Director Brett Ratner

Written by Simon Kinberg and Zek Penn

Premiere Date May 26, 2006

Three years after the second film.  Like the second film, I always refer to this one as X-Men 3, as I don’t know anyone who calls it, Last Stand.

I only own this movie as the two disc DVD that was first released.  The claws are the slip case and the cast photo is the actual DVD.  The package also came with a comic, Stan Lee Meets the X-Men, written by Stan Lee!  Stan meets Xavier and Magneto but its a fun ride.  It also reprints three of his ‘favorite’ X-Men comics – that he wrote as that is what all three have in common.  Issues one, four and nine.  The Origin / First Appearances of the X-Men and Magneto, the first appearance of the Brotherhood (Mastermind, Toad, Quicksilver and Scarlet Witch) and lastly, X-Men versus the Avengers as Xavier fights Lucifer – the alien that originally crippled him.  Jack Kirby on art for all three issues, so that’s a bonus.

The Stan Lee Meets … was a little story they did at the time, other issues are Doctor Strange, Silver Surfer, Thing and of course, Spider-Man.

A little background with my history with the film.  My wife and I had only been dating for a little while.  Long enough for me to agree to come up to Montana with her and visit with her family for two weeks.  I’m pretty sure at this point, I hadn’t told her how big of a fan of comics I was at the time.  My only condition of going was that I really wanted to watch X-Men 3 while up there as the film would be out by then.

I was already tracking to love this movie as Kitty Pryde was confirmed to be in it as was Angel – which I would go into more later why I was excited about Angel being in it.  Kitty Pryde played by Ellen Page was reported to be in the movie, a bunch.  And she was, and I’ll say to this day that all of her scenes are what saves this film from being truly terrible.  Though I’ve said that for going on eight years and I haven’t really rewatched it fully in at least three years.  I’ve seen parts here and there thanks to FX airing the film as often as it does.

There was a scene rather early on in the film that I was pretty much like, uh oh and the rest of the film with few exceptions never got to recover from.  When we left the theater, my wife knew that I didn’t have the great time I had walked into the theater thinking I was going to have.  She thought the film was okay but I was counting the minutes so I could log onto a message board and rail against the film.

From there, she knew I was a crazy X-Man fan and how big of a fan of Kitty Pryde I was and I’m still thankful that she is in my life.

That was my X-Men 3 movie experience.  Now onto the film!

They chose to carry over the simple hold onto the X in FOX for a two seconds which the other two films did as well.  That’s nice.

The Marvel Logo is one of the better ones.  I wish they kept this practice going but only a few films did this, where the logo visuals are only related to the film.  I know one of the Fantastic Four films (probably the second one) only shows images from the Fantastic Four.  If they don’t make a special one the images are very generic gloves and boots and random other images.

The commentary with the director and the writers (which is decent) discusses how they wanted to make sure the logo had only images from the stories that make up the film.

Thanks to a post I found over at the IGN message boards by poster TheNewCharlie985, he posted this gif that I absolutely love.  I’m not sure if he created but he’s who Google pointed me at so my thanks to him.

Pending on how fast your computer plays gifs, you can really make out some of the images rather well.  On the Kindle, it seems like it pauses gifs in a weird way so I get random panels being paused, and it is in a different place with each cycle so I’m always surprised with what is in there.  Kitty Pryde makes several appearances, I want to say I’ve seen three separate ones.  So great!

I’m not that familiar with Brett Ratner as a director.  I meant to see at least a few of his films before I saw this one but could not get access to any of them.  I’ve seen the Rush Hour films (I wouldn’t say I like them all that much outside of the first one and parts of the sequels), Family Man (which I like with Nicholas Cage and Tea Leoni) and later I found out he was a producer on the great show, Prison Break.  Well, great until the train wreck that is Season Three but Four makes up for it.  I would not recommend watching the two hour film as I regret that I did.

So Ratner is the director of this film  He’s the director because Bryan Singer was given a once in a lifetime chance to make a Superman movie and he didn’t want to pass it up.  Why FOX didn’t just wait one more year is beyond me.  Probably due to how large the cast is so it is hard to schedule times around all of them.

Superman Returns came out a month later and I remember thinking that hopefully Superman Returns was worthy of a film to make X-Men 3 the price of success.  It isn’t but that is a lot of pressure to put on a film.

So the film opens with young Xavier and Magneto (it is done with special effects but they look practically like their faces are pulled way back so if the actors ever wondered what it was like to have a face lift, this is what it looks like) visiting an even younger Jean Grey.  She is experiencing Phoenix level telekinesis.

Patrick Stewart and Ian McKellen are back as their respected roles.

Does the number 1769 have any significance in the world of the X-Men?  It is the house number of the Greys.

Xavier is walking at this point.  I like that Magneto is wearing a purple/reddish jacket, they really keep with the color scheme.

They kept John Grey’s name and they don’t name Jean’s mother.

