The Last Stand: 15 Reasons Why X-Men 3 Didn't Suck

Released in 2006, “X-Men: The Last Stand” received a mixed reaction from fans and critics due to its darker tone and creative liberties taken with the original comic book source material. The film also saw Rush Hour’s director Brett Ratner stepping in for Brian Singer, which further encouraged viewers to critically compare the quality of the film against the previous two “X-Men” movies, “X-Men” and “X2.”

Despite not being as well-liked as its predecessors, though, the film outperformed both at the box office and now, over 10 years and six “X-Men” films later, still proudly sits as one of the most-commercially successful “X-Men” movie in the series so far. The film also wasn’t as bad as many longtime “X-Men” comic book fans remember and upon repeat viewings actually shines a lot brighter than it did originally. Here are 15 reasons why “X-Men: The Last Stand” didn’t suck as much as people remember.

15 THE BEST BEAST

Ever since the first “X-Men” movie premiered back in the year 2000, fans had been wondering when Beast might be making his big screen debut. Comic book readers knew him as one of the original “X-Men” but the character was also well-known to casual fans, due to his prominence in the ‘90s “X-Men” cartoon series. Well, “X-Men: The Last Stand” finally gave everyone the Beast they had been hankering for (no pun intended).

Not only did the filmmakers cast the perfect actor in the role with Kelsey Grammer, they also completely nailed the make-up and costuming and perfectly balanced the character’s intellectual and animalistic aspects by using him as a focal point for the film’s mutant cure plotline, as well as the major battle sequence during the climactic war against Magneto. Even after the character was recast for the X-Men prequel movies starting with “X-Men: First Class,” there’s no denying that Beast was at his best in “X-Men: The Last Stand.”

14 MORE COLOSSUS

Even though Colossus was a founding member of the second team of “X-Men” in “Giant-Size X-Men” #1 (Len Wein and Dave Cockrum) way back in 1975, the character had never really been given the attention he deserved in other media. Colossus was relegated to just a handful of appearances in the ‘90s “X-Men” cartoon and could be seen only as a silent background cameo in Brian Singer’s first “X-Men” movie.

The popular Russian mutant was recast for “X2: X-Men United” and with Canadian actor Daniel Cudmore now in the role, Colossus was featured in an early action sequence in the mansion and even got a few lines of dialogue! Colossus didn’t really get to shine on the big screen until “X-Men: The Last Stand,” though. In this third “X-Men” film, Colossus’ role was expanded significantly and saw him featured in both the opening action sequence in the Danger Room and in the battle towards the end of the film as a full-time, proper member of the “X-Men.” He even got to perform the infamous “Fastball Special” attack. The character has also been featured prominently in the latest "Deadpool" film, of course, but his star truly started to shine in "The Last Stand."

13 ROGUE, ICEMAN, PYRO

One of the more interesting subplots of the original “X-Men” movie trilogy was the friendship between Rogue, Iceman and Pyro. In the first film, the main focus was on the romance between Iceman and Rogue, but for the sequel, Aaron Stanford (who would later go on to star in the “Nikita” and “12 Monkeys” TV series) was recast as Pyro and the role was expanded to create a fascinating dynamic that was part traditional love triangle and part tragedy as the two boys fought for Rogue’s affection and Pyro was slowly seduced by Magneto’s political agenda.

“X-Men: The Last Stand” gave audiences a satisfying conclusion to the trio’s storyline by radicalizing Pyro completely and even forcing him and Iceman into a battle to the death. Their arc was never predictable, however, with Iceman going against expectations and choosing Kitty Pryde over Rogue, and Rogue choosing herself over a boy. It was an unexpected conclusion and also extremely rewarding, especially when Bobby went full-on Iceman against Pyro.

12 A FITTING CONCLUSION

Even though “X-Men: The Last Stand” had a different director than the first two films, it still managed to continue the same aesthetic previously established, effectively wrap up the series thematically, and provide closure for many of the trilogy’s characters. One of the many ways the film managed this was through the numerous call-backs to “X-Men” and “X2: X-Men United.” Jean Grey being discovered by Cyclops at the same location where she died at the end of the last film was a great way to continue the story and remind casual viewers of what had happened.

Meanwhile, the scene between Logan and Jean in the medical room offered fantastic contrast to their first one-on-one scene together in “X-Men.” While they didn’t get too much time together in the third film, Logan and Rogue were still given a few smaller moments to continue their relationship, which began in the first one, and the chess game Magneto was seen playing at the end was another great homage to the original movie that started it all. Connecting all three “X-Men” movies was something “The Last Stand” did very well, despite its many shortcomings.

11 SHOHREH AGHDASHLOO

Shohreh Aghdashloo is one of those actresses that brings a certain level of class and sophistication to every role she performs. This Iranian-born actress was nominated for an Academy Award for Best Supporting Actress for her performance in the 2003 film, “House of Sand and Fog,” and won a Primetime Emmy Award for Outstanding Supporting Actress in a Limited Series or Movie for her acting in “House of Saddam.” While having worked in a variety of film and TV projects, most pop culture fans will probably recognize her for her roles in “24,” “Star Trek Beyond,” and the new Sci-Fi series, “The Expanse.”

