TITLES: Meridian, Mississippi: The not too distant future

A mother is playing on a piano.

UPSTAIRS

The mother's child, MARIE, is tracing a line on a map of North America. Her boyfriend, DAVID, relaxes on her bed.

MARIE: Niagara Falls... up near Alaska... and then it's about 300 miles to Anchorage.

DAVID: Won't it be kinda cold?

MARIE: Of course it will, stupid. That's what makes it an adventure.

DAVID: So when are you going to do this?

Marie settles back on the bed.

MARIE: I don't know. After high school, before college...

Their faces hover near each other for a moment. Finally, they kiss, gently, sweetly. It's their first kiss.

At least, it starts out gentle and sweet. But suddenly David's eyes go wide with shock, and lines of age appear on his face.

DOWNSTAIRS

The mother's piano playing is interrupted by a sharp scream. She and her husband run upstairs to find...

UPSTAIRS

David is on the bed, twitching and convulsing. Marie, horrified, stands up against the wall.

FATHER: David?!

MARIE: I don't know what happened to him... I just touched him... I didn't mean to...

Her mother walks toward her, offering comforting words...

MARIE: STAY AWAY FROM ME!

FATHER: Call an ambulance.

MARIE: Don't touch me...

DR. JEAN GREY, a strong, attractive woman in her early 30's, addresses the committee. This is an open hearing; behind the committee members are ordinary Washingtonians. An image of the human genome is closing down behind her. She's concluding a talk about what mutants are and how they came to be.

GREY: We are witnesses a new stage in human evolution. The mutations appear during puberty, and are often triggered during periods of high emotional stress.

A MICROPHONED VOICE interrupts. Bearing down is the flamboyant SENATOR ROBERT KELLY, a conservative from Florida, and the hearing's Chairman. Just behind him sits his aide HENRY GYRICH - mid 30's, typical government cog.

KELLY: Thank you Miss Grey, very educational. But it missed the question that is the focus of this hearing. Three words: are mutants dangerous?

GREY: I'm afraid, that's an unfair question, Senator. After all, the wrong person behind the wheel of a car is dangerous.

KELLY: Well, we license people to drive.

GREY: Yes, but not to live.

GREY: Senator, the records clearly show that mutants who have chosen to revealed themselves to the public have been widely regarded with fear and suspicion, even violence.

Murmurs of dissent. Kelly himself is only listening with half an ear. Gyrich passes some information into his hand that he's obviously happy to get.

GREY: It is because of this violence that I urge you all to vote against mutant registration. Forcing mutants to expose themselves will only--

KELLY (rising): "Expose themselves?" What is it the mutant community has to hide?

GREY: I didn't say they were hiding--

KELLY: Well, let me show you what is being hidden, Miss Grey.

He takes out a paper, beginning to work the crowd.

GREY: Senat--

KELLY: I have here records of mutants living in the United States. Here's a girl in Illinois who can walk through walls. What's to stop her from walking into a bank vault? Or into the White House? Or into their houses?--

KELLY: And I have even heard, Miss Grey, that there are mutants so powerful that they can enter our minds and control our thoughts...

As Kelly continues to talk, we pan over to PROFESSOR CHARLES XAVIER, an older, bald man who nevertheless has a powerful presence. The listeners around him cheer Kelly on. He looks deeply troubled by the response Kelly is getting.

KELLY: Taking away our God-given free will.

KELLY: I think the American people have a write to decide if they want to send their children to school with mutants. To be taught by mutants. Ladies and gentlemen, the truth is that mutants are very real. And they are among us. We must know who they are, and most importantly, we must know what they can do!

The crowd reacts loudly in support of the Senator. One man in a hat and trenchcoat gets up and leaves. Xavier notices him and seems to recognize him.

XAVIER is behind the man in the trenchcoat, who is storming out. Xavier stops him with a word.

XAVIER: Erik. What are you doing here?

The man is ERIK LANSHERR, also known as MAGNETO. He was once the boy in the concentration camp. Now he is an old man, but like Xavier, he has a powerful presence.

ERIK: Why do you ask questions to which you already know the answers?

XAVIER: Don't give up on them, Erik.

ERIK: What would you have me do, Charles? I've heard these arguments before.

XAVIER: That was a long time ago. Mankind has evolved since then.

ERIK: Yes... Into us.

Xavier looks sad, but also looks like something else... as if he's looking inside Erik's mind. Erik seems to notice this, and taps his own forehead.

ERIK: Are you sneaking around in there, Charles? Whatever are you looking for?

XAVIER: I'm looking for hope.

Erik turns and gives Xavier a warm smile.

ERIK: I will give you hope, old friend. And I ask only one thing in return. Don't get in my way.

Erik turns on his heel and strides out, leaving Xavier more troubled than ever.

ERIK: We are the future, Charles, not them. They no longer matter.

SUBTITLE: NORTHERN ALBERTA, CANADA

The borders of Canadian civilization. A large bar and wilderness. A big rig stops near the bar. The DRIVER gets out, then lets Marie out. Marie now goes by the name ROGUE.

DRIVER: This is it.

ROGUE: Where are we? I thought you said you'd take me as far as Lotham City.

DRIVER: This is Lotham City.

Driver turns his back on Rogue and leaves.

Rogue makes her way in. At the center of the bar, and the center of everyone's attention, there's a fighting cage. Inside, there is an ANNOUNCER, and a fighter known as WOLVERINE. We will come to know him as LOGAN.

Logan leans against the cage. He appears to have taken a pretty bad beating already, but he blows thick cigar smoke through the bars. The crowd is booing him, and the announcer works them up.

ANNOUNCER: Ladies and gentlemen, in all my years I have never seen anything like this. Are you going to let this man walk away with your money?

Many people shout at that. One tough-looking man, STU, rises up and enters the cage. This is clearly not Stu's first fight, and he clearly expects to win.

As Stu gets ready, the announcer leans in and whispers to him.

ANNOUNCER: Whatever you do, don't hit him in the balls.

STU: You said anything goes.

ANNOUNCER: Yeah, but... he'll take it personal.

Stu is not impressed. He walks up behind Logan's back and hits him. A second and third blow drop Logan, and Stu kicks him while he's down.

Logan gets up in time to see Stu's next punch coming. His knuckles collide with Stu's.

There's a metallic clang. Stu's fist is in agony. Logan follows up with a punch of his own, then a head-butt. More sounds like metal on bone. Stu goes down and stays there. Crowd boos viciously.

ANNOUNCER: Ladies and gentlemen, the winner for tonight and still king of the cage... the Wolverine.

Rogue watches, fascinated.

Later. Rogue sits by the bar and the BARTENDER. Business is quiet. In the background, the TV is playing.

TV: Once the welcoming point to thousands of immigrants, Ellis Island is opening its doors once again, this time for...

TV goes on about the world's largest-ever summit, including leaders from over 200 nations.

Rogue looks hard at a jar labeled, "TIPPING IS NOT JUST A CITY IN CHINA." The bartender notices.

BARTENDER: You gonna try something new tonight, honey? Or are you sticking with water?

Bartender moves the jar out of her reach.

LOGAN enters and sits at the bar.

LOGAN: I'll have a beer.

Logan nurses his beer. Rogue stares at him. When he looks at her, she quickly looks away.

Stu and a buddy of his, RICH, come up behind Logan. Logan does not make eye contact. Rich tries to pull Stu away.

STU: You owe me some money.