Before this scene ends, as we see that Jean is lifting every car in the neighborhood into the air, we see Chris Claremont, the legend!, mowing his grass.  At least, he is trying to but his lawnmower is also being lifted into the air.  Stan Lee is one of the neighbors too, Stan is the man (!) with the water hose that is also being lifted to the sky.

So far so good.

The second flashback is a young Warren Worthington III.  When they announced Ben Foster as Angel (he doesn’t play young Angel in this scene) I was so excited.  This meant that all five original X-Men were going to be in a live action film together.  Before this, we had to settle for the 90s FOX Cartoon episode, Cold Comfort, to get a small taste of the Original X-Men in action.  The X-Men Evolution episode, Under Lock and Key, also has the five original X-Men – which is fun as by its third season, it took some doing to get these five characters together as they were not teammates or peers really.  Later, the Wolverine and the X-Men episode – Breakdown, also has the Original Five X-Men in animation.  So this film, misses that mark.  There is only one scene that gets three of them in the same room together and it is over as soon as it begins.  Highly disappointing but we’re not there yet.

Young Warren is trying to cut off his wings so he can make his father proud, poor kid.  Feel bad for the kid but we’re still okay, viewer wise.

Then the opening credits begin.  I do like how it is a short graphic, they don’t waste any time going into the film.  With the film only being an hour and 44 minutes, they have to get to everything and fast.  Not sure if it is the shortest of the three films but it really moves.

Movie claims it is in the, Not Too Distant Future.

When we first see the X-Men, they are fighting Sentinels.  It is mostly a bunch of sound effects but we see one seven foot tall Sentinel head.  Wolverine comes out from behind it.  The X-Men at this point are Rogue, Iceman, Colossus, Wolverine, Storm and with a new casting – Kitty Pryde.  The other are all played by their respected actors – Anna Paquin, Shawn Ashmore, Daniel Cudmore, Hugh Jackman, Halle Berry and Ellen Page.

We see Kitty Pryde, played (for the third time, by a Canadian) by Ellen Page.  She was known as Kitty Pryde from X-Men 3 for like a hot second (more like a year) but the very next year, her career exploded and people started just calling her Juno.  She got Oscar nominated and people fell in love.  Leaving me around to be like, uh guys, she’s Kitty Pryde first but no one cared about that.  Now she is Kitty Pryde again and do you hear about any Juno sequels?  No.  I do love Ellen Page, I don’t see every film she is in (because I’m a fool) but the ones I have seen, I do enjoy and it is mostly due to Ellen Page’s presence.  Her third film I saw after X-Men 3 and Juno was Hard Candy, where I first saw Patrick Wilson in – and have since become a huge fan of.  Whip It, I enjoyed – need to own it one of these days.  Inception, I liked, not sure if I want to own it – as I didn’t love it as much as others did.  Super, I need to own it, she is so wonderful in it.

She’s in a Woody Allen film, To Rome with Love and I saw it first the first time only recently.  Brave to put her and Alison Pill in the same movie.  I though Ellen was playing a blonde and a brunette at first.  Also, I want to play Beyond : Two Souls so badly but my PS3 died and who knows if I would ever get a PS4.

If there was a YouTube video of only the Kitty Pryde scenes from this movie, I would love that video so much!

At the 0:05:06, we see Kitty for the first time!

Some fun teamups in this.  Kitty and Iceman are running around.  Storm is flying.  Colossus and Rogue are a team, she absorbs his armor ability.  Nice bit of acting with him shaking the effect off.

0:05:52, Kitty phases through one missile.  Bobby freezes a second one.  Then she phases both of them through the frozen one as it crashes.  She does it via a hug, which Rogue sees.

Wolverine lights his cigar off some burning wreckage.  He has Colossus do a fastball special, which I wish they named.

Hugh Jackman is looking like how we all know him nowadays (minus all the crazy muscles, he’s still fit but not crazy built) and Halle Berry is wearing an even better wig.

Storm is upset that Wolverine went rogue in the fight.  He tells her that he at least used teamwork.  He also mentions a strong defense is having a good offense, which will come up again.

0:07:53, we get to clearly see Kitty’s uniform for the first time, she has red trims – which isn’t really a color that she’s been associated with in the past but Iceman got blue and Wolverine got yellow.

Scott is still grieving.

Bobby and Rogue are fighting as she is mad she can’t touch her boyfriend.  He tells her he never pressures her.  She throws in his face that he is a boy and only thinks of one thing.  Which he really should have said something after that.

Cyclops, by James Marsden – treasure this screen time! is still upset that his girlfriend is dead.  Scott looks rugged.  He just doesn’t give a dman.  Wolverine confronts him about not being in the Danger Room sequence.  Scott gets this great line of, not everyone heals as fast as you Logan.

We see Beast, hanging upside down in his office.  Nice reveal as the camera turns upside down to show what he is doing.

Beast is played by Kelsey Grammer, who doesn’t appear to be eighty!  I do like how they never once show us what Beast looks like without the makeup on.  Grammer as Beast was one of those dream castings up there with Patrick Stewart as Xavier.  The issue was always going to be, would an actor of his stature do a comic book movie (this was before everyone was doing comic book movies) or allow himself to be covered with enough makeup, that his face wouldn’t be that recognizable.   The closest is we see his hand go from blue to white when he is introduced to Leech.  We all know Kelsey Grammer from TV’s Frasier (and Cheers).  He is also the voice of Sideshow Bob on the Simpsons.  I liked him in Down Periscope.

