The spectre of Bond actually hovers over this British-flavored production in a number of ways, all of them beneficial: The 1962 setting shot through with Cold War tensions conjures up the political moment at which 007 was born cinematically, the hardware and style harken back to an earlier high-tech era that looks quaintly beguiling today and Michael Fassbender as Erik, the future Magneto, cuts a dashingly ruthless figure that can only have been patterned on Sean Connery in the early Bonds. First Class is comprised of an enormous stew of elements and influences but head chef Matthew Vaughn has stirred things so as to make them not only digestible but quite tasty.

Departing from the backstory of the comics, the new yarn, devised by Sheldon Turner and original X-Men director Bryan Singer and written by Thor co-scenarists Ashley Edward Miller and Zack Stentz along with Jane Goldman and Vaughn, pivots on an alluringly fanciful proposition, that the real events of the Cuban missile crisis had a shadow history involving manipulations by figures whose super powers put those of the U.S. and the U.S.S.R. to shame; it's as if JFK, Khrushchev, Castro, the CIA and the combined armed forces of the East and West were mere puppets doing the bidding of unsuspected Olympian gods, the most spiteful of whom desire nothing less than human extermination.

Not inaptly, then, it all begins (as did Singer's original 2000 X-Men) at Auschwitz, where young Erik, challenged to display his “magnetic” powers, sees his mother gunned down by the heinous camp doctor (Kevin Bacon), an event that dictates all his actions from then on. In the more benign setting of Westchester, New York, two kids, Charles and Raven, exhibit odd characteristics of their own that, nearly two decades later, will put them in the forefront of the mutant movement.

Like the most peripatetic of 1960s globe-hopping thrillers, the early stretch of First Class hardly stays put for more than a moment, jumping all over the world—Geneva, Oxford, Las Vegas, Argentina, Miami, Washington, D.C.--in the service of introducing an enormous number of characters and delineating their unique powers. Under the circumstances, director Vaughn impressively maintains a strong focus dedicated to clarity and dramatic power; while Erik scours the world for stray Nazis (his confrontation with two of them in a tavern on the pampas is an early highlight), Charles (James McAvoy) achieves academic prominence and, with Raven (Jennifer Lawrence), is recruited by the CIA with the eventual aim of assembling a “Division of Mutant Powers.”

    Even though a lot of the early material is set-up, it nevertheless develops surprising momentum and tension. The malevolent doctor Erik remembers from the concentration camp now resurfaces as Sebastian Shaw, who has developed an extraordinary capacity to absorb, harness and deploy energy, while his fabulously sexy partner in crime, Emma Frost (January Jones), not only has extreme telepathic ability but possesses an optional indestructible diamond veneer. When Erik tracks them down on board their yacht and seems on the verge of fulfilling his vengeful 18-year quest, his quarry escape in a manner befitting the best of the Bonds.
    Once the loner Erik decides to join forces with Charles under the auspices of an offbeat CIA honcho (Oliver Platt) and an adventurous agent (Rose Byrne), the film takes on more the air of a standard-issue Marvel effort as mutant youngsters are trained in hiding to master their unusual powers; they are Hank/Beast (Nicholas Hoult), Alex/Havoc (Lucas Till), Sean/Banshee (Caleb Landry Jones), Armondo/Darwin (Edi Gathegi) and, for a while, Angel (Zoe Kravitz). The problem here is not only familiarity but that, unlike the other characters, these kids seem resolutely 21st century, not early 1960s; one of them even says “whatever.” Another drawback, a likely victim of an overcrowded roster of characters, is that two swarthy henchmen of Shaw's are not even given the benefit of an introduction, much less anything to play.

    Still, once Emma Frost penetrates the inner sanctum of the Soviet military and the enormity of Shaw's scheme becomes clear, the film takes off again with a fantastical rendition of an American/Soviet naval confrontation off Cuba trumped by the manipulative antics of battling telepathic mutants on board an ultra-futuristic plane and a stealth submarine.

     Vaughn orchestrates the mayhem with a laudable coherence, a task made easier by a charging, churning score by Henry Jackman that, much as that of his mentor Hans Zimmer did in Inception, helps smooth the connections among rapidly changing locations and events. A few of the effects in the climactic section don't quite measure up, but the visual effects by veteran wizard John Dykstra are mostly terrific. Top-drawer contributions are also delivered by production designer Chris Seagers, costume designer Sammy Sheldon and cinematographer John Mathieson.

     The cast is almost absurdly easy on the eyes and is most powerful at the top, thanks to the intense Fassbender, who will now need no audition if Daniel Craig decides to give up Bond after another picture or two. McAvoy is forced to spend a bit too much time with his hand to head summoning telepathic signals but nonetheless conveys the intelligence and sobriety required for the future Professor X. Bacon is formidable as the former Nazi who aspires to far greater power than Hitler could ever dream of, while Jones dazzlingly projects the arrogance of maximum beauty and invulnerability. As the naturally blue-skinned, red-haired and yellow-eyed Raven/Mystique, Lawrence is at her most appealing when conveying an ashamed insecurity about her natural looks, which she can conceal with a human facade. A vulgar cameo by a certain hirsute character provides a hearty laugh.

(c)  2011 Hollywood Reporter