After nearly two decades, the X-Men franchise as most fans have known it comes to an end with X-Men: Dark Phoenix.

Writer-director Simon Kinberg makes his feature directorial debut on the fourth movie to feature the First Class cast, and it is his second time tackling the storyline of Jean Grey’s super-powerful and deadly Dark Phoenix alter ego. Kinberg was one of the writers who helped first bring this story to the big screen with 2006’s creatively-disappointing X-Men: The Last Stand. Now, Kinberg uses Professor Xavier (James McAvoy), Jean Grey (Sophie Turner) Mystique (Jennifer Lawrence), Magneto (Michael Fassbender), and Beast (Nicholas Hoult) to take a mulligan on this epic, cosmic tale that finds Jean forced to go on the run when nefarious aliens led by Jessica Chastain come for the Phoenix energy that has turned Jean into a threat for her fellow X-Men. Lots of explosions — and one funeral (gasp!) — ensue.

Before watching this end of an era on the big screen, here are three things worth seeing all go down in a theater.

1. The Opening Space Shuttle Rescue

Set in the 1990s, Dark Phoenix wastes little time assembling our mutant heroes on an adventure that shows off both their new dynamic and their new brief, which Quicksilver remarks is “doing space missions now.” Somehow, after literal worldwide destruction and death brought Earth to the brink of nuclear war in the ‘80s-set X-Men: Apocalypse, the President of the United States has Xavier and his X-Men on retainer for special missions — there’s even an “X” phone with a direct line to the White House. (The events of that much-maligned 2016 sequel are not mentioned or referred to.)

Once Xavier gets the call, he dispatches the team, led by Mystique, to take the newly-designed X-Jet into space to rescue the shuttle Endeavour from a near-catastrophic disaster. Here, Kinberg’s script offers several inventive and efficient uses of our mutants’ power sets to help save the human astronauts before they collide with the cosmic cloud thing that lights the fuse on Jean Grey’s Dark Phoenix arc. Watching Quicksilver’s signature super speed used in Zero-G, while Nightcrawler leaves inky tendrils in his teleporting wake, is one of the franchise’s highlights action-wise. The sequence gets bonus points for finally finding a good use of Storm’s abilities by having her freeze some of the shuttle’s hull breaches before more can occur.

2. Magneto Is A Badass

While some of his fellow cast members’ performances come off as bored or phoned-in with this installment, Fassbender manages to deliver the compelling intensity fans have grown accustomed to from him as Erik Lehnsherr/Magneto. Apocalypse gave the actor a much-welcomed side story that found Magneto trying to live off the grid with a family that was tragically taken away from him. Dark Phoenix once again picks up with the mutant on his own, this time overseeing a mutants-only colony. Yup, we finally get a version of Genosha on the big screen, albeit in a limited, budget-friendly form.

The movie’s most interesting ideas and lines of dialogue are afforded to Magneto, and Fassbender perfectly delivers the latter when he confronts a typically apologetic Xavier with a summary of his pattern whenever crises loom: “You’re always sorry, Charles. And there’s always a speech… Nobody gives a sh*t.” It’s moments like this that harken back to the darker, more menacing edge this iteration of the character was given in 2011’s X-Men: First Class and Dark Phoenix is at its most engaging whenever Magneto gets a chance to indulge in it.

3. The Final Train Battle

Speaking of Magneto’s darker tendencies, they are fully unleashed during the movie’s most impressive (if geographically-confusing, action-wise) set piece: The climatic train fight. Here, after first fighting Xavier’s attempt to stall him from killing Jean, Magneto teams up with Charles and the X-Men to save Jean from the alien forces coveting her dark powers.

In doing so, Magneto is given two great “finishing moves” here that are on par with his epic (and unsettling) takedown of First Class’ Sebastian Shaw by psychically forcing a Nazi coin into Shaw’s brain. Dark Phoenix is the first X-Men movie since First Class to flirt with similar, borderline-R-rated action, as Magneto finds ways to manipulate metal objects – metal floor grates and rebar, for example – in ways that are both fist-pumpingly satisfying and cringeworthy. (The theater clapped at my screening when Magneto willed a shard of metal that an alien thug was holding to stab said alien.)  

X-Men: Dark Phoenix rights some of the wrongs X3 committed when it tackled this storyline 13 years ago. As cosmic as this blockbuster CG-a-thon gets, Kinberg’s handling of the material keeps the action, for better or worse, focused on what has kept audiences coming back to this franchise for almost 20 years: the characters. As much as we’re going to miss this franchise, we are very eager to see the next evolution of these heroes under the banner of the Marvel Cinematic Universe.

Dark Phoenix hits theaters this Friday.

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