Beast in the film is the President’s Secretary of Mutant Affairs.  The President in this film is played by Josef Sommer.  Making him the third President of these films.  With this film taking place in the distant future, it could be either four years or eight years later.  Probably four.

We are shown that Mystique is a prisoner, they are trying to figure out Magneto’s current location.  She isn’t talking.  What she is doing, is beating up her interviewers.

The President reveals to Beast that they are working on a cure for troubled mutants.

0:12:38, Back at the school, Xavier is teaching Mutant Ethics.  Kitty proves she is a genius by quoting Einstein.  Xavier throws to Moira MacTaggert, Xavier poses a question that sets up the end credit sequence.

Xavier stops class as the weather gets bad outside.  Storm needs her hand held, I suppose.  As they talk, we can see three blondes in the background, the Cuckoos!  Xavier wants Storm to replace him at the school, if the need shall rise.

Beast is at the school.  We learn he was an original member.  Storm and Beast exchange hair compliments, with Xavier sitting right there!  The jerks!

Wolverine meets Beast, they seem to not like each other as they exchange animal metaphors.

Beast informs the three of them about the cure.  Storm gets all upset because they are not a disease that requires a cure.  Xavier tells them that the news is announcing it right now.

Worthington Industries is working on a cure – thus Joss Whedon / John Cassaday’s opening arc of Astonishing X-Men, Gifted, is credited as being the concept behind the film.  If I had my way, I rather watch the motion comic of that arc and this movie.  Some foolish websites would state that Dark Phoenix Saga is an inspirational storyline for this film, but besides Jean using the name, Phoenix, is there any connection between the two?  I don’t see it.  No Hellfire Club, no space battle and definitely no noble sacrifice are seen.

Has Bryan Singer ever been interviewed regarding his opinions on this film?  I know Days of Future Past is sort of going to fix any problems this movie created so that might be seen as his reaction but that’s probably mostly the studio’s reaction.

This made the most of any X-Men film so that’s something as well.

Rogue is all excited about the cure, Storm seems to forget who she is speaking to as she is telling the room that the cure isn’t needed.

Magneto hears the news of a cure and isn’t going to let that fly and decides to get a gang together.  A Brotherhood, if you would.

Magneto is forming his new Brotherhood by going to a mutant rally.  This is where production tries to put as many mutants as possible and combinations of mutants as possible and it really back fires.  The movie is taking a turn and it will either keep turning or settle.  There will be some peaks but they are not lasting.

Magneto has Pyro.

He gains a version of Callisto who needs to have her vague appearance and Caliban’s powers. Callisto is played by Dania Ramirez.  She is apparently Daphne is 25th Hour, but I’m not sure who that is in the film. She’s also Selene from American Reunion but not sure who that would be either.

Meiling Melancon as Asian Psylocke, and we only really know this by the credits and the purple streak in her hair.  She’s in Rush Hour 2, so that explains that.

Omahyra Mota as Arclight from X-Treme X-Men.

The biggest offense is Ken Leung as “Kid Omega.”  If they had only named him correctly, with Quill, there wouldn’t be a problem.  Now, why would producers want to adapt Quill, is beyond me but they did and tried to make him a better character by giving him a different character’s name, but that doesn’t work.  Same thing with Dominic Monaghan going to play Barnell Bohusk, which is Beak’s real name when he is clearly playing a character with electricity powers.  I do like Ken Leung, he gets a terrible role in this film but he was fun on LOST and Person of Interest.  He was both Keeping the Faith and Family Man – but I don’t recognize him nor the character names from those roles.  He’s also in the first Saw film but I don’t remember him from it either.  I do love the first Saw film, I still state that it is the best final scene in a film to this day.  Or at least, the best twist in the film.  Poor guy, I also love Spike Lee’s Inside Man and don’t remember him in it.  I need to revisit these films.

Magneto makes an awesome speech and gains some recruits.  Callisto apparently has a mutant scale and most people in the room are below level three.

Callisto asks where Magneto’s ink is, as these mutants all have horrible tattoos.  He shows his Holocaust number, 214782, which is incredible that they keep being able to work that in.  First Class kept the same number too, which is good.

We see Mystique is being transported in a convoy.

Beast visits the Worthington Labs.  We meet Dr. Kavita Rao, played by Shohreh Aghdashloo.  She’s in Twenty Bucks, a film that I really like the concept of, where we follow one twenty dollar bill.  She is also in The Exorcism of Emily Rose and Lake House, where she also plays doctors.  She is Elizabeth in The Nativity Story.

