The name Matthew Vaughn should be familiar with comic book fans everywhere. In 2005, Vaughn was introduced as the director to replace Bryan SInger for the third film in the X-Men franchise. The news was met with some cautious optimism. This was a filmmaker who had quite the loyal and growing following for his work on Stardust and Layer Cake. Months after he was picked my 20th Century Fox news came down that he was backing out of the project due to personal reasons and the film scrambled for a replacement which ended up being Brett Ratner. History was made that day as the beginning of the franchise’s decline began and steep plummet which recently reached it’s nadir with 2009’s Wolverine: Origins.

It’s has now been five years since X-Men: The Last Stand made it to the big-screen and now we have a new film in the franchise. X-Men: First Class has a familiar name behind the director’s seat and it looks like Matthew Vaughn stayed this time around (after directing a smaller superhero film in Kick-Ass for 2010) to craft what could become the best film in the X-Men/Wolverine film franchise. This film is a prequel/reboot of sorts (more on that later) and brings a fresh set of eyes and take on the origin story of this franchise.

X-Men: Last Stand actually begins the film exactly how the first X-Men film began with the 1944 World War II concentration camp setting where a young Erik Lensherr (later to become Magneto) finally manifests his power over magnetic fields as he watches his parents torn from his side. The first film ended that sequence once Erik was knocked out, but this time around it continues with a mysterious man named Schmidt (aka Sebastian Shaw and played with James Bond villainous-flair by Kevin Bacon) taking great interest in Erik and his ability which Erik could only use during bouts of pain and anger. The film continues this slight change in the series’ origins by switching over to Westchester County and into the expansive home of a young Charles Xavier who finds a certain young, blue-skinned shapeshifter named Raven who he invites to stay and become his friend once he realized he wasn’t the only one who was different and with abilities.

These two sequences continue to move the film forward as the we see these two “leaders in the making” adults and trying to find their place in the world of the free-swinging lifestyle and the Cold War culture of the 1960’s. Charles Xavier (played like a well-meaning cad and good-natured naivete about the world by James McAvoy) is a student working on his doctorate in Oxford on genetic theories while his “sister” Raven (Jennifer Lawrence) accompanies him. This is a Xavier who still hasn’t found the patient benevelonce of Patrick Stewart’s Professor X and uses his considerable telepathic abilities to help him pick up on beautiful coeds instead. It’s during such a scene where we see Raven show just a hint of jealousy as Xavier tries his lines and moves on a beautiful British lass. It would seem Raven’s feelings for her ‘brother” may go beyond sibling affection though Xavier doesn’t see her as anything other than a sister for him to protect.

Erik Lensherr’s time as an adult was shown as having become a life of obsession over his treatment at the hands of the Nazi’s and those of Schmidt’s as he travels the world in search of escaped Nazi war criminals. Erik takes him throughout South America as he finds the trail of Nazis hiding out in that region since the end of the war. We see this adult Erik hardened by his anger and single-minded need for revenge on Schmidt and those he worked for. He’s not above using his abilities to kill in order to get the information he requires and there’s a hint of satisfaction when he does kill those he sees as responsible for his tragic upbringing with his magnetic abilities. These two adult sequences continues the film’s theme of the ideological difference between Xavier and Erik being formed through nature and nurture as their lives moved down diverging paths from an early beginning until it convergence for a small, brief period around the time of the Cuban Missile Crisis.

The film’s second act begins with Moira McTaggart (Rose Byrne), now a covert CIA Agent, investigating a certain Col. Hendry who she suspects as having betrayed the nation to the Soviets, but instead finds out that the true nature of Hendry’s associations were much more insidious and dangerous. The iconic Hellfire Club of the comics finally make their appearance with Schmidt who actually happens to be Sebastian Shaw (whose powers grant him the ability to absorb all kinetic energy which he uses to keep himself young and can release with explosive results), Emma Frost (January Jones) who’s a telepath with the ability to turn body in a sort of diamond-form, Riptide who can create tornado-like abilities and finally the demonic-looking Azazel whose ability to teleport might give people not well-versed in the “X-Men Universe” a clue as to one-half of parents who may be responsible for Nightcrawler in the second film.

X-Men: First Class spends much of this second act like it was Ocean’s 11 as Xavier and Erik get recruited by the CIA to find other mutants and create their own mutant team to counter Sebastian Shaw’s Hellfire Club and his goal of initiating World War III between the US and the USSR and thus destroy all of humanity and leave the planet for the mutants to rule over. Yeah, it is this part of the film’s plot which may strain the suspension of disbelief for some audiences who never grew up reading the comics, but it shouldn’t. Ian Fleming’s James Bond series used scenarios just as ludicrous with villains just as Machiavellian in the form of SPECTRE so X-Men: First Class and it’s world domination plans shouldn’t be too farfetched to fans of that British superspy and his adventures.

This middle section of the film is where X-Men: First Class actually begins to lag after a strong first act. I don’t know if the sequences of the new recruits training, bonding and learning how to use their powers could’ve been written to move much faster without losing some of the character building scenes. From how this second act played it seemed to look like scenes were actually cut out to try and keep the film from being too long (it’s final cut being just a tad over two hours already upon release), but I wouldn’t be surprised if the DVD/Blu-Ray release actually has a director’s or uncut version that actually expands this middle section to really give life to it instead of having it play out like a perfunctory training montage with a dash of character beats.

