X-Men: The Last Stand
220px-X-Men The Last Stand-1-
Director(s) Brett Ratner
Producer(s) Avi Arad
Lauren Shuler Donner
Ralph Winter
Starring Hugh Jackman
Halle Berry
Ian McKellen
Famke Janssen
Anna Paquin
Kelsey Grammer
James Marsden
Rebecca Romijn
Shawn Ashmore
Aaron Stanford
Vinnie Jones
Patrick Stewart
Release Date(s) May 24, 2006
May 26, 2006 (USA)
Previous Film X2: X-Men United
Next Film X-Men Origins: Wolverine

X-Men: The Last Stand (also called X-Men 3: The Last Stand) is a 2006 American superhero film, based on the X-Men characters appearing in Marvel Comics. The third installment in the X-Men film series, the film was directed by Brett Ratner and stars an ensemble cast including Hugh Jackman and Halle Berry. The film's script is loosely based on two X-Men comic book story arcs, "The Dark Phoenix Saga" by writer Chris Claremont and artist John Byrne, and "Gifted" by writer Joss Whedon and artist John Cassaday, with a plot that revolves around a "mutant cure" that causes serious repercussions among mutants and humans, and on the resurrection of Jean Grey.

Filming started in August 2005, budgeted at $210 million, the most expensive film at the time of its release, and had extensive visual effects done by eleven different companies. X-Men: The Last Stand received mixed reviews, but grossed approximately $459 million worldwide, the seventh-highest grossing film of 2006 and the most financially successful of the series.


Twenty years before the movie's current events, Professor Charles Xavier and Erik Lehnsherr meet a young Jean Grey at her parents' house to make her aware of her powers. Ten years later, a young Warren Worthington III tries to cut off his wings, before his father discovers he is a mutant.

The next scene opens with the X-Men in battle against a giant robot in the Danger Room. Kitty Pryde and Colossus have joined the team, although Cyclops is absent. Storm insists on working as a team, but Wolverine has Colossus throw him as he cuts the giant robot's head off. Storm is upset with Wolverine for not working as part of a team.

Sometime afterward, the pharmaceutical company Worthington Labs announces it has developed an inoculation to suppress the X-gene that gives mutants their abilities and makes them different from other humans, offering the "cure" to any mutant who wants it. While some mutants are interested in the cure, including the X-Men's Rogue, many others are horrified by the announcement. In response to the news, the X-Men's adversary, Lensherr, now known as Magneto, raises an army, led by him, Pyro, Juggernaut, Arclight, Multiple Man, and Callisto, warning his followers that the "cure" will be forcefully used to exterminate the mutant race.

Cyclops, still emotionally distraught about the loss of Jean, returns to Alkali Lake. Jean appears to Cyclops, but as the two romantically kiss, Jean takes on a fearsome appearance. Psychically sensing trouble, Professor X sends Wolverine and Storm to investigate. When they arrive, the two X-Men encounter telekinetically floating rocks, Cyclops' glasses, and an unconscious Jean. Cyclops himself is nowhere to be found. Xavier explains that when Jean sacrificed herself, she unleashed the powerful alternate personality she calls "Phoenix". Wolverine is disgusted to learn that Xavier has kept Jean in check telepathically, but when Jean awakens, he realizes she is not the Jean Grey he knew. Jean pleads with Wolverine to kill her, but when he refuses, the Phoenix surfaces and knocks out Wolverine, before escaping to her childhood home.

Magneto, alerted by Callisto to the presence of an immeasurably strong and powerful mutant, realizes that it must be Jean Grey. Magneto and his allies are already at Jean's childhood home when Xavier and his X-Men arrive. The two men vie for Jean's loyalty until the Phoenix resurfaces. She destroys her family's house, disintegrates Xavier, and leaves with Magneto.

The X-Men regroup to confront Magneto's army, despite being significantly outnumbered. Magneto has diverted the Golden Gate Bridge to provide access to Alcatraz Island, the location of Worthington Labs facility. The military troops defending the facility are armed with plastic "cure weapons" able to neutralize the attacking mutants, and non-metallic to counter Magneto's powers. Magneto lets the lesser-powered mutants charge ahead, with heavy initial losses, but then they rapidly begin to overwhelm the troops. The X-Men's Wolverine, Storm, Beast, Iceman, Colossus and Kitty Pryde arrive to battle Magneto and his troops.

