Remember the glory days when the prospect of a new X-Men film excited anyone who’d previously thrilled to their greatest spectacles, and not just the unconditional superfans?

Dark Phoenix isn’t the worst superhero film I’ve seen this year, but after the waste of resources that was X-Men: Apocalypse, I was fine with waiting until its fourth weekend to see it using free passes, sitting in a theater with half a dozen other viewers who likewise couldn’t be bothered to rush out to the not-quite-grand finale to Fox’s X-Men era (unless we keep holding our breath waiting for New Mutants). Their 19-year run had its highlights, but writer/director/producer Simon Kinberg’s Hail Mary of a retread isn’t one of them.

Short version for the unfamiliar: The original “Dark Phoenix Saga” as written and penciled by Chris Claremont, Dave Cockrum, and John Byrne was a three-year epic that unfolded gradually throughout the course of the X-Men’s ongoing adventures, eventually coming to the forefront in an unprecedented way and culminating in one of the most shocking climaxes in Marvel history. In the previous X-film timeline, Brett Ratner’s X-Men: The Last Stand (co-written by a younger, less powerful Kinberg) was a stiff, superficial punk-pop cover that retained the barest framework (Jean Grey runs amok, slaughter ensues, Jean must die) and had no time for its subtleties, its steady buildup, and its payoff that was years in the making. Its consequences were logical given the characters’ choices, not senseless deaths mandated to give unhappy actors their exit strategies. In print, it was superhero comics at their zenith in my childhood. On film…well, there’s a reason Fox’s next move was the X-Men: First Class reboot.

Rarely does a screenwriter get a second chance to adapt the same story twice, but Kinberg’s been working his way up the X-ladder. With the departures of the franchise’s original visionaries, director Bryan Singer and producer Lauren Shuler Donner, Kinberg appears to have been the highest ranking caretaker still standing. He chose to call “do-over”, and here we go again.

This version, then: in a 1992 where the Space Shuttle Endeavor is the only noticeable sign of 20th-century nostalgia, mutants for once are in a pretty sweet place. Relations between Homo sapiens and Homo superior are so copacetic that The Oval Office now has a direct hotline to Professor Charles Xavier himself (James McAvoy yet again). One day the X-Line rings and the X-Men are called into action to save the crew of the Endeavor from a rogue solar flare. There’s urgency to their plight, set seven years after the Challenger tragedy, but nobody draws an explicit parallel. Besides, when you’re a superhero team that’s no longer hunted or feared by the very world you’re trying to save, and no one has any new civil rights for you to metaphorize at the moment, undertaking ordinary superhero missions like the Avengers or the Justice League or the Powerpuff Girls is what you do.

Thus do the X-Men charge to the rescue in their plane that shouldn’t be able to venture beyond our atmosphere, but they, like, push their X-Jet really hard and make it work. Things go well till the flare flares up, effects get shaky, and Jean Grey (Sophie Turner) has to save the day by swallowing the flare whole. Or something like that. Our Heroes return to Earth and are hailed as saviors, but Jean isn’t feeling so hot (so to speak). After waking from a brief coma, her powers begin to amp up incrementally. Her attitude deteriorates from benign girlfriend to irritated pawn. Her thoughts drift back to her origin as a young teen whose parents died when she threw an extreme super-tantrum at her parents over road-trip radio-station choices. She remembers a thing she’d suppressed; she reads her guardian Xavier’s mind; she realized Everything She Knows Is Wrong.

Soon Jean is on a quest to learn the shadowy truth about her secret origin. Her upgraded power set and her shocking discoveries make a poor match. The X-Men chase after her. Things go very poorly. Jean turns from hero to villain. Our Heroes realize she must be stopped. They factionalize over exactly what “stopping” should look like, and soon we’re into a heroes-fighting-heroes scenario just like the MCU did, but here we have fewer heroes and much smaller battlefields to work with.

Also, there are aliens. Two-Time Academy Award Nominee Jessica Chastain arrives from beyond as a representative of the D’Bari, an actual race from the comics who were part of “The Dark Phoenix Saga” but in a very different form, by which I mean on paper they resembled Earth vegetables. Now they have superpowers including shape-shifting, speed, strength, agility, regeneration, and/or other bland qualities that come and go as script needs dictate. As their leader, the barely sketched-in Vuk, Chastain has Emma Frost’s hair, a predictable agenda, and a role that lets the film sidestep some of the original tale’s ramifications in the final act. But superhero films do need their villains.

Hey, look, it’s that one actor!: If McAvoy is still ordering teens around as Professor X, you know Michael Fassbender’s Magneto can’t be far behind. He recuses himself for half the film, perfectly happy to oversee a peaceful mutant commune on government-gifted land (a mutant reservation, then?). Comics fans may sense echoes of Genosha, though it’s never called that by name and there isn’t a single establishing shot to confirm or deny its island-ness.

