Black. A glowing light is shown in the middle of the screen.

Xavier’s voice is heard.

“Mutation,”

Three streams of light come out of the center light.

“It is an essential key to human survival. Some may fear it,

some may hate it. Some may even try and cure it. This

process is slow, normally taking thousands and thousands of

years. But every few hundred millennia, evolution leaps

forward.”

The streams of light have turned into a bird. Camera

zooms into the middle where a blue flame bursts onto screen.

Credits are coming up while cells duplicate and DNA helices

are shown. Blue flames continues to burn in the background.

Pan to… X3: X-MEN INCITED

An “X” shaped door slams and a circle in the middle spins.

Camera zooms into the blue light in its center.

INT. 20 years ago…

A quiet suburb is seen. A blue Mercedes Benz pulls onto the

side of the road. Two men come out. Professor Charles Xavier

and Eric Lenshier.

ERIC:

Do we really have to meet them all in person, Charles?

CHARLES:

This one’s special.

They ring the doorbell and Mr. Grey opens the door.

CHARLES:

Good morning, Mr. Grey.

Mr. Grey looks nervous.

MR. GREY:

Hi. Uh- let me just call her down.

CHARLES:

Actually, could we come in? We would rather speak with you

first.

Mr. Grey steps aside and closes the door after the two men

enter the house.

INT. the Grey living room.

Mr. Grey, Charles and Eric are all sitting on sofas.

CHARLES:

When did this start?

MR. GREY:

You mean when did she start being… a freak?

Eric frowns and all the metal in the room begin to shake.

Charles sends him a psychic message. Eric, he is not evil.

He’s just uninformed.

ERIC:

Well Mr. Grey let me inform you that your daughter is not a freak. In fact, in the evolutionary chain, she is superior

to you.

Eric looks at Charles and sends him a psychic response.

Informed.

Mr. Grey takes a gulp.

MR. GREY:

Uh, right. Well it all started when her best friend had

died. There was an accident involving a hit and run driver.

We were all devastated, but Jean took it harder then any of

us. She stopped eating and eventually starting having a lot

of emotional outbursts. And now she is always…

Mr. Grey looks around, brings down his voice and leans in.

MR. GREY:

Now she’s reading our thoughts and if she is not happy she

throws things across the room with her mind. Please, take

her to your school and- and fix her!

Once again the metal starts shaking, only harder this time

and the picture frames fall off the walls. Eric, stop it!

Mr. Grey looks even more at nervous.

CHARLES:

Could you please call her down?

MR. GREY:

Jean honey, would you please come down? There are two men

here to see you.

A thirteen year old girl peaks her head from behind the

stairs. Her father gets up and laves at her sight. She comes

and sits down where her father was sitting and looks at

Eric. Xavier sends her a Psychic message. It’s very rude,

you know, to read my thoughts or Mr. Lenshier’s without our

permission.

ERIC:

Did you think you were the only one of your kind young lady?

Jean frowns. What’s wrong with me?

CHARLES:

We are mutants Jean.

ERIC:

Homo-superiors, Charles.

Charles ignores Eric’s remark.

CHARLES:

We are like you.

JEAN:

Really? I doubt that.

Without any movement from Jean, all the cars outside begin

to float as well as a man’s lawnmower and the water out of a

gardener’s hose.

ERIC:

Oh Charles, I like this one.

CHARLES:

Jean, I trust you read our pamphlets?

JEAN:

Your advertisements? Yes.

CHARLES:

So I trust you’re packed then?

JEAN:

Yes.

CHARLES:

Then let’s go.

INT. Black Screen

The not too distant future. Black. Explosions and missiles

can be heard. Boom. The scene glows. Black. Boom. Glows.

Explosion is seen. Wolverine jumps out of the way.

WOLVERINE:

You’re gone a few days and the whole world goes to hell!

A missile comes by Wolverine’s head. He ducks and it goes at

Iceman and Shadowcat. Iceman tries to freeze it.

ICEMAN:

It’s not working!

SHADOWCAT:

Let me try.

Shadowcat grabs Iceman and the missile goes through them.

SHADOWCAT:

Now who’s the damsel in distress?

Iceman smiles at her. Rogue sees them.

COLOSSUS:

Look out!

Colossus puts his hand on Rogues cheek. Rogue metals-up as a

piece of rubble comes flying towards them both. It shatters

on impact and both are unharmed.

ROGUE:

That felt so weird.

COLOSSUS:

You’re telling me!

An echoing voice is heard.

XAVIER:

X-Men, keep moving.

Colossus and Rogue regroup with Iceman and Shadowcat.

SHADOWCAT:

Piotr, where are the others?

COLOSSUS:

Nightcrawler’s getting civilians to safety, Storm’s leaving

it obstacles and Cyclops is supposed to be trying to slow it

down.

Lasers sweep the nearby remains of a house and another

missile is launched right passed the X-Men, Nightcrawler

then BAMFS behind them.

NIGHTCRAWLER:

Keep moving! Ve are running out of time!

The X-Men continue to move.

ICEMAN:

Nightcrawler, I thought you were supposed get everyone to

safety?

ROGUE:

You think he just decided to abandon his job, unfinished, to

come and baby-sit us?

Rogue looks frustrated while Bobby looks surprised at what

his girlfriend just told him. Storm comes in.

STORM:

I set up a tornado back there; if Logan fails the tornado

should do it. If not then hope for the best.

SHADOWCAT:

What happened to Cyclops?

WOLVERINE:

He couldn’t make it. Watch out Storm, your tornado died out

pretty quick. That thing back there, it’s coming and fast.

STORM:

So why aren’t you slowing it down?

WOLVERINE:

Relax, me and Tinman got this.

STORM:

Logan we work as a team.

A giant robot lands a half mile away and the earth shakes.

WOLVERINE:

Good luck with that!

Wolverine looks over to Colossus.

WOLVERINE:

Two words, bub. Fastball Special.

Colossus picks up Wolverine, spins around twice and throws

Wolverine directly at the Sentinel Robot. Wolverine flies

out the other side. Nightcrawler BAMFS into the air, catches

Wolverine and BAMFS back on the ground. The Sentinel falls

over.

XAVIER’S VOICE:

Simulation Complete.

The scene morphs into a large, circular metal room.

WOLVERINE:

Hey Colossus, you throw like a girl.

Colossus:

Cut me some slack Canuck, I pitch with my left!

Wolverine turns left out of the room while the rest of the

X-Men turn right. Storm fallows Wolverine.

STORM:

Logan what was that?

WOLVERINE:

A danger room session.

STORM:

A defensive danger room session.

WOLVERINE:

Well you know what they say; “the best defense is a good

offence”. Or is it the other way around?

STORM:

Logan,

Logan turns and faces Storm in the face.

WOLVERINE:

Listen, if you don’t like it you can punch and scratch

Cyclops all you want, I’m just the sub.

Cyclops walks by the other hall.

WOLVERINE:

Speak of the devil.

Wolverine catches up with Cyclops leaving Storm behind.

Cyclops has a small pack slung over one shoulder. He brushes

past Logan.

WOLVERINE:

Hey, Scott, they were looking for you downstairs; you didn't

show.

Cyclops stops and turns to face Wolverine.

CYCLOPS:

What do you care?

WOLVERINE:

Well for starters I had to cover your ass.

CYCLOPS:

I didn’t ask you to,

WOLVERINE:

You’re right, the Professor did. I was just passing through

and-

CYCLOPS:

So pass through Logan!

WOLVERINE:

Hey bub, you think you’re the only one who cared for her?

CYCLOPS:

Stop,

Cyclops goes to turn around and Wolverine grabs his arm.

WOLVERINE:

When Jean died we all,

Cyclops knocks Wolverine’s arm off of him.

CYLOPS:

I said Stop!

WOLVERINE:

Take it easy kid, I just want to-

CYCLOPS:

-I hear her calling out to me Logan! I see her surrounded by

water screaming at me. Voices, pleading me to come and help

her.

WOLVERINE:

Voices?

Cyclops digs into his bag.

CYCLOPS:

I’m not crazy Logan. I found this last night.

Scott pulls out of his pocket the pendant Jean was wearing

during last year’s museum field trip. Logan looks at it

confused.

WOLVERINE:

Looks like a bird…

CYCLOPS:

It's the phoenix Jean got after coming to this school.

WOLVERINE:

Why did the Professor give her that?

CYCLOPS:

I don't know. A welcome maybe? Look I found it behind her

picture this morning.

WOLVERINE:

So maybe you misplaced it?

CYCLOPS:

She was wearing it when-

He cuts himself off and exhales deeply.

WOLVERINE:

You’re not going back there like this.

Cyclops wipes a tear off his cheek.

CYCLOPS:

Why do you care so much?

Wolverine hesitates.

WOLVERINE:

The only thing you might find is her body.

CYCLOPS:

At least, then I’ll know she’s really gone.

Wolverine stops to think.

WOLVERINE:

I'm coming with you.

CYCLOPS:

No you’re not.

Professor Xavier rolls his wheelchair into the room. He

looks shocked.

XAVIER:

Scott,

CYCLOPS:

Professor?

XAVIER:

I tried looking for her like you asked me.

CYCLOPS:

And?

XAVIER:

Get to Alkali Lake now. Logan I want you and Ororo to go

with him.

CYCLOPS:

Professor! I-

XAVIER:

Scott, be prepared, there is something there, but I fear

it's not Jean.

INT. X-JET

Storm is piloting, Wolverine is seated beside her and Scott

is asleep in the back.

WOLVERINE:

What did the Professor tell you ‘Ro?

STORM:

Well “Lo” he said there were strange weather readings coming

from here as well as high energy readings coming from the

exact middle depth of the lake. And the next time you call

me “Ro”, I’ll fry you.

Cyclops wakes up.

CYCLOPS:

Why haven’t we landed yet?

WOLVERINE:

In case you haven’t looked out the window, there’s too much

fog, we might land on a tree or in a ditch.

CYCLOPS:

So why don’t we land on the water?

WOLVERINE:

The water’s boiling.

CLYCLOPS:

Storm why don’t you-

STORM:

Cyclops, I got this under control relax.

Storm’s eyes went completely white and the fog was blown

away. The X-Jet landed and Cyclops went running out and

stood on a large rock watching over the water. Wolverine and

Storm fallow him but stop further back and leave him some

space. Cyclops hears voices.

CYCLOPS:

Get out of my head!

He shoots an optic blast at the water. It begins to boil

more as steam rises. Wind picks up and a whirlpool starts to

form. A water column rises from the water and Cyclops is

thrown back and lands on his back by the feet of Wolverine

and Storm. They help him up and all of them look at the

column in horror. The water splats away and Jean is floating

in the air. She is glowing like fire.

CYCLOPS:

Jean?

JEAN:

I am no longer the Jean Grey you once knew! I am Fire! I am

life incarnate. Now and for ever I am Phoenix.

Jean falls into the water and Cyclops jumps in after her.

Minutes later he swims up with her in his arms. He carries

her to the ready X-Jet and sets her down on the bed. The X-

Jet takes off.

INT. X-Jet Cyclops is leaning over Jean.

