It took four weeks for another film to dethrone 'The Avengers' from the top of the box office, but that dethroning occurred with a whimper, not a battle cry. 'Men in Black 3' arrived on the scene and proved that advance hype and high tracking are abstract concepts that don't always reflect reality. $55 million isn't an opening that'll have executives committing seppuku, but for a film that was expected to open to north of $80 million, it's a definitely a solid kick in the groin (metaphorically speaking, of course).

1. Men in Black 3: $55,000,000 ($55,000,000)

2. The Avengers: $36,987,000 ($513,672,000)

3. Battleship: $10,800,000 ($44,300,000)

4. The Dictator: $9,600,000 ($41,448,000)

5. Chernobyl Diaries: $8,000,000 ($8,000,000)

6. Dark Shadows: $7,515,000 ($62,998,000)

7. What to Expect When You're Expecting: $7,150,000 ($22,171,000)

8. The Best Exotic Marigold Hotel: $6,350,000 ($16,553,000)

9. The Hunger Games: $2,750,000 ($395,209,000)

10. Think Like a Man: $1,400,000 ($88,272,000)

When you look at the basic facts of the situation, it's easy to see why 'Men in Black 3' opened lower than expected. In fact, it can be summed up pretty succinctly: no one liked 'Men in Black II.' No one. And that was ten years ago. Let's face the facts, guys: Agents J and K aren't Indiana Jones or Batman. As popular as their first movie was (and it's still a darn good movie), people don't think about them and say "Huh, I'd really like to spend more time with those 'Men in Black' guys." Sure, people like Will Smith and people like Tommy Lee Jones, but was anyone actually crying for another black-suited, alien-hunting adventure starring these guys? Probably not. At least not $80 million worth of people. To be fair, the film still has tomorrow (Memorial Day!) to draw in big crowds, but for a three-day total, this is undoubtedly a disappointment.

Disappointing, yes, but unless it takes a massive drop next week, 'Men in Black 3' won't be a disaster. Unfortunately,  it also won't be the blockbuster Will Smith needed after a four year break. With $132 million in the international coffers, the film will probably break even on its ungodly $230 million budget when all is said and done, but with 'The Avengers' and 'The Hunger Games' smashing up the box office (and with 'The Dark Knight Rises' around the corner), "Men in Black 3' will simply be a footnote to the summer of 2012.

Speaking of 'The Avengers' and 'The Hunger Games,' both of them are set to cross important thresholds in the coming days. With a weekend take of $36 million and a grand total of $513 million, 'The Avengers' is eyeing 'The Dark Knight's $533 million gross like a hungry dog. It probably won't pass it with Monday's Memorial Day numbers, but it'll come close. By Wednesday, 'The Avengers' will be the third highest grossing film of all time (in the United States and unadjusted for inflation, of course) and it will have its sights firmly set on 'Titanic.' And then, maybe, 'Avatar.' Elsewhere, 'The Hunger Games' is just about ready to leave theaters, but a weekend gross of $2.7 million has it within spitting distance of the $400 million mark. Yes, ladies and gentlemen, it looks like it'll make it there after all, possibly by the end of the week.

As for the rest of the box office...well, let's just say that the proper phrase for this weekend would be "Oof." Although 'Battleship' is undoubtedly going to out-gross 'John Carter' and therefore not be labeled the biggest bomb of 2012, only $44 million in two weeks for a movie of that cost is simply painful. To put some perspective on this, 'The Dictator' is nearly matching it at the box office with $41 million and it (a much smaller, much cheaper comedy) is  also considered a disappointment. They're both joined by 'Dark Shadows' in the disappointment column, which only took in $7 million for a total of $62 million. It'll take another bomb to completely derail the Johnny Depp/Tim Burton factory, but this must hurt. A lot. 'What to Expect When You're Expecting' also didn't make any money, but that was pretty much expected.

Also not making any money: this week's other non-'Men in Black' release, 'Chernobyl Diaries,' which rode no critical buzz and virtually no advertising to a weak $8 million opening. In an age where junk like 'The Devil Inside' can open huge, there's no reason for any crummy horror movie to open this small.

If there is any hope hidden in this week's top ten, it must be found in 'The Best Exotic Marigold Hotel,' which grossed $6 million for a total of $16 million. Now, that may not seem like a lot, but for a tiny movie starring old people and made for old people with the title like 'The Best Exotic Marigold Hotel'? Stunning. It has found its particular niche and is holding on for dear life, existing as perfect counter-programming against the bigger, louder films of the summer movie season.

Another indie success story? How about Wes Anderson's 'Moonrise Kingdom' grossing $509,000 from only four theaters? That's a per-theater average of $127,250. That's a number blockbusters can only dream about.

Next week sees the release of one of the biggest wild cards of the summer: "Snow White and the Huntsman.' Are audiences ready for an epic war retelling of the Snow White legend starring Bella and Thor? We shall see.

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