RICH: C'mon, Stu, let's not do this.

STU: No man takes a beating like that without a mark to show for it.

RICH: C'mon, buddy, this ain't gonna work.

STU (whispering): I know what you are.

LOGAN: You lost your money; you keep this up, you'll lose somethin' else.

RICH: C'mon, man.

For a moment, it looks like Stu has let Rich and Logan persuade him to let it go. He walks away... then walks back with a switchblade in hand.

ROGUE: Look out!

Faster than it can be told, Logan slams Stu up against the wall. Two metal claws have emerged from Logan's knuckles on either side of Stu's neck. A third begins to extend between the first two, and stops just short of slashing Stu's Adam's apple. Stu wisely keeps still.

A gun presses against Logan's temple.

The bartender has trained a shotgun on Logan's head.

BARTENDER: Get out of my bar, freak!

Logan looks at him for an instant, then, in one quick motion, extends three claws from his other hand and uses them to cut through the metal of the gun like a hot knife through butter.

Logan looks from Stu to the bartender for a moment, growls, then retracts his claws and quietly walks out.

Rogue follows.

Logan goes to his truck. The truck is hitched to a trailer that carries a load of firewood under a tarp. Logan checks the tarp, then gets in.

Logan hasn't been driving long before he notices the trailer doesn't sound like it should.

Logan stops the truck, gets out, and pokes the tarp. It feels soft. He tears off the tarp to reveal Rogue huddled underneath.

LOGAN: What the hell are you doin'?

ROGUE: I'm sorry. I needed a ride. I thought you might help me.

LOGAN: Get out of there.

Rogue shuffles out.

ROGUE: Where'm I s'posed to go?

LOGAN: I don't know.

ROGUE: You don't know, or you don't care?

LOGAN: Pick one.

Logan begins to get back in the truck.

ROGUE: I saved your life.

LOGAN: No, you didn't.

Logan gets back in, and begins to drive off. He gets about twenty feet before his conscience catches up with him. He stops and Rogue runs toward the truck.

ROGUE (V.O.): You don't have anything to eat, do you?

Logan pulls some small nabs out of the glove compartment. Rogue devours them.

ROGUE: I'm Rogue.

She gets a closer look at Logan. A single, silver dog tag hangs from his neck from a battered chain.

ROGUE: Were you in the army? Doesn't that mean you were in the army?

Logan glares at her and pulls the tag inside his shirt.

Rogue has a look at the back of the truck. It's extremely spare sleeping quarters and not much else.

ROGUE: Wow.

LOGAN: What?

ROGUE: Suddenly my life doesn't look that bad.

LOGAN: Hey, if you prefer the road--

ROGUE: No, no.

[Pause.]

ROGUE: It looks great. It looks cozy.

Logan sees that Rogue is rubbing her hands together to keep warm. He turns on the heater and snatches Rogue's hand, almost touching her bare skin.

LOGAN: Put your hands over the heater.

Rogue squirms. Logan lets her go.

LOGAN: Look, I'm not gonna hurt you.

ROGUE: It's nothing personal. It's just... when people touch my skin... something happens.

LOGAN: What?

ROGUE: I don't know. They just get hurt.

LOGAN: Fair enough.

Rogue looks at Logan's knuckles.

ROGUE: When they come out... does it hurt?

LOGAN: Every time. ...What kind of a name is Rogue?

ROGUE: I don't know. What kind of a name is Wolverine?

LOGAN: My name's Logan.

ROGUE: Marie.

ROGUE: You know, you should wear a seatbelt.

LOGAN: Look, I don't need any advice--

A tree falls directly into the road, smashing into Logan's truck and throwing him through the windshield. Logan lands face down, some distance away.

Marie gets over her shock, then struggles, realizing she's stuck.

Something ignites in the back of the truck, not far from the gas tanks.

Logan gets up and begins walking back to the truck. There's a gash on his face... but as we watch, it heals before our very eyes. For a moment, Marie forgets the danger as she watches this, fascinated once again.

LOGAN: Are you all right?

ROGUE: I'm stuck!

Logan moves around the tree. He's about to step over it to the passenger door and get her out, when...

He stops. He sniffs the air.

He extends one hand's claws, staring into the wilderness...

...And out of the wilderness charges SABRETOOTH, a mutant almost more animal than man. He tackles Logan. They debate the literary merits of Charlotte and Emily Bronte. No, seriously, he prety much whups Logan's furry hinder with a tree trunk.

Wolverine's limp body crashes down on top of his truck's hood. Rogue screams. Wolverine's claws retract; he's unconscious.

The flames continue to grow. Rogue still can't get up.

Sabretooth is about to move in on them both when he notices the wind and snow pick up. As Sabretooth notices two individuals behind him, the wind and snow begin to concentrate, aiming themselves at him like a weapon. They begin to push him back.

A closer look tells us it is a man and a woman. They wear strange uniforms of form-fitting material - the man wears a reflective visor that hides his eyes. The woman's face is bare, revealing dark skin, eyes with no pupils and unusual white hair.

The man touches a knob on his visor. A brilliant red laser beam blasts forth.

Sabretooth leaps away from it and escapes.

The man opens the passenger door, and uses his laser again, this time at a lower setting, to free Rogue from the seat.

The man and woman remove Rogue and Logan from the truck as it finally explodes.

SABRETOOTH storms through corridors. As he walks, he passes TOAD.

Toad is a simple thug with complex fighting and leaping abilities. He has some vision problems, and is currently wearing large goggles to compensate as he performs simple welding jobs.

TOAD: Weren't you supposed to bring someone back with you?

SABRETOOTH: [Roars like a real tiger.]

Sabretooth enters an office and we follow him.

The desk is bare except for an executive pendulum thingy. Six steel balls bang onto one another from string supports in formation depending on how many are let to fly from either end. One ball strikes one and one ball swings out from the other. Slight difference. There are no strings supporting the balls, thus defying gravity.

MAGNETO stands behind the desk. He can tell from Sabretooth's expression, and the absence of any hostages, that things did not go as planned.

MAGNETO: What happened?

SABRETOOTH: They knew.

MAGNETO: Charles.

Frustrated, Magneto magnetically pulls the dog tag from Sabretooth and inspects it.

Nothing odd about the tag at a glance, military dog tag. Includes a faded serial number and a name: WOLVERINE. As Magneto turns Logan's dog tag between his fingers, we can't help but notice faded purple serial numbers tattooed in his arm.

He then drops the dog tag on the desk.

MAGNETO: I have made the first move. That is all they know. Come. The U. N. summit will begin shortly. Time for our little test.

Magneto heads for the door. Sabretooth begins to follow, then goes back and palms the dog tag. As Magneto moves out of range, the balls fall out of the air and clatter onto the table and floor.

Kelly & Gyrich walk out of the White House on their way to their helicopter. Gyrich waves to a mass of supporters. Most of them are waving signs of racist support: SEND THE MUTANTS TO THE MOON, MR. MUTANT, etc.

Kelly and Gyrich board their helicopter.

Gyrich studies Kelly while Kelly talks on his cell phone.

KELLY: Senator Willard, you favor handgun registration, don't you? Well, some of these so-called children have ten times the destructive force of any handgun. No, I don't see a difference. All I see are weapons in our schools. Well, that's fair enough. Yes. Goodbye.

Kelly hangs up.

GYRICH: Well?

KELLY: It'll be close. A vote this loaded is always close.

