Finding a director for X-Men 3 hasn't been a cakewalk for 20th Century Fox. According to both Variety and the Hollywood Reporter, Layer Cake director Matthew Vaughn has departed the project, just two months before it's scheduled to begin shooting. He follows Bryan Singer out the door; Singer directed the first two X-Men movies but left the franchise last year to direct Superman Returns for Warner Bros., currently shooting in Australia. No word on who might replace Vaughn, but Fox president Hutch Parker told the Reporter that the production will still shoot on schedule and meet an expected May 26, 2006, release date.

The London-based Vaughn, best known for producing Guy Ritchie's movies before going behind the camera for Layer Cake, cited personal reasons for his departure, telling Variety that the shoot would mean too much time away from home. He'd hoped to be able to commute to Vancouver and Los Angeles for the lengthy shoot but realized he'd have to move to North America for a year. ''Not wishing to uproot his family for an extended period, Vaughn opted to depart the production,'' Fox said in a statement. (Vaughn is married to Claudia Schiffer, and they have two children.) His departure marks the second time he's dropped out of what would have been his big-budget Hollywood debut; earlier this year, he bolted Warner's big-screen version of '60s spy show The Man from U.N.C.L.E. to take the X-Men 3 job.

Some good news for X-fans: Variety reports that all the stars of the first two films will return for the third, including reported holdouts Halle Berry, Ian McKellen, and Patrick Stewart. Recently announced additions to the cast include Kelsey Grammer as the furry blue Beast and Vinnie Jones (who starred in the Vaughn-produced Snatch and Lock, Stock and Two Smoking Barrels) as Juggernaut. Lost's Maggie Grace is in talks to play Kitty Pryde.