We learn that mutant is being used for the cure, that mutant is a white boy named Jimmy played by Cameron Bright.  I point that out as he’s suppose to be Leech, the green Morlock.  I guess it makes more sense to not make him green as we already have Beast being quite blue in the film (as well as Mystique).  I know him from Godsend, Thank You for Smoking (which I love the film), apparently he is in Juno but he is credited as RPG nerd which is not a character I’m familiar with from that film.  Apparently he is Alex, one of the Volturi, in the Twilight films.  I wouldn’t recognize him from that.

Beast goes to shake Leech’s hand and his turns white.  Leech apologizes.  Leech has an XBox.

Scott rides to Alkali Lake and sees where she has died has dried up.  He hears his name spoken by Jean.  He optic blasts the lake.  Next, he sees Jean and they kiss – even though her hair is way too long but he loves her.  Famke Janssen is still Jean Grey.  Jean has Scott take off his visor, she holds back the optic blasts – she’s that strong and they really start to make out.  We see Marsden’s blue eyes.  Things don’t go well as Jean’s eyes go all black.

We’re still okay though.  Hesitant but still okay.

Xavier senses something is wrong and sends Wolverine and Storm to investigate.

Storm is in costume and Logan is in his regular style of an outfit.  When they get there, they see all types of things floating about including water and rocks.  Then Logan finds Cyclops’ glasses.  Storm finds Jean.

They take her back to the mansion, and we get a fun twist on the scene from the first film.  Where Wolverine is on the bed and Jean is caring for him.

At the 30 minute mark, Xavier explains that Jean has a split personality that she called, the Phoenix.  So now we know, as fans, that this movie is taking a nose dive.  He also explains that Jean is the only class five mutant he has ever met.  I feel like we need more classes or classes one and two are going to be filled with hundreds of people and levels three and four will only be known (famous) mutants.

Wolverine is disgusted that Xavier had to resort to putting mental blocks in Jean’s mind to control her.  Xavier does it best to not throw all the deaths Wolverine has caused due to his utter lack of control.  That’s what you get with a great actor like Patrick Stewart.

So Xavier leaves so Wolverine can watch over Jean.

At the mutant rally, we find out that the first subject is about to take the cure.  We go upstairs and we see Ben Foster as Angel for the first time.

I wonder if Ben Foster regrets being in this movie, as it really isn’t the type of role he typically takes.

I really like Ben Foster.  I’ve liked him since Disney’s Flash Forward.  When people talk about Flash Forward, my heart skips a beat as I feel like I’m the only one who even remembers that show.  But of course, they want to talk about the ABC show about the black out and time lapse.  I didn’t watch that show, my wife did.  She really liked the book.  These are the things I can talk about.  I imagine Ben Foster does not want to talk about Flash Forward either.  Jewel Staite was his neighbor slash best friend on the show.

Films he probably would like to discuss are – Get Over It, Bang Bang You’re Dead (a great film!), the Thomas Jane Punisher, 3:10 to Yuma (I really like it and he’s awesome in it.  Why Luke Wilson is in that small of a role is beyond me) and 30 Days of Night (so he’s been in three comic book films).

Angel really doesn’t want to take cure, he changes his mind.  His father is being a real jerk about it.  I’m not sure if Angel is in the right as he jumps through the window and flies away.  He really should have left through the front door.  I wonder how the media covered that as that can’t be a good sign.  Mutants escaping through the window.  Leech sees Angel flying away from his little room.

Mystique is still being transported in a military caravan.  At one point, she was taken prisoner.  Magneto frees her in a pretty awesome stunt.  Mystique is still played by Rebecca Romijn.

Before Magneto gets into the semitruck, Mystique kills her one guard that she promised she would.

When Magneto frees her, she tells him that there are fellow mutants in the caravan.

Eric Dane plays Multiple Man.  He was in the film, Valentine’s Day, but who wasn’t?

Juggernaut is played by Vinnie Jones.  They don’t claim he is Xavier’s stepbrother (they also don’t state that he isn’t) but they do state he is a mutant so there’s that.  I do enjoy Vinnie Jones when I see him pop up in a movie.  My first film of his was a small role in Eurotrip.  He was also good on Elementary recently.  He is in Gone in 60 Seconds (a film I don’t care for just because of how detailed they show how to hijack cars), Swordfish (where he gets to reteam with Berry and Jackman in this film – it is okay – there is a reason why it is known for two things ha cha cha cha), the Condemned (a Steve Austin film).  He was on The Cape, that gave us the sweet Six Seasons and a Movie goal from Community.

Magneto has a better Brotherhood already than he has in the previous films.

One of the military guys fires a gun at Magneto, Mystique takes the hit and she is now cured.  We see Rebecca Romijn in the flesh but with a short brown hairstyle, which I like as it mirrors her Raven Darkholme persona from the comic.  Except nude.  Which must have been a rough day of a shoot as poor Rebecca is nude on the floor of a tank, and that doesn’t look like a smooth surface.

My wife came out to talk to me and I paused the film so I can give her my full attention – always a good idea.  Of course, I paused it as Romijn is naked, covering herself up.  My wife didn’t comment on it but it was a little embarrassing.

