Never thought I'd say it, but if this is how they are going, this could be the last one. What started as an entertaining franchise seems to fizzle in this third, possibly final installment.

The story continues the story of the two groups of mutants from the prior films: the X-Men, the heroes that work with Professor Xavier out of his NY school for “gifted” youngsters, and the “bad” guys that are aligned with Magneto, the professor’s old friend.

Wolverine is still part of the first group, yet not a true X-Man, in favor of doing his own thing: loner "bad boy." Except not (read below). And with Cyclops (James Marsden) still morning the loss of Jean Grey, Storm is the only other veteran. Joining them with more to do are Colossus, Iceman, and Kitty (the girl that can go through walls). Left out in the cold with nothing to do is Rogue (wasted Oscar® winner Anna Paquin), while Kelsey Grammer joins them as former-but never before now seen-X-Man the Beast.

Magneto still has Pyro and Mystique with him, but spends too much of the movie hamming it up, adding more to his cause. That cause is to stop the “cure,” that is a mutant child who somehow leads scientists to a cure for the mutant-X gene. Once said cure is weaponized and forced upon unwilling mutants, the war is on. Again. And it’s important to comment that some mutants, like Rogue, want the cure. But of course their inner turmoil takes a back seat to the effects and fighting.

Lots of fighting. The movie really just jumps from one set-up to another, trying to cram it lots of action. Except it misses one golden opportunity earlier in the film when Wolverine wakes Jean up. She makes a play for him. Hard. He shuts her down. Cold. He turned down swimsuit supermodel Rebecca Romijn last time, now Janssen. Maybe Hugh Jackman channeled Steve Allen too long cause that's just not right. This keeps up, there'll be "Wolverine is gay" conspiracy theories popping up all over the internet.

Who is this Sheep in Wolverine's fabulously skin-tight jeans?
Score: Wolverine 2, Hot Mutant Sex 0.

X3 seems to lose any of the emotion or character development from the first two films, save for the evolution of Dark Phoenix (Famke Janssen), for the sake of adding as many random, and ultimately expendable, mutants. It even makes clumsy attempts at a romantic triangle between Rogue-Ice-Kitty, complete with cheesy ice-skating. (Like wouldn’t NY be one of the first places to get the first snow/ice? Apparently not as Ice has to use his powers.)

The weaknesses in this chapter fall on new director Brett Ratner, with Bryan Singer directing the Man of Steel. He uses poor editing, photography, awkward transitioning and slow pacing that makes this shorter entry (almost 30 minutes less than X-2) seem to drag on too long. Yes it’s still an entertaining popcorn movie, but the weakest of the franchise. So far. Oh, and don't waste time waiting for the end of the credits for the "surprise" ending; it's kind of silly and was clearly foreshadowed.

Smells like: Reheated leftovers. Tasty, but not always what you're wanting.