Repeat, lower your altitude to 20,000 feet. This is your last warning.
They're falling back.
They're marking us.
- What? - They're gonna fire. Hang on!
I gotta shake 'em.
- Please don't do that again. - I agree.
Don't we have any weapons in this heap?
Warning, warning, warning.
Warning, warning, warning, warning, warning.
Warning, warning, warning, warning, warning, warning.
Warning, warning, warning-
- Everybody okay back there? - No.
Oh, my God. There's two of 'em.
There's one more.
Jean-
Oh, God!
Rogue!
No!
- Jean? - It's not me.
When will these people learn how to fly?
- Thank you. - Bitte schon.
- Can you hear what they're saying? - I could take a closer look.
His name is Colonel William Stryker.
...and he invaded your mansion for one purpose:
...he wanted Cerebro.
Or enough of it to build one of his own.
But that doesn't make any sense. Stryker would need the professor to operate it.
Which I think is the only reason why our friend's still alive.
Oh, my God.
Now, what are you all so afraid of?
While Cerebro is working, Charles' mind is connected...
...to every living person on the planet.
If he were forced to concentrate hard enough on a particular group...
...let's say, mutants, for example-
- He could kill us all. - Wait a minute.
How would Stryker even know where to find Cerebro in the first place?
Because I told him.
I helped Charles build it, remember?
Mr. Stryker has powerful methods of persuasion.
Even against a mutant as strong as Charles.
- So who's this Stryker anyway? - He's a military scientist.
He spent his whole life trying to solve the mutant problem.
If you want a more intimate perspective why don't you ask Wolverine?
You don't remember, do you?
William Stryker, the only other man I know who can manipulate adamantium.
The metal on your bones. It carries his signature.
- But the professor- - The professor trusted...
...you were smart enough to discover this on your own.
He gives you more credit than I do.
Why do you need us?
Mystique has discovered plans of a base...
...that Stryker's been operating out of for decades.
We know that's where he's building the second Cerebro.
But, we don't know where this base is...
...and I believe one of you might.
The professor already tried.
Once again, you think it's all about you.
Oh... hello.
- I didn't mean to snoop. - Just try and relax.
I'm sorry.
Stryker's at Alkali Lake.
That's where the professor sent me. There's nothing left.
There's nothing left on the surface, Logan. The base is underground.
- Hey. - Hey.
You okay?
- Yeah. - You sure?
- How we doing? - Not good.
It'll take four or five hours before I can get it off the ground.
That's not what I meant.
- I'm just worried about Scott. - I'm worried about you.
That was some display of power up there.
- Obviously, it wasn't enough. - Hey, hey. Come on. All right?
I love him.
Do you?
Girls flirt with the dangerous guy, Logan...
...they don't take him home.
They marry the good guy.
I could be the good guy.
Logan, the good guy sticks around.
- Jean. - Please. Please.
- Don't make me do this. - Do what?
This.
Excuse me.
They say you can imitate anybody... even their voice.
Even their voice.
Then why not stay in disguise all the time?
You know, look like everyone else.
Because we shouldn't have to.
Look-
No one's ever left a scar quite like you.
What do you want, an apology?
You know what I want.
But what do you want?
What do you really want?
I want you to get out.
Jesus.
- Why don't we get uniforms? - Yeah, where's ours?
They're on order. Should arrive in a few years.
We love what you've done with your hair.
Hey, hey. Come on. Let's go.
So, they say you're the bad guy.
Is that what they say?
That's a dorky-looking helmet. What's it for?
This dorky-looking helmet is the only thing that's gonna protect me...
...from the real bad guys.
- What's your name? - John.
What's your real name, John?
Pyro.
Quite a talent you have there, Pyro.
I can only manipulate the fire.
I can't create it.
You are a god among insects.
Never let anyone tell you different.
Sir, the machine has been completed to all specifications.
Good.
Ow!
If I may ask, sir, why are we keeping the children here?
I'm a scientist, Sergeant Lyman.
When I build a machine, I wanna make sure that it's working.
All right, this is a topographic map of the dam.
This is the spillway.
You see these density changes in the terrain?
- They're tire tracks. - That's the entrance.
Mm-hmm. And this shows the depth of the ice that's covering the ground.
Now, this is recent water activity.
If we go in there, Stryker could flood the spillway.
Can you teleport inside?
No. I have to be able to see where I'm going...
...otherwise I could wind up inside a wall.
I'll go. I have a hunch he'll want me alive.
Wolverine, whoever goes into the dam...
...needs to be able to operate the spillway mechanism.
What do you intend to do?
Scratch it with your claws?
I'll take my chances.
But I won't.
Sir, there's someone coming down the spillway.
- I'm flooding it. - Wait.
Stryker!
Well, look who's come home.
Move and you're dead.
The one thing I know better than anyone is my own work.
Seal the room. Shoot it.
Seal the room Step away!
We have a metamorph loose. Could be anybody.
