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X-MEN: FIRST CLASS
Starring James McAvoy (Charles Xavier / Professor X), Michael Fassbender (Erik Lensherr / Magneto), Jennifer Lawrence (Raven / Mystique), Kevin Bacon (Sebastian Shaw), Rose Byrne (Moira MacTaggert), Nicholas Hoult (Hank McCoy / Beast), Jason Flemyng (Azazel), Lucas Till (Alex Summers / Havok), and January Jones (Emma Frost) with special appearances by Hugh Jackman (Logan / Wolverine) and Rebecca Romijn (Raven / Mystique)
Directed by Matthew Vaughn
Produced by Lauren Shuler Donner, Bryan Singer, Simon Kinberg, and Gregory Goodman
Written by Ashley Edward Miller, Zack Stentz, Jane Goldman, and Matthew Vaughn
Music By Henry Jackman
Distributed by 20th Century Fox
Run Time: 2 hours and 12 minutes
World Premier: May 25, 2011, New York City
Opening Weekend Box Office: $55 million (United States)
Worldwide Box Office: $353 million
Rotten Tomatoes Score: 86%
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Fun X-Men: First Class Facts
X-Men: First Class was written and produced to serve as a reboot of Fox’s X-Men film franchise that dated back to the year 2000 and the release of X-Men and boasted two sequels (X2: X-Men United and X-Men: The Last Stand) and one prequel (X-Men: Origins: Wolverine). X-Men Origins: Wolverine was at one time intended to be the first film in a series of X-Men origin stories by Fox, and many of the ideas that were used in X-Men: First Class were initially devised while developing an X-Men Origins: Magneto story.
X-Men: First Class Director Matthew Vaughn was initially hired to direct 2006’s X-Men: The Last Stand but was ultimately replaced by Brett Ratner. Fox initially brought X-Men and X2 Director Bryan Singer back to helm First Class, but Singer drooped out of the project in the Spring of 2010. This reportedly provoked Producer Simon Kinberg to turn back to Vaughn, as Kinberg was a big fan of Vaughn’s 2010 comic book movie Kick Ass. Vaughn readily accepted the opportunity, going so far as to label it as a sort of dream job, as he was excited about the film being set in the 1960’s (which meant he would be largely unburdened by previous continuity) as well as the opportunity to make an X-Men film that boasted elements of traditional political thrillers. Interestingly, Matthew Vaughn had been previously hired to direct 2011’s Thor by Marvel Studios but was ultimately replaced by Kenneth Branagh.
The change in directors and the large production team resulted in several people making big contributions to the characters and themes of X-Men: First Class. Bryan Singer is credited with the decision to set the film in the 1960’s and to use the Cuban Missile Crisis as a plot point while Producer Laura Shuler Donner suggested using the Hellfire Club as villains. Matthew Vaughn, meanwhile, eliminated a previous love triangle plot between Erik, Charles, and Moira and also scrapped the Sunspot character.
X-Men: First Class commenced filming on August 31, 2010, with principal photography ending in December of that same year.
X-Men: First Class was one of three Marvel films produced in 2011, but First Class was made without any input from Marvel Studios, as the working relationship between Marvel and Fox ended with 2006’s X-Men: The Last Stand, with Marvel Entertainment promoting Kevin Feige to lead the Marvel Studios team that would birth the Marvel Cinematic Universe. Marvel Studios produced both Thor and Captain America: The First Avenger in 2011, with the Captain America film also primarily serving as a period piece, set in the 1940’s with a World War II backdrop. None of the three Marvel films finished amongst the Top 10 highest-grossing movies of 2011, and both Thor ($449 million) and Captain America: The First Avenger ($370 million) outperformed X-Men: First Class at the worldwide box office. X-Men: First Class was furthermore the least-grossing X-Men film ever produced by Fox up to that point, but it was a critical success, actually boasting a higher Rotten Tomatoes score than any of the four previous X-Men movies from Fox and was seen as a righting of the proverbial ship after the critical failures of X-Men: The Last Stand and X-Men Origins: Wolverine.
