"'Men in Black 3," has ended "The Avengers" three-week reign atop the U.S. box office, earning an estimated $55 million during the Memorial Day weekend.
The alien fighters meets time travel tale also marked Will Smith's return to the big screen after a four-year absence.
Despite dropping to second place with $37 million for the weekend, "The Avengers" remained a dominate factor at the box office, having earned more than a half-billion dollars in the U.S. and more than $1 billion worldwide since it's release last month.
Coming in a distant third was board game turned film, "Battleship" with an estimated $10.7 million over the three-day weekend.
Rounding out the Top 5 was comedian Sacha Baron Cohen's satire "The Dictator" at $9.6 million and the horror film "Chernobyl Diaries" with $8 million.
Taking spots 6-10 were: "Dark Shadows," $7.5 million; "What to Expect When You're Expecting," $7.1 million; "The Best Exotic Marigold Hotel," $6.3 million; "The Hunger Games," $2.2 million; and "Think Like a Man," $1.4 million.