Pyro burns the soldier alive.  Magneto and the Brotherhood leave Raven behind.  Magneto states that it is a shame as she was so beautiful.  Pyro looks like he is in shock that they are leaving her behind.  That or he realizes that Magneto would straight up abandon people.

Beast learns of the weaponized cure and confronts the President.  Beast is going to be taking a little break from the president, as he clearly isn’t needed there so he’s heading to where he is needed.

Jean wakes up, and has a passion that only Wolverine can attempt to slate.  Jean is super aggressive in the scene, which I like.  Wolverine puts up a fight and she starts taking off his belt and such.  He doesn’t like a Jean that is ‘good to go’ he wants innocent Jean.

He tries his best but then he remembers Scott is missing and needs to know where Jean and Scott stand.  Jean tells Wolverine that he doesn’t have to worry about Scott any more, more kissing and he realizes what is up.  Scott, Cyclops, the best X-Man amongst them, their leader, is dead.  And Jean killed him.

We are now in uh oh territory.  Now, I’m in the theater, thinking of ways it can be undone.  If the Phoenix kills someone, then it can easily undue that as Phoenix is all about birth and rebirth.  Except that this is crazy Jean split personality Phoenix and not the mythological bird Phoenix.  Oh how I wish they didn’t choose to ruin the Phoenix concept with this film.  Marvel was smart to steer clear of adapting any aspects of this film into the comics.

To this day, my wife still thinks this is what the Phoenix is, or at least, that’s what she tells me.  She likes to poke at me with how – once it is in the movie, that’s how it is – which of course annoys and frustrates me.  Not her mentality but the movie producers mentality.

My wife hasn’t had this type of reaction to a film, until recently.  She is a big reader of novels and will read the book before seeing any film adaption.  She really got into those Immortal Instruments books and then the first film came out (the only one thus far) and she could not believe some of the choices they made for that film.  Choices that are going to make the sequels that much harder to adapt.  She vaguely had this reaction with Beautiful Creatures but we all know that franchise is dead in the water as I believe they are filming the second Immortal Instruments film right now.

It was her first time having to think about movie adaptions and how they work and being disappointed with on top of that, having to ponder what it means with future changes and how that is going to make a less than good film.

The only other reaction I can think of is from Return of the King when they chose to have Samwise Gamgee seek the ring as in the novel, she’s a huge Tolkien fan, he is never tempted to take it.  It really taints the film in rewatching for her.

There is a scene later in the film where I realized that the producers have no interest in bringing Cyclops back to life as they are punishing James Marsden for making Superman Returns with Singer.

Phoenix, not liking being turn down by the animal that is the Wolverine, flings him across the room and leaves.

Jean came to her senses for a little bit and wanted Wolverine to kill her, and he didn’t.  Oh how the movie would be so different if he just did it.

Magneto, in some sort of cave base?, has one of the cure guns.  He needs to do something about this.  He needs an even bigger army.

Callisto informs Magneto about a new Class Five mutant she has detected.

In the Medlab, Storm finds Logan.  Xavier is disappointed that Logan let Jean escape.

Magneto and his Brotherhood get to Jean’s parents house at the same time as the X-Men.  I like how Ratner matches the beginning of this scene with the opening scene.  In twenty years, Xavier got into a wheelchair and Magneto has gotten an awesome villain suit.  Though, these two look nothing like how their younger selves look when they were thirty years ago but production had no idea First Class was around the corner.

This is a decent action sequence and we get some nice pairings.  The scene ends in a lousy way though.

Juggernaut fights Wolverine.  Callisto fights Storm.  Good sequences.

Magneto and Xavier try to compete for Jean’s affections.  It is weird.  Wolverine works his way into the room, after Juggernaut flings him into the house.  Wolverine is there when Jean kills Xavier. So brave of Jessen to allow herself to be filmed in such an attractive light and makeup.

Then she leaves with Magneto, who is both shocked at this turn of events and scared.  His hold on Jean will be considered unstable at best.

This is where I knew that the film was going to be not a pleasant experience.

There were rumors when Halle Berry won her Oscar for Monster’s Ball (great film) that she demanded a larger role in X-Men 3.  The easiest way to make her have a larger role is to get rid of other roles or screen time.  So what do the writers do?  They kill off Xavier and Cyclops to give Halle Berry more screen time.  So this movie is always hard to watch when Berry is on screen as it is her fault for their deaths.  Or at least, that’s the rumor I remember and I don’t ever remember anyone stating otherwise.

Is Monster’s Ball great enough of a film to warrant X-Men 3 being the price of that victory?  I wouldn’t say so.

0:51:04, The Funeral Scene.  Nice to see Kitty getting to set in the front role, she is part of the big team after all.  A bit insulting that they gave Xavier a tombstone / statue that is at least ten times as large as Cyclops’.  He barely got a thin gravestone.  Xavier’s face on the statue reminds me of President Eisenhower from the dime.  I guess bald men look the same in 2D.

Poor Kitty, because she can be touched, Bobby puts his hand over her hand and Rogue is sitting right there!  She is all bundled up so she can have her boyfriend hold her hand, which he is doing.  It is pretty insulting.  It isn’t even like Kitty was hinting at needing some comfort.  Some cold comfort.  Who tries to hold two girls’ hands at a funeral?  Just sit there, bro!