GYRICH: What about the U. N. summit? The whole world will be watching. Maybe you can turn that to your advantage?

KELLY: We're Americans, Henry. Let the rest of the damn world deal with mutants in their own way.

KELLY ([more reflective): You know, this situation, these mutants... people like this Jean Grey... if it were up to me, I'd lock 'em all away. It's a war. That's the reason why people like me exist.

Kelly looks out the window and notices there is water underneath him.

KELLY: Where the hell are we?

Gyrich transforms... into MYSTIQUE, a blue woman with yellow eyes and red hair. She wears no clothes, but her scaly skin protects her. She continues to sit and watch Kelly with hateful amusement.

Kelly gapes at her for an instant, then screams and tries to jump out the door. She stands on her hands and grabs his face with her feet.

MYSTIQUE: You know, people like you are the reason I was afraid to go to school as a child.

With superhuman strength and dexterity, she cracks his face back and forth with her feet until he falls down, unconscious.

She slides into the co-pilot's seat in the cockpit, joining the pilot, Toad.

Medical monitors beep, keeping track of the vital signs of LOGAN, who lies in a bed in the middle of a medical lab.

He is asleep, recovering.

Jean Grey stands over him. Her hand moves across his body. His rippling muscles.

With her mind, she levitates a chemical over him and into her hand.

Jean uncaps an IV needle and moves to the middle of Logan's arm. Jean starts to insert it.

Just as she is sticking the needle in his arm he jolts violently. Whipping around behind the startled Jean and grabbing her by the throat. She is unable to speak, choked silent by his grip.

Then he is on his feet and out the door. Jean is on the floor, gasping for breath.

Logan tears some medical monitors off his skin. He looks around, not sure which way to run.

He is surrounded by X-logo double doors.

UNIDENTIFIED (V.O.): Where is he?

Logan jolts again. He has no idea where the voice has come from.

He looks around more and sees some sort of locker room. Hanging in a row are uniforms, much like the ones worn by his rescuers. He starts to rummage through the lockers, coming up with a shirt and pants that almost fit.

SOMEBODY (V.O.): Where are you going?

Once again, Logan doesn't know where the voice has come from. He's now genuinely spooked.

An elevator opens next to him.

SOMEONE (V.O., whispering): Over here!

Logan gets into the elevator. The doors close...

Logan gets out of the elevator and sees a tastefully decorated hallway.

The voices in Logan's head begin to pick up frequency: "Where is he?" "This way!" "Over here!" "Where are you going?"

Logan hides from a crowd of students that are running down the hallway.

Then he looks at several doors, trying to pick one to go through...

...and he enters one. Charles Xavier is there, surrounded by about five students and a blackboard. One of them, KITTY, is a pert young girl.

Xavier regards Logan as if he just expected Logan's arrival.

XAVIER: Good morning, Logan.

Logan, who was prepared for anything but this, just stares.

XAVIER: Now I want your definition of weak and strong anthropic principles on Wednesday. That'll be all.

The students file out. Kitty forgets her purse, then remembers and goes back for it.

KITTY (blushing): Goodbye, Professor.

XAVIER (smiling): Goodbye, Kitty.

Kitty runs out of the room, right through the solid door.

Logan looks at it, then back at Xavier.

XAVIER(holding up textbook): Physics.

XAVIER: Can I offer you some breakfast?

LOGAN: Where am I?

XAVIER: Westchester, New York.

Xavier comes out from behind his desk. We see that he is in a motored wheelchair.

XAVIER: I'm Professor Charles Xavier. [pronounces it "ex-avior"]

XAVIER: After you were attacked, my people brought you here for medical attention.

LOGAN: I don't need medical attention.

XAVIER: Yes, of course.

LOGAN: Where's the girl?

XAVIER: Rogue? She's here. She's fine.

LOGAN: Really.

Enter the man and woman whom we saw before, now out of costume. The woman is known as STORM, the man as CYCLOPS. The man wears some dark red sunglasses.

XAVIER: May I present Ororo Monroe, also called Storm...

STORM: Hello.

XAVIER: And Scott Summers, also called Cyclops.

Cyclops offers his hand. Logan just stares at it.

XAVIER: They saved your life. You're at my mansion, a school for mutants. You'll be safe here from Magneto.

LOGAN: What's a Magneto?

XAVIER: A very powerful mutant who believes a war is brewing between mutants and the rest of humanity. I've been following his activities for some time. The man who attacked you is an associate of his named Sabretooth.

LOGAN (sneering): "Sabretooth?"

LOGAN (pointing at Storm): "Storm." [makes a clicking noise]

LOGAN (to Xavier): What do they call you? "Wheels?"

LOGAN: This is the stupidest thing I've ever heard.

Logan begins to leave. Cyclops is standing in the doorway, not moving.

LOGAN: "Cyclops," right?

Logan grabs him.

LOGAN: You want to get out of my way?

Cyclops looks over Logan's shoulder, back at the Professor.

XAVIER: Logan. It's been almost fifteen years, hasn't it?

Xavier's words chill Logan to the bone. Logan looks back at him.

XAVIER: Moving from place to place, with no idea who you really are?

LOGAN: Shut up!

XAVIER: Give me a chance. I may be able to help you find what you're looking for.

LOGAN: How do you know--?

XAVIER (V.O.): You're not the only one with gifts.

Logan hears the voice in his mind. Then Logan hears the other voices that he heard before... indicating that perhaps Xavier had herded Logan through the mansion with his mind. Logan can't help but be curious now.

LOGAN: What is this place?

A group of boys are playing basketball outside. One of them teleports his way to the goal.

XAVIER (V.O.): Anonymity is a mutant's first defense against the world's hostility.

OTHER BOY: Hey, no powers!

Boys race along the front walk. One of them is racing on water.

XAVIER (V.O.): To the outside world, we're only a school for the gifted.

Jean levitates a number of saucers, throwing them out one at a time.

They come at Cyclops from seemingly all directions, but he manages to blast them all.

XAVIER (V.O.): Cyclops, Jean, and Storm were some of my first students. I protected them, trained them to use their powers, and eventually, to train others to do the same.

Storm is teaching a class that includes Rogue and BOBBY, a pretty-looking boy about Rogue's age.

One of the students, JAMES, plays with a lighter behind his back. Using the spark, he makes a small fireball in his hand.

Bobby directs a stream of cold at the fireball. It freezes, falls, and shatters.

STORM: James.

JAMES: Sorry.

XAVIER (V.O.): The students are mostly runaways, some of them with gifts are so extreme that they've become a danger to themselves and to others.

XAVIER (V.O.): Like your friend Rogue, incapable of human contact, probably for the rest of her life. And yet here she is, with others her own age, being accepted, not feared.

Rogue catches Bobby's eye.

He puts a little ice sculpture on her desk. A welcome present.

BOBBY: Welcome to Mutant High.

LOGAN (V.O.): What'll happen to her?

XAVIER (V.O.): Well, that's up to her. Either she'll rejoin the world an educated woman, or stay to become one of what my students have affectionately called the "X-Men."

Jean and Cyclops teach kids near a motorcycle.

XAVIER (V.O.): But that's just the public face of the school. The lower levels are another matter entirely.

One plane, THE BLACKBIRD, resides in the hangar as Xavier and Logan go inside.

XAVIER: When I was 16, I learned that I could control the minds of others, make them do or think whatever I wanted.

