1
00:01:56,643 --> 00:01:58,019
(WHIMPERS)

2
00:02:01,481 --> 00:02:02,733
(GROWLS)

3
00:02:12,451 --> 00:02:13,452
(GRUNTS)

4
00:02:29,843 --> 00:02:30,886
(GROWLS)

5
00:02:38,310 --> 00:02:39,478
I wanna see the Professor.

6
00:02:39,895 --> 00:02:43,899
Jean, I told you, he's in a coma.
He can't help you.

7
00:02:43,983 --> 00:02:45,985
I'll get through to him somehow.

8
00:02:46,485 --> 00:02:47,528
Please listen.

9
00:02:47,903 --> 00:02:51,198
If we don't do this now,
we may not get another chance.

10
00:02:51,282 --> 00:02:53,701
I'm not doing anything without him.

11
00:02:58,832 --> 00:02:59,916
(GROANS)

12
00:03:05,505 --> 00:03:06,673
(GASPS)

13
00:03:07,549 --> 00:03:08,800
(GROANS)

14
00:03:20,353 --> 00:03:22,772
This won't be as simple as I'd hoped.

15
00:03:22,856 --> 00:03:23,982
What does that mean?

16
00:03:24,065 --> 00:03:27,652
We must now trick Jean
into removing the mental barriers herself.

17
00:03:27,736 --> 00:03:29,321
How many of them are in place?

18
00:03:29,404 --> 00:03:31,197
I won't know until I'm inside.

19
00:03:31,448 --> 00:03:33,199
Even then, I may not be able to find them all.

20
00:03:33,533 --> 00:03:36,911
Why is it, Emma,
that Jean must remove them?

21
00:03:37,495 --> 00:03:39,539
Are you incapable of doing it yourself?

22
00:03:39,914 --> 00:03:41,875
I probably could, Selene,

23
00:03:41,958 --> 00:03:45,211
if they were
put there by anyone but Charles Xavier.

24
00:03:45,462 --> 00:03:47,505
EMMA: Girls, let's proceed.

25
00:03:48,798 --> 00:03:50,425
And tread softly.

26
00:04:02,521 --> 00:04:03,814
XAVIER: Jean.

27
00:04:03,898 --> 00:04:05,232
Professor.

28
00:04:05,358 --> 00:04:07,443
Oh, I'm so glad you're here.

29
00:04:08,903 --> 00:04:11,113
I don't know what's happening.

30
00:04:11,530 --> 00:04:12,823
There's a woman, Emma.

31
00:04:13,282 --> 00:04:15,826
She said the power
inside me is called the Phoenix, and...

32
00:04:15,910 --> 00:04:17,703
It's all right, Jean.

33
00:04:17,995 --> 00:04:20,039
There's no need to be frightened.

34
00:04:20,748 --> 00:04:23,751
They want me to open the doors. To let it out.

35
00:04:23,834 --> 00:04:27,588
I know. And it's very important that you do.

36
00:04:28,255 --> 00:04:30,466
But you told me never to open them.

37
00:04:31,175 --> 00:04:34,929
That was before
I fully understood what we were dealing with.

38
00:04:35,096 --> 00:04:36,180
Trust me,

39
00:04:36,263 --> 00:04:39,642
the Phoenix must be released
or all will be lost.

40
00:04:40,601 --> 00:04:44,021
Jean, I promise you, it will be all right.

41
00:04:47,484 --> 00:04:48,819
(RUMBLING)

42
00:04:57,285 --> 00:04:58,495
(GROANS)

43
00:04:58,995 --> 00:05:00,664
You did well, Jean.

44
00:05:01,081 --> 00:05:03,917
Now, take me to the next one.

45
00:05:18,098 --> 00:05:19,808
(THUNDER RUMBLING)

46
00:05:19,975 --> 00:05:22,978
<i>CYCLOPS: Jean. Jean.</i>

47
00:05:24,813 --> 00:05:25,939
<i>Jean!</i>

48
00:05:27,274 --> 00:05:28,275
Scott.

