A risk-taking script with genuine consequences elevates this third film in the X-Men superhero series above the lackluster direction of Brett Ratner, whose competent mechanics move the story efficiently but with very little soul. Some bravura performances rescue the result, providing a good if undistinguished capper to the trilogy. Like the equally not-bad Fantastic Four (2005), X-Men: The Last Stand clearly demonstrates than an inherently larger-than-life comic-book story needs a director proficient in real-life human emotion. All the other stuff is metaphor first, action second. That's what Sam Raimi (Spider-Man) and Bryan Singer (X-Men) understood. In retrospect, one probably shouldn't have expected more from the music-video-trained Ratner, whose commercial triumphs were the cartoony Rush Hour movies.

This adaptation of the Marvel Comics franchise finds a stoic mood at Professor Charles Xavier's School for Gifted Youngsters, the boarding academy in which young mutants are educated in the responsible use of their genetic extra (hence "X") power. Following the seeming death of telekinetic telepath Dr. Jean Grey (Famke Janssen) in X2 (2003), her lover and fellow teacher Scott Summers a.k.a. Cyclops (James Marsden) finds himself drawn to the lake where she sacrificed herself. There he finds her somehow alive, yet changed in a horrifying way that Professor X (Patrick Stewart) later describes as a split personality whom Grey had called Phoenix-a creature of devastating anger and power that he had kept repressed through telepathic checks. When fellow instructors Wolverine (Hugh Jackman) and Storm (Halle Berry) retrieve her, the catatonic Grey eventually awakens to wreak havoc and then retreat to her childhood home.

Meantime, a sympathetic scientist (Michael Murphy), whose own son is a winged mutant, has developed a cure for what he sees as the tragic disease of "X-gene" mutation. Derived from chemicals in the blood of the pre-teen Jimmy (Cameron Bright), whose mutant power is the ability to drain others' mutant's powers, the instantly acting cure is offered to any mutant who wants it. But despite all good intentions, this final straw convinces the powerful mutant leader Magneto (Ian McKellen)-Xavier's old friend and colleague, a militant Malcolm X to Xavier's Martin Luther King-that it's just a matter of time before normal humans go after mutants the way the Nazis had collected him and his Jewish family during the Holocaust. After he and the fire-generating Pyro (Aaron Stanford) gather a group of mutant rebels, they free the imprisoned shape-shifter Mystique (Rebecca Romijn) along with criminal mutants the Juggernaut (British soccer heavy Vinnie Jones) and the Multiple Man (Eric Dane).

Magneto and Professor X each try to win over the unstable Phoenix-who commits an unspeakable act before departing with the former. (The significance of Professor X's odd smile as this occurs is just one of a handful of story points Ratner brings up and then neglectfully never addresses later.) The film climaxes with a battle at Alcatraz Island that would seem to have all the components in place for epic combat, yet plays flat. Despite all the flaming cars hurled through the air, the fight here, compared with the battle scenes of any good war movie, just feels like a foosball game.

The one exception is a sequence with remarkable young actress Ellen Page as Kitty Pryde, who can pass through solid objects. Her race to save Jimmy from the rampaging Juggernaut-who goes through solid objects too, only without leaving much of them behind-is both well-staged and witty, with Jones' insouciant screen presence a delight. Elsewhere, the talented Jackman is reliably excellent both in action scenes and in quiet dialogue, and Kelsey Grammer, as the erudite, blue-skinned Beast-former X-Men member, now the U.S. Secretary of Mutant Affairs-plays his part as if born to it.

Jackman has spoken in interviews of interest in a Wolverine prequel, and indeed the events of X-Men: The Last Stand close the door on this particular franchise continuing in any traditional way. The filmmakers deserve kudos for aiming high, but offer evidence that an action-movie director is less a good idea for superhero movies than a serious-drama director with a good action-movie second unit.

-Frank Lovece