XAVIER: Around that time, I met another young man, Erik Lansherr, who also had an amazing power. He could create magnetic fields and control metal. Convinced that humans would never accept us, he... he grew angry and vengeful. He became Magneto.

Xavier continues to lead Logan around.

XAVIER: Many powerful mutants are out there, Logan, and many of them do not share my respect for mankind. Without anyone to protect them, humanity's days might be numbered.

XAVIER: I'll make a deal with you, Logan. Give me 48 hours to find what Magneto wants with you, and I swear I'll do all I can to help you piece together what you've lost... and what you're looking for.

Logan is back on the doctor's table, peacefully this time. Jean Grey stands over him, making some analysis. He notices a scrape on her neck.

LOGAN: I'm sorry.

JEAN: For what?

LOGAN: If I hurt you.

Jean smiles sweetly.

LOGAN: So... couldn't wait to get my shirt off again, could you?

He smirks. Jean looks at him, then presses a button which slides his medical table into a wall.

Logan lies still as bright lights pass over him.

Storm, Cyclops, and the Professor look on as Jean explains the X-rays she's taken. Logan's skeleton is metallic.

JEAN: The metal's called adamantium. Supposedly unbreakable.

JEAN: It's been grafted to his entire skeleton.

STORM: How could he survive such an operation?

JEAN: His mutation. He has uncharted regenerative ability. It also makes his age impossible to determine. He could very well be older than you, Professor.

CYCLOPS: Who did this to him?

JEAN: He doesn't remember. And he has no memory of what his life was like before it happened.

XAVIER: Experimentation on mutants. It's not unheard of.

XAVIER: But I've never seen anything like this before.

CYCLOPS: What could Magneto want with him?

XAVIER: I'm not exactly sure it's him Magneto wants.

Kelly comes to. He is surrounded by Mystique, Sabretooth, and Toad.

A bird caws on a nearby tree... then squawks as a huge tongue hits it and reels it in, like a frog's tongue to a fly.

Toad swallows the bird whole.

KELLY: Ukkk!

MAGNETO (off-screen): Toad has a wicked tongue, Senator...

MAGNETO (entering): Just like you.

KELLY: Who are you people? Where's Henry?

Mystique walks over and drapes herself over Magneto's shoulders in a way that suggests they're a bit more than good friends.

MAGNETO: Mr. Gyrich has been dead for some time, Senator. But I've had Mystique here looking after you. She takes so many shapes.

KELLY: Whatever you do to me, you'll make me right. Every word I've spoken will be confirmed.

MAGNETO: Are you a God-fearing man, Senator? That's such a strange phrase. I've always thought of God as a teacher, a bringer of light.

MAGNETO: No, Senator, what I think you're really afraid of is me. Me and my kind. The Brotherhood of Mutants.

Magneto walks down a long bridge. We can now see that the Senator is cuffed into an iron chair, which moves to follow Magneto.

MAGNETO: Oh, it's not so surprising, really. Humans have always feared what they can't understand. Well, don't fear God, Senator, and certainly don't fear me.

Magneto motions the chair to stop. We are now in front of a large machine, which Magneto begins to get into. He smiles wryly.

MAGNETO: Not anymore.

KELLY: What are you going to do to me?

MAGNETO: Let's just say God works too slowly.

Magneto concentrates and the machine begins to spin and spin. It spins faster and faster, but Magneto has to concentrate harder and harder to keep it up. The strain on his face is incredible.

Finally the machine shines a bright white... a white that grows and grows like liquid light.

It envelops Kelly.

It envelops Mystique and Sabretooth as they stand together.

It envelops most of the island... before finally contracting and vanishing.

Jean shows Logan around, helping him get settled in.

JEAN: I think you'll be comfortable here.

LOGAN (opening a closet door): Where's your room?

JEAN: With Scott, down the hall.

LOGAN: Is that your gift? Puttin' up with that guy?

JEAN: Actually, I'm telekinetic. I can move things with my mind.

LOGAN: What kinds of things?

The closet doors slam shut behind him.

JEAN: All kinds of things.

JEAN: I also have some telepathic ability.

LOGAN: Like your professor?

JEAN: Nowhere near that powerful. But he's been training me to develop it.

LOGAN: I'm sure he has.

[Pause]

LOGAN: So read my mind.

JEAN: I'd rather not.

LOGAN: Why? 'Fraid you might like it?

JEAN (smiling): I doubt it.

She puts her fingers to his temples...

And we see flashes of military men and Logan under some bubbling water, awake.

Back to the present.

LOGAN: What do you see?

JEAN: Scott!

Scott is standing in the doorway.

JEAN: Good night, Logan.

Jean moves awkwardly past Logan, then past Scott. Scott's gaze remains fixed on Wolverine.

LOGAN: You gonna tell me to stay away from your girl?

SCOTT: If I had to do that, she wouldn't be my girl.

LOGAN (sneering): Well, then I guess you've got nothin' to worry about, "Cyclops."

SCOTT: It must burn you up that a boy like me saved your life back there. You gotta be careful. I may not be there next time.

SCOTT: Oh, and Logan? Stay away from my girl.

Exit Scott.

Rogue can't sleep.

Logan is in the next room, mumbling in nightmares. Rogue enters, walking over to Wolverine's bedside.

ROGUE: Logan. Logan, wake up.

And we see flashes of Logan in some strange torture. It looks like this may be the operation that gave him his metal skeleton... and it looks like he may have been conscious for part of it.

Finally, Logan wakes screaming. His claws come out, slashing blindly.

He looks shocked to see Rogue there. Rogue looks shocked too, and she seems to be choking on something.

Finally, it becomes clear what's wrong with Rogue.

When Wolverine woke, he put his claws through her chest and out her back.

He retracts the claws, but it's far too late.

LOGAN: Help me...!

Logan looks helplessly at Rogue dying in front of him.

LOGAN: SOMEBODY HELP!

Rogue reaches out and touches Logan's skin.

The same age lines appear on Logan. He gasps in pain, but stands still. The wounds on Rogue's back heal as she touches him...

Other students and Ororo have entered the room.

...Finally, Logan collapses, convulsing. Jean and Scott move to help him.

JEAN: Scott, grab a pillow!

ROGUE (to Storm): It was an accident.

Rogue runs away.

Bobby watches her go.

Senator Kelly puts his head against the bars on his only window. His head begins to mold and change like Silly Putty.

The Senator pulls his head back for a minute. Then he pushes it and

s-q-u-e-e-z-e-s it through the bars.

A large bridge of metallic plates literally assembles itself under Magneto's feet as he and Sabretooth walk across to Kelly's cell.

Magneto raises a hand, and the bars of the cell part to let them through.

MAGNETO: How are we feeling, Senator? Advanced, I hope...

Magneto stops. Kelly is gone, but his shoes have been left behind.

Magneto looks at the window, smiles, and yanks it open with magnetism.

He leans out the newly expanded window, and there is Senator Kelly, clinging to the side of the mountain. There is nothing but ocean underneath him.

KELLY: What the hell have you done to me?

MAGNETO: Really, Senator, this is pointless. Where will you go? Who will take you in now that you're one of us?

Kelly sobs.

Sabretooth takes his hand and begins to pull him back in...

But Kelly's hand stretches in Sabretooth's, and Sabretooth suddenly doesn't have a grip. He grabs Kelly's shirt sleeve, but it tears off, and Kelly falls into the sea.

Sabretooth looks back at Magneto and presents the sleeve.