49
00:05:30,152 --> 00:05:32,154
Jean, is that you?

50
00:05:35,824 --> 00:05:37,659
Scott, where are you?

51
00:05:45,418 --> 00:05:46,794
CYCLOPS: I'm here, Jean. I'm fine.

52
00:05:46,878 --> 00:05:47,879
(GASPS)

53
00:05:50,465 --> 00:05:52,800
No, this isn't right.

54
00:05:52,884 --> 00:05:53,926
(ANGRILY) Where's Scott?

55
00:05:54,010 --> 00:05:55,344
(FAKE CYCLOPS SCREAMS)

56
00:05:55,428 --> 00:05:56,554
(GRUNTS)

57
00:05:56,637 --> 00:05:58,264
Help me keep her under.

58
00:05:58,347 --> 00:05:59,849
(GRUNTS)

59
00:05:59,932 --> 00:06:01,267
What happened?

60
00:06:01,350 --> 00:06:02,310
We were interrupted.

61
00:06:02,393 --> 00:06:03,436
By what?

62
00:06:03,519 --> 00:06:06,022
A psychic connection
she has with Scott Summers.

63
00:06:06,355 --> 00:06:07,523
She senses he's in trouble.

64
00:06:07,899 --> 00:06:10,193
Then have the girls
block him out so you can proceed.

65
00:06:10,359 --> 00:06:11,402
It's too strong.

66
00:06:11,486 --> 00:06:14,363
If he is in trouble,
I need to go and alleviate the problem.

67
00:06:15,782 --> 00:06:19,243
Or maybe you're as worried
about Scott Summers as she is.

68
00:06:19,744 --> 00:06:21,788
Are you questioning my loyalty, Selene?

69
00:06:22,038 --> 00:06:23,873
Yes, I am.

70
00:06:24,290 --> 00:06:26,250
The X-Men are of no further use.

71
00:06:26,542 --> 00:06:29,545
They should've been
taken out as soon as Cerebro was rebuilt.

72
00:06:29,629 --> 00:06:31,380
So now we're assassins?

73
00:06:31,464 --> 00:06:33,966
We're trying to save lives, not take them.

74
00:06:34,050 --> 00:06:35,385
Go if you must, Emma.

75
00:06:35,803 --> 00:06:37,262
The Cuckoos are fully capable

76
00:06:37,346 --> 00:06:39,890
of getting Miss Grey
to open the remaining doors.

77
00:06:40,265 --> 00:06:43,352
Oh, and what about
the little firestorm waiting on the other side?

78
00:06:43,685 --> 00:06:45,145
I have faith they can contain it.

79
00:06:45,395 --> 00:06:48,690
Contain it? What are you talking about?
We're destroying it.

80
00:06:49,066 --> 00:06:51,235
Those plans have evolved.

81
00:06:51,568 --> 00:06:54,863
Sebastian, you can't control the Phoenix.

82
00:06:55,072 --> 00:06:56,448
No one can.

83
00:06:56,573 --> 00:06:59,368
Ah, but I believe
it wants to be controlled, Emma,

84
00:06:59,827 --> 00:07:02,204
and that through the centuries
it's been searching

85
00:07:02,287 --> 00:07:05,249
for a telepath capable of handling its power.

86
00:07:05,666 --> 00:07:09,127
(STAMMERS) You can't all agree with this?

87
00:07:09,711 --> 00:07:11,797
Leland? Pierce?

88
00:07:13,131 --> 00:07:14,258
SELENE: We do.

89
00:07:14,758 --> 00:07:18,679
And before you fell in love with the X-Men,
you would have as well.

90
00:07:20,013 --> 00:07:24,518
We're confident that five telepaths
can succeed where one would fail.

91
00:07:24,601 --> 00:07:26,645
You are all fools.