Anybody? What-
Can you override the spillway mechanism?
Everything's controlled from inside that room. That's why the doors are so thick.
Oh, really? Get some charges! Blow the doors open!
Take out these cameras!
I'm in.
- She's good. - You have no idea.
Fire in the hole.
Move, move, move.
Sergeant, she's opened the spillway doors.
- More mutants have entered the base. - How many?
We've lost coms. There's some sort of electrical interference-
Sergeant Lyman, gather the rest of your men and meet me outside Cerebro.
You carry on. When I come back, I want this door open all the way!
Welcome, Professor.
- Don't leave me alone, please? - You can come inside.
Have you found it?
A large portion of energy from the dam has been diverted to this chamber.
- Cerebro. - There it is.
- Can you shut it down from here? - No.
- Come. There's little time. - Not without us.
Oh, my God. The children.
- Kurt, will you come with me? - Yes.
Where are they?
They're being held in a cell one level down.
- Stryker. - All right...
...we'll get the children and meet you at Cerebro.
Okay. I'll try to find Scott and the professor.
- Will you be all right without us? - Yeah. I'll be fine.
Where's Logan?
He's gone.
- You, set up a perimeter. - Move, move.
Jason.
It's time.
Time to find our friends.
Is it time to find our friends?
- All of them. - All of them?
- All of the mutants. - All the mutants?
- Everywhere. - Everywhere?
- That's right. - Every one of them?
- Oh, yes. - Good.
It's time to bring it to an end.
Make me proud.
Just don't move.
Kill anyone who approaches... even if it's me.
Go! I'll take care of him!
This is one lover's quarrel we cannot get involved in, my dear.
Scott!
Scott?
- Help us! Anybody! - Listen.
Help! Get us out of here.
- Julie? - Storm.
- Get us out of here! - Okay, we're coming.
Scott!
Scott, don't do this!
Jean, no, no, no. It's okay.
It's okay. It's me.
- Scott. - I'm so sorry.
- I thought I'd lost you. - Oh, God.
I'm so sorry. I could see you, but I couldn't stop myself.
- I tried. I'm sorry. - I love you so much.
I love you.
- My leg. - Okay, easy. Easy.
Scott...
...something's wrong.
My God. No!
Have you found the mutants yet? Have you found all of them?
I'm trying. There are so many of them.
Then concentrate.
Concentrate.
The tricky thing about adamantium is...
...that if you ever manage to process...
...its raw, liquid form, you gotta keep it that way.
Keep it hot.
Because once the metal cools, it's indestructible.
But you already know that.
I used to think you were one of a kind, Wolverine.
I was wrong.
Holy shit.
That's it.
Whoa. Where do you think you're going?
I'm sick of this kid's table shit. I'm going in there.
John, they told us to stay here.
You always do as you're told?
Find all the mutants.
Find them.
Find all the mutants. Find them all. Each one. All of them.
- Good. - Kill them.
Concentrate. Concentrate harder.
Now, find them all. Find all the mutants.
You, concentrate harder.
Kill them. Kill them all.
Kill them.
Cerebro.
We're too late.
Eric, hurry!
That's strange.
How does it look from there, Charles? Still fighting the good fight?
From here, it doesn't look like they're playing by your rules.
Maybe it's time to play by theirs.
There's been a change of plan.
Good-bye, Charles.
There's been a change of plans.
Now find them. Find them all- the humans.
Find all the humans. Every one.
How does it feel, bub?
- Why did you come back? - You cut me open. You took my life!
You make it sound as if I stole something from you.
As I recall, it was you who volunteered for the procedure.
- Who am I? - You...
...are just a failed experiment.
If you really knew about your past...
...what kind of person you were...
...the work we did together-
People don't change, Wolverine.
You were an animal then. You're an animal now.
I just gave you claws.
What the hell is that? What is it?
The dam's ruptured. It's gonna flood water onto the spillway.
It's trying to relieve the pressure. It's too late.
In a few minutes, we'll all be underwater.
Come with me, and I'll tell you everything you want to know.
You can't help your friends. They're as good as dead, Wolverine.
You're a survivor, always have been.
Oh, I thought I was just an animal... with claws.
If we die, you die.
Aaah!
There are no exits that way, Wolverine!
Find all the humans. Every one. Find them.
Find all the humans. Find them all.
- What is this? - Cerebro.
Storm.
- Jean. Are you okay? - Yeah. I'm fine.
What's happening?
Professor's still in there... with another mutant.
He's trapped in some kind of illusion.
Oh, my God.
Magneto's reversed Cerebro. It's not targeting mutants anymore.
- Who is it targeting? - Everyone else.
Impossible.
- Everybody stand back. - Scott, no.
His mind is connected to Cerebro. Opening the door...
...could kill him and everyone his mind is linked to.
Wait. Kurt, I need you to take me inside.
- Storm, who is this guy? Who are you? - My name is Kurt Wagner...
