Yes, there's a but. There were some flaws. Warning: geeky comic debate coming, with spoilers included.
My husband and I argued this after the movie. He was able to convince me on one point, but not on the other.
The ending . . . excuse me, but they had Iceman and Storm in the plane. I'll buy his point that Bobby was too young, that his powers weren't strong enough yet to freeze the cracks in the dam shut, or to create a column of ice to lift the plane out of harm's way. I'll buy that. But there's no counter for the fact that Storm could have called the wind to push all the water in the other direction, or something appropriately nifty. We saw what she could do in the previous movie, and in this one, with the jets tailing them. Seemed like there could have been another way to get us toward the Phoenix storyline.
Alan Cumming, the actor who played Nightcrawler, did a very good job, I thought, of bringing to life the character behind the blue. Really enjoyed the portrayal. Anna Paquin was underused -- just not enough time in the film for her. I did like the ensemble script, though, with time for each character more evenly divided, though there were several I would have liked to know more about. Pyro, for example. Surely there was something more than the stereotypical "hothead" aspect to him? We just didn't get to see it. We didn't really get to learn anything about Deathstrike, either, unfortunately.
Ian McKellen and Patrick Stewart are again excellent, but I was sorry that they didn't have the screen time together that they had in the first. Hugh Jackman turns in another solid performance.
I still don't like Halle Berry as Storm. I don't care that she's won an Oscar, she just doesn't fit my vision of the role. The mighty Angela Bassett -- that's more my vision of Storm.
Jason Stryker -- not really consistent with the way Xavier is portrayed in the movies, that they didn't try to save him -- they treated him like a plot device, which made it even more apparent that's precisely what he was.
And the effects . . . were amazing. I loved Nightcrawler's portrayal, yes, but I also enjoyed him as a special effect, I must say. I'm sure the next Matrix installment will likely blow X2: X-Men United away, but up to this point, they're quite impressive.
Despite the flaws, it was still a lot of fun.