We see that Moira went from teaching a lecture aboard to traveling over an ocean to attend the funeral.  She’s right next to Beast.

0:52:11, Kitty is crying in her room, away from others.  Nice that Ellen Page has spent almost an hour in the movie and this is her second scene that allows her to do any acting in it.  Bobby knocks and lets himself in.  Like a jerk!  Kitty tells him her origin story.  Xavier came to her house and encouraged her to join the school.  She misses home, she tells him.  Which gives Bobby an idea.  An idea that is clearly beyond a friendship level.

Bobby takes her to the fountain and freezes it for her.  Now she can skate, like she would in Chicago.  This is a fine idea, but then he gives himself a pair of skates and skates around the fountain with her, holding hands and making her laugh.  Rogue is watching all of this and I get from Kitty’s perspective, that she is given a fun thing to do but from Bobby’s perspective, he is clearly hedging his bets.

I’m just happy that Kitty Pryde / Ellen Page was given two minutes of screen time!

Rogue packs her bag, on her way out the door, Logan sees her.  I like how he tells her that he isn’t her father, he’s her friend.  She is surprised that he isn’t trying to stop her but he completely understands her motivations.  He offers her a ride and she declines.  Scene ends with Rogue telling him her name is, Anna.  Which the comics settled on Anna Marie to try to own it, I suppose.

In the woods.  Magneto is talking to Jean, and Jean clearly is only hanging out with Magneto has she has nothing else to do.  Later, Pyro claims he would have killed Xavier if that’s what Magneto wanted.  Magneto stops him and expresses that his greatest regret is that Xavier had to die so that Magneto can win.

0:58:08, this is the scene.  I like that we are getting an X-Conference.  The team has lost both their leaders.  Since Xavier is dead, they have to figure out if the school is going to even be a school.  Storm believes the time has come to disband.  In the room is Storm, Wolverine, Beast, Iceman and Kitty!

Angel walks in the room, stating he heard the school was a safe place for mutants.  Storm tells him it is and that the school will remain open, to the smiles of everyone!  Well, maybe everyone.  We get shots of all the attendees except for Kitty.  Funny how Colossus isn’t in the meeting.  Funny and it makes perfect sense.  If Angel hadn’t shown up, would someone else had spoken up?  Or would the school be closed?

My problem with this scene is that it is the closest we will get to having the Original Five in live action together.  Beast, Angel and Iceman – the B Team!  They don’t get shown all at once or as if it is a special occasion at all.

Which now that I think of it.  I thought I was going to lampoon the film, but it really has only three scenes that I find myself shaking my head at.  But the rest of the film is rather enjoyable.  Which I can’t believe I just typed that.  It definitely is the lesser of the three films but not by much.  I blame it on me being older and just wanting to watch a movie and enjoy myself.  I’m not punk 24 year old anymore.

So Bobby is looking for Rogue (finally!), I suppose so he can tell her the good news.  He knocks on her knock, twice and waits for an answer.  Kitty must have told him how rude it was in between those two scenes.  He opens the door to find her gone.  He sees Colossus (who hasn’t been seen since the Danger Room scene) and he tells him that she left a while ago.  Colossus is just walking around with a television set under his arm.

At the hour mark, only forty four minutes to go!  While Logan is spending some lone time at Xavier’s grave, he hears Jean’s telepathic call.  He’s going to go to the woods.  Storm sees him right before he leaves, telling him that he needs to choose a side.  He has, he wants Jean.

There is a rally, with mutants in line for the cure.  Rogue is thinking of taking it.  Bobby and Pyro have one of their encounters.  I like how fast Pyro figures out that Bobby is there due to Rogue wanting the cure.  Then he gives Bobby crap for it.  Pryo then blasts the windows out of the cure treatment center.

Magneto gets on television, would a network actually air his speech?  There will be more attacks on treatment centers.

1:02:44, Kitty sees this on the news.

The President gives the order, and then we see the military response.  They trade in all metal and replace all weapons with plastic versions.

We see Rogue get off the bus and into a line at one of the treatment centers.  She sure took a while to get to one of these.

Wolverine makes it to the woods.  He has to fight a white version of Spyke from X-Men Evolution.  Or a male version of Marrow, pending on which route you want to go.  Wolverine kills Manrow and fights off a slew of other mutants.  He moves in close as Magneto makes a speech.

Logan finds Jean, dressed all in red.  She has changed her mind.  Magneto confronts Wolverine and wins out due to Wolverine having a metal skeleton.  Magneto wins by flinging Wolverine miles away.

The President gives the order to attack Magneto’s wooden base, as Mystique has given up the location of it.  Women scorn and all that.  Once they get there, they see they feel for a trap.  It was only Multiple Man doing his thing.

Magneto is ready to take the fight to Worthington Labs, which is located on Alcatraz – in San Francisco.  I’ve never been there, my wife says it is nice.