Beyond X-Men: First Class, 2013 saw the release of The Wolverine (a sequel of sorts to X-Men Origins: Wolverine), and then in 2014, the past and present X-Men Cinematic mythologies collied in X-Men: Days of Future Past. Ensuing X-Men films by Fox included 2016’s Deadpool and X-Men: Apocalypse, and 2017’s Logan (the third film in the Wolverine Trilogy).
On December 17, 2017, the Walt Disney Company announced that an agreement had been reached with 20th Century Fox that would see Disney acquire Fox’s television and film divisions, among other things. Disney had acquired Marvel Entertainment at the end of 2009, and Marvel Studios with it. The lucrative Fox deal therefore landed the film rights to Marvel’s mutants under the Disney / Marvel Studios umbrella. Fox shareholders unanimously approved the transaction on July 27, 2018, and the deal was finalized on March 20, 2019. In the meantime, Deadpool 2 was released theatrically in 2018, followed by Dark Phoenix in 2019, and New Mutants in 2020. New Mutants marked the thirteenth X-Men film and the last X-Men project produced by the previous regime at Fox.
The Fox X-Men film Universe is more than a little complicated, and a lot of those complications began with X-Men: First Class, which while intending to be a sort of reboot, also stayed true to most of the cannon established in the four previous X-Men films from Fox, making it also a sort of prequel to those films. The events scene in X-Men: First Class occur prior to the events seen in X-Men Origins: Wolverine on the X-Men timeline, being built around the friendship between Charles Xavier and Magneto that was alluded to in those films. X-Men: First Class deliberately pays tribute to those previous films with two brief cameos. One sees Charles and Erik try to recruit Wolverine (portrayed by Hugh Jackman) when they are putting together their mutant team, while another sees Mystique assume an older physical appearance of herself while trying to seduce Magneto (portrayed by Rebecca Romijn). These specific scenes and the overall effort by the filmmakers to not contradict previously established continuity allowed for X-Men: Days of Future Past to be produced following First Class, which would cleverly bring members of both casts together on screen. So, essentially, James McAvoy’s Charles Xavier is the same person as Patrick Stewart’s Charles Xavier that was seen in the four previous Fox X-Men films, albeit a younger and much more erratic version.
In Marvel Studios’ The Guardians of the Galaxy Holiday Special which debuted on Disney+ during the 2022 Holiday Season, Kevin Bacon, who portrayed Sebastian Shaw in X-Men: First Class, appears as himself, aligning with members of The Guardians of the Galaxy to give Chris Pratt’s Peter Quill / Star-Lord a special Christmas. Quill’s character first mentioned his adoration for Bacon in 2014’s Guardians of the Galaxy from Marvel Studios.
2024’s Marvel Studios film Deadpool and Wolverine saw Marvel Studios cast actor Hugh Jackman to reprise his role as Logan / Wolverine under the Marvel Studios banner. Jackman would portray several Multiversal Variants in the film.
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My X-Men: First Class Review
X-Men: First Class starts the same way that 2000’s X-Men did: with young Erik Lensherr at the Auschwitz Concentration Camp, having – along with his parents – been taken prisoner by the Nazi’s. We see young Erik’s mutant abilities manifest themselves as he is pulled away from his parents and he twists the metal gate just as we saw him do in X2, but after he is knocked out by panicked troops, the camera pans up and this sequence is expanded upon as young Erik is taken before Nazi officer Klaus Schmidt.
Schmidt is impressed with Erik’s metal-manipulating abilities and is anxious to see Erik wield them firsthand. Schmidt addresses the frightened young Erik with some kindness but no patience. Schmidt presents Erik with a coin and urges Erik to move it with his mind, but Erik is unable to do so. A frustrated Schmidt then has Erik’s mother brought to them and Schmidt threatens to shoot Erik’s mom if he doesn’t move the coin. Erik desperately tries to make the coin move, but fails, and Schmidt shoots and kills Erik’s mother. Young Erik is sent into an instantaneous rage and causes much destruction within Schmidt’s office and lab, delighting Schmidt, who clearly shows his lack of empathy. The goofy smile and over-the-top enthusiasm that actor Kevin Bacon displays as young Erik’s powers manifest is really great, and Schmidt declares that now that he knows that grief and anger are what unlocks Erik’s gifts, he will help the young mutant boy learn to better control his abilities. This is a phenomenal opening scene that perfectly sets the tone for the rest of the movie!