In “X-Men: The Last Stand,” Shohreh Aghdashloo played the part of Dr. Kavita Rao, a character actually created by Joss Whedon and John Cassaday for the “Gifted” story arc in the “Astonishing X-Men” comic book series, from which the mutant cure storyline in the film was based. The character could have been easily forgettable if played by anyone else, but Aghdashloo managed to create a character who was both brilliant and compassionate and managed to steal almost every scene she was in.

10 GREAT ACTION SCENES

“X-Men: The Last Stand” had some amazing action sequences that were arguably better than anything done in the first two “X-Men” movies. This isn’t to say that the other two movies failed in the action department, only that the action in general was much more plentiful in “The Last Stand,” and in many ways were done with more flair. One of the reasons for this is that, as the third part of a trilogy, it’s only natural for there to be more action as conflict is escalated among the characters, but another is the fact that this movie had the high (at the time) budget of $210 million, almost double that of the “X2” $110 million mark.

In addition to the massive fight sequence on Alcatraz during the film’s second half, other memorable action sequences in “The Last Stand” include the early Danger Room sequence, which finally gave moviegoers a glimpse at a live-action Sentinel, Wolverine’s battle with Spike in the woods, Storm’s fight with the Brotherhood outside of Jean’s family home, and Professor X’s confrontation with Jean within it. All of these continue to entertain years later.

9 ELLEN PAGE AS KITTY PRYDE

The character of Kitty Pryde (aka Shadowcat) had actually appeared in both of the first two “X-Men” movies played by different actresses in supporting roles, but it wasn’t until “X-Men: The Last Stand” that the character was given the attention she deserved and the actress that could properly bring her to life.

That actress was Ellen Page and not only did she bring Shadowcat’s sass and smarts from the comic book to the big screen, she also hit the ground running with so much confidence in the role that it felt like she was returning to the franchise and not making her debut. Ellen Page as Kitty Pryde fit in remarkably well very quickly and made her budding romance with Iceman feel genuine when it could have been forced. She also did extremely well in several action sequences, such as the fight with Juggernaut that showcased her powers perfectly and was thoroughly entertaining.

8 THE JEAN GREY PROLOGUE

One of the most effective scenes in “X-Men: The Last Stand” was the fantastic opening that showed audiences how Xavier and Eric first encountered Jean Grey as a child. This scene worked well on a variety of levels. Firstly, it explored Jean’s past, something that hadn’t really been explored much in the “X-Men” movies before then. This would normally be rewarding in itself, but the film decided to not only show Jean’s origin, but also tell one that would make viewers reconsider everything they knew about the character. Not only was she drastically more powerful as a child than as an adult, she also had a dark alternate personality to explore -- the Phoenix.

What further worked very well in this opening scene were the special effects used to de-age both Patrick Stewart and Ian McKellen. “X-Men: The Last Stand” was one of the first movies to use technology in such a way, let alone to do so believably. Of course, the scene doesn’t really work now that the films have since cast different actors as the younger Charles Xavier and Erik Lehnsherr in the “X-Men: First Class” prequels, but it’s still a noteworthy achievement that’s worth remembering today.

7 A DIVINE ANGEL

“X-Men” fans finally got to see a live-action Angel in “X-Men: The Last Stand” and it was a pretty good interpretation of the classic Warren Worthington character from the comic books that inspired it. Sure, Angel wasn’t given the chance to be the playboy he was in the comics, but this version of him was much younger than the current comic book version and seemed to be more in-line with his original appearance way back in 1963, when he first joined the “X-Men” as a teenager.

Bizarrely, Brian Singer recast and rewrote the character of Warren Worthington for the recent “X-Men: Apocalypse,” which not only didn’t make sense in regards to continuity, but also confused audiences who remembered him from “The Last Stand” and were trying to wrap their heads around the convoluted timeline. People were forced to compare the two interpretations of the same character and for the most part, people agreed that “The Last Stand” did Angel better by giving him a character arc, a personality and an impact on the overall story. The “Apocalypse” Angel? He was just a boring (albeit attractive) lackey.

6 FUN SUPPORTING MUTANTS

“X-Men: The Last Stand” introduced a lot of comic book mutant and human characters to the live action “X-Men” movie universe. In addition to Beast, Angel and Juggernaut being given substantial roles, there was also a bucketload of supporting characters added for hardcore fans to recognize throughout the 104 minute runtime.

One of the breakout cameos was Eric Dane as Multiple Man, whose costume appeared very similar to his comic book version, despite his decidedly more villainous change in personality. Another cool cameo was Dania Ramirez as Callisto, who looked pretty different from her interpretation in the source material, but still left an impression with her revamped look and powers. Some of the other “X-Men” comic book characters that made an appearance in “X-Men: The Last Stand” were Moira MacTaggert, Dr. Kavita Rao, Psylocke, Leech, Kid Omega, Spike and even the Stepford Cuckoos to name just a few. It's still debatable whether those roles were actually "good," but you have to give the movie points for at least trying!

