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Another difficulty is that the film cannot pay the proper amount of attention to the many characters, including the new ones. There are a few poorly written one-liners that reminded me of the ones in X-Men 1, but the script is mostly intelligent with powerful themes such as the Cure.
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The other characters all do well with what they are given. Kelsey Grammar actually does a respectable job with Beast. More Ian McKellen is always nice, and Hugh Jackman impresses again with Wolverine. The acting is generally superb across the board. There are excellent character moments sprinkled throughout. There really is quite little of it until the finale, which feels quite epic. Contrary to some critics' reviews, I do not believe that X-3 became overshadowed by action.
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After the second time, I came to grips with the film and now like it quite a bit. But after I left the theatre, I could not shake the feeling that I needed to view it again. At first, I felt betrayed at the many liberties taken with story elements. It has taken another viewing and some time to reach this point. Still, I felt that X-3 was almost on the level with X-2's greatness. With those issues solved I believe that it would have been fantastic. The script seemed to pack too many elements into a short running time. Do I think that it could have been a bit better? Certainly. I have been an X-fan for many years and my expectations were still met by this film. I must be one of the few, it seems, who enjoyed X-Men: The Last Stand.