The X-Jet is now on Auto-Pilot, Wolverine is reading a

newspaper with the headline “Sasquatch seen traveling south”

and Storm is watching the monitors. Cyclops begins to talk

to the unconscious Jean.

SCOTT:

Why. Why did you leave us like that? Why did you leave me

like that? Didn’t you have any love left for me?

The suit rack tips over.

SCOTT:

Jean?

Wolverine sits up scared and looks at the radar screen.

WOLVERINE:

Storm, I think the X-Jet’s computer has a virus.

Cyclops looks at Wolverine, Storm walks over to computer.

CYCLOPS:

What is it?

STORM:

It’s a message. From… Jean.

CYCLOPS:

What’s it say?

STORM:

I’m not Jean. I am Phoenix.

CYCLOPS:

Jean? Are you alright?

COMPUTER:

It says: I am not Jean! I have risen from the ashes of hell.

I am not the weakling you once knew!

STORM:

Jean, listen to me. Whatever is wrong with you, the

Professor will fix it.

COMPUTER:

You’re with him? He is the one who took me from my home and

destroyed me!

WOLVERINE:

What the hell is she talking about?

COMPUTER:

Take me back where you got me from and leave me there!

WOLVERINE:

Alkali Lake?

COMPUTER:

Where Xavier first took me from twenty years ago.

CYCLOPS:

Storm, contact the Professor.

Storm goes to the back.

Computer monitor reads:

You’ve made me angry

Jean’s body begins to glow like before and she is floating

over the bed gently with her hair flowing out.

WOLVERINE:

Holy shit. Cykes, take a look at this.

Wolverine makes a hand gesture outside. There are rocks

floating. Jeans face tenses and the rocks and boulders begin

launching themselves at the Jet.

CYCLOPS:

Logan, can you pilot this thing?

WOLVERINE:

What do you have in mind?

CYCLOPS:

Follow my lead.

Cyclops unbuckles and pulls down a ladder from the ceiling

he begins to climb up.

CYCLOPS:

Flip that green switch and leave about 8 feet of space from

the rocks at all times.

Wolverine understood what the plan was.

WOLVERINE:

Just don’t blink while you’re shooting, bub.

Cyclops sticks his head out of the sunroof and the Jet comes

back a bit. A rock goes at Cyclops’s head. He ducks and

begins to shoot. He is hitting them all and bigger pieces

start coming. Cyclops hits a big dirt clod and dirt gets all

over the windshield. Wolverine splashes the water onto the

windshield and wipes it.

WOLVERINE:

Easy monocle, if I pilot blind, you’ll die too!

Cyclops shoots an optic blast into the X-Jet from outside

and it hits Wolverine in the shoulder. It quickly heals.

CYCLOPS:

Don’t flame the shades.

Wolverine slams the acceleration and Cyclops gets smacked in

the face by a rock.

WOLVERINE:

Don’t get too cocky.

Storm comes back.

STORM:

What’s going on?

WOLVERINE:

My first flying lesson. How’m I doin’?

CYCLOPS:

Jean’s trying to bring us down.

Storm pulls a Cerebro helmet off the wall and hooks it to

Jean’s head.

STORM:

The Professor said to put this on her and he will handle it

from the mansion using Cerebro.

WOLVERINE:

Looks a lot like ‘Neto’s helmet, doesn’t it?

STORM:

I think it’s the opposite. It makes minds more vulnerable.

A rock plows Cyclops and his glasses get knocked off.

CYCLOPS:

The Professor had better hurry.

Cyclops was now shooting blindly. Jean’s face was scrunching

up.

STORM:

Scott, Logan, that’s enough. I will take it from here.

Cyclops got back down reached into his pack for his visor.

Storm was now piloting and her eyes went white. The wind

outside picked up. It swirled the rocks and bashed them

together. A big rock was floating in.

WOLVERINE:

Storm?

STORM:

I can’t use any more power without taking us down with it.

Storm tries to steer around it, it floats towards the jet.

Jean’s face relaxes and the rock starts tumbling down.

Everyone’s silent.

WOLVERINE:

I need a cigar.

Wolverine picks up the pack of cigars he had left in the

passenger seat and underneath is a National Science

magazine. Fade to another of the same magazine. Zoom out to

a furry blue creature sitting and reading the book. The

screen rotates. The blue man is in fact hanging from the

ceiling.

INT. Secretary of Mutant Affairs, Dr. Henry (Hank) McCoy in

his office. His secretary walks in.

SECRETARY:

Dr. McCoy, the meeting has already begun.

McCOY:

Thank you Barbara.

He jumps down and runs down the white house halls on his two

legs and two hands like an ape to the board room. The

President, along with others is seated.

McCOY:

Mr. President,

Hank gives him a friendly nod and takes a seat to the

Presidents left hand side. The President pulls out a

document. He hands hank a page, and gestures to it.

McCOY:

What’s this?

PRESIDENT:

Homeland security was tracking magneto.

TRASK:

We got hits in Montreal, Detroit and Genoshia. NAVSAT lost

his trace when he crossed the boarder but we did get the

constellation prize.

He turns to a screen and hits a remote. They all look to the

screen. Mystique is in a questioning room hand cuffed.

TRASK:

We picked her up at the FDA of all places.

The President looks to Hank.

PRESIDENT:

You know who she’s been imitating? Secretary Trask here.

Bolivar Trask’s face gets irritated.

TRASK:

Yes, well she won’t be doing that anymore. We’ve got her.

HANK:

You think your prisons can hold her?

TRASK:

We’ve developed new prisons Hank. Plastic and mobile. We

will be one step ahead this time.

MAN IN QUESTIONING ROOM:

Where is Magneto?

Everyone looks to the screen.

MAN:

Raven, I asked you a question.

Mystique isn’t looking him in the face.

MYSTIQUE:

I don’t answer to my slave name.

MAN:

Raven Darkholme, that’s your real name, isn’t it? You had a

family once. Or has he convinced you other wise?

Mystique angrily looks at him.

MYSTIQUE:

My family tried to kill me you pathetic meat sack!

MAN:

Ok then Mystique, tell me… where is he?

He calmly looks at her. She shape shifts to Magneto.

MAGNETO:

In here. With us.

The man, frustrated looks at her.

MAN:

I don’t want to play games with you.

Mystique turns into the man’s imitation now.

IMMITATION:

You don’t want to play games with me?

MAN:

Tell me! Where is Magneto?

Mystique leans forward.

IMMITAION:

You wanna know where he is?

She slams her head into the Man’s, kicks her chair back into

a guard, shape shifts and kicks another. She now jumps over

the first Man and chokes him with the hand cuff chains. She

hisses in his ear.

MYSTIQUE:

Homosapien.

Bolivar Trask shuts off the TV and everyone faces the

President once again.

HANK:

You know, having her will only provoke Magneto. But at least

it does give us some diplomatic leverage.

He looks at the President who doesn’t seem to care.

HANK:

But that’s not why you’ve called me here, is it?

PRESIDENT:

No, it isn’t.

He hands Hank the rest of the folder he was holding. Hank

opens it. There’s a picture of a young boy about 13 years

old.

PRESIDENT:

It’s what she stole from the FDA.

Hank reads on. The logo for “Worthington Labs” is in the

corner.

HANK:

Dear lord, is it viable?

PRESIDENT:

We believe it is.

HANK:

You realize the level of impact this will have on the mutant

community?

PRESIDENT:

Yes I do. That’s precisely why we need some of your…

diplomacy now.

HANK:

This isn’t diplomacy. This is supremacy.

PRESIDENT:

Hank listen-

HANK:

I will have no part in this. Good day Mr. President.

Hank storms out of the room.

INT. A guard walking in a narrow hallway.

The President’s voice is heard.

PRESIDENT:

Let me out of here!

He is locked up. The guard faces him unimpressed.

PRESIDENT:

I am the President of the United States! Let me out of here

this instant!

GUARD:

Oh Mr.… President… Shut up!

The guard turns around and an echoing noise is heard. There

is now a little girl where the President was once standing.

GIRL:

Let me out of here! Please!

She is crying. The guard turns to face her.

GUARD:

Yeah, keep it up. I’ll shoot you in the face bitch.

He has a plastic gun ready. The girl morphs into Magneto.

MAGNETO:

Quite a gun you have there.

He tries to gain control of the gun with magnetism. He

morphs into Mystique.

MYSTIQUE:

Plastic! You’ve learned.

GUARD:

Magneto can’t save you now.

There’s a smirk on the guards face.

MYSTIQUE:

When I get out of here, I’m going to kill you.

GUARD:

Ha-ha, yeah right! And after a hard days work, you can go

home to your two children.

The guard chuckles and walks away as an angry Mystique is

seen in the background.

INT. BAMF

Nightcrawler has teleported into Rogue’s room.

ROGUE:

Kurt! You scared me!

NIGHTCRAWLER:

Sorry, I tend to do that a lot. So, I hear you vanted to see

me?

ROGUE:

Well, you’ve been like an older brother to me since you

arrived and I need your advice again.

NIGHTCRAWLER:

So vhat can I do for you?

ROGUE:

Well there’s this guy.

NIGHTCRAWLER:

Bobby,

ROGUE:

Ya, he hasn’t been too much into our relationship lately. I

think it’s because of… my curse.

NIGHTCRAWLER:

Listen Rogue, vhat you have is a gift. If Bobby can’t

understand that then he obviously isn’t meant for you. There

must be someone else out there.

ROGUE:

Kurt, that’s the thing, there is no one! Every boy I have

touched has had their energy drained!

NIGHTCRAWLER:

Mutation is very unpredictable. For all ve know the energy

draining could just be a phase. I didn’t discover my

teleportation powers until years later. And even if you are

stuck with draining energy, there has to be another mutant

who can let off energy.

Rogue sat still.

NIGHTCRAWLER:

I vill let you t’ink on that.

ROGUE:

Thanks Kurt.

*BAMF*

INT. Xavier is having a class with his students.

KITTY:

So, theoretically speaking; if a psychic was to escape an

accident leading to death, they could “teleport” their

consciousness into a person who’s brain dead?

XAVIER:

Precisely. Let me show you all something my colleague, Moira

MacTaggert has put together. Switch, the TV please.

A teenage mutant with glasses blinks and the TV turns on.

There’s a woman standing in a lab with an unconscious person

in the back.

MOIRA:

Here at Muire Island, Scotland we are doing studies on how

to save people from accidents. So far we have only had

successful tests with psychic mutants. The people here have

donated the bodies of brain dead loved ones and friends for

this study. We are also working on some other, …classified

ways to obtain bodies.

XAVIER:

Thank you, Switch.

The child blinks and the TV turns off. Xavier feels

something.

XAVIER:

Class dismissed.

INT. Medical lab.

Xavier is waiting and then suddenly Cyclops, Storm and

Wolverine run in while bringing Jean on the stretcher.

CYCLOPS:

Professor,

XAVIER:

Storm explained everything. I need all of you out, now.

They all leave, the door closes behind them and Xavier

starts hooking up equipment to Jean’s forehead. He then puts

on a helmet. The professor closes his eyes. Jeans eyes go

black. Camera plunges into Jean’s eyes.

INT. the astral plane.