Frustrated, Magneto turns and walks out. Sabretooth begins to follow, but the bars to the cell snap back into place. Sabretooth roars after Magneto. Magneto keeps walking.

Kelly surfaces briefly, then goes back down.

An annoying boy, TOMMY, pokes a jellyfish. His annoying sister tries to stop him.

SISTER: Tommy, stop! Tommy, please, let it go! I'm telling Mom!

The sister runs away. Tommy looks up.

Kelly looks like his whole body has absorbed some of the water and sand. He walks through a crowd of startled beachcombers, one of whom looks suspiciously like Stan Lee.

Kelly comes to a portable TV that's making another announcement about the Ellis Island summit.

Logan comes to in his room. Xavier is with him.

LOGAN: Where is she? Is she all right?

XAVIER: She'll be all right.

LOGAN: What did she do to me?

XAVIER: When Rogue touches someone she absorbs their energy, their life force. In the case of mutants, she absorbs their gifts for a short time. In your case, your ability to heal.

LOGAN: It felt like she almost killed me.

XAVIER: If she'd held out any longer, she could have.

Rogue sits on a park bench. Bobby comes up to see her.

ROGUE: Bobby.

BOBBY: Rogue. Rogue, what did you do? They say you're stealing mutants' powers.

ROGUE: Oh, no! I borrowed--

BOBBY: You never use your power against another mutant.

ROGUE: I didn't have any choice.

BOBBY: If I were you, I'd get myself out of here.

ROGUE: What do you mean?

BOBBY: Listen, the kids are freaked. Professor Xavier is furious. I don't know what he'll do with you!

BOBBY: I think it'd be easier on your own.

BOBBY: You should go.

Rogue gets up and leaves. She looks back at Bobby once, hurt and betrayal on her face. Bobby looks back, coldly. She leaves.

Bobby's eyes turn yellow.

Xavier looks back over some of the X-rays. Cyclops is with him.

XAVIER: What are you looking for, Erik? There are more powerful mutants. What could Magneto want with this one in particular?

CYCLOPS: Maybe it's his way with people.

XAVIER: You don't like him.

CYCLOPS: How could you tell?

XAVIER: Well, I am psychic, you know.

Logan bursts into the room, Ororo not far behind.

LOGAN: Where is she?

CYCLOPS: Who?

XAVIER: Rogue.

Xavier casts about with his mind.

XAVIER: She's gone.

Xavier and company stand before a machine that scans Xavier's retinas.

COMPUTER: Welcome, Professor.

The doors open, and Logan and Xavier move into a big, spherical room with a platform at the center. The others wait at the door.

XAVIER: Welcome to Cerebro.

LOGAN: This certainly is a big, round room.

XAVIER: The brainwaves of mutants are different from those of average humans. Cerebro allows me to find those brainwaves across great distances. It's how I plan to find Rogue.

LOGAN: Why don't you just use it to find Magneto?

XAVIER: I've been trying. But he seems to have developed some way to shield himself from it.

LOGAN: How would he know how to do that?

XAVIER: Because he helped me build it. Now if you'll excuse me...

Xavier begins to put on a large metal helmet.

Logan, Scott, and Jean wait outside.

LOGAN: Have you ever...

JEAN: Used Cerebro? No. It takes a degree of control, and, well, for someone like me, it's...

SCOTT: Dangerous.

Xavier shuttles through a vast number of human minds until he finds Rogue. Which is much better special effects than it sounds like.

Xavier joins the others, including Ororo.

XAVIER: She's at the train station.

LOGAN: Where is it?

XAVIER: About two miles from here.

Logan begins to walk off.

XAVIER: Logan, you can't leave the mansion. It's just the opportunity Magneto's waiting for.

LOGAN: Look, I'm the reason why she took off.

XAVIER: We had a deal.

ORORO: She'll be all right. She's just upset.

XAVIER: Storm, Cyclops, find her. Bring her back.

Scott and Ororo follow their orders, and Xavier moves away. Jean looks at Logan. He looks back at her.

Scott and Ororo walk to one of the cars. Scott stops and looks around.

ORORO: What is it?

SCOTT: Where's my motorcycle?

Logan rides Scott's motorcycle. He hits a special button on the handlebars... and the bike accelerates to about 300 miles per hour. Logan is frightened at first... and then gets to like it.

Rogue sits, hooded. She looks ruefully at a mother and child, who touch freely.

Logan walks up and sits next to her.

LOGAN: Hey.

LOGAN: I'm sorry about last night.

ROGUE: Me too.

LOGAN: You runnin' again?

ROGUE: I heard the Professor was mad at me.

LOGAN: Who told you that?

ROGUE: A boy at school.

Bobby, James, and another boy walk through the halls of the mansion.

JAMES: When's the last time you saw her?

BOBBY: She was supposed to meet me for lunch.

They walk past. The elevator opens... and another "Bobby" walks out.

"Bobby" (Mystique) walks over to the door to Cerebro. His/her eyes morph into the Professor's just in time for the retinal scan.

COMPUTER: Welcome, Professor.

Mystique sabotages Cerebro.

Storm and Cyclops separate.

STORM: You look around. I'll ask the cashier.

ROGUE: You think I should go back.

LOGAN: I think you should follow your instincts.

ROGUE: The first boy I kissed ended up in a coma for three weeks. I can still feel him inside my head. And it's the same with you.

Rogue begins to dissolve into tears. Logan puts his hand around her hood. She sags against him.

LOGAN: There's not a lot of people who would understand what you're goin' through. But I think this Xavier guy's one of 'em. He seems to genuinely want to help you. And that's a rare thing. For people like us.

Train begins to move.

LOGAN: So what do you say? Want to go back? Give these geeks one more shot? Come on. I'll take care of you.

ROGUE: You promise?

LOGAN: Yuh. Yeah, I promise.

Cyclops is looking around. A little boy looks up at his visor like it's the coolest thing on Earth.

His mom pulls him away.

MOM: Come on.

Meanwhile, Storm is talking to the cashier.

STORM: She's about 17... my height... brown hair...

Suddenly, Sabretooth is behind her, knocking a teenager out of line. Just as she turns, he grabs her neck and lifts her up.

He roars in her face, choking her.

SABRETOOTH: Scream for me.

Cyclops sees Sabretooth, but doesn't see Toad, who scrabbles up the ceiling.

Toad sticks out his tongue and grabs Cyclops' visor with it. Reflexively, Cyclops looks up, blasting a huge hole in the ceiling and blasting Toad, too.

Cyclops turns away, squeezing his eyes tight shut.

Sabretooth continues to choke Storm. Her eyes white out. Sabretooth's hair stands on end. He sees a thunderhead in the sky, throws back his head and roars.

Lightning strikes him, knocking him away from Storm and through the wall.

Toad leaps down and nearly on top of Sabretooth.

TOAD: Quit playin' around.

SABRETOOTH: [growls]

The train stops, loses power, and everything metal in it (except Logan) begins to shake.

Finally the door bows outward, and Magneto levitates himself in.

Logan extends his claws.

MAGNETO: You must be Wolverine.

Magneto puts up a hand, and Logan's hands move to his sides.

MAGNETO: That remarkable metal doesn't run through your entire body, does it?

Magneto gestures, and Logan levitates off the ground, his claws and skeleton stretching on an invisible rack.

ROGUE: Stop! Stop it!

LOGAN: What the hell do you want with me?

MAGNETO: You? My dear boy, whoever said I wanted you?

