To this day, X-Men: First Class remains a critical darling and a commercial disappointment. The film’s total domestic gross, coupled with its immediate dismissal by the general public, indicates a lack of interest in the X-Men property as well as in the smaller budget feel. While the film made over $300 million worldwide from a $160 million budget, it’s the lowest-grossing X-Men outing. The reason for this is no secret, but it doesn’t make it any less disappointing. X-Men: Days of Future Past director Bryan Singer has a history with these characters, having directed X-Men and X-2 in the early 2000s. Perhaps his past with the X-Men is the culprit behind the box office discrepancies between First Class (directed by Matthew Vaughn) and previous and later installments. Vaughn was coming off of directing Kick-Ass a year prior, so his foray into X-Men wasn’t a huge leap. Despite that, though, the English director, known for Layer Cake, Stardust, and both Kingsman movies, is hardly a blockbuster filmmaker. Box Office Mojo puts his films’ average box office pulls at $77 million, which is peanuts by our current standards.

Also worth noting: In 2006, Brett Ratner directed X-Men: The Last Stand, a financially successful but critically abhorred entry that closed out a good trilogy in spectacularly mediocre fashion. Three years later, Gavin Hood directed X-Men Origins: Wolverine, a disastrous origin story that shat down fans’ throats. Two years after that, First Class hit theaters. It’s possible that its two most recent predecessors screwed it out of a larger profit. It’s also possible that the thought of a cast change-up dissuaded casual viewers from throwing time and money at a film that could disappoint them.

These worries weren’t baseless, which is why the X-Men fandom went bananas when the film opened to near-critical acclaim. Vaughn had crafted something so heartfelt, so entertaining, that it felt like the franchise was finally returning to its former glory. The film still functions as a killer period piece and an even better small-budget superhero film, which is more than anyone can say for Days of Future Past or Apocalypse. Nobody talks about how those films were also period pieces.

Then there’s that drama with Magneto. We know that he’s going to kill the retired Nazis in that bar, but getting there is so riveting that it doesn’t matter. Vaughn doesn’t rely on delaying revelation or clutching his filmmaking decisions tightly under his vest. Instead, he sets a tone. That atmosphere clues us into what’s happening, and it makes the journey there one that actually furthers the story and the progression of its characters. What a concept!

The level of detail that Vaughn and company put into every scene is astounding. It’s one of the most visually complex movies in the franchise, and not because of its special effects. If that was our metric, Days of Future Past would rank higher.

Consider Banshee’s costume fitting. The shot splits itself into three vertical frames, the two that hug each side of the screen depicting his webbed armpits and the third fitting into place like a Tetris block. This third frame closes out the moment perfectly by filling in the most important part of the shot: Banshee himself.  This scene foreshadows a subsequent montage with grace and subtlety; Vaughn lets viewers know what’s to come without them realizing it, a filmmaking move that adds cohesion and sense to a film that could’ve foregone such nuances.

His visual tricks don’t stop there. When Emma Frost shuts out Xavier and allows villain Sebastian Shaw to escape from his luxury boat, the shot ices over and obscures her from our view. This puts us in Xavier’s shoes just as effectively as it showcases the villainess’s powers. Presenting a film’s events through the eyes of whichever character is performing the initial action should be paramount to a filmmaker. In this case, it’s Xavier who’s attacking Frost, so naturally the camera work would put us in Xavier’s head rather than Frost’s.

Vaughn justifies every scene, every moment with the next moment; it’s the kind of intention film buffs scream for but rarely receive in modern cinema. Especially blockbuster cinema. Nothing feels superfluous. Little feels contrived. It’s a lean, straight-to-the-point film, and it doesn’t need to be anything else.

Then there’s that spectacular pay-off. Watching Magneto create a coin slot in Shaw’s head is its own kind of awesome, but it’s the meaning behind that moment that deserves the attention. This meaning goes far deeper than simply completing Magneto’s transformation into….well, Magneto. His decision to murder a defenseless Shaw highlights a key difference between himself and Xavier, a difference that defines the complex friendship the two share. One is driven by vengeance and purpose while the other is driven by love and acceptance.

First Class isn’t a perfect film by any stretch, but it’s as close as the X-Men franchise gets to a masterpiece. Well, not including Logan. That film kinda is a masterpiece.