Christopher Rhoten
In an interview with Den of Geek, X-Men: First Class (2011) director Matthew Vaughn was asked whether he felt pressure from fans while making the film. Vaughn, ill from the hectic shooting schedule (the film was turned around in less than ten months, with only nine weeks of post) and having just approved the final cut only five days prior, compared the experience to the reception Daniel Craig received for his Bond casting, maintaining that you’ve got to let your work speak for itself. “I thought the best way of doing it was trying to make a good movie, which is respectful to the other X-Men movies, but not reverential to them,” he said. When asked a few questions later about the continuity, specifically, Vaughn replied: “I don’t give a shit about the other ones.”
The X-Men franchise is complicated. Complicated in terms of quality, being home to some of the best comic book films ever made (X2, Days of Future Past, Logan) and some of the worst (X3, Origins, Apocalypse). It’s also complicated by Bryan Singer’s legacy, given the multiple heinous crimes he has been accused of. X-Men was my favorite franchise growing up, and trying to reconcile the fact that a film as important to me as Days of Future Past was made by someone like Singer risks leaving my memory of these movies more bitter than sweet.
The most obvious point of complexity is the lore itself. Making sense of the ridiculous X-Men timeline is a fool’s errand; there have been dozens and dozens of breakdowns over the years that always end with a few loose ends and contradictions, trying and failing to explain how deaths are reversed without any explanation at all, or why three actors play the same character within the span of a few years. (How does Dark Phoenix’s Michael Fassbender mysteriously transform into the similarly countenanced but much more wrinkly Ian McKellen of 2000’s X-Men less than ten years later? Even for mutants, it seems life comes at you fast). Updates will make these articles even more ridiculous come December, when this franchise properly crosses over with the MCU in Avengers: Doomsday (2026), a sentence that still feels strange to type.
Whether intentional or by accident, the over-20-year-long X-Men franchise grew less and less interested in making sense of itself as time went on. Sure, Days of Future Past tried to “fix” the timeline by retconning the film that killed off half the franchise, but dozens of plot holes remained, and subsequent films went right back to muddying the waters. While the problems this presented are many, it became something of a strength as well. A concept as rich as mutants offers all sorts of unique variations in the genre pool, from superhero to sci-fi to horror to drama to comedy and beyond. And 20th Century Fox, for all the problems and issues associated with their X-Men, simultaneously grew unafraid to commit to a permutation.
Logan, for example, is not a western in appearance or name only; it is a legitimate western, sharing the archetypes and themes of the genre and subtly reinterpreting Professor X and Wolverine to fit the story, even though these are the “same” characters from previous installments. Ditto for Deadpool, meta-comedy; New Mutants, horror; Days of Future Past, time-travel; The Wolverine, a samurai character study; the list goes on. And 2011’s X-Men: First Class, celebrating its fifteenth anniversary this month, is unequivocally a spy thriller—one that uses the Cold War as a backdrop for the origins of both the X-Men and the Brotherhood.
The film begins with the opening scene of the very first film redone beat for beat, shot for shot: in the 1940s, young Erik Lehnsherr discovers his ability to control metal while imprisoned in a concentration camp at Auschwitz, shortly before he’s struck down by guards and carried off. Even though we’ve quite literally seen it all before, this homage contains one crucial addition: a glimpse of Kevin Bacon‘s Sebastian Shaw, this film’s version of Dr. Frankenstein, studying his monster from afar. Meanwhile, a young Charles Xavier discovers shape-shifting Raven Darkholme wandering the halls of his mansion, a character he never spoke a word to in the original trilogy. Right away, Vaughn establishes that this is a soft reboot that will tip its hat to the original films but more than welcome reinterpretation.
Jumping to the sixties, James McAvoy plays the adult Xavier while Michael Fassbender is the vengeful, grown-up Erik, the Malcolm X to Xavier’s Martin Luther King. The first miracle Vaughn pulled off was putting together a cast of future superstars who were unknown or only recently discovered at the time. It’s still remarkable that a series could perfectly cast two leads twice; nevertheless, lightning in a bottle was captured once again in McAvoy and Fassbender. And that’s important, since First Class leans on the complexity of this relationship, following two men who admire and respect one another—two men who are, without question, stronger together—as they are torn apart by their uncompromising beliefs.
