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X-Men: The Last Stand (also marketed as X3: The Last Stand, or X-Men 3) is a 2006 superhero film based on the X-Men comic books published by Marvel Entertainment Group. It is the sequel to X2, as well as the third installment in the X-Men film series, and was directed by Brett Ratner. It features an ensemble cast including Hugh Jackman, Halle Berry, Ian McKellen, Famke Janssen, Anna Paquin, Kelsey Grammer, James Marsden, Rebecca Romijn, Shawn Ashmore, Aaron Stanford, Vinnie Jones, and Patrick Stewart. Written by Simon Kinberg and Zak Penn, the film is loosely based on two X-Men comic book story arcs, "Gifted" and "The Dark Phoenix Saga", with a plot that revolves around a "mutant cure" that causes serious repercussions among mutants and humans, and on the resurrection of Jean Grey who unleashes a dark force. Bryan Singer, who had directed the two previous films, X-Men and X2, decided to leave the sequel to work on Superman Returns (2006). X2 composer and editor John Ottman and X2 writers Dan Harris and Michael Dougherty also left to work on Superman Returns, as did James Marsden, who had very limited screen time in The Last Stand before his character was killed off due to his departure from the film. Singer had not even defined the storyline for a third film. Matthew Vaughn, who co-wrote the script (though was uncredited) and was initially hired as the new director, left due to personal and professional issues, and was replaced with Ratner. Filming took place from August 2005 to January 2006 with a budget of $210 million, and was consequently the most expensive film made at the time of its release. It had extensive visual effects created by 11 different companies. X-Men: The Last Stand premiered in the Out of Competition section at the 2006 Cannes Film Festival, and was released theatrically in the United States on May 26 by 20th Century Fox. It grossed approximately $459 million worldwide, becoming the seventh-highest-grossing film of 2006; it was at the time the highest-grossing film in the series and after 2018 stood as the fourth-highest-grossing film of the franchise. It received mixed reviews from critics and was deemed inferior to its predecessors. A standalone sequel, The Wolverine, was released in 2013; it was followed by X-Men: Days of Future Past a year later in 2014, which retconned the events of The Last Stand. Plot In 1986, Charles Xavier and Erik Lehnsherr meet young Jean Grey at her parents' house to invite her to join their school, the X-Mansion. Ten years later in 1996, industrialist Warren Worthington II discovers his son is a mutant as the latter tries to cut off his wings. In the present, Worthington Labs announces an inoculation, to suppress the X-gene that gives mutants their abilities and offers the "cure" to any mutant who wants it. The cure interests some mutants such as Rogue, who cannot touch anyone without harming them, while others are wary of it. Magneto re-establishes his Brotherhood of Mutants with those who oppose the cure, warning it will be weaponized to exterminate the mutant race. With help from Pyro, Callisto and several other mutants, Magneto attacks a mobile prison and frees Mystique, Multiple Man and Juggernaut. Mystique shields Magneto from a cure dart and loses her mutant abilities. Magneto abandons her. Scott Summers, still distraught over the loss of Jean Grey, drives to her resting location at Alkali Lake. Jean appears to Scott but, as the two kiss, Jean kills him. Sensing trouble, Xavier sends Logan and Storm to investigate. When they arrive, they find only telekinetically floating rocks, Scott's glasses, and an unconscious Jean. At the X-Mansion, Xavier explains that when Jean sacrificed herself to save them, she also freed the "Phoenix", a dark alternate personality with godlike destructive potential which Xavier had telepathically repressed. Logan is disgusted to learn of this psychic tampering with Jean's mind but, once she awakens, he discovers that she killed Scott and is not the Jean Grey he once knew. The Phoenix emerges, knocks out Logan, and escapes to her childhood home. Learning of Jean's resurrection, Magneto and the Brotherhood arrive at the Grey home at the same time as the X-Men. Magneto and Xavier go in, and both vie for Jean's loyalty until the Phoenix resurfaces. She destroys the house and disintegrates Xavier, then leaves with Magneto. Interrogating a depowered Mystique, the FBI discovers Magneto's base in the woods and raids it. However, the detected human heat signatures in the camp are Multiple Man and his copies. Magneto and the Brotherhood attack Alcatraz with the intention to kill a young mutant named Jimmy, whose genome is used to create the cure. They overwhelm the military troops until the remaining X-Men arrive to confront them. During the fight, Kitty Pryde saves Jimmy from Juggernaut. Logan distracts Magneto for Hank McCoy to inject him with the cure, nullifying his powers. The Phoenix awakens and begins destroying anyone within range of her powers. Logan realizes that only he can stop the Phoenix due to his healing factor and adamantium skeleton. When Logan approaches her, Jean momentarily gains control and begs him to kill her. Logan fatally stabs Jean, killing the Phoenix, but mourns her death. Sometime later, mutant rights are finally obtained and Xavier's school is still operating with Storm as headmistress. The President of the United States appoints McCoy as ambassador to the United Nations. Rogue, having taken the cure, rekindles her relationship with Bobby Drake. Meanwhile, Magneto sits at a chessboard in San Francisco, seemingly human and weak. As Magneto gestures toward a metal chess piece, it wobbles slightly. Elsewhere, Moira MacTaggert checking on a comatose patient is startled when he greets her with Xavier's voice. Cast Hugh Jackman as Logan / Wolverine:A Canadian mutant born with hyper-acute, animal-like senses, claws on his hands, and an accelerated healing factor that made it possible to implant a coating of the indestructible metal alloy adamantium on his skeleton. Jackman was pleased to see that the script allowed Wolverine to expand his character choices, as instead of questioning whether he would remain a loner or join the X-Men, Logan now is asked if he will play a leadership role in the X-Men. Halle Berry as Ororo Munroe / Storm:A mutant, who is one of Xavier's earlier students and the leader of the X-Men in Cyclops' absence. Storm is a woman with the ability to manipulate the weather. Berry had stated during interviews for X2 that she would not return unless the character had a significant presence comparable to the comic book version, leading to a larger role in The Last Stand's script. Berry declared that her ethnicity made the actress identify with the cure plot: "When I was a child, I felt that if only I could change myself, my life would be better. As I've gotten older, I've come to terms with what utter nonsense that is." The character was given a .... Discover the Sommer Marsden popular books. Find the top 100 most popular Sommer Marsden books.