Paramount's "Teenage Mutant Ninja Turtles: Out of the Shadows" won the weekend box office, opening with $35.3 million from 4,071 locations.
The tearjerker came in third, behind 20th Century Fox's "X-Men: Apocalypse," which earned an estimated $22.3 million during its second weekend in theaters -- a steep 66 percent drop that brought the comic book film's domestic total to $116.5 million.
The weekend's only other new wide release bombed: Universal's comedy spoof movie "Popstar: Never Stop Never Stopping" brought in just $4.6 million from 2,311 locations, debuting outside of the top five, well behind family-oriented holdovers like "Alice Through the Looking Glass" ($10.7 million) and "The Angry Birds Movie" ($9.8 million).
In spite of its first-weekend box office supremacy, the second "TMNT" film from Paramount has an uphill battle in store.
The production budget for the sequel was $10 million more than the $125 million spent on making the 2014 reboot. Yet "TMNT 2" opened at $30 million less than the first-weekend grosses for 2014's "Teenage Mutant Ninja Turtles." The 2014 reboot ultimately earned $191.2 million in domestic grosses. Profits from the film depended more on the $302.1 million that the movie made abroad.
The Paramount sequel will also have added competition from a big fish on the horizon when "Finding Dory" opens on June 17 in the U.S. and abroad. The Disney-Pixar sequel is expected to suck all the air out of any family-friendly contenders, "TMNT" included.
Paramount strategically debuted "Out of the Shadows" in 40 international markets this weekend, too.
The "Teenage Mutant Ninja Turtles" sequel has a current Rotten Tomatoes score of just 37 percent and features returning cast Fox and Arnett, with franchise newcomers Stephen Amell and Tyler Perry. It has a CinemaScore of A-.
Though estimates were upgraded by some experts to roughly $19 million as the weekend ensued, "Me Before You" was expected to gross only $14 million as of early last week. Coming in at $18.3 million is not bad at all for a film made on a production budget just higher than $20 million.
Geared toward a female audience -- many of whom read the warmly reviewed Jojo Moyes novel of the same name -- the film will likely benefit from lack of competition from other genre films for the foreseeable future of its run.
The movie, starring Clarke as a small-town girl who forges a bond with a paralyzed man (Claflin), has a Rotten Tomatoes score of 54 percent. In spite of tepid reviews, the film has a solid A CinemaScore -- indicating audiences are excited to see the new title.
"Popstar," which mock's the life of a Bieber-esque singer, is set to bomb, now expected to gross less than $6 million this weekend against its $21 million production budget.
Made by the guys behind Lonely Island and starring Andy Samberg, the film has the highest Rotten Tomatoes score of this weekend's new wide releases: 78 percent. "Popstar" has a B CinemaScore.
The Top Five:
1. "Teenage Mutant Ninja Turtles: Out of the Shadows" (Paramount) -- $35.3 million in Week 1 ($35.3 million total)
2. "X-Men: Apocalypse" (20th Century Fox) -- $22.3 million in Week 2 ($116.5 million total)
3. "Me Before You" (New Line/MGM) -- $18.3 million in Week 1 ($18.3 million total)
4. "Alice Through the Looking Glass" (Disney) -- $10.7 million in Week 2 ($50.8 million total)
5. "The Angry Birds Movie" (Sony) -- $9.8 million in Week 3 ($86.7 million total)