Logan realizes what he means, and looks at Rogue.

With a final gesture, Magneto sends Wolverine into the far wall.

Rogue gets up and runs.

Magneto levitates a metal syringe from his belt and fires it at Rogue. She falls, unconscious.

MAGNETO: Young people.

Magneto, Sabretooth, and Toad (carrying Rogue) walk through the debris and out the front door...

...And into a dozen police cars and twenty cops with guns. One addresses them with a bullhorn.

HEAD COP: All right, freeze. Hold it. Hold it right there. Put your hands over your head. Now.

Magneto smiles. Lifts up his hands. And lifts up two police cars with them.

Then he brings them crashing down again.

A few cops prepare to fire. Magneto yanks every gun in the courtyard away and points them all back at their owners.

MAGNETO: You homo sapiens and your guns.

Suddenly, Sabretooth grabs Magneto's throat.

SABRETOOTH: That's enough, Erik.

TOAD: Let them go.

MAGNETO: Why don't you come out where I can see you, Charles?

Charles is in a nearby automobile, having been chauffeured by Jean.

XAVIER: What do you...

SABRETOOTH:...want with her, Erik?

MAGNETO: Can't you read my mind?

MAGNETO: What now? Free the girl? You'll have to kill me, and what will that accomplish? Let them pass that law and they'll have you in chains with a number burned into your forehead.

SABRETOOTH: It won't...

XAVIER: ...be that way.

MAGNETO: Then kill me and find out.

MAGNETO: Eh? Then release me.

Toad begins to lope off, carrying Rogue with him.

MAGNETO: Fine.

The head cop's gun takes aim at him... and fires.

The bullet spins on his forehead, but doesn't go in.

More guns click, ready to fire.

MAGNETO: Care to press your luck, Charles? I don't think I can stop them all!

HEAD COP: AAAAA!

Sabretooth releases Magneto, recovering control of himself. Toad blinks and lopes back to Magneto.

MAGNETO: Still unwilling to make sacrifices. That's what makes you weak.

A helicopter flies over the station. Mystique pilots it.

It touches down, and the Brotherhood walks in. Magneto magnetically opens the door.

MAGNETO: Goodbye, Charles.

They make their escape.

Logan washes up, Xavier and Storm behind him.

LOGAN: You said he was after me.

XAVIER: I made a terrible mistake. His helmet was somehow designed to block my telepathy. I couldn't see what he was after until it was too late.

Logan makes for the door.

STORM: Where are you going?

LOGAN: I'm gonna find her.

XAVIER: How?

LOGAN: The traditional way: look!

He walks out. Storm walks after him.

STORM: Logan, you can't do this on your own.

LOGAN: Who's gonna help me? You? You've all done a bang-up job so far.

STORM: Then help us. Fight with us.

LOGAN: Fight with you? Join the team? Be an X-Man? Who do you think you are?

LOGAN: You're a mutant. The world's full of people who hate and fear you and you're wasting your time trying to protect them? I've got better things to do.

LOGAN: You know, Magneto's right. A war is coming. You sure you're on the right side?

STORM: At least I've chosen a side.

Logan goes through a door other than the one he was originally headed for.

On the other side of it is Senator Kelly, looking pretty bad.

KELLY: I'm looking for Dr. Jean Grey.

Kelly collapses into Logan's arms.

Kelly is on the medical table. The X-Men surround him, and Charles Xavier comes closer.

XAVIER: Senator Kelly? I'm Professor Charles Xavier.

KELLY: I was afraid if I went to... hospital... they'd...

XAVIER: Treat you like a mutant? We're not what you think. Not all of us.

KELLY: Tell that to the ones who did this to me.

Xavier moves into position behind Kelly's head.

XAVIER: Senator, I want you to relax. I'm not going to hurt you.

Xavier puts his hands on Kelly's head... and begins to read his mind.

We get images of Kelly's mutation... and finally of the process that caused it. We see Magneto, after the process, thoroughly drained. Mystique pries him from the machine and helps carry him away.

MAGNETO: Welcome to the future... brother.

All X-Men and Logan present.

XAVIER: The machine appears to cause mutation in humans.

JEAN: But the mutation is unnatural. Kelly's body is rejecting it. His cells began to break down almost immediately.

CYCLOPS: What effect does it have on mutants?

XAVIER: There appears to be none. But I fear it will do serious harm to any normal person.

LOGAN: What does he want with Rogue?

XAVIER: I don't know.

Logan paces restlessly.

CYCLOPS: Wait. You said this machine draws its power from Magneto, and that it weakened him.

XAVIER: Yes... in fact, it nearly killed him...

LOGAN: He's gonna transfer his power to Rogue... and use her to power the machine.

A guard waves from the shore to a boat passing through.

The guard is then promptly stabbed from behind by Sabretooth. He dies immediately.

The helmsman of the boat turns into Mystique. An identical-looking helmsman lies dead on the floor.

On the shore, Toad jumps onto a guard's back, knocking him cold. Then he jumps another.

From the boat Mystique is piloting, Magneto looks at Liberty. Rogue is with him, handcuffed.

MAGNETO: Beautiful, isn't she?

ROGUE: I've seen it.

MAGNETO: I first saw her in 1949. America was going to be the land of tolerance. Of peace.

Rogue looks at the dead helmsman.

ROGUE: Are you going to kill me?

MAGNETO: Yes.

ROGUE: Why?

MAGNETO: Because there is no land of tolerance. There is no peace, not here, nor anywhere else. People around the world, women, children, die simply because they're born different from those in power. Well, after tonight, those in power will be just like us. They will return home as brothers.

MAGNETO: As mutants. Your sacrifice will mean our survival. I'll understand if that comes as little consolation.

Enter Sabretooth.

MAGNETO: Put her in the machine.

Kelly calls into the darkness.

KELLY: Is anybody there?

Storm emerges from the darkness.

STORM: Yes.

KELLY: Please don't leave me.

Kelly grabs her wrist.

KELLY (smiling): Don't want to be alone.

STORM: All right.

Storm notices that Kelly is leaking water like a sieve.

KELLY: Do you hate normal people?

STORM: Sometimes.

KELLY: Why?

STORM: I suppose... I'm afraid of them.

KELLY: Well... I think you've got one less person to be afraid of.

The end is painful, but quick. Kelly's every remaining cell turns into water.

XAVIER: I'm going to find Rogue. Scott, ready the Blackbird. Jean, get him a uniform.

CYCLOPS: Wait... he's not coming with us, is he?

XAVIER: Yes.

CYCLOPS: Sir, I'm sorry, but he'll endanger the mission. He'll...

LOGAN: Hey, I wasn't the one who tore the train station a new sun roof, pal.

CYCLOPS: No, you were the one who stabbed Rogue through the chest.

JEAN: Scott.

LOGAN: Look why don't you take your little mission and--

STORM (bursting in): Senator Kelly is dead.

XAVIER: I'm going to find her.

Xavier looks from Cyclops to Logan.

XAVIER: Settle this.

Xavier tries to operate Cerebro again...

...but Mystique's sabotage goes into effect, giving Xavier massive feedback. He doesn't even make it out of the room, falling out of his chair.

A load of diodes are hooked to Xavier's head. He appears to be a vegetable. The other X-Men stand around him. Logan is first to leave.

LOGAN: I'm sorry.

Cyclops is last to leave. He looks at the professor's unblinking face.

CYCLOPS: You can still hear me, can't you?