The first half hour follows Charles and his “sister,” Raven (another proto-superstar in Jennifer Lawrence), as they’re recruited by the CIA, courtesy of Rose Byrne’s plucky Moira MacTaggert. Long removed from Patrick Stewart’s pious, sexless septuagenarian (he even has hair, the butt of two well-placed jokes), McAvoy’s arrogant but well-intentioned telepath comes from a place of privilege, born with a gift that both makes his life easier and is easy to conceal. He struggles to fully grasp the plight of mutants whose true nature would render them unable to blend into society, like Raven, leading to some tension between the two.
The CIA needs a specialist on mutation to combat the aforementioned Shaw, a mutant megalomaniac who’s decided that nuclear war will separate the genetically modified wheat from the chaff, and they task Xavier with putting together a team. The titular first edition, made up mostly of freaks and losers with powers they can’t control, pale in comparison to Shaw’s diabolical squad. The Hellfire Club oozes Bond-villain evil, hanging out on yachts as they plan nuclear devastation, though they also prove to be mostly disposable baddies keeping Magneto’s seat warm.
This first act cuts regularly to Fassbender’s Eric, on a separate quest to avenge his mother, shot by Shaw in Auschwitz right in front of his eyes. Fassbender’s take is less removed from his predecessor’s, integrating that same self-important swagger, but it’s one more defined by both pain and recklessness. Tracking the secret society around the globe in similarly Bondian sequences (the Switzerland bar scene is iconic), he runs headfirst into Xavier and the CIA during a chaotic confrontation with Shaw, joining them after he escapes.
There’s something about each man that immediately intrigues the other. For Xavier, Erik is a tough case to crack when it comes to seeing the good in anyone, a driven but tortured soul who believes peace “was never an option.” For Erik, Xavier’s burgeoning hope for a fair and just world is impossible not to admire, but foolish in the grand scheme of things. As Erik later admits to Shaw, he’s right: mutants are the future, and humanity’s prejudice must simply be stamped out.
Despite some heavier themes, there’s a “putting the team together” feel that still makes First Class a breath of fresh air, especially since the previous two entries spent most of their bloated, melodramatic runtimes killing characters off. The setting and inspirations bring a great deal of sex appeal to Vaughn’s vision, reflected in the globetrotting and stylish production design (it was Vaughn, not Singer, who finally put the X-Men in tight yellow spandex), Henry Jackman’s guitar-driven score, The Thomas Crown Affair-style montage sequences that build a sense of rhythm and momentum akin to a comic book, and, of course, the dynamics between these characters developed in the script. The romantic crosshatching between Shaw and Emma Frost, Raven and Hank, Raven and Eric, Moira and Xavier, and perhaps even Charles and Eric prompted Vaughn to suggest the “Twilight girls” would enjoy his take on X-Men.
A big critique of the original trilogy (and even later films) was that it was mostly the Wolverine Show at the expense of the other characters, a critique with which I certainly agree. It’s refreshing, too, then, that First Class spends a substantial portion of the film with the supporting cast, especially Raven’s flourishing Mystique identity, which is spurred on by Erik and his philosophy of total self-actualization. Fans would ultimately rebel against Mystique’s role in subsequent films (one beefed up significantly from the comics to attract the J-Law crowd), but even if her role might more ideally be filled by a familiar X-Woman, it doesn’t make her character any less well-written, nor Lawrence’s performance any less fun. Nicholas Hoult’s Hank is another fine addition, both the opposite of Raven and another example of duality within the story. It’s his crippling insecurity that pushes him to try and cure his ape-like feet—turning him into the furry blue monster that couldn’t pass for a normal human anywhere at all.
Above all, embodying the political thriller is the critical element that helps First Class take flight. The Cold War and its nuclear arms race are a useful parallel to the escalating tension between man and mutant, as both discover the potential for danger in the other, but it’s setting the climax during the Cuban Missile Crisis that pulls it all together. In an event that put the fate of humanity itself at stake, Xavier and Magneto’s warring philosophies come to blows on the beach. Both American and Soviet forces join together to attack them, even after they’ve just saved the world, eager to find a common enemy in mutants. Erik stops the dozens of speeding missiles midair, but then reverses them to take down the humans who sent them, something Xavier can never support. As Charles tries to stop him, Erik accidentally paralyzes him via a wayward bullet that strays into his spine.