From Auschwitz, we jump to Westchester, New York where we see a young Charles Xavier meet a young Raven, who has broken into Xavier’s home in search of food and taken on the guise of Charles’ mother in an effort to get away with the heist. Charles is quick to deduce that his “mother” is an impostor and prompts little Raven to show her true self (blue skin, yellow eyes, red hair). Charles is delighted by Raven’s mutant gifts and treats her with kindness rather than hostility, offering her a place to stay and all the food that she can stomach. The foundation for a strong friendship is laid.
We jump to the 1960’s from there with Erik on a manhunt for Schmidt and Charles having just earned his doctorate from the University of Oxford as a Professor of Genetics. We see a quite carefree Charles celebrating here, with James McAvoy deliberately showing sides of this character that audiences had never been treated to previously. Charles is confident, flirty, and a bit arrogant, while being completely oblivious to the obvious feelings that Raven has for him. This is because Charles views Raven as a sister; not as a lover, and he can’t even stomach the sight of her in her natural, unclothed form.
In Las Vegas, we are introduced to CIA Agent Moira MacTaggert, who is in the midst of an investigation into the Hellfire Club where we catch up with Klaus Schmidt, who now goes by the name of Sebastian Shaw. Schmidt has shed his German accent and surrounded himself with a band of powerful mutants including the devil-like and teleporting Azazel, the silent but deadly Riptide, who can create whirlwinds with his hands, and a telepath with the ability to transform her skin into diamonds: Emma Frost. We also quickly learn that Shaw himself is a mutant that boasts the power to absorb energy and then redirect it however he sees fit. Moira witnesses the power of these mutants firsthand, and this prompts her to seek out Xavier.
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Moira takes Charles and Raven to meet with the CIA, where she tries to explain the mutant threat to a largely unconcerned assembly of her superiors … that is until Raven and Charles showcase their abilities. This prompts an unnamed CIA Agent to take Moira’s warnings to heart and he invites Moira and her friends to the top-secret Division X facility where he takes them under his wing. The general idea here is that it will take mutants to overcome the mutant threat. This is the CIA trying to fight fire with fire.
Shaw is soon located but the efforts by the CIA to detain him are complicated by not only Shaw’s mutants, but also Erik Lensherr, who has finally found Shaw and is out to kill him. Erik’s attempts lead to him endangering his own life however, but Xavier rescues him and takes him back to the Division X facility, insisting that if they work together, they can take Shaw down … the right way.
Xavier, Erik, and Raven meet Doctor Hank McCoy, whose mutation has manifested itself in the form of unusually large feet and uncanny agility. Hank shows Charles the revolutionary mutant-locating machine Cerebro that he has invented and urges Xavier to use the machine to locate potential members for a proposed team of mutants to take Shaw down. Charles uses it and he and Erik set out to assemble their team, recruiting exotic dancer Angel Salvadore (who possesses tattooed dragonfly wings that can enable her to fly, and who can spew toxin), cab driver Armando Munoz (boasts the power of reactive evolution), soldier Alex Summers who can conjure powerful energy blasts from within himself), and drifter Sean Cassidy (can emit powerful sonic screams). The pair also attempt to recruit Wolverine, but to no avail.
With the team assembled we get a fun sequence with the mutant recruits showing their abilities to each other and giving each other nicknames. Armando becomes Darwin. Alex becomes Havok. Sean becomes Banshee. Hank is labeled Beast. Raven becomes Mystique. Charles and Erik are labeled Professor X and Magneto respectively. Charles is none too thrilled with the rather reckless actions of the young team, and goes so far as to dress down Raven, which upsets her tremendously.
