LOS ANGELES - Will Smith and Tommy Lee Jones' sequel "Men in Black 3" debuted as the No. 1 movie over Memorial Day weekend with $55 million domestically from Friday to Sunday.

That bumps Disney's "The Avengers" into second place after three blockbuster weekends on top for the superhero sensation. "The Avengers" took in $37 million over the three days to push its domestic total to $514 million and become only the fourth movie ever to top half a billion dollars.

Distributor Sony estimates that by the end of the four-day holiday weekend Monday, "Men in Black 3" will have pulled in $70 million domestically and $202 million worldwide.

Universal's "Battleship" was No. 3 in its second weekend with $10.8 million, raising its domestic earnings to $44.3 million. Paramount's comedy "The Dictator" took in $9.6 million to finish fourth in its second weekend and lift its total to $41.5 million.

The Warner Bros. horror tale "Chernobyl Diaries" opened at No. 5 with $8 million.

"Men in Black 3" launched with a bit more cash than its two predecessors, which both had opening weekends of just above $50 million.

The original "Men in Black" debuted in 1997 and "Men in Black II" premiered in 2002, when admission prices were lower than today.

ASSOCIATED PRESS