Xavier’s surroundings go black. He looks up and sees Jean

floating, a couple meters away from him. Their voices echo

when they talk.

XAVIER:

The astral plane.

JEAN:

Xavier,

XAVIER:

Phoenix!

Jean’s body bursts into a fiery bird.

XAVIER:

What have you done with Jean? Why have you returned?

PHOENIX:

Jean? Oh I keep her around. As for why I have returned? Well

after being imprisoned in my host’s body for 20 years I

thought it was time for revenge. And what a better time then

while Jean was unconscious?

XAVIER:

How did you survive?

PHOENIX:

The psychic blocs you set were fine for a young mutant but

Jean’s mutation grew stronger at Liberty Isle and so did I.

I held my strength for a good moment. When the mass of water

collapsed on Jean, I put a psychic cocoon around her body to

preserve it for me. Now I, the Phoenix have returned to the

world once again and when I wake up the fun begins.

Close-up on Xavier’s face, a bright light shines on him.

Fade out to white. Xavier opens his eyes in the lab. Shot of

Xavier taking off his helmet slowly as he stares blankly.

Fade out to black.

FADE TO Xavier, Storm and Wolverine in Xavier’s office.

STORM:

So what is the Phoenix exactly?

XAVIER:

The Phoenix is a great amount of power. It’s a spirit, a

force. It travels the world seeking for a new host whenever

the last one dies. When it isn’t inhabiting a body, the

Phoenix acts as a guardian against injustice. It is a

miracle worker. But when it finds a host, it takes advantage

of all the new emotions it has never felt before. It’s

uncontrollable. But what fears me the most is that I do not

know how to stop it.

WOLVERINE:

So that’s it? You have all this information then suddenly

you give us a brick wall?

XAVIER:

Logan, you must understand, I have collected the information

I could using Cerebro. I had to concentrate on the inhabited

hosts and piece together information.

STORM:

So couldn’t you have concentrated on each host harder?

WOLVERINE:

If he wanted to kill the person, sure.

Storm looks at Wolverine confused.

WOLVERINE:

Uh- Don’t ask why I know. Long story.

Kitty walks through the door and through Wolverine.

Wolverine is caught off guard. Kitty stares at him.

KITTY:

Oh right, “knock knock”.

WOLVERINE:

Come in,

Kitty smiles.

KITTY:

Professor, there’s a mutant named Henry McCoy waiting for

you in the common room.

STORM:

Hank!?

XAVIER:

Thank you, Kitty.

INT. Glasses are being held in front of a painting.

Pan out to a furry blue hand. A voice is heard.

STORM:

Hank!

Pan back to Henry “the Beast” McCoy now hugging Storm with

Wolverine and Xavier entering through the back.

BEAST:

Ororo!

STORM:

I love what you’ve done with your hair!

BEAST:

You too!

XAVIER:

Hank, it’s been a long time.

BEAST:

Professor! Thank you for giving me your time.

XAVIER:

You are always welcome here! You are apart of this place.

Wolverine is waiting by the doorway still.

WOLVERINE:

Where’s the rest of the blue man group?

The Beast gnarls at him.

STORM:

This is Hank McCoy. He was one of the first X-Men Logan.

Even before me.

BEAST:

Yes well, that was a long time ago.

XAVIER:

He’s now the Secretary of Mutant Affairs.

Wolverine takes a seat on the desk.

WOLVERINE:

Right a secretary. Nice suit. You always wear that when you

go to school?

Beast was starting to get annoyed.

BEAST:

Actually, I just came back from a meeting with the

President.

STORM:

Any news on Magneto?

BEAST:

Well, he is still hiding but the officials did manage to

capture Mystique when she tried to steal information from

the Pharmaceutical Department.

WOLVERINE:

Thanks for the news, bub.

Xavier looks at Logan.

XAVIER:

Magneto’s not the problem,

Xavier turns to Beast.

XAVIER:

Is he?

BEAST:

Actually it’s what Mystique tried to steal. It was a report

on something that Worthington Labs is working on. It can

supposedly suppress the mutant x-gene. They are calling it a

cure.

STORM:

They want to cure us?

XAVIER:

Have you met with Warren yet?

WOLVERINE:

Am I missing something?

STORM:

The owner of Worthington Labs, Warren Worthington II sent

his mutant son here when he was about 10.

WOLVERINE:

So he wants to cure us when his son is a mutant too? Sounds

like a genuine Stryker to me.

XAVIER:

Logan, we don’t necessarily know if he is testing on

mutants.

BEAST:

Actually the source of the cure is a mutant. I have a

meeting with him this afternoon.

Xavier pauses. His face emotionless.

XAVIER:

They’re announcing it now.

INT. Living room, all the students are watching the

television.

Worthington Labs can be seen behind a Persian Woman.

KAVITA:

Ladies and Gentlemen, we are now facing a critical moment in

humanity where those who are different are being shunned

from society. Here with us today is the brilliant man who

has learned to solve this problem. Dr. Warren Worthington

the Second!

A group of people begin clapping. In the room Colossus

whispers in Kitty’s ear.

COLOSSUS:

This can’t be good.

WARTHINGTON:

We have finally discovered the answer to uniting mutants and

humans alike. People of the world, I proudly present to you

the cure to mutation. The end to all the prejudice. My

fellow American’s say hello to a new future, shining

brighter then ever before.

INT. Common Room

Cyclops storms into the room.

SCOTT:

Who would want this cure?

STORM:

My point exactly. There’s nothing wrong with any of us!

SNIKT Wolverine has let out his three claws on his right

hand and looks at them.

WOLVERINE:

Right, ‘cause I expect everyone to understand a guy with

indestructible knives in his fist.

XAVIER:

Logan’s right.

Storm, Logan and Cyclops all look at Xavier.

ALL THREE OF THEM:

What?

Storm and Cyclops look at Wolverine confused as to why he

thought he was wrong. Wolverine shrugs his shoulders

innocently.

XAVIER:

He’s right. Mankind is simply un-informed.

Cyclops looks at Beast and squints.

CYCLOPS:

Beast?

BEAST:

Hello Scott.

They hug.

BEAST:

It’s been a long time.

CYCLOPS:

It really has been.

Wolverine’s watch beeps.

WOLVERINE:

Look at the time. Two O’clock already!

BEAST:

I best be going soon. Professor, is there anything I could

help you with?

XAVIER:

Actually there is.

Cyclops and Storm begin to walk out.

STORM:

Alone, Logan.

WOLVERINE:

Oh, right.

They leave.

BEAST:

So, where’s Jean?

XAVIER:

That’s what I wanted you to help me with. The Phoenix has

returned.

BEAST:

How did this happen?

XAVIER:

Last year, there was an accident. We all thought Jean was

dead, but then Scott, Logan and Storm found her alive. When

she awoke, she was the Phoenix. I currently have her stable,

but I am afraid that won’t last long. Beast looks at him

stunned.

XAVIER:

Hank, I think she is going to kill me.

BEAST:

Professor that isn’t poss-

XAVIER:

I need your help with something. I understand you know of

the research my friend Moira is working on.

Silent.

BEAST:

You think it is going to work?

XAVIER:

I have reason believe so.

BEAST:

Let’s just hope Jean can finally rid herself of the Phoenix.

INT. A church at night time.

“Mutants against the Cure” is written on the billboard

outside. Inside, a man is standing at a Podium.

MAN:

The cure is voluntary! We aren’t being forced into doing

this! It’s up to us, the mutants to help them understand

what we really are.

Toad is sitting against the wall in the corner.

TOAD:

They want to exterminate us!

MAN:

No one is talking about extermination here!

A voice is heard.

MAGNETO:

No one ever talks about it.

He stands with Pyro to his side.

MAGNETO:

They just do it.

He begins walking up the hall.

MAGNETO:

And you all go on with your lives, ignoring the signs. Only

when the air is still and the night has fallen you realize

it is too late for organizing committees. Make no mistake my

brothers, the homo-sapiens will draw first blood. Now there

is only one question you must answer. “Who will you stand

with”?

Magneto and Pyro walk off stage. Toad now joins them walking

down the isle. They are stopped by a man with long metal

boots and trench coat on. He puts a metal staff in their

way. His head is looking to the floor, covered in shadows.

TRENCH COAT MAN:

Ya’ talk pretty tough for a guy in a cape.

PYRO:

Do you know who you’re talking to?

Pyro’s hand has a ball of fire in it. The mystery man pulls

out a card engulfed in purple flames. He was known as

Gambit.

GAMBIT:

Do you?

A dark figure looks down upon them from the roof, his eyes

glowing in the dark. Pyro winks and the fire from the card,

burns the card completely. Pyro laughs.

PYRO:

Got any more magic tricks up your sleeve?

Gambit grabs Pyro’s hand and it starts to glow.

GAMBIT:

D’at should do it, mon amie.

The gas emitter blows and Pyro’s chest is on fire. The other

mutants get up. Magneto motions his hand from Pyro’s chest

to Gambit. A metal disc rips off from under Pyro’s shirt and

goes towards Gambit. BAMF Gambit is grabbed from behind by a

dark figure and is now gone. BAMF Gambit and the dark figure

are now seated on the support of the ceiling, hidden in the

darkness. Gambit whispers to Nightcrawler.

GAMBIT:

Who are you?

NIGHTCRAWLER:

Nightcrawler, I like to come here vhen I am confused. In

this case deh cure but I didn’t expect to find any guests.

GAMBIT:

Merci.

Pyro’s fire has now been turned off by himself. The man at

the podium begins to laugh while smoking.

TOAD:

What’s so funny?

MAN:

That guy looked like Mongolian Barbecue!

PYRO:

Funny. Your turn.

Fire bursts out from the cigarette and onto the man’s face.

Magneto and the other two begin to walk out when they are

stopped by a group of mutants. One with an eye-patch

(Calysto) stops them.

CALISTO:

Your not going anywhere old man.

The other mutants begin to surround Magneto. Another group

of mutants with Omega tattoos, stand behind Magneto.

MAGNETO:

If you insist.

Magneto motions towards the church organ and scraps of metal

are thrown at the eye-patched girl and her friends.

CALISTO:

Spike, Masque; take care of the organ, I got Magneto.

Everyone else fight!

Spike (a mutant totally covered in wooden armour) launches

wooden spikes from all over his body at the scraps of metal

and hits most of them. Masque turns into a Dinosaur and

knocks the rest of the organ out of the room. Nightcrawler

BAMFS himself and Gambit back down. Gambit runs into battle

throwing cards and fighting with his staff. Nightcrawler

helps the man from the podium whose face was badly burnt.

NIGHTCRAWLER:

I suppose you don’t have aloe Vera on you by any chance?

The man’s hand changes into a small compartment and there is

a vile there. He takes the vile and opens it. There’s a

lotion there. He rubs it on his face and the burns heal

instantly. He now turns his hand into a metal tube with red

lights around it.

MAN:

I’m Forge.

Forge runs out into battle and begins shooting powerful

blasts from his tube/hand. Gambit yells over to

Nightcrawler.

GAMBIT:

You goin’ help ou quoi?

NIGHTCRAWLER:

Not in ze house of God.