92
00:07:27,104 --> 00:07:30,191
If I'm not here to lead this,
the Phoenix will consume those girls,

93
00:07:30,275 --> 00:07:31,609
just as it would've Jean.

94
00:07:32,318 --> 00:07:36,197
I implore you,
please don't do anything until I return.

95
00:07:37,574 --> 00:07:38,783
You have one hour.

96
00:07:42,954 --> 00:07:43,955
Let's proceed.

97
00:07:49,669 --> 00:07:53,840
<i>MASTERMOLD: The global scan
for mutants has concluded.</i>

98
00:07:53,923 --> 00:07:58,303
<i>Eradication procedures will now commence.</i>

99
00:07:58,636 --> 00:08:04,309
<i>And your usefulness, Charles Xavier,
has come to an end.</i>

100
00:08:09,647 --> 00:08:10,982
(CRASHING)

101
00:08:18,656 --> 00:08:19,657
Wolverine.

102
00:08:19,866 --> 00:08:22,869
Hey, Chuck. Been a long time.

103
00:08:45,601 --> 00:08:46,852
(GRUNTS)

104
00:09:02,868 --> 00:09:06,038
Just give me a second.
I'll get you out of there.

105
00:09:18,384 --> 00:09:19,886
- (GROWLS)
- Whoa!

106
00:09:28,061 --> 00:09:30,146
That was a long time coming.

107
00:09:31,147 --> 00:09:34,359
Logan, I had a feeling
you were still out there somewhere.

108
00:09:34,693 --> 00:09:35,944
Had a few close calls.

109
00:09:36,027 --> 00:09:37,237
(METAL CLANGING)

110
00:09:37,320 --> 00:09:39,280
But, yeah, still kickin'.

111
00:09:40,407 --> 00:09:43,660
Laura, take the others
and go release the prisoners.

112
00:09:45,203 --> 00:09:46,496
I've missed you, my friend.

113
00:09:46,579 --> 00:09:48,623
Good to see you too, Chuck.

114
00:09:48,707 --> 00:09:49,874
Been looking all over for you.

115
00:09:49,958 --> 00:09:51,001
Have you?

116
00:09:51,084 --> 00:09:54,170
I knew you'd be waking up
at the Institute soon.

117
00:09:54,254 --> 00:09:57,507
But the last time I checked,
you were already gone.

118
00:09:57,799 --> 00:09:59,592
Hope you weren't on your own for long.

119
00:10:00,260 --> 00:10:01,511
I wasn't.

120
00:10:01,594 --> 00:10:05,348
Your fight against the machines
has spawned devoted followers.

121
00:10:05,432 --> 00:10:07,308
It's been my pleasure to join them.

122
00:10:07,392 --> 00:10:09,394
Hmm, they're a good crew.

123
00:10:09,894 --> 00:10:11,855
Still miss the old one though.

124
00:10:11,938 --> 00:10:13,441
And I as well.

125
00:10:14,066 --> 00:10:15,735
What happened, Logan?

126
00:10:15,818 --> 00:10:19,739
When our last communication was cut off,
you told me Jean had been taken.

127
00:10:19,822 --> 00:10:21,949
Yeah. I couldn't get her back.

128
00:10:22,950 --> 00:10:25,828
And then... And then we were at war and...

129
00:10:27,246 --> 00:10:29,290
It was all over so fast.

130
00:10:29,707 --> 00:10:31,292
What went wrong?

131
00:10:31,542 --> 00:10:33,210
Where was the flaw in our plan?

132
00:10:33,294 --> 00:10:34,503
(SIGHS)

133
00:10:35,504 --> 00:10:36,547
Me.

134
00:10:37,381 --> 00:10:39,383
But there's a chance I can fix that.

135
00:10:44,096 --> 00:10:45,639
(MEN GRUNTING)

136
00:10:52,104 --> 00:10:53,147
(GROANS)

137
00:10:53,647 --> 00:10:55,149
He's awake! He's awake!

