Marvel’s misunderstood heroes, the X-Men, return for their final film installment in X3: The Last Stand. Magneto rallies his forces to destroy the newly discovered cure for mutation while the return of a lost X-man brings disaster in its wake.

X3 features many new characters as well as a new director, Rush Hour’s Brett Ratner.

Picking up where X2 ended, the lost Jean Grey is discovered to be alive. Unfortunately, her formerly suppressed and incredibly powerful dark side, Phoenix, is active. Magneto responds to a rumored cure for mutation by forming a new brotherhood of mutant criminals like Juggernaut and Madrox along with disenfranchised mutants like Callisto and Arclight.

Though new X-Men allies are found in the Beast and Angel, the X-Men suffer critical and unexpected losses, leaving the team short-handed to make a last stand against Magneto’s hordes of angry mutants.

Kelsey Grammer does a fine job capturing Beast’s demeanor and easily transitions in as an old friend of the X-Men.

Hugh Jackman and Halle Berry have much more screen time, yet the actual Storm character from the comics is largely absent and Wolverine takes an active leadership position rather than the usual outsider role.

While the movie has a lot of cameo appearances and new characters, there is a noticeable lack of active X-Men in the movie. Despite the dire situations at hand, formerly major characters like Rogue, Cyclops, Mystique, and Xavier are sidelined from the action. While Beast shines, Angel remains a peripheral character and most of Magneto’s forces like Psylocke and Juggernaut are entirely underdeveloped.

While not adapting any particular story line from comics, X3 does borrow elements from the Dark Phoenix Saga in which Jean Grey loses control of her limitless powers to a dark alternate personality, and her friends engage her in a fight to the finish.

The cure for mutation is a a recent plot device from Joss Whedon’s hit Astonishing X-Men series. Comic fans will enjoy the first film appearance of Colossus and Wolverine’s "fastball special" technique.

Despite the aforementioned, comic knowledge absolutely must be left at the door as X3 largely follows its own story line. The fate of classic characters, the Kitty Pryde-Iceman-Rogue love triangle, the mechanics of the Juggernaut and the nature of the Phoenix all depart from the comics to serve the purposes of the movie.

X3 is an entertaining action movie, but lacks the strong plot and characterization that made X2 a great movie. Though Ratner had very limited time to present a finished product, X3 offers plenty of action and some good character moments. It suffers, however, from choppy transitions, vanishing and underdeveloped characters, and a story line that pulls the movie in too many different directions.

This movie earns its PG-13 rating with a lot of action and a little more language than the previous two movies.

The script also awkwardly incorporates a very random line from a fan re-dubbed clip of the 1990’s X-Men cartoon currently floating around the Internet which will have some viewers laughing, groaning or scratching their heads.

Though X3: The Last Stand closes out the X-Men movie franchise as we know it, a small clip at the end of the credits leaves open future possibilities.