X-Rated Magazine

On the Cover: X-Men: The Last Stand

from Premier

The rise of Dark Phoenix and the development of a "cure" for mutancy have left the X-Men and the brotherhood more polarized than ever. It's up to director Brett Ratner, taking over from Bryan Singer, to turn thier Last Stand into the franchise's most rousing installment yet.

When a filmmaker compares his big summer movie to "a freight train," you might guess that he sees himself as an engineer skillfully guiding a barreling behemoth toward its final destination in multiplexes.

In the case of X-Men: The Last Stand, however, Brett Ratner at first felt more like the guy running alongside, just trying to jump aboard. "The train was already moving," says the director, who was brought onto the project a mere eight weeks before the start of production. "And if it wasn't me [directing], it was going to be somebody else."

Just a couple of years ago, Fox, Marvel, and the makers of the X-movies would have told you there was nobody else for X-Men but Bryan Singer. But after directing the series' first two installments, which grossed more than $370 million, Singer abruptly defected in July 2004 for rival superhero event project Superman Returns. It had seemed to be full steam ahead for the franchise after an X2 coda that clearly implied X3 would tackle the comics' classic "Dark Phoenix Saga," in which a resurrected Jean Grey (played by Famke Janssen) sees her awesome psychic powers spiral tragically out of control. Among comics fans, the tale is as revered as the origin stories of Superman, Batman, or Spider-Man. With Singer's exit, studio anticipation had suddenly turned to anxiety.

"I found out from [Fox chairman] Tom Rothman, who was in New York to see me doing The Boy From Oz on Broadway," recalls Hugh Jackman, who plays Wolverine. "He came backstage afterward, and his face looked ashen. I said, 'What's the matter?' 'I just found out [at intermission] that Bryan's not doing X-Men 3.'" Laughing, Jackman adds, "I thought he just really didn't enjoy the show."

Still, X-Men's producers had an idea for duplicating the franchise's formula with surprising precision. They brought in Matthew Vaughn, whose hepcat gangster-flick credits - directing Layer Cake, producing Lock, Stock and Two Smoking Barrels and Snatch - read like Singer's unlikely pre- X-Men résumé, when The Usual Suspects was his calling card.

Then, with the clock ticking fast toward a May 2006 release that had been locked nearly two years in advance, Vaughn too dropped out, citing "personal reasons." There were rumors that he was overwhelmed; others said that he was reluctant to uproot his family from the U.K. to Vancouver for the lengthy shoot. (Vaughn declined to comment for this story.) Despite the expected all's-well spin control from the movie's producers - "X-Men transcends anybody," Marvel Studios CEO Avi Arad insisted mid-tumult - the double whammy left some bruises. "It's certainly nerve-wracking when anyone walks away," says producer Ralph Winter. "But the gap got filled. And Brett Ratner's enthusiasm went a long way toward reassuring everyone that, hey, we can make this happen. We can jump in and do this."

"For some reason with X-Men films, if it's not a little chaotic, then we'd probably all worry even more," shrugs Jackman, who was famously cast at the eleventh hour when original Wolverine choice Dougray Scott (Mission: Impossible II) fell out. Jackman's stock has risen so sharply since then that he had the clout to sign off on Ratner, a choice he says he knew was right on the very first day of shooting. "I wasn't filming," he says, "but it was a scene with Angel" - a new, winged mutant (played fully grown by Ben Foster of Hostage and The Punisher). "You see him as a little boy, and he's trying to cut off his wings. It's a very traumatic moment. I watched Brett working with the kid playing him, and I had tingles on the back of my neck. I said, 'This movie won't be five minutes gone, and there won't be a dry eye in the house.' This is a movie where people have to believe a hundred percent in the emotional world of these characters. Brett totally understood it."

To read the full, eight-page X-Men: The Last Stand cover story, pick up the May 2006 issue of Premiere, on sale now.