138
00:10:56,650 --> 00:10:58,360
Officers need assistance now.

139
00:11:00,654 --> 00:11:01,655
(GROWLS)

140
00:11:05,409 --> 00:11:06,660
(SCREAMS)

141
00:11:08,371 --> 00:11:11,374
Forget it, Wolverine. Don't even try.

142
00:11:22,511 --> 00:11:23,762
(GROANS)

143
00:11:26,890 --> 00:11:28,225
(CRASHING)

144
00:11:30,560 --> 00:11:31,812
(GRUNTS)

145
00:11:35,190 --> 00:11:36,650
Emma, where have you been?

146
00:11:36,900 --> 00:11:38,860
Listen to me, Scott, I know where Jean is.

147
00:11:39,152 --> 00:11:41,655
I found her. But we must go now.

148
00:11:41,988 --> 00:11:42,948
What about Logan?

149
00:11:43,031 --> 00:11:44,783
Scott, she needs you, not him.

150
00:11:44,866 --> 00:11:47,953
You're the only one who can save her,
and we're almost out of time.

151
00:11:48,328 --> 00:11:49,538
(GRUNTS)

152
00:11:56,044 --> 00:11:57,337
(RUMBLING)

153
00:11:58,046 --> 00:11:59,881
- What happened?
- Frost.

154
00:12:00,590 --> 00:12:02,593
She took off with Summers.

155
00:12:02,969 --> 00:12:04,554
I'm going after her.

156
00:12:04,637 --> 00:12:05,972
You check the others.

157
00:12:06,055 --> 00:12:07,056
And the Sentinels?

158
00:12:07,431 --> 00:12:09,642
They were launched from this facility.

159
00:12:09,725 --> 00:12:12,061
So maybe they can be called back.

160
00:12:14,564 --> 00:12:16,566
See what you can do, Hank.

161
00:12:21,946 --> 00:12:23,197
(GRUNTS)

162
00:12:53,269 --> 00:12:55,771
Lorna, I need you inside right away.

163
00:12:58,066 --> 00:12:59,526
You're to wait in your chambers.

164
00:12:59,610 --> 00:13:02,196
Don't come out for any reason.
Do you understand?

165
00:13:02,654 --> 00:13:04,239
Why? What's wrong?

166
00:13:04,323 --> 00:13:06,283
The details need not concern you.

167
00:13:06,617 --> 00:13:10,329
But very soon, Genosha will be
spreading beyond its borders.

168
00:13:10,495 --> 00:13:13,248
And then mutants
all over the world will be free.

169
00:13:13,457 --> 00:13:15,250
- Really?
- Yes.

170
00:13:15,626 --> 00:13:19,796
But right now, I need you to remain here
until I come for you, all right?

171
00:13:19,880 --> 00:13:20,964
Okay.

172
00:13:25,802 --> 00:13:26,970
(SIGHS)

173
00:13:46,531 --> 00:13:47,908
(SCREAMING)

174
00:14:01,339 --> 00:14:04,842
<i>WOLVERINE ON RADIO: Hank, any progress
in recalling those Sentinels?</i>

175
00:14:05,343 --> 00:14:06,469
None, I'm afraid.

176
00:14:06,636 --> 00:14:08,680
And I seriously doubt there will be.

177
00:14:08,763 --> 00:14:10,556
Someone took this place apart.

178
00:14:11,015 --> 00:14:12,058
All right.

179
00:14:12,141 --> 00:14:16,354
Secure some MRD choppers
and stand by until Magneto makes his move.

180
00:14:16,437 --> 00:14:17,897
<i>BEAST: Will do.</i>

181
00:14:17,981 --> 00:14:18,982
(SNIFFS)

182
00:14:31,286 --> 00:14:32,287
(GROWLS)

183
00:14:37,792 --> 00:14:39,210
(SHUDDERING)

184
00:14:39,585 --> 00:14:40,962
(SCREAMING)

185
00:15:24,923 --> 00:15:27,384
(ANGRILY) We're doing nothing?
What are you waiting for?