Magneto eyes the Golden State Bridge.

At the mansion, Wolverine informs Storm and the X-Men what is happening.

Angel overhears how Worthington Labs is about to be attacked.

Beast still fits, sort of, in his old uniform.

1:11:19, Kitty is in her uniform!

Six X-Men versus an army of Magneto.  Wolverine gives the big morale boosting speech.

From this point on, there are two moments where I really notice how short Ellen Page is!  Doesn’t help that most of the cast is near six feet tall.

In the Blackbird, everyone is silent as we read their expressions on their faces.  Somber.

Magneto shows the most power he has been able to show in the films, he takes a large portion of the Golden State Bridge and uses it as a platform to transport his army to the island.  There is no going back now, that city is going to have to replace and rebuild that bridge.  So many commuters are going to be out of a job if they can’t find a way around now.

Magneto gives the worst line of the film, Charles always wanted to build bridges.  Oooof!

Cute moment when one of the cars on the bridge (as not everyone got to escape) has a family of four in them and the mother locks her door.  Hopefully their car wasn’t one of the ones that Magneto and Pyro flame throw at the military later.

Magneto orders his army to attack, the nameless members of the army.  He calls them pawns.  The military starts shooting the cure bullets at the invading mutants.  My problem with this is that most of these mutants have the same power, they seem to be able to leap far and are strong.

Also, when Magneto lands the bridge portion is is daytime and when they are about to attack, it is night time, what happened!?!

Arclight does a sonic boom.

1:19:45, The X-Men land on Alcatraz Island.  The X-Men all land in ways that are unique to themselves, which is awesome.  Kitty (with Iceman) drops to the ground, she phases both of them down and then springs back up.

Wolverine, the field leader I suppose, tells the team, to hold this line.  On the commentary track, Ratner states that the nod Kitty Pryde gives to Wolverine is suppose to be a sign of all of their history they have together.  Which I did not pick up on that the first time around.

The X-Men start to fight the invasion.  Kitty does this cool move at the 1:21:21 mark, where she lets a guy phase through her and then turns around and body slams the guy to the ground.  The film does a great job of showing the offense ability of phasing.

1:21:42, The entire reason the Brotherhood is there is to stop the cure, and the best way to do that is to find Leech and stop him.  Juggernaut goes into the prison to find him.  Kitty takes off as she knows she can get ahead of him by phasing through the walls.  It is a fun sequence as he smashes through the walls and she runs through them.  At once point, and at the time, this became quite the Internet meme – Kitty phases Juggernaut into the ground and he laughs at her attempt to stop him by shouting at her, “I’m the Juggernaut, Bitch!” Which is uncalled for.  She smirks at him, which I’m pretty sure the above picture of Ellen Page as Kitty is taken from that moment.

Meanwhile – Quill, Arclight and Psylocke find Worthington Jr. and Rao.  Psylocke is shown becoming visible in front of the wall.  The ladies take off with Worthington Jr. and Quill gives Rao a hug and kills her with his pines.  It looks completely stupid.  Fourth bad scene but they are outnumbered by the good / enjoyable scenes.

1:23:16, Kitty gets to Leech’s room, she tries to phase him, she learns that his mutant power is to turn off other mutant powers.  Kitty, in that split second, comes up with a plan to stop the unstoppable.  Juggernaut charges at them, like a fool, the two teenagers jump to to their respected sides and Juggernaut hits his head and he is down for the count.  He is wearing a helmet but he’s been defeated.  In the film, Kitty calls Juggernaut a dick head but on FX airings, she states, Tin Head.

Quill tries to kill Angel’s father but Angel saves him.  This is exactly Angel’s third thing he does in the film, I guess it warrants him being in it all but does it?  Also good thing he didn’t take the cure.

Storm fights Callisto and kills her by electrocuting the fence.

Pyro starts setting the cars on fire and Magneto launches them at the X-Men and the military.  Pretty awesome stunt.

The X-Men (Beast, Storm and Wolverine) are coming up with a plan to stop Magneto.  In a call back from the opening Danger Room sequence, Storm recites – a good offense is a good defense. I do like how the plan forms with only eye acting (a term we learn from LOST) and slight nods as the three of them stare at the pack of four cure needles.

Iceman comes out to play and Magneto finally lets Pyro fight him.  They do that classic power versus power and Pyro starts winning (as fire burns ice) but Iceman goes into Comic Iceman full ice form and head butts Pyro, which is spectacular!  Fire versus Ice, warm water!  That’s a little New Girl reference for you.  It is from the Prince episode.  Which is one of the better episodes of that series.  Injured, from season one is another favorite.  This is a Sad Song.  Winston is by far my favorite character on that show.

Colossus fastball specials Wolverine at Magneto. It is sort of awesome but awkward to see a six foot man throw another six foot man but its a fastball special, it is awesome.

Magneto laughs at the lame attempt, he’s the master of Magnetism so he throws Wolverine straight to the ground.  In a twist, Wolverine was only a distraction.  Beast is behind Magneto and injects him with four cure serum needles.  Magneto has been taken out with a plan that is only slightly above “hey, your shoes are untied.”  The plan is nice as Magneto spent the previous two movies commenting on how Wolverine always thinks he’s the center of attention and then he himself falls for the trick.

