Valentines 14 February

'Dictator' and 'Dark Shadows' also make the top five over the weekend.By Ryan J. Downey Chris Evans as Captain America In "The Avengers" Photo: Walt Disney Studios Of all the foes the Avengers have defeated, Universal Pictures may be the first to cry, "You sunk my battleship!" With another $55.1 million earned during its third week in domestic theaters, "The Avengers" held strong at #1 over the weekend as Earth's Mightiest Heroes fended off competition from three new contenders, including "Battleship." The big-budget action pic, loosely adapted from the vintage game, which featured the catchphrase "You sunk my battleship!" in its once-ubiquitous TV commercials, was a distant second with an estimated $25.3 million debut. Universal spent a reported $209 million on "Battleship," which opened earlier overseas (where it has already made $226 million). But the domestic debut for the action flick, which mixes seafaring military adventure with an alien invasion, is still a huge disappointment. "Battleship" lists Taylor Kitsch first in the credits among a cast that also includes Rihanna, "True Blood" star Alexander Skarsgård and Liam Neeson. The former "Friday Night Lights" actor top-lined "John Carter" for Disney earlier this year, which famously flopped with a $30.2 million opening weekend against a $250 million budget. Disney shouldn't be feeling the sting of "John Carter" any longer, of course. "The Avengers" is the first film distributed by the mouse house since the company bought Marvel, who produced the superhero team-up in association with Paramount Pictures. "The Avengers" has passed "Pirates of the Caribbean: Dead Man's Chest" to become the studio's biggest movie ever, collecting over $450 million in the U.S. in just 17 days (10 days faster than previous quickest-to-$450-million record-holder "The Dark Knight"). The long-awaited and well-reviewed film uniting the big-screen incarnations of Captain America, Iron Man, Thor, Hulk, Black Widow and Hawkeye became the fourth-highest-grossing movie of all time over the weekend, sitting on the worldwide chart just behind "Avatar," "Titanic" and "Harry Potter and the Deathly Hallows, Part 2." And "Battleship" wasn't the only newcomer to buckle against the continued strength of Marvel's heroes. "The Dictator" was #3 during its first weekend in theaters with $17.4 million. The latest comedy from Sacha Baron Cohen, best known to American audiences for "Borat," has collected $24.4 million since it opened in the middle of last week. The comedian's "Brüno" opened with $30.6 million in 2009, higher than the original bow of "Borat: Cultural Learnings of America for Make Benefit Glorious Nation of Kazakhstan." However, during its entire domestic run in theaters, "Brüno" ultimately grossed less than half of the $129.5 million gathered by "Borat" from November 2006 into 2007. "What to Expect When You're Expecting," loosely inspired by the book of the same name, settled for fifth place with a $10.5 million debut. The ensemble comedy has been savaged by film critics. "What you don't expect is how bad almost all of it is," wrote the New York Daily News. The Philadelphia Inquirer wasn't much kinder: "It makes one long for the comparative complexity and subtlety of 'Valentine's Day.' " Sandwiched between "The Dictator" and "What to Expect" at #4 was Johnny Depp's "Dark Shadows," a satirical take on the vampire soap opera of the same name, which teamed Depp once again with filmmaker Tim Burton and Burton's domestic partner, actress Helena Bonham Carter. "Dark Shadows" dropped 57 percent in its second weekend, taking in just $12.8 million for a total of $50.9 million. The last Depp/Burton collaboration, "Alice in Wonderland," is #25 on the all-time box-office-gross list with $334.1 million. The Atlantic summed up "Dark Shadows" like this: "Fans of Depp's past collusions with Burton will find their rewards along the way. But there's a perfunctory vibe to the goings on, a weariness amid the weirdness." The trio of Will Smith, Tommy Lee Jones and Josh Brolin (as a younger version of Jones' character) are projected to have the best chance yet of defeating Earth's Mightiest Heroes at the box office when "Men in Black 3" arrives in theaters this weekend. The sequel will, of course, be aided by "The Avengers" nearly month-long availability at that point and audience familiarity with the first two blockbuster entries in the series. Check out everything we've got on "The Avengers" and "Battleship." For young Hollywood news, fashion and "Twilight" updates around the clock, visit HollywoodCrush.MTV.com. Related Videos Get Psyched For 'Avengers' MTV Rough Cut: 'Battleship'

The Sandra Bullock space pic