X-Men: First Class is a film that is almost perfect, but has a few notes that just don’t quite work for me. It’s a combinations of factors Some characters are under-utilized, some characters feel mis-written, and there are some issues with tone, combined with some frustrating story choices.

First, let’s get into what the series does right. Michael Fassbender, James McAvoy, and Kevin Bacon are fantastic as Magneto, Charles Xavier, and Sebastian Shaw, respectively. Bacon as Shaw in particular is a villain who pulls off sheer smarmy charm on one hand, and a chilling sinister side with aplomb – and manages to do it in two languages which aren’t Bacon’s first language – German and Russian. Fassbender and McAvoy also have remarkable chemistry (you might even say “uncanny” chemistry). I really buy that Xavier and Lehnsherr would be close friends, and that Xavier would ask Erik to be part of the original X-Men.

That said, some of Lehnsherr’s characterization is a little off.  He’s a character who, for most of the film, is completely humorless, and for good reasons, based on the events of his backstory and the events of the film. However, during the montage where Xavier and Lehnsherr put together the (film universe) original X-Men, he’s smiling, cracking jokes (“More tea, vicar?”) and having a great time. This would be all well and good, considering that Lehnsherr has learned that he’s not alone, and Xavier is becoming his close friend. Except that this sequence is the only time we see fun-loving Magneto. The rest of the film he’s his dour self.

I like the idea of Mystique and Xavier having a sibling-esque relationship, and I do appreciate that Xavier thinks of Mystique more as a sister than as a love interest. However, Jennifer Lawrence’s performance doesn’t quite work for me, and I’m not sure why. I feel like in the script Mystique has an undercurrent of rage that is repressed just as much as her true form, and I wish that that Lawrence’s performance played that out more. We get some if it in a few scenes – with Xavier, with Hank McCoy, and with Magneto. I also appreciate the enthusiasm her character has to let her true self out with her fellow mutants. However, the way her character is written has her frustration supposed to be coming to a boil, and it isn’t quite there in Lawrence’s performance.

Also, the character of Emma Frost, The White Queen, is under-utilized. She’s Shaw’s lieutenant, as she is in the comics, but that’s pretty much all she is. It’s clear that he’s frustrated about how society in the 1960s views women, and in Shaw’s general misogyny. However, she has no real narrative agency aside from being a telepath that helps Shaw counteract Xavier’s telepathy. This is somewhat aggravated by the fact that from what I’ve read, she doesn’t appear in future X-Films, so this isn’t a situation that can be rectified in later works, unless they do a full reboot, considering how these films have handled death.

This leads me to my final complaint – with Shaw, the Hellfire Club, and the fate of the character. In this version of the universe, Shaw is a Nazi, who used to run a Concentration Camp, and the Hellfire Club is the front of his Mutant Supremacist organization, which plans to start World War III so he can have a world run by Mutants in the wake of this nuclear apocalypse. This brings up two of the really recurring problems with the X-Men films: They can’t do plots that aren’t “fate-of-the-world”, and they because of this they can’t really have recurring antagonists – especially if they aren’t Magneto.

The X-Men, as a series, works because they aren’t doing big world-threatening plots all the time. There are lots of smaller, more personal plots, that we buy into because we buy into the protagonists – stuff like Clairmont and Barry Windsor-Smith’s “Lifedeath” comics. In the films, particularly the solo films, we’ve gotten theses plots – especially The Wolverine, and in Deadpool. The moment that we get into a main-line X-Film though, all of this goes out the window. We can’t get films that focus on the rising prejudice against mutants on a more personal level. This also means that because of this, it has apparently become unreasonable for the writers to have recurring antagonists.

This is rather unfortunate, as, well, the X-Franchise is churning through major antagonists with at least one individual or group per movie. The Hellfire Club were recurring antagonists throughout the 80s. Apocalypse, this film’s villain, played a major role throughout the 90s, along with Mister Sinister, and this is without getting into any of the cosmic side of the X-Men franchise, something that these films may very likely never do.