13. X-Men: First Class

Director: Matthew Vaughn
Stars: James McAvoy, Michael Fassbender, Rose Byrne, Jennifer Lawrence, January Jones, Kevin Bacon, Nicholas Hoult, Lucas Till, Zoe Kravitz, Oliver Platt

In a year full of superhero cinema, X-Men: First Class sits miles above its competition. Part Cold War thriller, part 007-inspired action show, and a showcase for a pair of in-command leading man (James McAvoy and Michael Fassbender), this much-needed reboot of the cinematically tainted mutant characters (scarred by Brett Ratner’s 2006 wack-fest X-Men: The Last Stand) moves quickly, blends in sly humor, and never skimps out on the CGI spectacle.

And to think, all it took for the X-Men sequel (well, technically, prequel) fans have been clamoring for since 2003’s X2 was a filmmaker (English director Matthew Vaughn) willing to treat Marvel Comics’ original characters and mythos with respect. Not to mention, intelligence and maturity.