The film hits it’s action-film stride with the third and final act as Xavier and Erik’s team of young mutants must now use their abilities to stop Shaw and his Hellfire Club and at the same time prevent World War III from beginning and not freaking out the humans who are still unaware of their existence as a whole. It’s this third section which we see too much of it in the trailers and tv spots that one might say we’ve seen it all before we even see the film as a whole, but it still kept back a lot from those ads to make the whole final twenty minutes of the film thrilling and action-packed.

All of this could just mean that X-Men: First Class was just your run-of-the-mill superhero action film that we get on a yearly basis come summertime, but it’s a testament to Matthew Vaughn’s direction and the strength of the script by Vaughn, longtime collaborator Jane Goldman and Thor scribes Ashley Edward Miller and Zack Stentz that the film goes beyond being just an action film with all it’s sturm und drang coupled with fancy special effects. The previous films in the series always explored important cultural and moral themes that’s always been the bread-and-butter of the X-Men stories in the comic books. We just don’t see the film explore the ideological difference between Xavier’s peaceful co-existence between humans and mutants alike, but also we get more detail on why Magneto finally comes to the conclusion that war between humans and mutants was an inevitability and why his stance doesn’t fall under the aegis of being evil, but something that anyone could understand and even support whether one was human or mutant.

The story also doesn’t just pay lip-service to the idea of how mutants view themselves and how even within the mutant community there’s a visible rift between those whose abilities are invisible to the general population and those whose abilities and genetic mutation physically manifest themselves in such ways that to many might not look to appealing. This idea really gets a major exploration in the subplot involving Raven (soon to be Mystique), Hank McCoy and, to a certain degree, Xavier and Erik. We see how those like Xavier whose abilities don’t show in a physical manner have a sort of “don’t ask, don’t show” about those like Raven when it comes to their power when in public.

Raven (played beautifully by Jennifer Lawrence) is caught between Xavier who wants her to remain incognito so as not to shock the world too soon in realizing that mutants exists and that of Erik who sees Raven’s original blue-skinned form as beauty and perfection and how she should never hide who she truly is. This tug and pull between her two mentors makes for a convincing subplot in how Raven comes to the conclusion which would take her to the side of Magneto in later films, but also highlight how the two sides in later films have so much intertwining bonds of friendship and relationship that seeing them against each other becomes a tragedy on its own. Civil wars are not just a thing of humans but those who sees themselves apart from them.

The great performances by most of the leads add to the film’s strength. McAvoy and Fassbender, at first, look to be unconvincing in terms of their appearance as the younger versions of Patrick Stewart and Ian McKellen, respectively. This becomes a non-issue once they’ve established themselves through their performances which gives new layers to the personalities of Professor X and Magneto. Many people always saw these two as the comic book version of Martin Luther King, Jr and Malcolm X, but that’s an oversimplification. The film and the performances by McAvoy and Fassbender digs deeper into both their characters’ motivations and ideologies and how their past experiences and upbringing couple with their time together as brothers-in-arms and friends show more about these two than just being mutant-proxies of MLK and Malcolm X. The other young mutants do an adequate enough job that they don’t seem lost in the film. Nicholas Hoult as the young Hank McCoy and how he plays off Lawrence’s Raven during their little subplot in the film is one stand-out that I hope gets explore even more in any follow-up sequel.

There’s a nice burgeoning young love chemistry between him and Lawrence as Beast and Raven that doesn’t seem too tacked on to create a the prerequisite love couple in any film. Their common trait of having physical mutations and how they seem to both feel apart even from their fellow mutants develop their characters in ways the previous films in the series never did. They never want to rid themselves of their mutant powers. They just want to look normal and still keep their abilities. It’s a having your cake and eat it too mentality that has some surprising results for both Raven and Hank.

X-Men: First Class has had some fans of the series put in a very difficult situation. The film definitely is a prequel to the previous films, but it also does a major time in rewriting continuity in the series. I was one of those fans and thought it would ruin the film in the context of the franchise. I’m surprised that in the end I didn’t really care and actually hope that this film actually is a reboot of the franchise. I see this film and forget the previous three as being part of it. This film was just too good and fun in it the end for continuity issues to become the major flaw that sinks it. I liken this film as similar to Christopher Nolan rebooting the Batman film franchise. That film honored the contributions to the character, but went on it’s own way to tell that character’s tale. I see Vaughn doing the same with this film. He has done something which many thought was a near-impossible task and that’s make the X-Men franchise relevant once more in a pop-culture landscape that seems to have left the franchise behind after the disastrous Wolverine: Origins of 2009.

This film delivered on the ideas that made the comic books so beloved by millions of fans for almost a half-century. It made great use of the 1960’s time and setting to tell a story of these characters beginnings as heroes and villains (though the latter shouldn’t be seen as them being truly just evil bad guys). Even the inclusion of real-world historical event like the Cuban Missile Crisis was a nice touch which gave the film a foundation in realism. Again, this film played off like a superhero, Marvel version of an Iam Fleming James Bond story. For those who are huge fans of the previous films there’s even two brief cameos of those films two favorite characters that appear in this film. They don’t come off as cheesy and unnecessary and actually come off as great additions. I won’t mention who these cameos were but the audience’s reaction to them was very vocal and very positive. I say the same should be said for X-Men: First Class as a film that resuscitates the franchise.