When Cinematical editor James Rocchi asked for someone completely uninterested in X-Men to do one of our two reviews on the new X-Men flick, I knew it'd be me. It's not that I don't end up enjoying the occasional comic flick if I happen to catch it; they're just not (with the exception of Spider-Man) the first films I tend to see. There are only so many films a busy girl can see, and my movie viewing-and-reviewing hours tend to be more devoted to indies, foreigns, and docs. The idea, I suppose, is to have someone reviewing the film purely on its artistic merits, untainted by any fangirl bias. I'm telling you all this upfront so you don't have to waste your fingers typing, "You're clearly an idiot who knows nothing about X-Men, so why the hell are you reviewing this film?" comments. You're right, I am almost totally ignorant of the world of X-Men, so take this review with that heaping portion of salt.

Because I am not a comic-geek, I wasn't obsessing over whether Brett Ratner would screw up this franchise or how much better it would have been if Bryan Singer had directed, or whether Kelsey Grammar would be at all convincing as the Beast. I saw X-Men and X-Men 2, and the most memorable thing about both films for me is the good cop-bad cop dynamic between Professor Xavier and Magneto and the philosophical issues underlying the evolution of mutants and how society would treat them.

X-Men: The Last Stand opens with a mutant-friendly President having established a Department of Mutant Relations, which actually made me laugh. How typical is it that the government would slap a layer of bureaucracy over a deeply divisive issue and call it done? Pretty damn likely. Things are cruising along pretty nicely for newly-appointed Mutant Ambassador Hank, aka The Beast (Kelsey Grammer), a furry blue mutant wearing the armor of respectability in the form of an ill-fitting suit, whose days are apparently filled by hanging upside down in his spandy-new paneled office waiting to be summoned to meetings. And the next meeting Hank is summoned to is a doozy -- the revelation that a "cure" for mutancy has been developed and is soon to be made available to the mutant public: Not forced on them, no -- of course the government would never do that. Your government has only your best interests at heart, right?

We also get some story background as we flash back 20 years earlier to Professor Xavier (Patrick Stewart) and Magneto (Ian McKellen), the MLK-Malcolm X duo of dueling mutant philosophies, first meeting a young Jean Grey, a powerfully destructive mutant who ends up under the wing of Professor Xavier. In one of the film's more interesting scenes, we also meet in flashback a freaked-out adolescent boy (Cayden Boyd, who packs a more believable performance into his two minutes of screen time than Oscar-winner Halle Berry manages to put into the entire film) who is desperately trying to cut off the nubs of wings that are sprouting out of his back, when he's discovered by his horrified and heartbroken father. This latter storyline, had it been properly developed, could have been a story unto itself, but we're only treated to a sliver of it here, due to the ever-increasing number of characters and storylines to follow.

A sub-plot surrounds the return of Dr. Jean Grey (Famke Janssen), who kind of died at the end of the last film, but not really. Her transformation to the Phoenix as her dark side gets the better of her, now that Xavier isn't able to control her, by all rights should have been the lynch-pin around which this film revolves. Ratner inexplicably back-burners Phoenix for much of the film, though, giving her little to do except stand next to Magneto looking moody until the final scene. Wolverine (Hugh Jackman), my favorite X-Men character, gets to spend most of the film agonizing over the return of Jean and whether she can be saved, which gives him limited screen time doing what Wolverine does best, which is angrily slashing stuff with his knives.

Therein lies the biggest problem with this film: There are so many characters to follow, so many relationships, that it's impossible to give due time to any of them, so what we end up with is rather like eating a tapas platter at a trendy bar. We get a little taste of this, a little taste of that, without ever getting enough of any one thing to really satisfy. When the film does follow a character for any length of time, it tends to be the more boring or irritating ones like Storm (Halle Berry), who I kept hoping Wolverine would accidentally impale with his cool-ass knife fingers ("Here, Storm, can you hold this? -- Oops!"). Anna Paquin gets about two seconds of screen time as Rogue, who just wants to be able to kiss boyfriend Bobby/Iceman without killing him, before he falls for the charming vulnerability of Kitty Pryde (Ellen Page). I felt sorry for Rogue, actually; the ability to kill people by touch is kind of an anti-power, not one of those superpowers you sit around wishing you had.

The highlights of the movie, natch, are the scenes with Magneto and Xavier. You could put Stewart and McKellen onscreen for 90 minutes doing a dueling read of the Queens phone book, and they'd make it interesting. Big shock -- Magneto is upset about the "cure" and uses it as a rallying cry to build an army of equally angry mutants, telling his followers that the homosapiens will draw first blood. Of course, you can pretty much guess that he's right on that score: Human history, after all, is not exactly fraught with tolerance for those who are "different", and the X-Men storyline (at least in the movies, which is all I'm familiar with) seems to revolve around the dual themes of fear and intolerance, with Professor Xavier preaching peaceful coexistence and Magneto coming down firmly on the side of "get the homosapiens before they get us."

The thing is, Magneto is supposed to be the bad guy of this tale, and yet he and his gang of rag-tag baddies are ever so much more interesting than the good guys. There's also the inexorable fact that Magneto is right. He knows that fear will always override reason, at least at this point in human evolution, and that fearful people will quickly toss morality and tolerance out the window and use all kinds of philosophical gymnastics to justify ever-increasingly encroaching on individual rights (can you say Office of Homeland Security? I knew you could). Can you imagine a "cure" for homosexuality in the hands of a government controlled by the religious right? It's not really difficult to imagine that a non-mutant public might just be fearful enough of a segment of the population that can control weather, hurl things around with psychic powers, or set things on fire with a flick of the hand, to impose a "cure" on those individuals for the omnipresent "good of society."

The big battle itself, with Magneto and his massive army of mutant chess pieces attempting to destroy the source of the cure, resisted by a handful of scared military pawns and a pitifully small contingent of X-Men, harbors most of the special-effects budget, which Ratner primarily expends on Magneto hurling around lots of cars and Pyro setting stuff on fire. Juggernaut, a mutant unstoppable once he gets momentum going, inexplicably talks like Arnold Schwarzenegger back in his Conan days ("Me go through wall now!") as he draws a match against the more elegant Kitty Pryde (who can go through walls without destroying them) in a race to destroy or save the source of the cure.

The bottom line? Well, I saw the film with a geekerific sneak-preview crowd filled with guys heatedly debating the merits of this character and that one, and the pre-show, near-hysterical buzz of excitement had definitely toned down a notch by the time the closing credits rolled. My viewing partner was my nine-year-old daughter, and like me, she was more interested in the philosophical side of the story than the blowing up of stuff. We spent the ride home in a deep discussion about individual rights and freedoms and oppression of minorities, which for me made the two hours time well spent. If you're looking for a relatively intelligent summer popcorn flick, X-Men: The Last Stand isn't a bad bet. I'm guessing that most hardcore X-Men fans will find more to bitch about than like in Ratner's effort with the third X-Men film, but if your only familiarity with the characters is the films, you probably won't know or care all that much about those issues. If you can sit back and just enjoy Stewart and McKellen, and overlook the film's more obvious flaws, it's a tolerably watchable film. If you're a real X-Men fanatic, you know you're going to go see it anyhow, so just go and then go out with your friends after and enjoy tearing the film to shreds over a burger and fries.