During the fight, Beast injects Magneto with the cure, nullifying his powers. Meanwhile, Kitty has entered the facility to find Jimmy, who is the source of the cure and saves him from the murderous Juggernaut. They escape as Army reinforcements arrive, only to be obliterated by Phoenix, lashing out with her power and destroying everything around her including the lab itself. Wolverine realizes that due to his self-healing power, he is the only one who can approach her. He tells Storm to evacuate everyone and faces Phoenix alone, his power barely neutralizing the destructive nature of her disintegration attack. Jean, momentarily gaining control, begs Wolverine to save her. Telling Jean he loves her, Wolverine forces himself to stab her, killing her, and, in her dying moments, Jean turns back to normal, smiles at him, and dies. Wolverine weeps over her dead body in his arms in the middle of the devastated island.

The school continues without Xavier, with Storm now as headmistress and Logan as a teacher. The US president appoints Beast as ambassador to the United Nations, Rogue returns, telling Iceman she has taken the cure and the two hold hands skin-to-skin.

In the epilogue, Magneto sits alone at a chessboard in a San Francisco park. He gestures forlornly towards the queen, causing it to tilt slightly.

In a post-credits scene, Dr. Moira MacTaggert checks on a comatose patient who greets her with Xavier's voice. Startled, she replies, "Charles?"






  • John Grey (first appearance) (flashback)
  • Elaine Grey (first appearance) (flashback)
  • Bolivar Trask
  • Worthington Labs (first appearance)



The X-Men are a special ops team from The Xavier Institute, charged with protecting both humans and mutants and trying to prevent a war between the two.

The Brotherhood of MutantsEdit

The Brotherhood is Magneto's personal strike force, whose goal is to ensure mutant supremacy against the human race.

The OmegasEdit

A group of mutant outcasts which exists as part of an underground network that stretches across the nation.

Other charactersEdit

Minor charactersEdit

X-Men co-creator Stan Lee and writer Chris Claremont have cameos in the film's opening scene as neighbors in Jean Grey's old neighborhood. The sergeant directing defensive preparations before the Brotherhood assaults Alcatraz Island is played by R. Lee Ermey. In the scene where Magneto first meets The Omegas, there is a very large man who slims down in order to sit down between two people. The character, Phat, is played by two actors, Via Saleaumua and Richard Yee, as Phat in "large mode" and "small mode", respectively. The character Spike, portrayed by Lance Gibson, battles Wolverine in the forest, where he was depicted with the ability to extrude and hurl bony spikes from his flesh. In the Xavier Institute when Storm and Professor X are walking down the corridor talking about “why they are still hiding”, there are three identical girls (the Stepford Cuckoos). Shauna Kain and Kea Wong reprised their cameo roles as Siryn and Jubilee respectively.


X-Men: The Last Stand was released in the United States on May 26, 2006.

Home mediaEdit

The film was released on October 3, 2006 in single-disc DVD format, and a trilogy box set with the previous two films.

The single-disc came with three alternative endings, each with optional commentary by director Brett Ratner; 10 deleted scenes; audio commentaries from Ratner, the writers and the producers; and two hidden Easter eggs. The collector's edition came with an exclusive 100-page commemorative comic book with an all-new story written by X-Men co-creator Stan Lee, his first original Marvel comic book in five years. X-Men: The Last Stand was released on Blu-ray Disc the following November. The Blu-ray included several special features:

  • Director and writer commentary by Brett Ratner, Zack Penn and Simon Kinberg
  • Producer commentary by Avi Arad, Lauren Shuler Donner and Ralph Winter
  • Deleted and extended scenes
  • Alternate endings
  • Trailers for X-Men Origins: Wolverine, X-Men, X2: X-Men United, Daredevil, The League of Extraordinary Gentlemen and Fantastic Four


A stand-alone sequel to the film, The Wolverine, was released on July 24, 2013. The film plot shows Logan moving on from the X-Men, heading for Japan to escape the memories of what occurred during X-Men: The Last Stand. Hugh Jackman and Famke Janssen reprised their roles, and Ian McKellen and Patrick Stewart appear in a mid-credits scene.

A direct sequel to the film, X-Men: Days of Future Past, which is also a direct sequel to X-Men: First Class, is set to be released on May 23, 2014, with Hugh Jackman, Halle Berry, Patrick Stewart, Anna Paquin, Ian McKellen, Ellen Page, Shawn Ashmore and Daniel Cudmore set to reprise their roles.