by David Ellis
A white-haired man addresses a crowd at a rally in some undisclosed location. The man, ERIK MAGNUS LEHNSHERR, gives a moving speech about the injustice beings called "mutants" (apparently himself and the crowd) suffer at the hands of "small-minded humans", relates it to his childhood experiences in Nazi-occupied Poland, and advocates a call to action. The mutants must fight back against their oppressors before they become the victims of another Holocaust. At his sides are his two adult children, PIETRO and WANDA.
A SNIPER interrupts the rally by firing at Magnus. The bullet is somehow stopped in midair less than a foot from him, and he commands Pietro to bring the sniper to him. In a burst of speed Pietro takes off, and returns with the sniper. Magnus challenges the assassin to make one last attempt, "the last bit of charity" he's giving ANY human. The sniper's attempt fails miserably, and Magnus kills him.
While Pietro disposes of the body, Magnus tells Wanda that they must prepare for war.
2. XAVIER MANSION
3. DANGER ROOM
During this, Xavier chats with HANK McCOY, an erudite-sounding figure who remains off-screen (save for a large blue-furred hand) until the end of the training sequence, at which point we find that he's blue-furred and apelike, and probably the strangest looking character we've seen so far.
The X-Men score highly on the exercise, at which point most of the team hits the showers, except for Cyclops, Marvel Girl, and Wolverine. We find that the first two are romantically linked, while Wolverine is also attracted to the female member (or "Jean", as she's called), creating a tense love triangle. After Wolverine storms off, Xavier and Hank enter the Danger Room, where Xavier reveals that his "old friend Magnus has returned."
4. WAR ROOM
5. LIVING ROOM
SCOTT SUMMERS (Cyclops) - Math
6. STREET OUTSIDE APPLIANCE STORE
As it turns out, the figure the crowd tries to attack is an illusion created by the real Jason, who's across the street, watching the scene with amusement as it turns into a full blown riot.
Jason meets ALEX SUMMERS, a tough-guy type who apparently never grew out of juvenile delinquency. Alex reveals he's a mutant and tells Jason about The Brotherhood, a group of mutants who have "plans for this country." Intrigued, Jason is taken to the leader of the group...
6. ABANDONED FACTORY
7. XAVIER MANSION - CEREBRO ROOM
8. ABANDONED FACTORY
The conversation ends, and Magnus enters the factory, where Alex introduces him to Jason, whose illusion power he sees potential use for. Welcoming Jason into the Brotherhood, Magnus introduces him to Pietro, Wanda, RAVEN DARKHOLME (a beautiful blue-skinned, red-haired shapeshifter), and her foster daughter ROGUE.
9. XAVIER MANSION - REC ROOM
10. LIVING QUARTERS
Raven tells them to suit up and report to Magnus immediately; they have a mission.
The assembled Brotherhood watches as Magnus explains to them the details of the mission: Senator Kelly, Henry Gyruch, and Valerie Cooper will meet at Cape Citadel Air Force Base to discuss defense measures against mutants. Magnus plans to abduct the government officials and give them a taste of what they're about to do to mutants. The Brotherhood also plans to cripple the base while they're at it. They begin preparations to leave at dawn. It's also here that we see Magnus in his MAGNETO costume for the first time.
12. LAKE OUTSIDE MANSION
We quickly cut to Scott and Jean in their bedroom. Scott is already getting dressed; Jean doesn't want to get out of bed (yes, Jean in bed is definitely a fun visual).
Inside the jet, Xavier's telepathic image fills the X-Men in on the situation: Cerebro picked up Magneto's distinct mutant bio-signature heading toward Cape Citadel, the only place in that area that would be of interest to him (especially considering there's a conference going on there). Xavier also reveals that he's picked up six more mutant signatures, but Magneto's magnetic interference makes it difficult to determine who the others are. Wolverine notes that if Magneto's power can interfere with Cerebro's detection system, then he can quite possibly make himself and his followers completely invisible to Cerebro if he wanted to be. Magneto must want to be followed, which means the X-Men are heading into a trap. Cyclops states that they have no choice.
14. CAPE CITADEL AIR FORCE BASE
Inside, Kelly, Cooper, and Gyrich debate the mutant issue. However, there's enough animosity amongst them that the conversation is less than civil.
Outside, Magneto wrecks shop on the base, quickly taking out the guards with his magnetism.