GAMBIT:

That green mutant blew the cross out of here, Magneto’s

organ manoeuvre busted all the disciple windows and the

Bible was stolen. I do not believe this is still a house of

God.

Nightcrawler stares at Gambit. *BAMF* Nightcrawler lands on

an Omega Mutant behind Gambit.

NIGHTCRAWLER:

I’ve got your back.

Magneto is still using craps of metal to defend himself. He

has been hit a few times and is now weakened. Calysto sneaks

up behind him and launches tens of tentacles from her

shoulders and wraps them around Magneto. She squeezes hard

and a crack is heard. A big fat mutant goes to throw Calysto

but she quickly turns and dodges it. Another mutant with a

glass dome around his head kicks the ground, causing an

earth quake that knocks Calysto and Magneto to the floor. A

pale skinned mutant launches metal tentacles from his wrists

and attaches them to Calysto. Pyro helps up Magneto. The

metal tentacled mutant throws Calysto across the room and

into a wall. Magneto holds his ribs and looks at the others.

They name themselves off.

GLASS DOME MUTANT:

I’m Avalanche, that big guy’s Blob and the white guy’s Red.

MAGNETO:

Come with me and bring all the mutants you can. Toad, Pyro

we’re leaving.

TOAD:

Sabretooth, let’s go!

A tall hairy mutant ploughs through the other mutants and

stops at Magneto.

SABRETOOTH:

Magneto,

MAGNETO:

Sabretooth. Brothers, ready yourselves.

Magneto magnetically pulls the church’s giant cross from

outside and pulls it in front of him and the others. Magneto

stands on it and the Omega Mutants and Brotherhood follow.

Magneto raises the large metal cross from the ground.

Mutants from below are shooting and throwing things at them.

The stuff being shot and thrown have now pierced a hole in

the ceiling. Magneto pulls the cross out of the hole and

they are now floating over the church. He points his palm at

the church and clenches his fist. The entire church

collapses. The Cross floats away as the night sky fades to

black.

FADE FROM BLACK Rubble is seen everywhere.

BAMF Nightcrawler is out from under the debris. BOOM, an

explosion and out comes Gambit and Forge. They run over to

Nightcrawler who is now kneeling in front of the (still

standing) alter. He is sad. Forge puts his arm on

Nightcrawler’s shoulder.

GAMBIT:

We best start helping d’ese personnes back to health.

INT. Gambit and Forge are helping up other unconscious

mutants while Nightcrawler is speaking with Wolverine on the

X-Communicator.

WOLVERINE:

Magneto? You’re sure?

NIGHTCRAWLER:

Yes, and apparently he was reunited with some of his old

friends and he met some new ones. They all left.

WOLVERINE:

How many of them?

NIGHTCRAWLER:

About fifty?

WOLVERINE:

They are gonna spread the message and get more, trust me. So

you will be back by next week for sure?

NIGHTCRAWLER:

Hopefully sooner if the other mutants want to help clean up.

WOLVERINE:

And by the way, do you have a brother?

INT. Beast and Kavita are walking down a metal hallway.

KAVITA:

We will let him go once we learn how to duplicate samples

quicker.

BEAST:

You said his parents are dead? Let me handle his

arrangements after you are done with him.

Kavita stops at a white door.

KAVITA:

Here we are.

BEAST:

What is his range?

KAVITA:

You’ll see.

Beast walks into a large white room filled with toys and

games. A green mutant, around the age of thirteen is playing

video games.

KAVITA:

Leech, someone is here to see you.

The boy turns around to face Beast. Beast walks up to shake

his hand.

BEAST:

Hello. I’m-

He stops himself when he notices his hand is no longer blue,

big and hairy. He looks at his hand.

BEAST:

You have an amazing gift Leech. Thank you.

LEECH:

Bye.

They close the door and walk out.

INT. Magneto’s lair.

Mutants are sitting around, testing their powers on objects.

Pyro, Avalanche, Sabretooth, Blob and Red are standing

behind a seated Magneto. Toad hops in front of Magneto.

TOAD:

I found the one you want. She’s in the corner. Her name’s

Search.

MAGNETO:

How ironic. Bring her to me.

Toad brings an old lady to Magneto.

MAGNETO:

My dear lady, can I have some of your assistance?

Her face rejuvenates. She is now a beautiful young woman.

SEARCH:

I hear you need me to find someone for you.

INT. Mystique in her cell.

Close-up on Mystiques ear. She smiles. She looks over to the

guard who is now asleep. She shape shifts into a snake and

lands on the floor. She makes a loud hissing noise. The

guard wakes up and looks over to Mystiques cell. He doesn’t

see Mystique so he goes over to the cell. The snake slithers

from under the guard’s feet and she morphs into her blue

self again. She quickly grabs the guard’s head and twists

it.

MYSTIQUE:

I told you so.

She takes a clip board from off the wall and begins to read

it.

INT. Driver of the mobile prison looks out past the guarding

federal police SUV’s.

DRIVER:

What the hell is that?

On the road now stand’s Magneto, Pyro, Toad, Sabretooth,

Avalanche, Blob and Red. Magneto motions towards the car and

senses no metal.

MAGNETO:

Avalanche, now.

Avalanche slams the ground and an earthquake forms, the SUV

in the front flips back into the mobile prison and the one

in the back rolls off the road. Pyro launches fire at both

the SUVs. They all walk inside the prison and see guards

awaiting them. Blob smiles at them and slams them all

together. From the back of the prison out comes, Mystique

with the clipboard.

MAGNETO:

Read off the guest list, will you my dear?

Mystique walks to the first cell.

MYSTIQUE:

This man robbed fifteen banks…

Pyro melts the lock and out comes a man.

MYSTIQUE:

At the same time.

The man multiplies into three.

MAGNETO:

I could use a man of your talents.

He smiles.

MULTIPLE MEN:

I’m in.

They walk to the next cell.

MYSTIQUE:

If he builds up enough momentum, nothing can stop him. He

calls himself the Juggernaut and was previously known as-

MAGNETO:

Cain Marko.

PYRO:

How do you know this mutant?

TOAD:

He’s no mutant. His suite gives him his power. If his helmet

is taken off, he is vulnerable to mutant powers targeting

his head or mind. I always wondered what happened to him.

Magneto looks to Blob who busts open the plastic cell.

Juggernaut is bolted to the back half of the cell.

JUGGERNAUT:

You kill Chuckles yet?

Pyro looks at Toad.

TOAD:

Did I forget to mention he’s Xavier’s step brother?

Sabretooth looks back and sees a Guard is still conscious

and aiming a cure gun at Magneto. He roars and jumps in the

way. Pyro turns around and burns the guard to ashes.

Sabretooth took a cure dart to the neck. Sabretooth’s body

shrinks from eight feet to six feet and his hair and nails

grow shorter. Mystique feels for a pulse.

MYSTIQUE:

He’s dead.

MAGNETO:

How unfortunate, he was a great warrior.

They leave.

INT. A news reporter is standing outside of Worthington

Labs. Angry mutant protesters are yelling behind her.

REPORTER:

History will be made here today. For the first time, the so-

called mutant cure will be available to the public. There

has been a large turnout here at Worthington Labs. Some

mutants are desperate for the cure, while others are

insulted by the mere idea of it.

Pan to the highest window where Dr. Warren Worthington the

second is waiting for his son, Angel. Kavita Rao enters the

room.

WORTHINGTON:

Will Secretary McCoy be a problem?

KAVITA:

Hard to say. His political views seem at odds with his

personal issues.

A male nurse enters.

NURSE:

Excuse me sir, your son has arrived.

WORTHINGTON:

Good. Bring him in.

KAVITA:

Are you sure you want to start with him? We still don’t even

know if it’s permanent.

WORTHINGTON:

It’s important I set the example.

A blond man, around the age of thirty comes through the

door. Warren Worthington the third, AKA Angel.

KAVITA:

Hello, Warren.

WORTHINGTON:

How are you doing, son?

Worthington walks over to his son, grabbing his shoulder and

walking him over to the operating station.

WORTHINGTON:

Did you sleep well?

WARREN:

Yeah.

WORTHINGTON:

You know I’m proud of you for doing this?

His arm is now around his son’s shoulder. They walk over to

the window.

WORTHINGTON:

Look at all those… mutants. You’re doing the right thing

son. They have all lined up for the cure. What a giant

outcome. Look at them!

Warren looks out and sees people lined up for the cure, and

then sees the protesters. “No to the cure! No to the cure!”

WARREN:

Dad,

WORTHINGTON:

Everything will be alright son. You ready?

A doctor takes Warrens trench coat off of him. They strap

him in.

WORTHINGTON:

Finally, I will do what Xavier could never dream of!

Kavita takes the sample and approaches Warren.

KAVITA:

The transformation will be a little… jarring.

Warren hesitates.

WARREN:

Dad, can we talk about this for a second?

WORTHINGTON:

We already have, remember? It’ll all be over soon.

WARREN:

Wait,

Kavita stops.

WARREN:

I can’t do this.

WORTHINGTON:

Doctor.

WARREN:

I can’t, please!

Kavita looks to Worthington.

WORTHINGTON:

NOW!

WARREN:

NO!

He spreads his wings and breaks loose of the straps to

reveal magnificent wings.

WORTHINGTON:

Warren, it’s what you wanted!

WARREN:

No dad, it’s what you wanted.

Warren runs over to the window.

WORTHINGTON:

Warren, no!

He breaks out of the window and spreads his wings high above

San Francisco. He is now soaring high in the air. Leech is

looking out of the window, watching the Angel soar.

INT. White house. President is talking to someone.

PRESIDENT:

You think resigning will make a difference? That’s no way to

influence politics.

HANK:

Policy is being made without me, Mr. President. The decision

to turn the cure into a weapon was made without me. What

happened on that convoy was inexcusable! But your actions-

President stands.

PRESIDENT:

That was an isolated incident! You have to understand that those mutants were real threats.

HANK:

Have you even begun to think what a slippery slope you’re

on?

PRESIDENT:

Hank, listen-

HANK:

No. Now you listen! I have been living my life with ape-like

features, being teased and harassed. The only person who

helped me was kidnapped by Stryker and his men, and you

authorized it! I was always trying to develop a cure. My

attempt failed and made me blue. I realized that I wasn’t

meant for the cure no matter how I looked!

PRESIDENT:

I worry, Hank, when one man can kill an entire city without

hesitation.

HANK:

As do I. But even you are capable of that.

PRESIDENT:

Don’t avoid it Hank. A war is coming! It’s only going to get

worse.

HANK:

All the more reason for me to be where I belong.

Hank walks away. President sits and speaks into his

intercom.

PRESIDENT:

Send in Bolivar Trask.

INT. Heart monitor. Cyclops is standing over Jean. The

helmet is still on her. Cyclops goes to touch her hair.

Suddenly, Jean’s hand grabs him. He jumps. The helmet hovers

off of Jean’s head. Jean’s eyes open.

CYCLOPS:

Jean?

PHOENIX:

No.

CYCLOPS:

Phoenix, you’re awake.

PHOENIX:

You didn’t think Xavier could keep me locked up forever, did

you?

CYCLOPS:

How did you get out?