Nicholas Hoult returns as the Beast, now able to switch between personae and take breaks from his itchy fur. Rounding out the dwindling First Class veterans’ roster is Jennifer Lawrence’s Mystique in her shortest screen time and most simplified makeup appliqués yet. Mostly she’s there to glower at everyone, mock Xavier’s accomplishment of having cured anti-mutant speciesism, and make a tired “X-Women” crack that seems directed more at Hollywood’s superhero-film boys’ club than at any particular character. The quip is too rote to feel empowering.

Among the film’s bigger crimes, former MVP Evan Peters got robbed. Quicksilver has few chances to show off before getting benched so he won’t end the movie in 30 minutes or less. Neither of his super-speed moments has the exuberance or wit that infused his scene-stealing in the last two films. When his role was reduced, any hope for old-fashioned superhero fun was likewise tossed out.

The cast of teammates who endured Apocalypse and showed up anyway include the aforementioned Turner as the center of attention; Tye Sheridan’s Cyclops, still a walking glass of lukewarm buttermilk and apparently doing all his acting with his eyes; Alexandra Shipp’s Storm, so proud that she’s been practicing her accent and gets to wield it maybe twice; and Kodi Smit-McPhee’s Nightcrawler, intermittently channeling Alan Cummings’ glee from X2: X-Men United till things turn grimdark.

Special guests include Brian D’Arcy James from Spotlight as the President of the United States of America and Halston Sage from The Orville in a superhero cameo that, for lack of competition, is the funniest bit for longtime Marvel fans.

For those wondering: no, there’s no Wolverine and, sadly, no cameo from the late Stan Lee.

Meaning or EXPLOSIONS? Buried in the muck is a technically thoughtful germ of a moral about women sick of enduring male oppression and manipulation. The flashback prologue portrays Xavier as the mentor who salvaged Jean’s childhood at its nadir, but Jean’s pivot to the Dark Side is cinched when she uncovers slightly more to the story. The big picture isn’t edgy enough to qualify as a #MeToo parable and refuses to let the scales get too imbalanced. Xavier stands revealed as a selfish meddler and a jerk but not necessarily as a full-on, reprehensible abuser. When we learn Xavier can use his telepathic powers to commit deep neurological gaslighting, it should be a shocking development that flips the game board and leaves the audience debating whether the true antagonist is Jean or Xavier. That dilemma is left miles behind when all-out action squashes any pretense of deeper meaning.

(Viewers of FX’s distant X-Men spin-off Legion have already witnessed — and recoiled at — a stronger take on this storyline. When our titular mutant David Haller — or one aspect of him, anyway (it’s complicated (a vast understatement (don’t ask))) — perpetrated worse upon his then-girlfriend Sydney, showrunner Noah Hawley was more than willing to, in so many words, go there. It reframed the show as a three-season showcase for a rather nasty villain and lost some disgusted fans, but at least it had other aspirations beyond bog-standard hero-punching.)

If it were thematically working, we’d feel some accomplishment whenever the women push back. The closest thing to feminist revenge is a scene in which Jean, furious and not entirely herself, decides to show Xavier how it feels to be someone else’s marionette for a change. The moment is grotesque and fleeting, and teases us with how much more challenging their conflict could’ve been in the end if all those other characters weren’t in the way, especially the aliens.

I suppose one could argue that Chastain’s Vuk represents, I dunno, unchecked extremist matriarchy or something? Some kind of mirror to hold up to Jean so she can see her rage taken to its logical conclusion. But no, Vuk is a base conqueror, there to facilitate more fight scenes and little else.

Nitpicking? Dark Phoenix is a superhero film that looks like the work of a filmmaker who learned film-making by watching only superhero films. Like The Last Stand, it’s shorn of any dialogue that doesn’t directly forward the plot. The fight scenes are clumsy and chopped into unintelligible bits, especially an Act Two heroes-vs.-heroes dust-up at the edge of a Central Park lookalike that appears to have been salvaged from a pile of murky, half-finished takes. That fracas migrates into a nearby building that reminded me of the “chateau showdown” set from The Matrix Reloaded — so much a replica that I spent most of the scene memorizing the banister designs so I could compare images later in my head. Now that I’ve checked, it definitely isn’t the same white-dual-staircase mansion, but for a few seconds I thought the resemblance was uncanny. Suffice it to say if I’m staring more at the backgrounds than at the characters on my initial viewing, things have gone wrong.

The more the aliens commandeer the film, the further Dark Phoenix strays into ordinary superheroics. Then it crosses the line into antiheroism as Our Heroes begin murdering the aliens one by one. Suicide Squad at least gave us the paltry excuse that the minions they killed were essentially already dead. This team suddenly becomes soldiers at war, more X-Force than X-Men. In one of Smit-McPhee’s strongest scenes, Nightcrawler — the card-carrying, Scripture-quoting Catholic of the team — grapples with his conscience once he realizes where things are headed…and then gives in because everyone else is doing it because murdering bad aliens isn’t really murder. Or something.

