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LOS ANGELES -- With The Avengers taking second place at the box office last weekend, analysts are examining where the film will settle in the record books.

History, they say, will be kind.

The $220 million film scooped up $47 million over the Memorial Day weekend. Though it marked the first time The Avengers didn't capture No. 1 since its release May 4, the haul brought the film's domestic gross to $523.6 million.

That puts the comic-book all-star team adventure at No. 4 all-time, behind only the Batman saga The Dark Knight ($533.3 million) and James Cameron's sea and space epics Titanic ($658.5 million) and Avatar ($760.5 million).

Though analysts doubt The Avengers can topple either Cameron film, Batman is dead in the water. The Avengers will overtake Knight this weekend, if not before.

Even for a second-place finish, "The Avengers was still very impressive" this weekend, says Ray Subers of Boxofficemojo.com, who notes that the film was easily the fastest to reach the $500 million mark, doing it in 23 days. Avatar held the record at 32 days. (Forecasters expect The Avengers to slow down amid fierce summer competition; Titanic and Avatar were December releases.)

Worldwide, the numbers are just as impressive. At $1.31 billion, The Avengers will overtake Harry Potter and the Deathly Hallows, Part 2 ($1.32 billion) in a matter of days. Again, it will likely take third place on the all-time worldwide charts behind 1997's Titanic ($2.2 billion) and 2009's Avatar ($2.8 billion).

Paul Dergarabedian, box-office chief for Hollywood.com, says the key to The Avengers' success was its throwback aesthetic.

"I'm not sure I've seen people talk about a movie the way they did like this," he says. "It was an old-fashioned cinema experience: popcorn, larger than life, fun. This may be the greatest word-of-mouth movie ever."

Some wonder whether The Avengers has become too powerful. Privately, studio execs at Sony, which is releasing The Amazing Spider-Man on July 3, and Warner Bros., which has The Dark Knight Rises on July 20, worry that their superheroes will be caught in a box-office contest they'll never win.

Last week, the trade website Thewrap.com called the movie "the blockbuster that ate Hollywood."

"In the past, the superheroes' moneymaking powers would have been good news for other summertime movies, like Dark Shadows, The Dictator and Battleship," the column said of films that challenged and fell to Avengers. "Instead, those movies have struggled to stay afloat."

But Avengers executive producer Jon Favreau, who first referenced the film in his 2008 hit Iron Man, says the film's legacy will have been to raise the bar.

"It sets a new level for what people can expect from franchises," Favreau says. "A lot of work went into making this pay off, and there was a lot of buildup. But we still had to stick the landing. I think this shows what the payoff can be when you put the time in to do it right."

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