-Men, the real story behind the Cuban Missile Crisis, and how Magneto got his spiffy helmet.

But before we get to the events of the Swinging Sixties, the film takes a detour into 1944 occupied Poland and the grim confines of a concentration camp. When a young Jew named Erik Lensherr is ripped away from his parents, his anger causes his mutant powers over magnetism to manifest. This brings him to the attention of Dr. Schmidt (Kevin Bacon), a seemingly pleasant scientist who asks Erik to use his special gift to move a Nazi-minted coin on the good doctor’s desk. When the frightened boy cannot, his emaciated mother is brought into the room, Schmidt produces a gun, and a countdown begins. You can probably guess what happens next. Meanwhile, at a New York country estate, a young telepath named Charles Xavier befriends the blue-skinned, shape-shifting Raven when she breaks into his home in search of food.

Eighteen years later, Erik (now played by Michael Fassbender) is on a mission to track down Dr. Schmidt and exact revenge. He still carries the coin from the doctor’s desk, intending on using it and his mutant powers in a most lethal combination. When the trail leads to Argentina and a tavern occupied by a trio of Nazis, Erik picks up a valuable clue as to Schmidt’s location and gets to show just how effective magnetism can be when dealing with opponents wielding guns and knives.

But the sinister Dr. Schmidt hasn’t been dormant all these years; just the opposite, in fact. Now using his real name, Sebastian Shaw, the ruthless schemer has surrounded himself with a force of mutant baddies and seems intent on pitting the U.S. and the Soviet Union against one another. He also doesn’t look a day older, despite his appearance as a middle-aged man during the waning years of World War II. Hmmmm.

Ambitious CIA agent Moira MacTaggert (Rose Byrne) knows something is fishy, and she seeks out an expert on mutation after witnessing a rather superhuman occurrence at Shaw’s mysterious Hellfire Club. This brings her into contact with the adult Charles Xavier (James McAvoy), who’s working on his Oxford thesis and living platonically with foster sister Raven (Jennifer Lawrence).

As the stars (and plot) align, Xavier and Erik are thrown together, begin recruiting mutants, and dedicate themselves to stopping the bad guys. While Erik makes it clear that he wants blood for blood, Xavier is confident that his newfound friend is inherently good and can be convinced to walk a higher path. Shaw, meanwhile, does some recruiting of his own when he’s not busy blackmailing, killing, or presumably knocking go-go boots with telepathic ally Emma Frost (January Jones). The actions of both sides reach a moment of critical mass in the Atlantic Ocean, with the events of the Cuban Missile Crisis playing out in a decidedly different fashion (complete with levitating submarines, missiles which reverse course repeatedly, and a mutant slugfest on a nearby island).

While part of the fun of the X-Men franchise comes from getting to know the various mutant heroes and villains, it can sometimes be a bit overwhelming for those preoccupied with sending text massages and otherwise not paying attention to the screen. To make your job easier, here’s a cheat sheet (although keep in mind that a few of these characters will probably change sides as the narrative progresses).

The Good Mutants

• Charles Xavier (James McAvoy) – Telepathy and mind control.
• Erik Lensherr (Michael Fassbender) – Control over anything made of metal.
• Mystique (Jennifer Lawrence) – Can perfectly mimic a person’s appearance (including clothing).
• Henry “Hank” McCoy aka Beast (Nicholas Hoult) – A scientific genius with enhanced physical strength, speed, and agility. Searches for a serum to help mutants look “normal.”
• Angel (Zoe Kravitz) – Possesses retractable wings and the ability to spit acidic projectiles. Former stripper.
• Banshee (Caleb Landry Jones) – Has a sonic scream, which can also be used for flight.
• Havok (Lucas Till) – Can project destructive beams of energy from his body. Formerly imprisoned by the military, Havok has difficulty controlling his powers.
• Darwin (Edi Gathegi) – Able to adapt his body to survive any situation. Former cabbie.

The Bad Mutants

• Sebastian Shaw (Kevin Bacon) – The ability to absorb all forms of energy (which keeps him young) and manipulate it for various effects.
• The White Queen aka Emma Frost (January Jones) – Powerful telepath who can also take a diamond form providing mental and physical protection.
• Azazel (an unrecognizable Jason Flemyng) – Demonic-looking mutant with the ability to teleport himself and others. Also skilled with bladed weapons.
• Riptide (Alex Gonzalez) – Can summon whirlwinds from his hands and control them.