PHOENIX:

I know Xavier has told you. Don’t play dumb with me.

Phoenix takes the wires off of her chest. Cyclops watches.

PHOENIX:

Scott, you’re making me blush.

CYCLOPS:

You’re reading my thoughts?

PHOENIX:

I didn’t have to.

Cyclops looks at her confused.

CYCLOPS:

Jean?

PHOENIX:

It’s ok.

Phoenix sits up and begins kissing Cyclops and pushing him

into a wall with her mind. She presses herself against him

and goes to unbuckle his belt. Phoenix’s black eyes begin to

have a red flame in them.

CYCLOPS:

Wait.

PHOENIX (hissing):

No!

His buckle flies off him. Cyclops backs away. Phoenix stares

at him.

CYCLOPS:

Jean?

PHOENIX:

STOP!

The Phoenix glows like fire.

CYCLOPS:

Don’t you remember back at Alkali? You couldn’t hurt me then

and I don’t believe you can do it now!

Phoenix’s eyes go normal.

JEAN:

Scott!

CYCLOPS:

Jean!

Jean’s eyes begin to tear up.

JEAN:

Scott… I almost- I almost killed Logan, Storm and… you.

Jean cries.

JEAN:

I almost killed you!

CYCLOPS:

It’s going to be alright.

JEAN:

I can’t control it! End it Scott!

CYCLOPS:

Jean, no…

JEAN:

I don’t want to kill you! Please stop me!

CYCLOPS:

Jean, let me help you! We can make it like it was!

JEAN:

Please… kill me!

CYCLOPS:

I won’t. I can’t! We’ll fix it!

Jean’s eyes burn like a mad flame.

PHOENIX:

I DON’T WANT TO BE FIXED!

Cyclops gets thrown back by Phoenix’s telekinetic powers.

He’s unconscious. Phoenix walks over to the door and knocks

it back with her mind. She walks out. Pan to Cyclops on the

floor.

INT. Xavier in Cerebro room with the helmet on. His eyes are

shut.

XAVIER (telekinetically):

It’s ready for use?

HANK (v.o):

Yes, Professor.

XAVIER:

I will be awaiting your arrival.

Xavier takes off helmet, and then he goes back to the door.

It opens to reveal Cyclops panting.

CYCLOPS:

Jean’s gone!

XAVIER:

I warned you.

Xavier closes his eyes.

XAVIER:

She’s Left the mansion. She’s trying to block my thoughts.

She’s… so strong.

He opens his eyes.

XAVIER:

It may be too late.

INT. Xavier, Wolverine, Storm and Cyclops are in the common

room.

STORM:

Well, where could she have gone?

WOLVERINE:

She mentioned something in the jet-

CYCLOPS:

Her home!

XAVIER:

Phoenix never really wanted to leave. Jean did. That was the

first time Phoenix really expressed herself.

WOLVERINE:

So what are we waiting for?

XAVIER:

Logan, I need you to do something else.

INT. Mansion’s parking lot. Xavier and Storm get into the

black van. Cyclops goes to get in the driver seat. Wolverine

walks up to the side.

WOLVERINE:

Bring her home… Cyclops.

They drive off. Wolverine gets into the other van and picks

up the x-com.

WOLVERINE:

Kurt, I’m on my way over.

Wolverine drives away.

INT. A cure gun is being slid across the table. A black

glove stops it.

MAGNETO:

Voluntary? They put the poison in a gun!

Magneto looks to the camera. He’s in the underground base.

MAGNETO:

I told you they would draw first blood.

Toad, Pyro, Red, Avalanche, Blob, Multiple Man, Mystique and

Juggernaut are standing in the stone room.

TOAD:

So what do we do?

Magneto picks up the gun.

MAGNETO:

We use this weapon to infuriate the countless superiors we

have to hate the Homo sapiens even more.

Magneto stands.

MAGNETO:

Come we have an army to build.

While they go to walk out, Search comes in.

SEARCH:

I picked up a mutant.

They stop and look at her.

SEARCH:

More powerful then anything I’ve ever felt. Even more

powerful then you.

Magneto looks surprised.

MAGNETO:

Avalanche, Red, Toad and Multiple Man; come with me. Pyro go

to Worthington labs. The rest of you, wait here.

INT. Blue van pulls in front of a pile of rubble. Gambit,

Nightcrawler, Forge and a woman come to the van. They get

in.

NIGHTCRAWLER:

Logan, dis is Gambit, Forge and Psylocke.

Logan is quiet.

NIGHTCRAWLER:

Logan?

Nightcrawler looks out the window.

GAMBIT:

Where are we going?

INT. Suburb. Xavier, Storm and Cyclops get out of the black

van. Pan back to reveal a mailbox that says “Grey”. Show

Professor looking at the other two.

XAVIER:

Wait for me here.

CYCLOPS:

What?

XAVIER:

I need to see Jean alone.

VO:

You were right Charles.

Pan back to reveal Magneto, Avalanche, Red, Toad and

Multiple Man.

MAGNETO:

This one is different.

CYCLOPS:

What the hell are you doing here?

MAGNETO:

Same as the Professor. Just, visiting an old friend.

A grin comes on Magneto’s face.

XAVIER:

I don’t want trouble here.

MAGNETO:

Nor do I, Charles. So, shall we go inside?

Magneto and Charles walk towards the house.

XAVIER:

I came to bring Jean home. Don’t interfere Eric.

MAGNETO:

Just like old times, eh?

XAVIER:

She needs help. Jean is not well.

MAGNETO:

You sound just like her parents!

Magneto leans over to Toad who is beside him still.

MAGNETO:

Nobody gets inside.

Toad smiles.

INT. Back door of Jean’s house. Magneto motions his hand to

the door knob. He opens the door. They walk in. Objects in

the house are floating. Water in the dispenser is boiling.

Chandelier is swinging. Kettle is steaming. Picture frames

are shaking. They walk into the living room where Jean was

seated twenty years ago. Floating furniture immediately

drops. Jean is now wearing a green blouse with the Gold

phoenix pendant. The men walk into the room slowly.

PHOENIX:

I knew you’d come.

XAVIER:

Of course, I’ve come to bring you home.

PHOENIX:

This is my home.

XAVIER:

No Jean, you have a home with us. And a family.

MAGNETO:

You know he thinks your power is too great to control.

PHOENIX:

You want to control me?

XAVIER:

Eric-

MAGNETO:

Your mind games won’t work anymore, Charles. He wants to

control you.

XAVIER:

No,

MAGNETO:

He does!

XAVIER:

NO! I want to help you.

PHOENIX:

Help me? What’s wrong with me?

MAGNETO:

Absolutely nothing!

XAVIER:

Eric, stop!

MAGNETO:

No! Not this time Charles! You’ve always held her back!

XAVIER:

For your own good, Jean.

Jean’s eyes go Black. A lamp goes flying across the room.

PHOENIX:

Don’t call me that name!

INT. Outside the house. The gate in front of the house

closes. Cars around the neighbourhood begin shaking.

CYCLOPS (whispering to Storm):

I’m going in.

STORM:

The Professor said he’d handle it, Scott.

INT. Living room. The doors shut tight.

Things start floating.

XAVIER:

Look at me Jean. I can help you! Look at me!

Phoenix looks up.

PHOENIX:

Get out of my head.

Xavier’s chair gets pushed back a little but the breaks hold

them in place.

MAGNETO:

Perhaps you should listen to her Charles.

XAVIER:

You must trust me! You’re a danger to everyone, including

yourself.

Jean’s pitch black eyes have a tiny flame in them.

XAVIER:

But I can help you!

MAGNETO:

I think you want to give her the cure!

XAVIER:

Look what happened to Scott! You almost killed the man you

love because you couldn’t control your power!

Jean starts crying.

PHOENIX:

NO! STOP IT!

The windows shatter. Magneto gets thrown back into the stove

in the Kitchen.

INT. Outside.

CYCLOPS:

JEAN!

Cyclops shoots a fully powered optic blast at Avalanche, who

gets knocked into the house. Storm’s eyes go white. She

flies up into the air. Red launches poisonous Adimantium

tentacles out of his arms towards Cyclops. Cyclops runs head

strong into them shooting with his optic blast. Storm makes

a tornado and knocks Multiple Man to the side and shoots

Toad through the front door with a lightning bolt. One

tentacle knocks Cyclops back onto the road. A van screeches

to a halt. Wolverine is seated in the van. He squints and

looks at the pale mutant.

WOLVERINE:

Red?

A tentacle comes flying through the windshield and into

Wolverine’s chest. It throws him into the house. BAMF

Nightcrawler is now on the road with Psylocke. They are

quickly surrounded by an army of Multiple Men. All of them

go running at Psylocke and Nightcrawler. Gambit is now

driving the van straight into Avalanche, while Forge is in

the passenger seat. Avalanche stomps on the ground and the

car launches in the air. Gambit throws a card out of the

window which explodes on contact with Avalanche. Avalanche

is knocked aside. Nightcrawler BAMFS twice and returns with

Gambit and Forge. The van lands behind the house. Inside the

house, Toad hops on top of Storm.

TOAD:

Remember me?

He throws his tongue onto Storms neck. It wraps around her

and chokes her. He then throws her (with his tongue) into

the glass coffee table. Outside, Cyclops is picked up by one

of Red’s tentacles and is thrown into Wolverine. Another

tentacle comes flying into Cyclops’s face when it’s stopped

by Wolverine’s claws.

WOLVERINE:

GO! NOW!

Cyclops gets up and runs through the next room. Wolverine

pulls the tentacle back with his claw and with his other

claw stabs Red in the chest. It quickly heals.

INT. The living room. Jean is surrounded by fire. There is a

massive amount of wind. Jean focuses harder on Xavier.

XAVIER:

Jean, let me in!

The glow in Jeans eyes grows into an even bigger flame.

INT. Storm knocks a lightning bolt into Toad. He goes

flying. From the other room, Wolverine takes another stab at

Red and calls over to Storm with his other claw pointing at

her.

WOLVERINE:

Storm! Now!

Storm sends a lighting bolt through Wolverine and into Red,

while Wolverine is spinning. Red flies off of Wolverine’s

claws and is hit by a floating car outside. Nightcrawler,

still surrounded by the Multiple Men, grabs Gambit, Psylocke

and Forge. Gambit charges a large block of asphalt on the

ground. They BAMF and the Multiple Men disappear when the

asphalt blows. Only one remains and he gets thrown into a

roof. Wolverine and Storm run over to the others just

outside the house.

INT. Kitchen. Magneto is still pinned against the stove.

Knives are floating.

INT. Living room. Objects are being dematerialized. Jean is

now engulfed in flames. Jean’s eyes are now big red balls of

fire. She stands. Her face focused on the Professor. Xavier

starts floating off the chair. Magneto watches terrified

from the other room. The house begins to float.

INT. Outside the other watch in astonishment.

STORM:

NO!

INT. House, Cyclops gets thrown against ceiling. He takes

two knives which are also pinned against the ceiling and

uses them to pull himself towards the living room door while

massive winds are swirling around him.

INT. Living Room.

Xavier’s skin on his fist begins to burn off.

XAVIER:

No, Jean!

Magneto from the other room screams.

