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The time is 1962, John F. Kennedy is our president, and his biggest problems are the Cold War and the impending Cuban Missile Crisis. But who knew that the X-Men mutants were part of that American history?

The beauty of the new "X-Men: First Class" is its clever interweaving of fact and fiction. The film is grounded in realism which makes the spectacle more believable. By infusing real history into the origins of the "X-Men," the franchise is reinvigorated in a very big way.

At the heart of the story is the relationship between Charles Xavier (James McAvoy) and Erik Lensherr (Michael Fassbender). Before they became Professor X and Magneto respectively, they were two young men discovering their incredible powers for the very first time.

Charles is an expert in gene mutation and becomes a father figure to fellow mutant, Raven aka Mystique (Jennifer Lawrence from "Winter's Bone"), while Erik is hell bent on revenge after suffering at a Nazi prison camp. He wants to exact vengeance on Sebastian Shaw (the always terrific Kevin Bacon), a Nazi scientist who exploits Erik's powers.

"X-Men: First Class" is told like a political thriller and Shaw is the puppeteer. Against that backdrop is the story of characters with amazing powers who are trying to fit in. There's Angel (Zoe Kravitz), a stripper with wings; Sean Cassidy (Caleb Landry Jones), a teenager who can cry like a banshee; Darwin (Eddie Gathegi), a cab driver who can adapt through mimicry; Havok (Lucas Till) can generate plasma blasts and Beast (Nicholas Hoult) is a brilliant scientist with monster strength.

Also joining the cast is January Jones as Emma Frost, Shaw's partner in crime. She's a mutant with enormous telepathic ability who can also transform into an organic diamond state.

"X-Men: First Class" maintains the basic tenet of the franchise which says society is not ready for mutants. This is the backbone of the Marvel series and the source of dramatic tension between Charles and Erik.

Director Matthew Vaughn is now a bona fide storyteller in my book. He knows angst ("Kick-Ass"), tension ("Layer Cake"), and whimsy ("Stardust"). Vaughn blends all those elements to come up with a frenetic and enjoyable ride with "X-Men: First Class."

The movie is what a true reboot should be. Introduce the characters, give them dramatic arcs, and see them go through dazzling personal transformations. We now know how Professor X and Magneto got their monikers, and how Charles' mutant friends become known as X-Men. Vaughn and fellow scriptwriters Ashley Miller, Zack Stentz, and Jane Goodman, not only gave us a satisfying origins story, the film is also extremely entertaining.

I also enjoyed the performances. McAvoy breathes enough ebullient charm to his Professor X character that it's so heartbreaking to see how he ends up on a wheelchair. Fassbender gives his avenging character depth. When he delivers lines like "Let's just say I'm Frankenstein's monster," it's conveyed with utmost sincerity that it's brilliantly terrifying.

Lawrence, nominated for an Oscar for "Winter's Bone," finds the true nature of Mystique. She is just not a one-note villain in this reimagining but a full-blooded American teenager who is slowly adapting to the belief that mutants must be proud.

The film is also peppered with humorous sequences. And much like the previous "X-Men" films, being mutant is akin to being gay. When one character is questioned about his power, he says, "you didn't ask so I didn't tell."
There are also many surprising cameos in the film and I will not ruin them for you by revealing how they appeared. But unlike other Marvel movies, it is not necessary to sit through the closing credits to find a secret scene. You will be disappointed.

But "X-Men: First Class" revived my belief in the franchise. Whatever you do, do not miss the last 20 minutes of the movie. The final part is simply astonishing.

RATING: "X-MEN: FIRST CLASS" 3 1/2 KISSES