This movie was all over the place. It tried to cover too much ground and ended up not covering anything very well.
- The Phoenix story went nowhere, and felt completely forced. I understand it had to be in there due to X2's ending, but it could have been implemented a lot better.
- The "new" X-Men team members, Kitty Pryde and Colossus were pretty much cardboard cutouts.
- Xavier's "death" was pretty random and unnecessary. I felt no emotion watching that scene at all. And the end scene after the credits was a complete copout. If you're going to kill someone and make a big deal out of it, just leave him dead.
- Seemed like Fox said, "Fuck you, James Marsden. For taking a role in that queer Singer's Superman Returns, we will limit your screen time to 5 minutes and then kill you off."
- Too many mutants were in the movie just for the sake of throwing in mutants, especially Angel. He was absolutely useless.
- Magneto was totally out of character. The guy can care less about humans, but he would not willfully sacrifice or turn his back on mutants so carelessly like that.
- Cameron Bright (Leech) annoys the hell out of me. He plays the same character in every single movie (Ultraviolet, Godsend, Stargate, etc.)
- They completely threw Rogue out the window, especially having her give up her powers. They should have at least have her drain Phoenix or something.
- I did like the reference to Omega, Alpha, Beta, etc. level mutants.
- Iceman actually going into his ice form was nice.
All in all, it was moderately entertaining but definitely not as good as the last two movies, which I pretty much expected. What really bugged me about this movie was that it didn't really have a theme going on. The first movie explored what it was like to deal with being a mutant. The second movie explored mutant/human relations. The third one should have explored mutant/mutant relations. They should have gone with Apocalypse as the main villain and have the X-Men and Brotherhood team up to fight him, with a climactic battle between him and the Phoenix at the end. With all the possibilities they could have done, they went with a generic "anti-mutant" serum.
P.S. - How does the spoiler tag work?