MAGNETO:

JEAN!!!

Outside the house begins to peal away. The others are

watching in horror.

INT. Inside, Cyclops reaches out for the door. He barely

shoots an optic blast at it, small enough to peak through.

Floating objects slow down, as if everything is in slow

motion. The massive wind quickly calms.

XAVIER:

Jean, don’t let it control you.

Xavier looks over to the hole Cyclops is peaking through.

CYCLOPS:

No!

Xavier smiles. He disintegrates.

MAGNETO:

CHARLES!

Cyclops gets thrown as does the remains of Xavier. Cyclops

lands on the ground outside. The house smashes onto the

ground.

INT. House, Magneto is surprised. He barely stands. He is

staring straight at Jean who is shaking, with partly ripped

clothes and now out of power.

MAGNETO:

You… you killed him.

Jean is crying.

JEAN:

I didn’t mean to.

Jean looks down.

MAGNETO:

You do need help.

Magneto’s finger raises Jean’s chin.

MAGNETO:

Come with me.

They leave through the back door.

Scott comes running in and stops at the site of the

Professor’s empty wheel chair. He collapses on the floor,

crying.

Fade to the Mansion. Fade to Xavier’s empty office where his

wheel chair is. Pan back

VO:

We live in an age of darkness.

INT. Charles Xavier’s grave. Funeral.

VO (Storm):

A world full of fear, hate and intolerance.

Rogue is crying. She is sitting beside Bobby who is sitting

beside Kitty who is sitting beside Piotr.

VO:

But in every age, there are those who fight against it.

Kitty is holding Piotr’s hand.

VO:

Charles Xavier was born into a world divided.

Beast and Moira are also seated. They are the only ones who

aren’t looking depressed. Cut to Storm, her eyes watery.

VO:

A world he tried to heal.

A tearful Rogue looks at Iceman. She goes to put her hand on

his. His hand remains still.

VO:

A mission he never saw accomplished.

Shot of everyone. Nightcrawler, Gambit, Psylocke, Forge,

etc. Start panning back.

VO:

It seems the destiny of great men to see their goals

unfulfilled.

Someone is watching from doorway of mansion.

VO:

Charles was more then a leader, more then a teacher. He was

a friend.

Show Cyclops leaning over with his hand on his forehead in

Xavier’s office. He is sitting on a sofa, facing the empty

wheelchair. Wolverine is watching from doorway. He has a

tear come down his eye. He quickly wipes it off.

VO:

When we were afraid, he gave us strength.

Panning around funeral.

VO:

When we were alone, he gave us family.

Storm looking on all the seated people.

VO:

He may be gone, but his teachings live on through us, his

students.

Show the students sitting. Rogue has now pulled her hand

away from Bobby.

VO:

Wherever we may go, we must carry on his vision.

Show Storm with tears coming down her eyes.

VO:

And that’s a vision of a world united.

Wolverine turns around and walks back in. Storm walks over

to the grave and leaves a white rose.

INT. Rogue is crying. Kitty walks in through the door. Rogue

looks over. She quickly wipes off her tears.

ROGUE:

Hey,

KITTY:

Hey,

ROGUE:

You ok?

KITTY:

Yeah. It’s just; I hear they might be closing down the

school.

Rogue looks over at Kitty, now seated on the bed beside

Rogue. Kitty’s eyes are watery.

KITTY:

Most of us don’t have anywhere to go.

ROGUE:

Well at least you still have Piotr.

KITTY:

What do you mean?

ROGUE:

Bobby and I broke up. It wasn’t working out.

Kitty looks up to Rogue.

KITTY:

Well, there’s other guys Rogue.

ROGUE:

I know. But will they accept me?

KITTY:

I’m sure someone will.

INT. Gambit walking over to the front door. He is now in his

pyjamas. He opens the door to see Angel.

ANGEL:

Hi, I was wandering if I could meet with the Professor.

CYCLOPS (from off screen):

Who is it Remy?

Cyclops walks over from the kitchen.

ANGEL:

Scott?

CYCLOPS:

Warren, please come in.

INT. Cyclops, Beast, Angel and Gambit are sitting around in

the living room. Switch is playing Xbox without the

controller.

CYCLOPS:

Switch, could you go call down Iceman?

ANGEL:

Bobby’s got a codename?

SWITCH:

Sure thing Mr. Summers.

Switch leaves.

ANGEL:

I always thought he’d get a name like “Igloo”.

Cyclops smiles. Angel looks over to Xavier’s picture.

ANGEL:

I still can’t believe he’s gone.

Iceman comes down the stairs.

ICEMAN:

Yeah, Cyclops?

ANGEL:

Hey snowball.

ICEMAN:

Warren! Oh my God! I can’t believe you’re here!

BEAST:

And this time he’s staying.

Angel looks around.

ANGEL:

We’re all here!

BEAST:

Almost all of us.

GAMBIT:

Am I missing something?

BEAST:

The first five students to try out the Danger Room were;

Myself, Bobby, Warren, Scott and… Jean.

INT. Rogue is walking out of her room. Logan walks behind

her.

LOGAN:

Hey kid. You need a lift?

ROGUE:

No.

Logan walks up to her. He looks at the bag.

LOGAN:

Where are you going?

ROGUE:

Logan, you don’t know what it’s like to be afraid of your

powers. Be afraid to get close to anybody.

LOGAN:

Yeah I do.

ROGUE:

I’ve never felt someone before. I’ve never been able to give

a hug, a handshake. Not even a kiss.

LOGAN:

I hope you’re not doing this for some boy.

She looks nervous.

LOGAN:

Look… if you want to go then go. Just be sure it’s what you

want

Rogue looks surprised.

ROGUE:

Shouldn’t you be telling me to stay? To… go upstairs and

unpack?

Logan chuckles.

LOGAN:

Do I really look like Cyclops to you?

Rogue smiles.

LOGAN:

Just think about what I said… Mary.

ROGUE:

Rogue,

Logan smiles.

LOGAN:

Rogue.

They hug. Rogue leaves. Gambit comes in just as Rogue walks

out the door.

GAMBIT:

What was that about?

INT. Gambit on a motorcycle stops at Worthington labs. He

now has a long black trench coat with Xs on the shoulders.

He hears someone behind him.

VO (Pyro):

I see you went and joined the dead man’s team?

Pyro chuckles. Gambit looks around.

GAMBIT:

Well, it looks like Magneto isn’t here to help you d’is

time, is he?

Pyro’s smile is gone.

PYRO:

So you’re not here for the cure?

GAMBIT:

I’m lookin’ for someone.

PYRO:

As far as I can remember, the only student who would be dumb

enough to come and get the cure is Rogue.

Pyro laughs. He falls over instantly. Rogue was standing

behind him.

ROGUE:

You were saying?

She looks at Gambit. Gambit smiles and Rogue blushes.

GAMBIT:

So you’re d’e mutant you takes in energy, huh?

ROGUE:

Yeah so.

GAMBIT:

I wanted to show you somet’in.

He quickly grabs Rogue’s hand before she can pull back.

Their hands are glowing.

GAMBIT:

I’m d’e one who can let off energy.

Rogue smiles.

INT. Forest. Pan down to Phoenix, now wearing a black and

red blouse is looking over campsite.

VO(Magneto):

Do you remember when we first met? Do you know what I saw in

you?

Magneto is now beside her.

MAGNETO:

I saw the next stage in human evolution, what Charles and I

dreamt of finding. And then I thought, ‘Why would Charles

want to turn this Goddess into a mere mortal?’

Magneto pulls out a metal mug.

MAGNETO:

I can manipulate the metal in this.

The mug floats.

MAGNETO:

But you can do anything. Anything you can think of.

The mug turns into a miniature sized sun. It pulses

massively. Its surrounding force is pulling in people and

burning them. Magneto backs away.

MAGNETO:

Phoenix, enough.

Jean’s eyes begin to have a small glow in them.

MAGNETO:

ENOUGH!

The sun implodes and the Phoenix effect dies down. Phoenix

turns around and looks Magneto in the eye.

PHOENIX:

You sound just like him.

INT. A shadow covers Xavier’s grave. Cyclops is standing

over it. Tears coming down his face.

CYCLOPS:

I never thought this would happen. I’ll bring her home

Professor. I promise.

Storm comes over.

STORM:

Scott?

Cyclops looks to her.

CYCLOPS:

Yeah?

STORM:

I think you should see something.

INT. TV screen. Pyro lights the Worthington labs building on

fire at the first floor.

REPORTER:

A half hour after we put out the fire we found a tape, from

the criminal, mutant activist; Magneto.

Magneto is sitting in his underground lair.

MAGNETO:

Today’s attack was only our first stand. As long as the cure

exists, our war will rage. Your cities will not be safe.

Your streets will not be safe. You will not be safe. And to

my fellow mutants, I make you this offer; join us or stay

out of our way. Enough mutant blood has been spilled

already.

TV screen goes off. Cyclops, Wolverine, Storm, Beast, Angel

and Nightcrawler are all sitting there. Cyclops stands.

CYCLOPS:

Beast and Angel, send a check to Worthington labs for the

repairs. Storm and Nightcrawler round up the X-Men and get

to the Danger Room for one last training session. Wolverine-

JEAN(whispering):

Scott!

CYCLOPS:

You’re coming with me.

INT. Cyclops and Wolverine pull over by a forest.

WOLVERINE:

You’re sure she’s out here?

CYCLOPS:

One hundred percent, Logan.

Logan smells around.

WOLVERINE:

They’re close.

He listens.

WOLVERINE (whispering):

Cykes, get in that bush.

Wolverine pulls out his claws and jumps up a tree. A couple

mutants walk to the same place the two X-Men were standing.

MUTANT 1:

That’s odd. I thought I saw someone.

MUTANT 2:

Good thing you’re not getting paid to think.

MUTANT 1:

We’re not getting paid at all!

Mutant 1 looks up.

MUTANT 1:

Hey wait a min-

Wolverine jumps down onto one of the mutants with his claws.

Cyclops shoots the other. Two other mutants come towards

them. The X-Men kill them. They continue running through

some mutants when Cyclops is hit by a laser. He is knocked

into a tree. Wolverine looks at the mutant who hit him. He

has a metal chest with a glowing hole in it. He shoots a

laser out of the hole at Wolverine. Wolverine jumps out of

the way. He is hit by a second laser into a tree that

topples over. Cyclops gets up it hits the mutant with his

optic blast. The X-Men walk over to the campsite. Magneto is

addressing the mutants.

MAGNETO:

They wish to cure us, but I say we are the cure!

Mutants begin cheering.

MAGNETO:

The cure to their imperfect condition called “homo-sapien”

More people cheer. Logan looks to Cyclops.

MAGNETO:

They have their weapons, and we have ours.

Pan back to reveal Phoenix.

CYCLOPS:

Jean.

Cyclops is stopped by Wolverine who is gripping his arm.

WOLVERINE:

Wait.

MAGNETO:

We will strike Alcatraz with a vengeance and a fury that

this world has never witnessed! We will free our fellow

superiors!

Crowd cheers.

MAGNETO:

My brotherhood, nothing can stop us!

An even louder cheer is heard.