186
00:15:28,135 --> 00:15:31,263
The one thing Genosha needs
in order to triumph.

187
00:15:31,555 --> 00:15:32,556
Unity.

188
00:15:33,140 --> 00:15:37,353
Some mutants refuse
to fight alongside their brothers and sisters.

189
00:15:37,895 --> 00:15:43,151
But this unprovoked attack
is just the motivation they need.

190
00:15:43,651 --> 00:15:47,238
I can't believe
you're actually willing to sacrifice lives!

191
00:15:47,322 --> 00:15:51,451
If the loss of a few mutants
will ensure our rightful place in this world,

192
00:15:51,534 --> 00:15:54,120
then, yes, I will make that sacrifice.

193
00:15:54,496 --> 00:15:56,748
It's all been a lie, hasn't it?

194
00:15:57,123 --> 00:15:58,792
A means to an end.

195
00:15:59,125 --> 00:16:02,420
We're a target for the humans
so you could retaliate!

196
00:16:02,962 --> 00:16:05,382
Is that all Genosha is to you?

197
00:16:05,465 --> 00:16:07,550
Genosha is everything to me!

198
00:16:08,301 --> 00:16:10,887
But like a seedling in a clay pot,

199
00:16:11,346 --> 00:16:14,724
it must be broken free in order to grow.

200
00:16:15,016 --> 00:16:17,519
No, not like this.

201
00:16:17,811 --> 00:16:20,230
It's one thing to defend ourselves,

202
00:16:20,563 --> 00:16:23,149
it's another to attack our own people.

203
00:16:30,490 --> 00:16:33,451
It figures you'd show up
when things got interesting.

204
00:16:33,827 --> 00:16:36,914
Someone's got to pull your tails
out of the fire.

205
00:16:38,624 --> 00:16:40,167
Domino, is this everyone?

206
00:16:40,709 --> 00:16:43,003
Yeah, everyone who was captured.

207
00:16:43,254 --> 00:16:44,463
But two are still MIA.

208
00:16:44,547 --> 00:16:46,215
(THUDS)

209
00:16:47,049 --> 00:16:48,551
So who are they?

210
00:16:48,634 --> 00:16:50,428
(CHUCKLES) Long story.

211
00:16:50,636 --> 00:16:53,889
Basically, I found them on ice
at a Weapon X facility.

212
00:16:54,140 --> 00:16:55,808
They turned out to be pretty useful.

213
00:16:57,226 --> 00:16:58,269
(GASPS)

214
00:16:58,352 --> 00:17:00,354
And a little aggressive.

215
00:17:00,813 --> 00:17:01,814
Stand down.

216
00:17:03,023 --> 00:17:07,778
Well, this certainly explains why every
Sentinel outside is shredded to pieces.

217
00:17:08,404 --> 00:17:10,114
Vanisher, where have you been?

218
00:17:10,197 --> 00:17:11,449
On the run.

219
00:17:11,532 --> 00:17:13,534
Marrow and I managed to escape the raid.

220
00:17:13,701 --> 00:17:15,494
Marrow? Where is she?

221
00:17:16,245 --> 00:17:19,165
Regrettably, she is the one who betrayed us.

222
00:17:19,832 --> 00:17:21,625
And has now disappeared.

223
00:17:21,709 --> 00:17:23,961
I can't believe she gave us up.

224
00:17:24,170 --> 00:17:25,629
How'd it go, Chuck?

225
00:17:25,713 --> 00:17:27,047
Did you get through to the past?

226
00:17:27,131 --> 00:17:30,886
Not yet, but for now we must shift our focus.