5 THE MUTANT CURE

Many fans are aware that “X-Men: The Last Stand” was partially based on the famous Chris Claremont “Dark Phoenix” storyline from the “X-Men” comic books, but the film also drew inspiration from a newer storyline called “Gifted,” which was written by “Buffy” creator and “Avengers” director, Joss Whedon. Ironically, Joss was actually involved in writing the script for the first “X-Men” movie, which makes his roundabout influence in the third strangely fitting.

Adding the mutant cure elements of the “Gifted” storyline to “The Last Stand” opened up the film enormously and allowed for a continuation of the political and social discussions that had been present in the first two films. This subplot particularly benefited characters like Storm, Angel and Rogue, who were each given the opportunity to react to the cure in their own unique ways. Storm found the very idea of a cure offensive, Rogue appreciated its practical uses, and Angel came to the realization that he was proud to be different when given the choice to be normal. Some fans may be critical of the “Dark Phoenix” storyline, but “The Last Stand” handled the mutant cure very well.

4 MYSTIQUE

Rebecca Romijn’s Mystique quickly became a breakout character after her dynamic portrayal in Brian Singer’s first “X-Men” movie and, as a result, she was given a significantly larger role to play in its sequel, “X2: X-Men United.” For “X-Men: The Last Stand,” the filmmakers tried something different with Mystique and chose to finally explore her relationship with Magneto instead of just using her in some cool martial arts action sequences (that’s not to say she didn’t kick butt in the truck rescue sequence, though).

By “curing” Mystique of her mutant genes and having Magneto reject her even after all her years of service to his cause, viewers found out just how much (or how little) Magneto really thought of Mystique, and also were rewarded with seeing what sort of person Mystique would be without her powers. Answer? Still as smart and manipulative as ever. The exploration of Mystique’s personality may have been a small part of “The Last Stand,” but it was arguably the inspiration for expanding the character’s role so significantly in the new prequel movies, starting with “X-Men: First Class.”

3 THE WOLVERINE EFFECT

“X-Men: The Last Stand” may have been planned as the final present-day team X-Men movie when it came out in 2006, but it continued to have an impact on other X-Men movies going forward; in fact, its influence can still be felt to this day. The strongest example of a film influenced by “The Last Stand” is 2013’s “The Wolverine,” which is set after the events of the third “X-Men” movie and follows Logan as he tries to deal with both his past in Japan and the trauma of having killed Jean, the woman he loved. The events of “The Last Stand” really drove Logan’s motivation for most of this movie and Famke Janssen even reprised her role as Grey for several of the film’s dream sequences.

“X-Men: Days of Future Past” was also heavily influenced by “The Last Stand” with a significant chunk of it being set several years after the climax of that film. Logan can still be seen dealing with Jean’s death and the romance between Iceman and Shadowcat that was established in “The Last Stand” is shown as still going strong too. Sure, it retconned everything that ever happened in "The Last Stand," but it wouldn't have existed without it... and that's got to count for something!

2 THOSE TWISTS

While many superhero movies nowadays are criticized for being cliché and predictable, “X-Men: The Last Stand” actually managed to fit in quite a few surprises that went against the grain of what mainstream audiences were expecting. After watching Rogue and Iceman flirt in the first two “X-Men” films, many had just accepted that the two would end up together, but “The Last Stand” broke with romantic storytelling tradition and paired Iceman up with Shadowcat instead. Another surprise regarding Rogue was her taking the cure to lose her powers rather than accepting who she was, flaws and all (unless you count the alternate ending where she didn't, but we don't). It was a brave creative decision to make, but one that felt a lot more grounded.

“The Last Stand” took some other characters in interesting directions, too. Mystique got to move out from under Magneto’s shadow and ultimately helped take him down; Storm became the headmistress of the school; and Jean was killed after turning to the dark side. Sure, the fate of that particular character was easy to guess for fans of the comics, but most viewers were expecting some sort of redemption arc or last minute reversal. Nope! All you got was a dose of brutal reality, and that's okay.

1 CHARACTERS ACTUALLY DIED

One of the biggest criticisms of the recent Marvel Cinematic Universe (MCU) movies has been the strange lack of character deaths. “X-Men: The Last Stand” dealt with this issue before people even knew it was a problem. In addition to killing off supporting characters such as Dr. Kavita Rao and Pyro, this third “X-Men” movie killed off Cyclops in the first act (at the hands of the love of his life, no less), had Jean Grey rip apart her mentor Charles Xavier, and finally forced Wolverine to kill Jean Grey. Many fans argued that this was -- ahem -- "overkill," but the shock value alone added a new dimension into the X-Men cinematic universe.

While viewers who had stuck around for the post-credits scene would have discovered that Charles Xavier’s mind had somehow survived the destruction of his body (as alluded to earlier in the film), the deaths of Cyclops and Jean Grey were considered, at the time, to be permanent and there were no plans to bring them back. Of course, “X-Men: Days of Future Past” changed all of that several years later, for better or worse.

Do you have something that you liked about “X-Men: The Last Stand” that we didn’t mention here? Do you disagree with this list? Let us know in the comments!