At the hour and half mark, Now the death toll really increases in this next segment.  There is only one mutant standing and she is crazy.  The military turns their attention to Jean and she straight up starts vaporizing soldiers.  Those people are dead and all it took was her staring at them.  She also kills Quill, Arclight and Psylocke as they exit the building.  The Blackbird is destroyed as well.  Who knows how the X-Men get home.

Wolverine knows it is up to him, of course it is.  He starts heading up the hill where Jean is.  She keeps ribbing pieces of his skin and muscle off, so we get to see the metal skeleton underneath.  It is a cool concept but shouldn’t she just kill him like she did everyone else.  I suppose the rationale is that she knows what he is there to do and is only putting up a respectable amount of a fight.  His healing factor heals him but it can’t keep up to the demands.

Jean pleads for him to end this.  So he claws her and she dies.  Items start falling back to the ground.  The day has been saved.  Wolverine is pretty turn up over the whole thing.

1:34:37, The movie ends with some closure to some characters – such as Kitty Pryde looking at the grave sites.  Storm joins her eventually.  For some reason, they placed Jean’s tombstone right next to Cyclops, which his is right next to Xavier’s.  I mean, really?  The lady who killed both of these men and she gets a tombstone right next to them?  At least put it on the other side of the yard.

Kitty Pryde is wearing a Canadian Tuxedo, I wonder if that’s a shout out to Ellen Page?

It dawns on me that Kitty and Storm have a great friendship in the comic and this is the only scene of the two of them together, at least we got something!

Rogue is back in her room, she tells Bobby she took the cure.  Bobby lets her know that he didn’t want that, but they get to hold hands.  It would be awesome if he pushed her hand aside, called her a traitor and stormed out of the room.  Also nice that she will still attend the school.  Probably be used as an example of mutant pride and what not to do.

Leech joins the school!

Storm is the headmistress (it’ll take the comics seven years to match this), Beast is the US Ambassador to the United Nations.

The X-Men portion of the film ends with Wolverine looking at the massive Xavier estate.

Magneto is in the park and turns out, he has a little power left so maybe all of the cures were temporary.  Or maybe he got too much of the cure so it was, essentially, a weaken dose.  I like the idea that it was only temporary so that way Rogue has her powers back as well.  Which I’ve read that Rogue was suppose to be in Days of Future Past (her scene will be added to the eventful BluRay release) so clearly the powers were only cured for a moment.

During the credits, the single name title cards start with Hugh Jackman (they have decided to stop pretending that these movies really should have been titled – Wolverine and the X-Men).  Patrick Stewart gets the coveted ‘and’ credit.  Right after that is a three name title card of Ellen Page / Ben Foster / Dania Ramirez.  One X-Men, One regular Mutant and on Brotherhood member.

In the list credits, Kitty Pryde / Ellen Page is listed thirteenth.  She’s between Juggernaut and Colossus.

After the credits, there is a quick scene in Scotland with Moira MacTaggert at the Muir Island Institute.  She’s played by Olivia Williams.  Williams was in Rushmore and the Sixth Sense.  She’s seen earlier in the film when she references how she has a patient who has been brain dead since birth – or something like that.  So during this post-credit scene, the body moves, calls her name and the scene ends with her asking, Charles?

Which is what they use to explain how Xavier can show up in The Wolverine at the end.  Turns out, and I forget where I read this at, the body is of Xavier’s twin brother who I guess Xavier took his mental energy and that’s why he is as powerful of a psychic as he is.  Or something like that.  But if he’s been in a coma for decades, then shouldn’t his body be that of brittle bones and such?  Though plenty of time has passed between this film and The Wolverine, at least two years, so that’s maybe enough time to get this new body up to being able to move around.  Maybe?

So that’s X-Men 3, the end of the proper trilogy.  I can by my initial reaction to the film, it isn’t the worst film of all time but there are parts that feel like the film really wanted to sandbag itself with lousiness.

There was a toy line for this film but no Kitty Pryde action figure, which is disappointing.

There is a fun X-Men : The Official Game that is suppose to bridge the second and third films.  You get to play as Nightcrawler, Wolverine and Iceman, three levels each.  My favorite levels are the Nightcrawler levels.  Some websites report Kitty Pryde having a speaking role in the game but I played the PS2 version and she didn’t even appear in the game.  But it was a fun game, so I wasn’t horribly disappointed.

So in the film and I realized that I like it.  We only have four proper X-Men films (I’m counting First Class here) and it isn’t nearly as bad as I remember.  After I saw this film and First Class on Saturday, FX on Sunday, aired these films back to back.  We left the television on so I was able to see portions of it from time to time.

How great is it that we live in an era where you can flip through the channels and get various comic book movies to see?  That same Sunday, TBS was airing Daredevil then Spider-Man and FX did Spider-Man 2, then the two X-Men films and Thor was going to air after those.