For a relationship formed across a couple of weeks’ worth of story, it’s a layered climax that speaks to the power of the script and the skill of the two leads. Though the scene where they part ways might be the best, the mid-film sequence where Xavier helps unlock Erik’s full potential with his powers—by accessing an emotional state between “rage and serenity”—is especially memorable. Likewise, Charles being forced to telepathically control Shaw as Erik murders him is another standout sequence, cutting between the two as Charles is the one who screams in agony, knowing he’s likely lost his friend forever to the dark side.
At the end, when Erik asks Mystique to join his new version of the club, it’s a perfect mirror to Shaw asking Angel to defect earlier in the film. Erik, blinded by his rage, has assumed the role of the man who killed his mother—someone capable of inflicting the same trauma he once received. But the more interesting parallel is how his friendship with Charles results in mutual transformation: Charles losing his legs gives him a permanent taste of what it’s like to be truly different, while Xavier’s kindness allows Erik to harness his anger and fully realize his monstrous potential. It’s no accident that the film uses a coin as a recurring motif.
Years later, any discussion of this film has to acknowledge that it was a response to failure. X3 ended with three heavy hitters dead (Professor X, Jean, and Cyclops, for those counting at home), a depowered Magneto, and Wolverine as the team leader, while Origins was, well, utterly awful across the board. One could argue those films weren’t pulling punches either, but I might more cynically suggest that making Wolverine the protagonist of X3 and shoehorning Deadpool into Origins were not decisions driven by creativity. It’s not really that simple, obviously, but in either case, comparing Fox’s X-Men franchise to the MCU makes it clear that things could have benefited from a plan. Even later films float between treasure and trash like wreckage in the Caribbean.
However, that also meant First Class, like X2, Deadpool, and Logan, was playing with house money. There was no expectation of setting up another film or “phase” (though its success would usher in several sequels), and the producers didn’t care enough to object to the movie’s wildly different takes on Moira, Raven, and Beast, all of which contradicted The Last Stand, or another Emma Frost, a version of whom already appeared in Origins. If it fit Vaughn’s vision, it went in. By undoing the success of the first two entries with two disasters, both expectations and the budget hit the ocean floor, opening the door to an X-Men that returned to the strength of the characters rather than the spectacle of its superheroes.
It’s easy to forget the franchise predates the MCU by nearly a decade. By the time it was competing with The Avengers, five wildly contrasting movies had already been released. The lack of an overarching vision has always proved a difficult pill for many fans to swallow, but it shouldn’t be seen as wholly negative. There was never a house style here—freedom emboldened X-Men, however briefly, to experiment with genre, tone, and style across distinctive directors like Singer, Vaughn, James Mangold, and David Leitch. It’s an approach similar to actual comic books, which swap out writers and artists every few years, if not every few issues. These dozens of reinterpretations, each giving their own spin on the characters and themes, helped create the idea that superheroes are the gods of modern mythology.
First Class being so rushed is hardly the ideal way to make any film (the film had five DoPs, and Jane Goldman’s final draft was started three weeks before preproduction began), but despite all the setbacks, issues, and reasons the film should have failed, it didn’t. Partly luck, perhaps, but maybe pulling the trigger early left little room for hesitation. Most of the choices that define First Class came from Vaughn and company trying to make the strongest movie possible in a vacuum.
All these years later, it’s obvious which path worked out more consistently—but “X-Men will return in Doomsday” for a reason. That isn’t to defend Fox or romanticize failure, merely to point out that sometimes these movies were pretty good. X-Men has been compared to the MCU for decades now, but the strengths of both are distinct. It’s fitting that at the end of First Class, Charles and Eric realize that for all their shared interests and commonalities, they actually don’t want the same thing. The X-Men franchise will always be complicated, but sometimes that was more of a blessing than a curse.