Jean makes some adjustments, reversing the sabotage. She starts to leave, then stops.

CYCLOPS: You taught me everything in my life that was ever worth knowing... and I want you to know, if anything happens, I'll take care of them.

Cyclops leaves Xavier's bedside... just in time to see Jean trying on Cerebro.

CYCLOPS: Jean!

He runs toward her.

CYCLOPS: Jean, no!

The door closes in front of him.

Jean's face contorts in pain as she uses Cerebro.

She crumples to a sitting position as Scott opens the door and gets to her.

CYCLOPS: Jean! Jean, speak to me, please.

JEAN: I know where Magneto's going.

A three-dimensional map of metal illustrates the points of the various X-Men as they talk.

CYCLOPS: The U. N. summit is on Ellis Island, here. Magneto will be launching his attack from the Statue of Liberty, here.

STORM: He doesn't know his machine kills, and if he gives Rogue enough power...

JEAN: He could wipe out everyone in New York.

CYCLOPS: We'll fly the Blackbird in here, come in around the far end of Ellis Island.

LOGAN: What about harbor patrol? Radar?

CYCLOPS: If they have anything that could pick up our ship, they deserve to catch us.

A large panel opens up in the ground, swallowing up a basketball. The Blackbird comes out of it and takes off.

The students watch, fascinated.

Logan zips up his new uniform. Cyclops pilots.

LOGAN: You actually go out in these things?

CYCLOPS: What would you prefer... yellow spandex?

The Blackbird comes around the bridge.

CYCLOPS: There's the bridge. Storm, some cover, please.

Storm's eyes go blank.

Fog rolls up. The Blackbird sweeps into it, then turns on its infrared scanner.

Magneto observes the sudden fog and knows what it means.

MAGNETO: Mystique, Toad, stay sharp. We're not alone.

MAGNETO (to Sabretooth): And you stay here. Once I give my power to the girl, I'll be temporarily weakened. You'll be my only defense.

Sabretooth looks touched.

A couple of extras mill around on a boat, for the express purpose of making a "cute" line that refers to one of the character's names.

EXTRA: Looks like a storm is coming.

Underneath the fog, the Blackbird returns to full visibility. It hovers fifteen feet above the water.

Cyclops turns off a few switches, too quickly. The Blackbird falls the last fifteen feet. It floats.

CYCLOPS: Sorry.

LOGAN: You call that a landing?

Cyclops looks up...

CYCLOPS: The torch.

The X-Men walk quietly through.

TV: ...festive garden-party atmosphere as they traversed the tight security...

Logan sets off the metal detectors.

He puts his claws through them, silencing them. To Cyclops' dirty look, he extends one claw, giving Cyclops the finger.

Cyclops grins angrily.

Behind them, a scale-model Statue of Liberty opens its yellow eyes.

Logan sniffs.

LOGAN: Someone's here.

CYCLOPS: Where?

LOGAN: I don't know. Keep your eye open.

Logan goes off on his own.

CYCLOPS: Logan...!

CYCLOPS: Dammit.

Logan comes back.

CYCLOPS: Anything?

LOGAN: I know there's someone here. I just can't see him.

As Logan passes Cyclops, he extends his claws.

Another "Logan" tackles him. The two tussle briefly, moving into a side room.

Cyclops aims his visor, not sure which to blast.

BOTH LOGANS: Wait!

The false Logan slashes a panel and a door closes them off.

Cyclops steps back a couple of paces, ready to blast it open.

CYCLOPS: All right, back up...

Out of nowhere leaps the Toad. He knocks Cyclops into a glass display case, stunning him. Then he sticks his tongue to another door, walling Cyclops off from the group.

He sticks his tongue to the ceiling and kicks both Jean and Storm. Then he sticks his tongue to Storm's leg. Storm tries to summon wind, but she can't get up enough to stop Toad from hurling her onto the second-floor catwalk.

Toad turns to face Jean. He does a little dance, then leaps at her.

And hangs in midair. Jean is keeping him there with her mind.

Toad spits a wad of goo onto Jean's face. It hardens instantly and she releases him.

Storm peers over the catwalk, still looking woozy.

Toad leaps up to the walk. Storm puts out a hand to stop him.

A couple of powerful kicks later, Storm is falling down the elevator shaft.

Toad makes a silly little "pbbbbb" "too bad" sound, grabs a crowbar, and twirls it a la another character played by Ray Park.

Cyclops blasts open the wall.

The first thing he sees is Jean, who's struggling with the goo and still can't breathe.

CYCLOPS: Jean!

CYCLOPS: ...Hold on.

Cyclops adjusts his visor, and blasts the goo off her face.

Toad looks back at the elevator shaft where he dropped Storm. It's sparking with lighting and howling with wind. It opens, and Storm flies through it. She's focused her power at last.

TOAD: Don't you people ever die?

Toad tries to walk forward to attack her again, but he's blasted back by a wind that seems to double in strength with every few seconds. It blows him right out of the shop, and only his tongue keeps him hanging on to the railing over the water.

Storm's eyes narrow in amusement.

STORM: Do you know what happens to a toad when it's struck by lightning?

A thunderhead booms.

STORM: The same thing that happens to everything else.

Lightning strikes Toad. He falls into the lake.

Storm comes upon Logan. Logan is holding stock still, sniffing the air.

STORM: Logan? Is that you?

LOGAN: Sh.

LOGAN: The other one ain't far away.

STORM: We've got to regroup.

LOGAN: I know, but there's a problem.

Suddenly Logan turns and plants his claws into Storm's guts. Storm screams. Her eyes go white...

LOGAN: You're not part of the group.

Storm extends claws like Logan's, but they quickly melt back into her knuckles. She turns back into Mystique and collapses.

Logan catches up with Cyclops and Jean. Cyclops aims his visor at Logan.

LOGAN: Hey! It's me.

CYCLOPS: Prove it.

LOGAN: You're a dick.

CYCLOPS: Okay.

Storm shows up over the railing.

STORM: Hey.

The X-Men climb up. They are now in the head of the statue, within view of the torch.

Wolverine stops.

LOGAN: Everybody get out of here.

JEAN: What's wrong?

LOGAN: I can't move.

Logan rotates slowly like a dervish, then gets thrown up and pinned against a wall.

Brass supports rip themselves from inside Liberty's head. Cyclops blasts a couple of them, but soon they've secured all the X-Men. Cyclops and Jean are pinned facing each other, eye to eye.

Magneto levitates into the room.

MAGNETO: My brothers. Welcome.

He looks at Logan.

MAGNETO: And you. Let's point those claws of yours in a safer direction, shall we?

Logan struggles, but soon his arms fold themselves against his will and a brass band wraps them in place.

Sabretooth drops down behind Magneto.

MAGNETO: You'd better close your eyes.

Sabretooth removes Cyclops' visor. Cyclops does as he's told.

CYCLOPS: Storm. Fry him.

MAGNETO: Oh yes. A lightning bolt into a big copper conductor. I thought you lived in a school.

A lot of world leaders are having a summit. That's really all you need to know.

MAGNETO: Mystique? Mystique?

JEAN: I've seen Senator Kelly.

MAGNETO: So the good senator survived his fall. And the swim to shore. He's become even more powerful than I'd imagined.

JEAN: He's dead.

STORM: It's true. I saw him die. Like those people down there will die.

MAGNETO: Are you sure you saw what you saw?

A diplomat talks.

DIPLOMAT: ...For those who are unaware of the historical significance...