Soon, with Charles and Erik away on a CIA mission with Moira to Russia to confront Emma Frost, who is on a mission by Shaw to manipulate a Soviet General so that Shaw’s agenda of provoking war between the United States and the Soviet Union can be violently fulfilled. This is a nice little sequence that showcases Emma’s gifts as well as Erik’s over-ambition, but back home, Sebastian Shaw and his mutant comrades invade Division X, offering the CIA recruits a chance to join him, warning that war is coming one way or the other and encouraging them to pick the winning side: his side. Only Angel agrees, and again, Kevin Bacon really shines here, as he sicks Azazel on the CIA and calmly kills Darwin.
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From there, Shaw convinces the Soviet Union to position missiles in Cuba, while donning a specially designed helmet that prevents his mind from being accessed by telepaths.
Xavier and Erik return to the States now knowing Shaw’s plan to invoke World War III. Realizing the urgency of the situation and witnessing the tragedy that has befallen the CIA, Xavier begins relentlessly training the recruits in the most efficient ways to use their abilities. Some of this is simply fun – like Banshee trying to fly and Charles racing Beast – but there is also some really emotional stuff here between Charles and Erik as Xavier tries to convince his friend that there is much more to him than just anger and rage while showing Erik that he is far more powerful than he ever realized.
In the meantime, Beast moves forward with his hopes of scientifically ‘curing” mutants via Raven’s genes. A romantic relationship between Raven and Hank has been teased up to this point throughout the film, and Mystique is downright devastated when Hank reveals that he is only attracted to the “normal” face that she wears. She nonetheless provides Hank, who views his mutation as a curse while she is proud to be what she is, with a blood sample. Things do not go the way that Hank had intended however, and his is transformed to a fanged, blue fur-covered werewolf-like entity for which the name “Beast” is quite appropriate.
The stage is set from there with Xavier’s team flying into action to oppose Sebastian Shaw and his team. There is a lot of cool action here, but underneath all of the fighting is the suspense of Charles trying to keep Erik from killing Shaw. Xavier believes that murder is something that Erik will never come back from, and desperately wants to keep his dear friend and teammate on the right path.
The showdown between Erik and Shaw is everything that it should have been. Shaw sees Erik as a creation of his own design, and he genuinely wants Erik to join him. Shaw believes that mutants are the superior race and that a war with mankind is coming, because most people fear what they don’t understand, and that means mutants – all mutants – will eventually be seen as a threat.
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In a great piece of writing, Erik admits that he agrees with Shaw wholeheartedly, but also admits that he simply can’t allow Shaw to live after what Shaw put him through. Erik successfully seizes Shaw’s helmet which allows Xavier to at long last access Shaw’s mind, and Xavier telepathically freezes Shaw. Erik then however dons Shaw’s helmet, which cuts off Xavier’s psychic link with him and proceeds to use his abilities to drive the same coin that Shaw urged him to move all those years ago through Shaw’s cranium, brutally killing him!
Xavier senses what has happened and is absolutely devastated! In the meantime, the Soviets and Americans alike, having witnessed the baffling powers of the mutants on each side of the conflict, decide to nuke them all. Magneto easily commandeers control of the nukes, and fueled with rage and power, Magneto turns the missiles back on the people that launched them, to Xavier’s horror. Magneto is still wearing the helmet, so Xavier can’t get through to him psychically, so Moira opens fire on Erik, who casually deflects the bullet, inadvertently sending it flying into Xavier’s spine.
Greatly concerned, Erik rushes to Xavier and the distraction allows the missiles to fall harmlessly into the ocean. Realizing there is nothing that can be done for Charles, Erik offers the mutants who fought on each side of the conflict an opportunity to unite, warning that war is coming. Mystique makes the jump from Xavier’s side over to Erik’s side. After Magneto and his new comrades flee, Xavier exclaims that he can’t feel his legs.
Later, we see a now wheelchair-bound Xavier express his intentions to open a School for the Gifted and we also see him erase the mind of Moira MacTaggert so that nothing she’d seen or experienced could be used against mutants in the future. Meanwhile, Erik and his team break Emma Frost out of prison.
X-Men: First Class is a motion picture that I have a lot of love for! It was in my opinion, the best X-Men movie ever made at the time of its release. The filmmakers got SO MUCH right, and this film really gave me a renewed hope for what the future held in store for Marvel’s mutants on screen at the time.