- ... but in the Munich circus- - He's a teleporter.
I told you, if I can't see where I'm going-
I have faith in you.
Don't believe anything you see in there.
Our Father, who art in heaven, hallowed be thy name.
Thy kingdom come, thy will be done on Earth-
...as it is in heaven.
Hello. What are you looking for?
Professor, can you hear me?
- You've got to stop Cerebro now. - Who are you talking to?
No. Don't move.
But she's just a little girl.
No, she's not.
I've got my eyes on you.
Mr. Stryker.
Funny, we keep running into each other.
Mark my words, it'll never happen again.
Kurt, it's about to get very cold in here.
I'm not going anywhere.
What are you doing?
Find all the humans, kill them.
Every single one. Find all the humans.
Focus. Focus. Find all the humans.
Stop it!
- Jason. - He's going to be so angry at me.
Logan. Logan, where are you?
We have to get out through the spillway.
You don't want to go that way. Trust me.
Come on. There's another way out of here.
The helicopter was right here!
- I will take him. - Okay.
It's okay, Rogue. It's okay. You can let go, honey.
- Let go. - Go. I'll be fine.
- You sure? - Yeah.
Who has the answers, Wolverine? Those people?
That creature in your arms?
Huh?
I'll take my chances with him.
One day, someone will finish what I've started, Wolverine!
One day!
Scott, we've got to get to Washington.
I fear this has gone beyond Alkali Lake.
- Bobby. - I got 'im.
You okay?
I am now.
- What's wrong? - Vertical thrusters are off-line.
- So fix 'em. - I'm trying.
- Has anyone seen John? - Pyro?
Where the hell is he?
He's with Magneto.
They're functioning...
...but I don't know how long they're going to last.
I'm trying to override. It's not responding.
- Come on! - Oh, no, we've lost the power.
There's power in the fuel cells, we're just not connecting.
Okay. I've-
Scott, the engine control system is shot.
All of it.
- Where's the override? - It's gonna take time.
Storm, we need some kind of external power.
- Jean? - Wait. Where is Jean?
She's outside.
No, we're not leaving! Lower the ramp!
Storm, lower it!
I can't.
She's controlling the jet.
- You, get her, now! - She's not letting me.
Damn it!
I know what I'm doing.
- This is- - The only way.
Jean, listen to me.
- Don't do this. - Good-bye.
- Oh, no! No! - No! No!
She's gone.
- She's gone. - Don't you say that!
- We gotta go back. - She's gone.
No! No.
She's gone. She's gone. She's-
She's gone.
The Lord is my shepherd. I shall not want.
He maketh me to lie down in green pastures.
Yea, though I walk through the valley of the shadow of the death...
I will fear no evil...
...for thou art with me.
Today I've been given an opportunity to shed light on recent occurrences...
...from the attack that ended in this office-
- Good morning. - Good morning-
...to the unexplained phenomenon that swept the Earth...
- nearly annihilating our way of life. - Good morning, Mr. President.
Do we like this word "annihilating"?
Good morning.
Good morning, Mr. President.
Thank you.
Mr. President, we're live in five, four, three, two-
My fellow Americans, in this time of adversity...
...we are being offered a moment...
...a moment to recognize a growing threat within our own population...
...and take a unique role in the shape of human events.
Did we just lose the feed? Are we still live?
Good morning, Mr. President.
Please, don't be alarmed. We're not going to harm anyone.
- Who are you people? - We're mutants.
My name is Charles Xavier. Please, sit down.
- I'd rather stand. - Rogue.
These files were taken from the private offices of William Stryker.
How did you get this?
Well, let's just say I know a little girl who can walk through walls.
- I've never seen this information. - I know.
Then you also know I don't respond well to threats.
Mr. President, this is not a threat. This is an opportunity.
There are forces in this world, both mutant and human alike...
...who believe that a war is coming.
You will see from those files that some have already tried to start one...
...and there have been casualties.
Losses on both sides.
Mr. President...
...what you were about to tell the world is true- this is a moment.
A moment to repeat the mistakes of the past...
...or to work together for a better future.
We're here to stay, Mr. President. The next move is yours.
We'll be watching.
Mr. President.
You know...
...even when Jean was a student...
...she was always hesitant about her powers.
Always looking to others.
Feeling that in some way she was left behind.
Do you think-
Could we have done more to save her?
In the past, she may have let us.
There had to be another way.
Why did she leave the plane?
Because she made a choice.
Yes, come on in.
Hey, hey.
Listen, she did make a choice.
It was you.
Professor...
...is everything all right?
Yes, I think it will be.
Now, tell me, have any of you read a book...
...by an English novelist named T.H. White...
...called The Once and Future King?
No? Well...
Mutation.
It is the key to our evolution.
It is how we have evolved from a single-celled organism...
into the dominant species on the planet.
This process is slow...
...normally taking thousands and thousands of years.
But every few hundred millennia...
...evolution leaps forward.