After three weeks of box office dominance, The Avengers (weekend gross $36.9 million, total gross $513.8 million) has finally be unseated by new release Men in Black III, which handily won the crown this Memorial Day weekend with a gross of $55 million.

Still, it was more a good weekend than a bad one for Marvel, as The Avengers, which has earned over $1.3 billion worldwide thus far, became the number four highest-grossing film of all time, earning less than only Avatar, Titanic and Harry Potter and the Deathly Hallows: Part 2.

Coming in at number three over the holiday weekend was, Battleship (weekend gross $10.7 million, total gross $44.2 million), which saw a 58% drop from its underwhelming debut last week. The Dictator (weekend gross $9.6 million, total gross $41.4 million) came in at number four, and new release Chernobyl Diaries ($8 million) debuted at the number five spot.

While The Avengers was making headlines for breaking into the top five, the world of indie film had a record-breaker of its own: Wes Anderson’s Moonrise Kingdom, which grossed $520,000 in just four (count ’em, four) theaters, now holds the records for best per-theater average among live-action (previously held by Dreamgirls) and indie (previously held by Brokeback Mountain) films.

Also out in wide release were French film The Intouchables ($101,053 in four theaters—not Moonrise Kingdom numbers, but it’s still the best debut of a foreign language film so far this year), Cowgirls n’ Angels ($57,400), Mighty Fine ($27,900), Oslo, August 31st ($9,250) and OC87: The Obsessive Compulsive, Major Depression, Bipolar, Asperger’s Movie ($5,733).

Out next week and hoping to rid the top spot of all those aliens are Snow White and the Huntsman and Piranha 3DD, with 6 Month Rule, Apartment 143, For Greater Glory, High School, Pink Ribbons, Inc., U.N. Me and A Cat in Paris hitting theaters in limited release.