227
00:17:31,595 --> 00:17:33,555
The Sentinels are equipped
with the whereabouts

228
00:17:33,638 --> 00:17:35,557
of every remaining mutant on Earth.

229
00:17:35,891 --> 00:17:37,434
They must be stopped.

230
00:17:37,517 --> 00:17:40,812
But to do that,
we'll have to take down the big boss.

231
00:17:41,062 --> 00:17:43,064
Then today's our lucky day.

232
00:17:43,398 --> 00:17:45,859
Because I found Mastermold.

233
00:17:48,069 --> 00:17:49,738
(TIRES SQUEALING)

234
00:17:55,744 --> 00:17:57,370
Wait, what are you doing?

235
00:17:57,454 --> 00:17:59,748
I thought you couldn't
use your telepathy in that form.

236
00:17:59,831 --> 00:18:02,250
I can't, but they'll drop us
in the doorway otherwise.

237
00:18:02,417 --> 00:18:03,752
(GROANING)

238
00:18:13,094 --> 00:18:15,430
I knew she would betray us.

239
00:18:19,893 --> 00:18:21,102
(GROANS)

240
00:18:22,896 --> 00:18:23,980
(SCREAMS)

241
00:18:31,739 --> 00:18:32,740
(GRUNTS)

242
00:18:36,118 --> 00:18:37,954
Leland, pin him down.

243
00:18:41,624 --> 00:18:43,042
(GROANS)

244
00:18:58,015 --> 00:18:59,016
(GRUNTS)

245
00:19:02,144 --> 00:19:04,981
Even if they can't beat you, Emma,
they can block you.

246
00:19:05,314 --> 00:19:07,567
Now return to your diamond form.

247
00:19:07,858 --> 00:19:09,277
Or you'll do what?

248
00:19:09,819 --> 00:19:14,448
Or I'll drain every last ounce
of his precious life.

249
00:19:32,426 --> 00:19:33,969
Foolish humans,

250
00:19:34,344 --> 00:19:39,182
building an army of metal men
to attack the master of magnetism.

251
00:20:14,719 --> 00:20:15,928
Cheer up, Sis.

252
00:20:16,012 --> 00:20:18,056
The humans were
gonna attack us sooner or later anyway.

253
00:20:18,389 --> 00:20:19,849
You don't know that.

254
00:20:20,058 --> 00:20:23,686
Just because Kelly got cold feet
doesn't mean others would.

255
00:20:23,770 --> 00:20:25,897
Father and I just took out the guesswork.

256
00:20:26,731 --> 00:20:28,024
Father and you?

257
00:20:28,107 --> 00:20:30,026
You mean nothing to him.

258
00:20:30,109 --> 00:20:31,944
Do I detect a hint of jealousy?

259
00:20:33,071 --> 00:20:34,238
Wanda,

260
00:20:35,865 --> 00:20:39,077
once the Sentinels have cleared the way,
be ready to transport our armies.

261
00:20:39,369 --> 00:20:41,496
Why don't you give that job to Pietro?

262
00:20:41,579 --> 00:20:42,705
Yeah, Dad, I'll take care of it.

263
00:20:44,374 --> 00:20:48,211
Wanda, you've stood by my side this long,
don't abandon me now.

264
00:20:49,545 --> 00:20:51,422
You're the only one I can count on.

265
00:20:59,597 --> 00:21:02,141
So you want me to prepare the troops?

266
00:21:02,392 --> 00:21:06,604
No, you just convince your sister
to come to her senses.

267
00:21:37,970 --> 00:21:38,971
(GASPS)

268
00:21:39,096 --> 00:21:40,097
(TIRES SCREECH)

269
00:21:43,308 --> 00:21:44,309
Look!

270
00:21:47,604 --> 00:21:49,064
(SCREAMING)

271
00:21:52,693 --> 00:21:54,403
<i>SENTINEL: Targets identified.</i>

272
00:21:54,695 --> 00:21:56,447
(PEOPLE SHUDDERING)