My last vestiges of patience evaporated when the climax, which commenced with a just-okay train fight (Captain Marvel‘s was better), segues to the one place that hurts my soul whenever a superhero film winds up there: a barren wasteland with minimal background or props, where actors can flap their arms and throw CG at each other until whoever makes the best explosions win. That’s also where The Last Stand ended once the Golden Gate Bridge faded off the edge of the screen. Also like The Last Stand, dudes start getting disintegrated left and right with the casual flick of a fiery evil hand, reused here as if Kinberg thought that silliness was the one thing everyone loved best about The Last Stand.

I’d think some (or many) flaws showed themselves in post-production. I imagine a distressed Kinberg, realizing his Great American Movie has a shaky emotional core, admitting he needs helps, and turning up on the doorstep of the one man in Hollywood who can save his baby. Hans Zimmer answers the door, takes off his sunglasses, and says, “Let’s make it…X-traordinary.” And thus we get a bombastic score straight out of every dramatic effects film ever (not just superheroes’), so unabashedly old-fashioned and heard-it-before that my son wondered if it was intentional satire, like parts of Zack Snyder’s Watchmen.

At the center of all of this is Sophie Turner as Jean Grey. Maybe she was stupendous on Game of Thrones. I wouldn’t know. She lost the fight for the spotlight in Apocalypse amid the unlimited dopey chaos and never quite pulled the character together. Without the foundation of a long-standing team membership, her change to Dark Phoenix doesn’t resonate as it did in the comics and comes off as an average teen having a really bad day. Jean’s story should be Shakespearean tragedy. Perhaps if she’d been given a few dozen episodes to grow into the role, make it her own, and then subvert it with all the fury of a woman scorned and imbued with the literal power of a Death Star, she would’ve been better served.

Other random bullet points that nagged at me along the way:

• Nightcrawler blindly teleporting to places he’s never seen, usually against his strict power rules for fear of reappearing inside solid matter and dying instantly.
• The X-Jet now has an underbelly turret that lets Cyclops jam his head into the periscope and pretend he’s Han Solo on the Millennium Falcon. That had to be an expensive mod for Xavier to commission, and one that would be useless if Cyke ever quits the team.
• The Shocking Character Death isn’t hard to guess if you’ve seen the trailers. Just think to yourself: who benefits by escaping this series? Besides You, the Viewers at Home, I mean?
• Magneto’s commune introduces two mutants: one, an original character with super-dreadlocks; the other, ostensibly Selene, an old New Mutants foe who later joined the Hellfire Club’s Inner Circle. This seems a waste of a good villain, or at least a rude slight against her.
• The split-second Phoenix foreshadowing in X-Men: Apocalypse is outright ignored and retroactively makes no sense.
• Setting aside source music, the word “Phoenix” is uttered exactly once and it’s as laughably contrived as “We must be some kind of Suicide Squad!”

So what’s to like? Even the weakest of summer popcorn films can offer the fascinating sight of thespians far above their material giving it their all anyway. McAvoy, the ostensible role model for all mutantdom, tries to control the situation while wishing no one was aware that his need for constant control, as well as his belief that he always knows best, precipitated Jean’s crisis in the first place.

Fassbender, the reformed insurrectionist retired from the game, is trying to live a better way amid hard-won detente with the authorities, but is dragged in to one last mission for the most infuriating possible reason. His swift, merciless acts of battle-magnetism jolt the viewer with his palpable malevolence. They also jolt us because they’re sudden and drastic and nothing else on screen matches their energy level or clarity.

And yet my favorite was Nicholas Hoult, whose career has found its highlights beyond the X-flicks (The Favourite, Mad Max: Fury Road). As the Beast, the upperclassman who worked his way up to becoming Xavier’s Number One, it’s Hoult who’s most visibly, sympathetically shaken by disappointment and betrayal from the teacher who changed his life for the better and who’s now faltering and failing them. As usual the makeup does him no favors, but since the screenplay has gifted this version of Hank McCoy with the convenience of alternating forms at will, Hoult wins one of the best arguments, in which he drunkenly scolds his mentor and realizes it might be time to take charge.

If you isolate those three actors’ scenes from the rest of this tired busyness, you find superhumans worth watching, turmoil that strikes a nerve, and drama in the non-pejorative sense.

How about those end credits? No, there’s no scene after the Dark Phoenix end credits, but there’s a dedication to Stan “The Man” Lee. The soundtrack list confirms one of the tunes li’l Jean disliked on 1975 radio was Glen Campbell’s cover of “By the Time I Get to Phoenix”, a song about a guy breaking up with his girlfriend for the eighth and final time because he can’t deal with her problems anymore. Perhaps it was someone’s idea of cleverness to use a song with the word “Phoenix” in it, but it ends up an ironic summation of X-Men film fans walking away from Dark Phoenix.