INT. Bolivar Trask looks to the President.

TRASK:

We’ve been trying to track them sir.

PRESIDENT:

Trying? You’re not working hard enough.

He stands.

PRESIDENT:

We cannot let them do this!

TRASK:

You know I agree, sir.

PRESIDENT:

This is now a matter of National Security, Trask. Get as

many soldiers and cure weapons available to Alcatraz. We

can’t afford to let the mutant prisoners escape. And capture

Magneto, by any means necessary.

TRASK:

And what about Worthington labs, sir?

PRESIDENT:

I leave that up to you. Magneto wants a war? We’ll give him

one!

INT. Soldiers landing on Alcatraz. Getting into positions.

Majors yelling things to their soldiers.

INT. Bolivar in a security room.

TRASK (on the phone):

Guyrick, we have authorization. Send all available units to

downtown San Francisco immediately!

INT. Cyclops and Logan have now walked around the camp. They

see Jean. Logan waits behind a tree. Cyclops goes towards

Jean.

CYCLOPS:

Jean!

Phoenix turns around. She sees Cyclops.

PHOENIX:

Scott?

INT. Logan is now pressed against the tree hard. Magneto is

holding him there.

MAGNETO:

I can smell your Adimantium from a mile away.

CYCLOPS:

Magneto.

MAGNETO:

Cyclops, you should’ve known better.

Magneto motions his hand to Cyclops’s glasses. They float

off of his face.

CYCLOPS (eyes closed):

We didn’t come here to fight.

MAGNETO:

Smart boys.

CYCLOPS:

We came for Jean.

Jean is watching.

MAGNETO:

You think I’m keeping her against her will?

Wolverine looks over to Jean. Jean walks away. Logan is

still pinned against the tree.

CYCLOPS:

I’m not leaving here without her.

MAGNETO:

Yes you are.

Magneto motions his hand to Wolverine and throws him into

Cyclops at a rapid speed and they both land far from the

campsite.

INT. Trask and President are in the security room.

TRASK:

Mr. President, we have satellite feeds of Magneto’s base.

They look to the screen. There are dots everywhere.

INT. Soldiers sneak into camp grounds.

SOLDIER:

Freeze!

INT. Security room. All lights on the screen start

disappearing.

TRASK:

What the-

INT. Camp Grounds. Multiple Men start disappearing until

there is one left.

SOLDIER:

Shoot him!

Shots fire. Multiple Man is no longer there.

SOLDIER:

They were all copies!

PRESIDENT (in security room):

If he’s not there, then where the hell is he?!

INT. Golden Gate Bridge, San Francisco. Multiple Man smiles.

Zoom out to reveal Magneto looking over to Alcatraz Island.

MAGNETO:

Alcatraz, the now mutant prison. Surely we can find at least

a couple more followers.

Magneto looks over to Search.

MAGNETO:

You’re sure they are all there?

SEARCH:

One hundred percent.

Magneto smiles.

JUGGERNAUT:

So, how are we supposed to get there? Cause I don’t swim.

Magneto looks over to him (Bridge in the background)

MAGNETO:

Leave that to me.

INT. Cyclops enters the mansion.

CYCLOPS:

Storm! Storm!

Storm is coming down the stairs.

STORM:

You’re back!

CYCLOPS:

Get the others.

STORM:

You found her?

Wolverine walks in.

WOLVERINE:

She’s with Magneto.

STORM:

Where are they?

CYCLOPS:

On the move.

Beast walks in.

BEAST:

You’re saying you saw Magneto?

CYCLOPS:

We gotta go, they are going to Alcatraz.

STORM:

Why would they go there?

BEAST:

It was turned into one of the many mutant prisons around the

Country, about a year ago.

CYCLOPS:

They are recruiting more mutants.

WOLVERINE:

Why did they choose the prison in San Fran?

Angel comes in.

ANGEL:

Where do you think Worthington Labs is?

Wolverine roles his eyes. They all begin walking at a fast

pace down the hall.

BEAST:

There are soldiers stationed on Alcatraz.

WOLVERINE:

Not enough to stop him.

CYCLOPS:

Suit up, I’ll call for the others.

INT. Beast and Wolverine are walking into the hanger room.

Beast tries to zip up his jacket. The zipper breaks.

BEAST:

Hard to believe this used to fit.

Angel walks over with his suit in his hand. It’s small.

ANGEL:

You’re telling me!

Cyclops throws him another suite.

CYCLOPS:

Here, it used to be mine.

Gambit (wearing Cyclops’s costume from X2), Iceman, Rogue,

Kitty, Nightcrawler, Colossus, Psylocke, Forge and Cyclops

all walk in.

PSYLOCKE:

I contacted the Morlocks we met back at the church. They are

waiting for us at the Labs.

STORM:

Good, we need as many people as possible.

WOLVERINE:

We still won’t have enough if Magneto gets to Alcatraz. If

we can stop him there, we’ll be fine.

BEAST:

How many did he already have?

CYCLOPS:

A hundred. And Jean.

STORM:

Magneto’s powers has limits. Jean’s doesn’t.

They go to leave.

ICEMAN:

There’s only twelve of us Cyclops.

They stop.

ICEMAN:

And like you said, if we get there too late, we don’t even

stand a chance.

CYCLOPS:

Yeah, we’re outnumbered. I’m not gonna lie to you. But we

lost the Professor. If we don’t fight, everything he stood

for will be lost too.

They look at him.

CYCLOPS:

We are going to make a difference. We’re X-men, all of us

and we must stand incited to make a difference. I made a

promise… to protect you and everyone else. I intend to do

just that. Do you?

Iceman nods.

CYCLOPS:

Let’s go.

INT. Bridge. All the cars come to a halt. They all get

pushed to the sides. A path is made. People are locked in

their cars. The bridge starts shaking. Scraps rip. Magneto

and his army march. Magneto stops. He lets his hands out and

floats up high in the air. The ends of the bridge break. The

bridge breaks off of the land. The bridge is now floating

sideways towards the island.

MAGNETO (in the air):

Charles always wanted to build bridges.

He lets it drop onto Alcatraz. The entire side of the prison

gets demolished.

INT. Security Room.

PRESIDENT:

They’re coming.

INT. Bridge. Magneto lets himself back down. He looks to a

car. The car has a fish (anti-evolution) bumper sticker on

it. The man rolls up his window. Magneto gets angry and he

knocks the car off the bridge.

MAGNETO:

HOMO-SAPIEN!

INT. Island, soldiers running around everywhere.

MAGNETO:

Pyro, now.

Pyro launches fire at a blockade of soldiers.

MAGNETO:

Avalanche,

Avalanche causes an earthquake that bends and breaks all the

walls inside the prison.

MAGNETO:

My brothers! ATTACK!

All the mutants pour into the prison. A lot of the mutants

get shot by cure darts. Eventually the island is taken over

by the mutants.

INT. Security Room

TRASK:

My God!

PRESIDENT:

Trask, ready security at Worthington labs!

INT. X-Jet is flying over Alcatraz. The army of mutants are

pouring back onto the bridge.

BEAST:

We’re too late!

CYCLOPS:

No! Storm, land the Jet on top of Worthington labs. They’re

gonna go after the cure!

X-Jet lands. X-Men get out.

INT. Security Room

PRESIDENT:

They’re landing.

TRASK:

Magneto won’t know what hit him!

INT. Cyclops jumps off building and slows himself down by

shooting the ground with his optic blast. Iceman slides down

on an ice slide. Storm flies down. Colossus and Beast jump

down. Kitty (while holding onto Rogue) jumps down, phases

into the ground and back up. Nightcrawler and Gambit BAMF

down. Forge uses his hand to make a grapple that helps him

down. Angel flies down. Psylocke uses her Psychic Katana to

slow herself down while Wolverine uses his claws. The

Morlocks meet them.

CALYSTO:

I’m Calysto,

STORM:

Storm,

The bridge lands down the road.

INT. Worthington Labs. Dr. Worthington looks to Kavita.

WORTHINGTON:

They’re coming for the boy!

INT. Ground. Cyclops looks to the Morlocks.

CYCLOPS:

You men, cover the doors! Everyone else, get together and

hold this line!

They are in a blockade in front of Worthington labs. Magneto

and his army walk towards the blockade. Magneto and his army

stop.

MAGNETO:

Traitors to their own cause.

CYCLOPS:

Magneto! This is your last chance! Back down, or prepare for

defeat!

MAGNETO:

Finish them!

The army of mutants charges towards the blockade. Wolverine

slices a lamppost that topples over onto ten mutants. He

then begins slicing up incoming mutants. Beast launches

himself into the air roaring. He punches and smacks a bunch

of mutants who go flying. He then twirls around a lamp post

knocking out several opponents. Magneto looks over to

Juggernaut. Storm flies into the air. She launches a tidal

wave into many mutants and then fries then with lightning.

Mystique imitates Angel and launches herself at Storm. Storm

gets knocked down onto the ground. Iceman freezes a bunch of

mutants. Nightcrawler runs along a whall while mutants start

shooting blasts and lasers at him, he then teleports off the

wall and continually come up behind the shooters and kicks

them all down. Colossus is throwing a few mutants around and

is then knocked over by the Blob’s stomach. Iceman freezes

Blob and Colossus punches him. Blob shatters. Pyro goes to

run at Iceman.

MAGNETO:

Not yet.

Mystique turns into a white haired, male mutant and runs

super fast into Storm. Punching and kicking fast, Mystique

then turns into Cyclops. Mystique (as Cyclops) runs for

Storm. Storm electrifies her arm and close lines Mystique.

Avalanche kicks the ground and it creates a ramp throwing

Gambit high into the hair. He whips a charged card down at

Avalanche. Avalanche gets knocked back by the explosion and

is then shot by Forge’s hand cannon. Then Nightcrawler

catches Gambit in the air and BAMFS back down. Spike is seen

throwing spikes of wood while Calysto goes to fight Red.

They are fighting each other with their tentacles then Red

rips Calysto’s out of her sockets. Calysto screams.

Wolverine stabs him in the back with all six claws. Red’s

tentacles come from behind and throw Wolverine off of him. A

mutant comes running at Kitty. She phases through him. Rogue

quickly grabs his face and from behind, Kitty knocks him

into the ground. Rogue is now using the powers she just took

and is flying. Cyclops’s shooting mutants in the face.

Nightcrawler is teleporting and fighting with Multiple Men

and he eventually hits the real one into a high voltage

fence. Psylocke is running around with her psychic Katana

while Forge is shooting people with his hand cannon. Magneto

turns to Juggernaut.

MAGNETO:

Go inside and get the boy. Kill him.

JUGGERNAUT:

With pleasure.

Juggernaut runs off of a pickup truck, bending into it’s top

with each step, and jumps for the building. He is then

tackled by Colossus. Colossus and him battle.

JUGGERNAUT:

Silly mutant, you can’t beat me.

Cyclops shoots Juggernaut’s helmet off. Colossus punches

Juggernaut in the face. He goes flying.

CYCLOPS:

Kitty and Colossus, get to the boy. Guard him!

Kitty and Colossus start phasing through walls they get to

the boy.

COLOSSUS:

C’mon! We gotta go.