Watching these powers in action is lots of fun, especially when it comes to the more visually oriented abilities like those possessed by Azazel, but the real strength of X-Men: First Class rests in the interpersonal relationships developed for better or worse. At the forefront is the budding friendship between Charles and Erik. Both want the best for mutantkind, but the remainder of their worldview is diametrically opposed. Xavier comes from a sheltered, privileged background which has allowed him to blossom into an eternal optimist (and quite the ladies man), while Lensherr has witnessed the worst that humanity has to offer. They bond, they bicker, and in the process both McAvoy and Fassbender deliver emotionally honest performances that complement their older selves played in previous films by Patrick Stewart and Ian McKellen. The highlight comes when Xavier helps Erik unlock his happiest memory, a quiet moment with his mother before the horrors brought on by the Third Reich.

Mystique’s evolution during the film is also key, and Jennifer Lawrence is given plenty of screen time to show that her head-turning performance in Winter’s Bone was no fluke. She desperately wants to be wanted, but all the men in her life seem to turn her away. Xavier views her as a sister. Erik is too driven and sees her as too young. Even nerdy Hank McCoy insists that they inject his serum so they can pursue a relationship as normal-looking people. No wonder the Mystique viewed in the original X-Men trilogy seemed to take such delight in manipulating men.

Bacon wears his villainy with a satisfied smirk, and he manages to be both diabolical and charming. His plot to elevate mutants to the masters of the Earth is also refreshingly simple compared to the schemes of many cinematic baddies.

January Jones, however, fails to live up to the high standards set by her co-stars. She certainly looks good in white, and her debut scene displaying eye-popping cleavage will have fanboys the world over sitting up and paying attention. But the interest evaporates after that, as she’s nothing more than a lackey with Nordic looks and a bustline courtesy of the Wonderbra. Emma Frost could have been so much more, as her revealing outfits and sex-kitten attitude would have served as an astute commentary on the sexual revolution going on in America during the ’60s. But thanks to Jones’ listless approach to the character, and the filmmaker’s desire to have her change into diamond form every 15 seconds, nothing much seems to be going on behind those baby blues. When she disappeared for a large chunk of the film, I wasn’t complaining.

In addition to (mostly) strong performances from the film’s headliners, X-Men: First Class is also a smorgasbord of male character actors. No less than Michael Ironside, Glenn Morshower, Ray Wise, Oliver Platt, James Remar, Rade Serbedzija, and Olek Krupa get their share of screen time, with each taking the opportunity to strengthen their scene in subtle ways. Meanwhile, X-Men co-creator Stan Lee–himself something of a character actor when it comes to movies set within the Marvel Universe–is noticeably absent, although he was given an executive producer title in the credits.

Most Marvel projects in recent memory feature a post-credits appearance from Samuel L. Jackson as S.H.I.E.L.D. director Nick Fury, but X-Men: First Class demonstrates its independent streak by halting this trend (it helps that the film is set several decades prior to the events in Iron Man and Thor). In fact, you can leave as soon as the end credits roll, unless, of course, you’re dying to learn the identity of the key grip or gaffer. Those obsessed with cameos will enjoy two notable examples, however, as both Hugh Jackman (Wolverine) and Rebecca Romijn (a grown Mystique) put in an appearance. The presence of the slow-aging Wolverine was a notable crowd pleaser, and it provides a final comedic punch to an already light-hearted montage involving Xavier and Lensherr recruiting mutants.

The action sequences are big and bold, with standouts including the inevitable showdown off the coast of Cuba and an arrogant assault by Shaw on the CIA facility housing the original members of the X-Men. I especially enjoyed the scene in which Erik lifts a submarine from the depths of the ocean while members of both U.S. and Soviet naval forces look on in stunned silence.

Matthew Vaughn, who also directed last year’s irreverent Kick-Ass, demonstrates a keen understanding of what audiences want from the superhero genre: relatable and unique characters, visceral action, and more than a few attractive people in non-traditional attire. X-Men: First Class has all that and more; fans of Marvel’s mighty mutants will be overjoyed at the continuing evolution of the franchise.