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In praising this film, I have to start first and foremost with the casting. It was superb! James McAvoy, Michael Fassbender, and Jennifer Lawrence all gave performances so strong that for me, they overshadowed everything that Patrick Stewart, Ian McKellen, and Rebecca Romijn did before them!
Prior to X-Men: First Class, I cared very little for Charles Xavier as a character, but James McAvoy made me see Xavier in a very different light and I developed an all-new appreciation for him! In fact, Xavier was my favorite character in this movie and McAvoy played him with such sincere passion, it was impossible for me not to relate to him, not only due to my own disability, but due to his compassion and loyalty and his ability to see past the flaws of everyone that he encountered and see the best within them! What’s not to admire about that!?!
Meanwhile, Michael Fassbender did the same sort of things for Magneto! After seeing First Class, I now clearly understood where Magneto was coming from and what truly drove him. He had the same kind of passion that Xavier did, except while Xavier fought for justice, Magneto fought for vengeance. It’s a beautiful dynamic between these two characters and it makes their relationship so very interesting! Charles and Erik loved and respected each other sincerely and though the previous X-Men films made a concerted effort to acknowledge that, it was cool to actually see it on screen. I loved Magneto’s meticulous hunting down of former Nazi officers, and I loved the entire sequence of him killing Shaw. It was suspenseful and it was horrific (complete with Xavier feeling Shaw’s pain), and then I thought the whole Magneto causing Charles to be paralyzed thing was very well executed. I am still moved to tears to this day when I watch that scene on the beach with the two of them. It was really good stuff, and James McAvoy and Michael Fassbender shared a very special chemistry!
Next, I really, really loved Jennifer Lawrence as the younger, more innocent version of Mystique. The backstory that was created between her and Charles and then Erik was really well done! After watching First Class, you could go back and watch 2000’s X-Men and have a very different response to watching her sabotage Cerebro and fight on Magneto’s side against Charles’ new team. I also loved that they emphasized Raven’s mutant pride, which made that awesome little scene with her and Nightcrawler where she says that she doesn’t choose to use her abilities to always look normal because she shouldn’t have to in X2 even better! This movie also enhances X2 as it not only shows how Magneto knew so much about Cerebro, but also Mystique and Magneto working together with The X-Men to rescue Charles in that film. Last but not least, Raven’s mutant pride makes her being cured in The Last Stand all the more tragic. This story and Jennifer Lawrence’s portrayal of the character just added a lot of depth to Mystique, and I thought she was as huge plus to this film.
I’ve gotta praise Kevin Bacon as Sebastian Shaw too! He was incredible! Bacon did not make Shaw the maniacal, screaming, boisterous villain that we see so often in superhero films. He was instead calm and calculating and intelligent and above all else, driven. I loved the little touches of Magneto sharing Shaw’s views despite his hatred for Shaw and of Erik getting his iconic helmet from Shaw. It was great storytelling and Shaw served his purpose as the villain who gave the X-Men franchise its greatest villain!
For me in 2011, this was the X-Men film that I’d always wanted! Everything from the black and gold costumes to Beast’s transformation, to Hugh Jackman’s cameo, to the heart-wrenching scene when Charles gets paralyzed worked magnificently and I thoroughly enjoyed this movie! While I LOVE all of the amazing things Kevin Feige has done for the Marvel characters that I so passionately love, X-Men: First Class is for me, actually better than a handful of the Marvel Studios films. This was the new gold standard as far as the X-Men franchise went and at the time of its release in 2011, this was in my all-time Top-3 Marvel films behind only Marvel Studios’ Thor which was released a month before it, and 2008’s Iron Man from Marvel Studios.
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Highlights of X-Men: First Class:
James McAvoy as Charles Xavier / Professor X
Michael Fassbender as Erik Lensherr / Magneto
Jennifer Lawrence as Raven Darkholme / Mystique
Chemistry between James McAvoy and Michael Fassbender
Kevin Bacon as Sebastian Shaw
Mutant and Proud!
Yellow and Gold Costumes
Hugh Jackman cameo as Logan / Wolverine
Opening in Auschwitz, just like 2000’s X-Men
Beach Sequence at the End of the Film
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