Colossus, Kitty and Leech can’t phase.

LEECH:

Your powers can’t work near me!

INT. Outside

Wolverine slices off Red’s arms. They grow back. He slices

off his legs. They grow back.

RED:

C’mon!

Wolverine kicks him in the balls.

WOLVERINE:

Grow those back!

Nightcrawler is hit in the back by Toad. They get into a

fight that goes all over the place. Toad jumping and

Nightcrawler teleporting. Storm and Mystique continue

fighting when finally Mystique turns into Jean.

MYSTIQUE:

You couldn’t kill your own friend?

Storm throws her against the high voltage fence and juices

it up with her own lighting.

STORM:

Except, you’re not my friend!

INT. Rogue is flying alongside Angel. A large scrap of metal

is flying towards Angel. Rogue flies in the way and catches

it. She flies straight down and smashes it into him. She

looks to Angel.

ROGUE:

I could get used to these powers!

Spike is throwing spikes of wood at Quill while in return he

is launching Quills at him. Spike gets hit in the neck and

dies. Cyclops runs while shooting optic blasts at Quill

while he is in return launching quills at him. Cyclops jumps

to the side and shoots a large blast at Quill, which sends

him flying. Nightcrawler BAMFS himself and Toad into the

air. Kurt drops Toad and Rogue throws a car at him. Angel is

picking up mutants and dropping them onto the ground. A

large rumbling noise is heard. People start slowing down. A

second rumbling noise is heard. Everyone has stopped

fighting. A large shadow comes over the crowd. They look up

to see twenty giant robots leaning over them.

SENTINEL:

Target: Mutants. Objective: Destroy.

The Sentinel shoots a blast at a Mutant who is burnt to

ashes.

MAGNETO:

My God.

INT. Security Room.

Trask chuckles

INT. San Fran. A blast ploughs a hole in the side of

Worthington Labs. Colossus and Kitty take the boy to safety

through the hole. People everywhere are dying. Both sides of

the mutants have now joined together and are destroying the

robots. Iceman is on his ice-slide and he is freezing the

Sentinels legs. His slide melts and he falls onto the ground

behind Worthington labs. Iceman gets up. No one is in the

back but himself and… Pyro.

INT. Beast is hanging off of Sentinels. One Sentinel goes to

hit Beast but he quickly jumps off and the Sentinel he was

on is hit. Its arm is gone. Colossus runs up behind the

Sentinel and punches its leg. The leg is broken. Angel flies

Kitty over the same Sentinel and drops her. She phases

inside and rips a couple wires before she phases back out.

That Sentinel topples over. Magneto is starting to walk

back.

MAGNETO:

Phoenix… now.

PHOENIX:

I take orders from no one!

Magneto frowns and walks towards the sentinels himself.

INT. Iceman and Pyro.

ICEMAN:

I’m not gonna fight you.

Pyro is launching fire everywhere around them.

PYRO:

Same old Bobby, always afraid of a fight!

He quickly motions his hand at the surrounding fire to hit

Iceman. Iceman makes an ice-dome around him and smacks it

out to counter the fire.

PYRO:

Nice Iceman. But can you beat this?

Pyro makes a fire-serpent that goes towards Iceman. He gets

onto his ice-slide and keeps riding.

INT. Sentinels are hitting everything, even parts of the

city. People are being killed.

INT. Security Room.

PRESIDENT:

Trask, how much will these damages cost us?

INT. A Sentinel goes to shoot Gambit. Gambit throws a card

at its leg. Just as the Sentinel starts falling over, it

goes to shoot Gambit again. It hits the ground and a scrap

of metal comes back and hits Jean across the face. She has a

scratch. Her black eyes have a flame in them.

INT. Iceman turns around and slides head first into the

serpent. He ices up his whole body now. He goes straight

through it. The serpent comes back to hit Iceman. Iceman

goes over a water tower and the serpent goes right into it.

The water inside pours out, putting out the serpent and

covering Pyro.

PYRO:

You bastard!

Iceman turns the slide around and hits Pyro with frost.

ICEMAN:

You need to cool down.

Pyro is now frozen, rock solid.

INT. Cyclops shoots the head off of a Sentinel. Beast

catches the head and throws it into another Sentinel.

Wolverine looks at Beast.

WOLVERINE:

I thought you were a diplomat.

BEAST:

There’s always time when-

A scrap of metal comes flying towards Beast. Beast grabs the

top of it and jumps over.

BEAST:

You get the idea.

The Sentinels begin firing cure darts. Rogue is hit by a

dart as is caught by Angel as she starts falling. The X-Men

take cover and regroup behind a flipped truck. They see a

few more darts on the ground.

CYCLOPS:

I got an idea.

INT. Magneto walking towards the labs. A fog comes down.

Magneto turns around and sees Wolverine coming straight at

him like a missile. He stops him in mid air.

MAGNETO:

Don’t you ever learn?

WOLVERINE:

No, but he does.

Beast jumps behind Magneto through the mist and stabs him

with cure darts. Magneto starts falling over. Wolverine

stands up.

MAGNETO:

I’m…

Cyclops walks over.

CYCLOPS:

One of them?

Magneto looks over to Phoenix.

MAGNETO:

This is what they want for all of us.

CYCLOPS:

It’s over Jean. Let’s go home.

A Sentinel shoots a cloud of cure darts at Jean.

CYCLOPS:

NO!

Phoenix’s eyes go black; she quickly turns around and stops

them in mid air. Her eyes begin to get a glow. A sentinel

shoots a laser and is stopped by a psychic force field. Her

eyes burn like fire. She rises and it seems like she is on

fire.

CYCLOPS:

JEAN!

She looks at the Sentinels who starts dematerializing.

Scraps launching off of the Sentinels are killing remaining

mutants. Other mutants try to hit her.

CYCLOPS:

STOP!

She dematerializes them as well. Mutants and people are

running while buildings and themselves are being destroyed.

CYCLOPS:

Jean!

Jean turns to face Scott. He steps towards her.

JEAN:

Stay away from me!

Her powers flare up. She begins to wreak havoc on Scott’s

surroundings. He continues to approach her.

JEAN (painfully):

I’ll kill you Scott.

He’s close to her now.

CYCLOPS:

No you won’t Jean. You gave your life for us. You love us.

You love me.

Tears stream down her face. Her powers continue to flare.

CYCLOPS:

Jean I love you. Now fight it!

Jean suddenly cuts off her powers. She slouches in grief and

pain.

JEAN (in tears):

Scott!

He rushes to her. They embrace.

JEAN (shaking):

I can’t control it Scott. She’ll be back. You have to stop

me.

She gently reaches for his visor.

CYCLOPS:

Jean, no! You don’t have to do this.

JEAN:

Yes I do. Because I can’t let myself harm anyone again. I

don’t have much time.

Scott allows her to remove the visor. But his eyes are

closed.

JEAN:

Please Scott!

CYCLOPS (tearful):

I can’t!

JEAN:

You must! Show me your eyes – one last time.

His tension eases. She knows he’s about to do it.

CYCLOPS:

I love you.

Scott opens his eyes, holding Jean. Briefly, we see his eyes

as she does. Then a scream. A flash.

Scott stands back as Jean's unconscious body floats over the

water. All the X-Men look up in horror. A cured Magneto

steps back against a wall.

MAGNETO:

Fire,

Jean bursts into flames. Sparks and ashes fall into the

water. The X-Men quietly move over to Scott. Wolverine with

tears in his eyes puts his hand on Cyclops’s shoulder

MAGNETO:

And incarnate.

The water begins to boil and the tide rises.

STORM:

Logan-

The X-Men look to the water it bursts up and out comes Jean

(as she did back at Alkali).

MAGNETO:

Risen from the ashes is a reborn bird...

Magneto slowly backs off the screen.

CYCLOPS:

JEAN!

Jean falls into the water. Scott jumps in and swims to her

floating body and embraces her.

CYCLOPS:

Jean, Jean wake up.

Scott pulls her hair away from Jean’s face.

CYCLOPS:

Jean please…

Scott listens for a heartbeat. Silence.

CYCLOPS:

No, no, no. NO!

Cyclops screams in horror. Scott swims Jean’s body back to

shore and sets her atop a toppled bin. Scott begins to CPR.

CYCLOPS:

I can’t lose you! Not again!

Nothing happens.

CYCLOPS:

ARGH!

He presses harder and she coughs out water, rolling onto her

side.

CYCLOPS:

Jean?

JEAN:

Hi Scott.

Cyclops leans in as he holds her up against her arm and

kisses her.

Camera zooms out and fades into black.

INT. President’s office.

PRESIDENT:

Trask, look what you’ve done!

Trask is standing in front of the President’s desk.

PRESIDENT:

I have to resign now because of what has happened.

TRASK:

Who will take you place?

PRESIDENT:

There is only one person who can clean up this mess, Trask.

INT. Beast is shown.

ANCHORMAN:

Dr. Hank McCoy also known as “the Beast” has accepted the

position as President of the United States of America after

the last President stepped down. Mr. McCoy is our first

Mutant President.

Scrolling at the bottom of the screen; “DR. Worthington has

terminated continuation of the TEMPORARY mutant cure.

Experts say the ‘Cured’ mutants will soon regain there

powers, as well as some possible new ones" Pan back away

from screen to reveal; Scott, Jean, Bobby, Warren and Beast

watching. Warren looks around and smiles.

ANGEL:

The original five.

INT. Rogue is walking down the hall. Wolverine walks up

behind her.

WOLVERINE:

Hey kid, Beast wanted to meet with you.

ROGUE:

He already did.

Wolverine waits for a second.

ROGUE:

I got my powers back.

WOLVERINE:

That’s good.

ROGUE:

Beast says I’m developing some new ones.

Gambit walks in.

GAMBIT:

Rogue, you ready?

ROGUE:

Yeah.

WOLVERINE:

See ya’ kid.

ROGUE:

Bye Logan.

Gambit and Rogue leave.

Pan back from Mansion as the two walk out.

BEAST (v.o)

Mutation.

Rogue and Gambit meet Kitty and Piotr at the car. They get

in the car and drive away.

BEAST:

It is the key to our evolution.

Fade to a broken down San Francisco that is being re-built.

BEAST:

It is how we have evolved from a single celled organism.

Fade to a factory where a man is walking.

BEAST:

Into the dominant species on the planet.

The man walks into the enormous Sentinel holding room.

BEAST:

This process is slow, normally taking thousands and

thousands of years.

The man is standing, looking at all the sentinels. Zoom out

to reveal another man with his hand on a giant power switch.

BEAST:

But every few hundred millennia,

The man shuts down the power and lights go down.

BEAST:

Evolution leaps forward.

Black. Cut to closed eyes that open fast.

PROFESSOR:

The next move is yours, Eric.

END.

SCENE AFTER CREDITS.

Magneto is sitting in a park by a metal chess board. He

motions his hand to it. The chess piece twitches. Shot of

Magneto’s grin. All the chess pieces start twitching, they

fly out everywhere. One flies into the camera. Black.

X3: X-Men Incited

By: F. E. Moradipour

Based on the film by Marvel and 20th Century Fox

Page Count: 130

Word Count: 14,835