"Mission: Impossible III" clung to No. 1 with a $24.5 million take during an anemic North America box office weekend that saw the Tom Cruise action film drop 49 percent from its opening weekend.
Internationally, "Mission: Impossible III" raked in another $70 million to bring its two-week earnings overall to $214 million.
"It's not a bad start," said Rob Moore, Paramount's president of worldwide marketing, distribution and operations.
"Poseidon," which reportedly cost $150 million-plus to make, debuted in second place with what was described as a solid weekend opening of $20.3 million.
"You've got two PG-13 action movies vying for the top spot and each earned over $20 million. I think that's pretty strong for Mother's Day weekend," said Paul Dergarabedian of Exhibitor Relations Co. Inc., which tracks box office performance.
But the overall North America turnstile take was more than 13 percent behind the comparable 2005 period, the first time in seven weeks that box office receipts dropped over last year's figures.
"The top 12 films for this weekend are down about 13.5 percent for comparable weekend last year. Hollywood has been on a roll for seven weeks," Dergarabedian said, adding the upcoming weekend has two potential blockbusters that could again float all boats.
"This was a solid but not spectacular weekend leading up to a big week ahead with `The Da Vinci Code' and `Over the Hedge.' This will be classic counter-programming," he said.
The Robin Williams comedy "RV" was third with $9.5 million, Lindsay Lohan's "Just My Luck" debuted in fourth with $5.5 million and "An American Haunting" was fifth with $3.7 million.
Estimated ticket sales for Friday through Sunday at U.S. and Canadian theaters, according to Exhibitor Relations. Final figures will be released Monday.
1. "Mission: Impossible III," $24.5 million.
2. "Poseidon," $20.3 million.
3. "RV," $9.5 million.
4. "Just My Luck," $5.5 million.
5. "An American Haunting," $3.7 million.
6. "United 93," $3.6 million.
7. "Stick It," $3.2 million.
8. "Ice Age: The Meltdown," $3 million.
9. "Silent Hill," $2.2 million.
10. "Hoot," $2.1 million.