Many reporters translate his words into numerous languages.

MAGNETO: Why can none of you understand what I'm trying to do? Those people down there control our fates and the fates of every mutant on the planet. Well, soon our fates will be theirs.

ROGUE: Somebody please help!

Rogue continues to scream and cry.

LOGAN: You're so fulla shit. If you were really so righteous, it'd be you in that thing.

Magneto looks coldly at Logan.

Then he levitates himself up and out of the statue's head. Through a number of fireworks. And into the torch.

Logan struggles against the brass. Finally, he extends his claws, cutting through the brass... and his own body.

JEAN: LOGAN!

Logan falls to the floor.

Magneto pulls Rogue to him by her handcuffs.

MAGNETO: I'm sorry, my dear.

ROGUE: Please don't do this.

Magneto touches Rogue's face.

Sabretooth looks down over Logan. Picks him up.

Logan drives his claws into Sabretooth's guts. Sabretooth roars and punches Logan out the side of Liberty's head. A long fight scene follows, during which Logan retrieves his dog tag from Sabretooth.

LOGAN: This is mine.

Scene ends when Sabretooth knocks Logan off the top of the statue. Logan digs his claws in near Liberty's ear. They come through the inside of the statue, just between Cyclops and Jean.

Logan begins climbing back up.

Sabretooth drops back into the inside of the head. Runs a claw over Storm's neck.

SABRETOOTH: You owe me a scream.

Logan drops in behind him.

LOGAN: Hey, bub.

LOGAN: I'm not finished with you yet.

LOGAN (meaningfully): Jean.

JEAN: Scott, when I tell you, open your eyes.

CYCLOPS: No!

JEAN: Trust me.

Logan holds up Cyclops' visor.

LOGAN (to Sabretooth): You lose something?

Jean levitates it out of Logan's hand, and puts it in front of Cyclops' eyes... at a 30-degree angle to his face.

JEAN: Now.

The visor refracts his laser beam right into Sabretooth. Blasts him out of the head altogether.

He falls into Magneto's boat.

Logan cuts the others loose.

CYCLOPS: Thanks.

LOGAN: Don't mention it.

The machine is working, sending out its mutating light. Rogue and Magneto are both in agony.

CYCLOPS: We gotta get her out of there.

LOGAN: Can you shoot?

CYCLOPS: The rings are too fast.

LOGAN: Just blast it.

CYCLOPS: I'll kill her. Storm, can you get me up there?

STORM: I can't control it like that. You could fly right over the torch.

LOGAN: Then let me go. If I don't make it, then you can still blast the damn thing.

Cyclops looks at Logan and makes his decision.

CYCLOPS: All right. Jean, use your power. Try to steady him.

STORM: Hang on to something.

The wind whips Logan up and out. He grabs a hold of the top of the machine. He begins to cut it up, but Magneto stops him.

JEAN: Not yet.

They struggle. Magneto's powers are weak, and it looks like Logan has a chance.

CYCLOPS: Jean, I have to!

JEAN: Wait. Just wait.

There is a sound of metal bending. Logan's claws are bending backward. Rogue's hair streaks itself white.

CYCLOPS: I have a shot.

Jean finally gives in.

CYCLOPS: I'm taking it.

Cyclops blasts Magneto from behind. He falls, Logan destroys the machine, and the light vanishes.

Magneto is down for the count. Logan tries to shake Rogue awake. She looks dead.

LOGAN: Come on, kid. Come on.

Logan tears off one glove, hesitates an instant, then touches Rogue's face.

No response. Logan hugs her, face to face, grief-stricken.

Suddenly age lines appear on his face, and every wound he sustained in his fight reopens.

Rogue wakes up just in time to see him fall.

The police are on the scene. They come across what looks like one of their own, lying wounded on the floor.

COP: This one's alive. Get him out of here.

The wounded cop is lying in the exact same position, and with the exact same wounds, as Mystique when we last saw her.

Magneto is just beginning to wake up as the Blackbird flies away.

Xavier wakes. He looks over and sees Jean.

JEAN: Welcome back. I knew you'd find your way.

XAVIER: I had you to guide me. How did we do?

Jean frowns. Xavier follows her eyes.

Logan is lying on another lab table in serious condition.

Jean examines Logan's wounds. They've finally mostly healed. She runs a hand over his body. He wakes and gently stops her.

LOGAN: No. That tickles.

JEAN: Hey.

LOGAN: Hey.

JEAN: How do you feel?

LOGAN: Fantastic.

JEAN: That was a very brave thing you did.

Suddenly Logan remembers.

LOGAN: Did it work?

JEAN: Yes. She's fine. She took on some of your more charming personality traits for a while...

Logan laughs, and the laughter turns into a mild coughing fit.

JEAN: But we all lived through it. I think she's a little taken with you.

LOGAN: Well, you can tell her my heart belongs to someone else.

Jean hesitates. She looks like she's preparing to give Logan "the talk."

JEAN: You know, you and I...

LOGAN: How's the Professor?

JEAN: He's fine.

Logan takes Jean's knuckles, kisses them, and returns them.

Once again, the metal maps out the location as Xavier describes it.

XAVIER: There's an abandoned rocket factory in Alberta not far from where we found you. There's not much left, but... you might find some answers.

LOGAN: Thank you.

XAVIER: Are you going to say goodbye to them?

Bobby and Rogue are playing pool. Cyclops, Storm, and Jean watch television.

To paraphrase the TV, the Mutant Registration Bill will probably not go through because of the dramatic reversal of Senator Kelly. We see Kelly giving a press conference.

KELLY: I was wrong on this issue, and I hope that in time, I may be forgiven.

As he moves through the crowd, Storm puts the TV on "pause." We see Kelly's eyes briefly flash yellow.

STORM: Mystique.

CYCLOPS: Son of a bitch.

Logan passes them all. Only Rogue seems to notice. She runs after him.

Rogue catches up to Logan.

ROGUE: Hey. You runnin' again?

LOGAN: Not really... got some things to take care of up north.

He runs a finger through the streak in her hair.

ROGUE (smiling): I kinda like it.

ROGUE (serious): I don't want you to go.

Logan takes out his dog tag and puts it in her glove.

LOGAN: I'll be back for that.

Logan walks out the door. He notices a motorcycle, parked nearby. He smirks...

Logan motors out of the school. We can see the address: 1407 GRAYMALKIN LANE.

Magneto and Xavier are playing an extremely fast-paced game of chess in a cell where everything appears to be made of plastic.

MAGNETO: Does it ever wake you up in the middle of the night, the thought that one day they will pass that foolish law or one just like it, and come for you and your children?

XAVIER: It does indeed.

MAGNETO: What do you do when you wake up to that?

XAVIER: I feel a great swell of pity for the poor soul who goes to that school looking for trouble.

MAGNETO (sighing): Why do you come here, Charles?

XAVIER: Why do you ask questions to which you already know the answers?

MAGNETO: Ah, yes. You're continuing to search for hope.

Xavier simply looks at Magneto. Magneto looks back.

A policeman comes to escort Charles out.

MAGNETO: You know this plastic prison of theirs won't hold me forever. The war is still coming, Charles, and I intend to fight it, by any means necessary.

Something tightens in Xavier's eyes. He leans in close to Magneto, and his voice is hard.

XAVIER: And I will always be there, old friend.

As Xavier leaves, Magneto flicks the king over. It has a little metal in its base.

End credits.

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