The X-Men arrive, but Havok blows the jet out of the sky. The X-Men manage to land safely, but only due to Magneto's force field. They exit the jet and face Magneto's Brotherhood.
Back inside, the officials are seriously freaking out. They holler at the guards to protect them, but the guards turn out to be Mystique and Mastermind.
Meanwhile, Magneto gives the X-Men one last chance to join him. They naturally refuse, and the battle royale commences. Highlights include Wolverine getting seriously blasted by Havok, Nightcrawler disrespecting both Havok and Quicksilver, Scarlet Witch going toe-to-toe with Storm and causing her weather power to backfire, and a fully-healed Wolverine mopping the floor with Havok. Rogue turns out to be the Brotherhood's ace in the hole, taking out several X-Men before throwing down with Wolverine.
Their fight takes them into the forest outside the base, where a group of helicopters serving as reinforcements shoots them down with a missile (Rogue had been flying over the forest while locked in combat with Wolverine).
Magneto, having anticipated the reinforcements commands his Brotherhood to retreat now that they have the officials. They let the X-Men deal with the military, which results in the team severely in over its head. The X-Men find both Wolverine and Rogue barely alive in the forest, and they manage to steal a military helicopter to escape.
16. XAVIER MANSION - MEDLAB
19. DANGER ROOM
20. GUEST ROOM
23. XAVIER MANSION
With the power off, the X-Men resort to having Wolverine and Cyclops cut and blast their way into the underground levels.
In the war room, they attempt to make a game plan with next to no resources. Instead, they rely on their brains to figure out where Magneto is located, and on their experience with the Brotherhood to map out a strategy. Xavier determines their location based on what he can remember of his surroundings during his telepathic talk with Magnus. The X-Men determine the Brotherhood's roster and operating strategy based on their last two battles, at which point Cyclops reveals he heard Havok called "Alex" by Rogue. This confirms his suspicion that Havok is Alex Summers, Cyclops' brother. They piece together other bits of information, and prepare to take Magneto down.
Nightcrawler teleports the team there, which takes some doing considering his power only has a three-mile radius; less with passengers.
The battle turns out to be the most explosive one yet, as each side dishes out and takes serious damage. Rogue convinces Wanda to help the X-Men, and the team emerges victorious, though they barely have anything left.
They confront Magneto, but they're wiped out by a magnetic wave before they can do anything. Magneto shapeshifts back into Mystique, and the real Magneto (who was behind the X-men when he delivered the wave) smiles. Victory is his.
Nightcrawler slips into the factory to bail out his teammates, and finds them shackled to the wall just as Cooper, Gyrich, and Kelly are. Magneto plans to magnetically impale them all with thousands of shards of sharp metal. Even Wanda and Rogue, whom he deems as traitors.
Nightcrawler is discovered by Quicksilver, but the latter reveals that he's on Kurt's side. His father Magneto has gone too far this time. Unfortunately, they're both attacked by Mytique, who reveals herself to be Kurt's mother.
Kurt and Pietro are put in the metal trap with the rest of the prisoners, and Magneto pepares to finish them off. However, Magnus is once again visited by Xavier's astral form, which Jean helped make possible due to a psionic link with Xavier. Xavier gets into Magneto's head, and insted of mind-wiping him, he causes Magnus to relive his childhood in Auschwitz. Here, we see the horrors Erik Magnus Lehnsherr witnessed and experienced firsthand, the horrors that made him what he is today. Xavier finally gets Magneto to see that his war against humanity will turn him into the very thing he hates most: the bringer of a Holocaust. Xavier tells Magneto that if he goes through with this, he will become another Hitler. This implication angers Magnus enough to force Xavier from his mind, but it leaves with enough doubt that he frees the X-Men and the humans, telling them to leave this place immediately before he changes his mind. As the X- Men leave with the officials, Magneto takes the factory apart in one last fit of magnetic rage.
Outside, the X-Men thank Wanda and Pietro for their help, and offer a place at the mansion, but the sublings decide not to end their involvement in one man's crusade by finding themselves in another, so they leave on their own, heading back to their homeland of Transia. Kurt is troubled by Mystique's disappearance, and her revelation of his heritage. Was she telling the truth?
25. WASHINGTON DC
26. XAVIER MANSION
We end with an exterior pan across the mansion, holding on the identifying sigh on the gate, "XAVIER SCHOOL FOR THE GIFTED". Close in on the X as the theme music begins, leading into the end credits.