X-MEN: FIRST CLASS (2011) (***1/2)

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Class is the key word in the title of this film. The series is back in the same class as the first two. The inherent issue with bringing the X-Men to the screen is the amount of characters. This film simplifies what has been addressed in the previous films by putting Professor X and Magneto at the forefront.

The story begins in the '40s. Erik Lehnsherr is a young Jew taken from his parents and forced by Nazi scientist Sebastian Shaw (Kevin Bacon, FLATLINERS) to use his mutant powers to control metal objects with his mind. Meanwhile, a young Charles Xavier lives a privileged life in New England, which allows him to nurture his telepathic abilities. One night he finds his mother in the kitchen, but it turns out that it's not really his mother, but a blue shape-shifting mutant girl named Raven (Jennifer Lawrence, WINTER'S BONE). Charles takes in the mutant as a kid sister.

Grown, Erik (Michael Fassbender, INGLOURIOUS BASTERDS) hunts Nazis, primarily looking for Shaw. The paths of Xavier (James McAvoy, THE LAST KING OF SCOTLAND) and Erik cross when Xavier leads a CIA driven attack on Shaw and his mutant Hellfire Club inside their submarine. Charles saves Erik from drowning and eventually convinces him to join his team, funded by the CIA, which has the goal of finding other mutants. Erik doesn't trust the government agents Moira MacTaggert (Rose Byrne, BRIDESMAIDS) and the man in the black suit (Oliver Platt, 2012).

Charles wants to work with the humans and integrate mutants into the larger society. His slogan is "mutant and proud." This is easier for him because he lived in luxury with a power that is hidden. Raven (who takes the name Mystique) uses a good portion of her energy just to mask her natural blue skinned appearance. Erik was tortured for his powers, which has made him bitter and angry. Charles helps him find balance between rage and peace, where his powers are the strongest.

These mutants meet up with others like them. Dr. Hank McCoy (Nicholas Hoult, A SINGLE MAN) is a brilliant young scientist who also has hands for feet. Like Raven he spends a great deal of time hiding his physical mutation. The two form a bond and Raven is pushed and pulled between Hank's desire to find a cure for their physical differences and Erik's attitude that one should embrace their differences. Hank and Raven's story serves as the perfect subplot to Charles and Erik, because it mirrors it and expands on it as well.

The rest of the mutants are pretty much associated simply by their powers and appearance. For the X-Men there is: Darwin (Edi Gathegi, TWILIGHT), who has the power to adapt to his environment; Angel (Zoe Kravitz, THE BRAVE ONE), a former stripper who has fairy wings and can spit fire; Havoc (Lucas Till, BATTLE: LOS ANGELES), a mutant whose control of his energy bursts matches his name; and Banshee (Caleb Landry Jones, THE LAST EXORCISM), who can ride through the air on his sonic scream. For the Hellfire Club there is: Emma Frost (January Jones, TV's MAD MEN), a telepathic to match Xavier who can also turn her body into diamond; Azazel (Jason Flemyng, HANNA), a teleporter who looks like the devil; and Riptide (Alex Gonzalez, MILK), who can conjure tornadoes form his hands.

The tale is an alternative history where Shaw uses his power to control energy and Frost's powers to control minds in order to push the U.S. and Soviet Union into nuclear annihilation. In Shaw's mind the radiated nations will not affect mutants, giving them Earth for their own. How the story weaves itself into the history and politics of the 1960s is ingenious. The philosophies of Xavier and Magneto match the struggle between Martin Luther King Jr. and a more militant response to civil rights well. And you can't slight the swinging '60s setting giving justification to get Jones and Byrne into their underwear.

McAvoy and Fassbender are perfectly cast. McAvoy impressed me the most, because he gets Professor X just right. He plays the character as a sophisticated man of science who wants to use his wealth to better the world. The only reason Fassbender impressed me less was because he had the flashier role, which I knew going in he would master. He brings great emotion to the character, which allows the audience to sympathize with him while we disagree with his actions at the same time. The other real standout is Hoult as the tortured nerd. Think a mad scientist crossed with Bill Gates.

At one point, Shaw proposes to the young X-Men they must join him, because if they are not with him, they are against him. Where have we heard that before? Shaw is a torturer. He created Magneto, who now wants to take out his resentment on humanity. Professor X wants to take the higher ground, wanting to win the hearts and minds of the world. He understands that change takes time and that you can't force it upon people. Don't worry the film isn't preachy, but I'm just saying there is something more here than your average summer entertainment.