1
00:01:00,230 --> 00:01:01,370
Capture Jean Grey!

2
00:01:01,630 --> 00:01:02,890
Don't let them through!

3
00:01:03,550 --> 00:01:05,129
Oh, you got that right.

4
00:01:05,410 --> 00:01:07,010
Do not resist, X -Men.

5
00:01:10,990 --> 00:01:13,270
No! Iron in! Hala!

6
00:01:14,130 --> 00:01:16,050
Ni grato, Blasio!

7
00:01:16,290 --> 00:01:17,310
They stopped!

8
00:01:17,890 --> 00:01:18,890
Why?

9
00:01:19,390 --> 00:01:21,350
Maybe they want to live a little longer.

10
00:01:21,550 --> 00:01:23,770
I have probed Melandra's mind.

11
00:01:24,030 --> 00:01:25,910
The Shi 'ar have an ancient law.

12
00:01:26,190 --> 00:01:29,870
The challenge to a duel of honor which
cannot be refused.

13
00:01:30,190 --> 00:01:32,810
I have made the challenge in our names.

14
00:01:33,010 --> 00:01:35,090
In all of our names?

15
00:01:35,390 --> 00:01:38,830
It is the only way to save Jean's life.

16
00:01:39,230 --> 00:01:41,130
So let's get to it.

17
00:01:41,810 --> 00:01:42,810
Beringa!

18
00:01:55,530 --> 00:01:56,530
What happened?

19
00:01:56,630 --> 00:02:01,910
I believe that the technology involves
molecular dispersal and reconstitution.

20
00:02:02,050 --> 00:02:04,070
In the vernacular, we were moved.

21
00:02:04,390 --> 00:02:09,530
Lelandra, the X -Men were your friends.
Why have you kidnapped us? You are my

22
00:02:09,530 --> 00:02:13,310
friends. I owe you my life and my
throne.

23
00:02:13,750 --> 00:02:18,830
Then why not trust us to deal with Jean?
The Phoenix is too powerful.

24
00:02:19,270 --> 00:02:23,230
Once she existed, only to serve our
empire.

25
00:02:23,850 --> 00:02:27,450
Now she lives only to experience new
sensations.

26
00:02:27,950 --> 00:02:33,170
The planets were fortunately
uninhabited. But what of next time?

27
00:02:33,450 --> 00:02:37,010
Soon, single stars will not satiate her.

28
00:02:37,230 --> 00:02:39,030
She will consume galaxies.

29
00:02:39,410 --> 00:02:44,630
Like the crystal that spawned her, she
can destroy all that is.

30
00:02:44,910 --> 00:02:47,190
I have no choice.

31
00:02:47,630 --> 00:02:50,550
But Professor Xavier has cured her.

32
00:02:51,230 --> 00:02:56,650
Scott, the Phoenix may be under control,
but she is still within me. To kill an

33
00:02:56,650 --> 00:02:59,630
innocent creature to get at another is
barbarous.

34
00:03:00,070 --> 00:03:05,130
Lelandra, I have invoked the challenge
of Aranin Halar.

35
00:03:05,390 --> 00:03:11,630
You cannot refuse it. Take no solace in
your cleverness. You have only

36
00:03:11,630 --> 00:03:13,270
compounded the tragedy.

37
00:03:13,750 --> 00:03:16,670
The Shi 'ar Empire does not act alone.

38
00:03:17,930 --> 00:03:23,730
Phoenix is a creature of such immense
power that she threatens stellar empires

39
00:03:23,730 --> 00:03:26,670
that were ancient before your son had
planets.

40
00:03:27,050 --> 00:03:29,410
I must consult them.

41
00:03:30,440 --> 00:03:35,520
Earthers are a stubborn breed, but,
Honorable, the Creed do not object to

42
00:03:35,520 --> 00:03:42,280
duel. Nor do I, Empress of the Skrulls,
provided the X -Men are not

43
00:03:42,280 --> 00:03:43,980
permitted to win.

44
00:03:44,620 --> 00:03:50,100
You will have your duel, Charles Xavier,
though I fear you will live to regret

45
00:03:50,100 --> 00:03:52,300
what you have done this day.

46
00:03:55,320 --> 00:03:58,640
Fiend. There is a question I must ask of
you.

47
00:03:58,840 --> 00:04:00,760
You wonder if we are on the right side.

48
00:04:01,180 --> 00:04:04,180
She is someone I love, as I would love a
sister.

49
00:04:04,520 --> 00:04:05,519
Of course.

50
00:04:05,520 --> 00:04:07,860
But there is far more at stake here,
Aurora.

51
00:04:08,440 --> 00:04:14,140
Jean has committed no crime, has injured
no one. Yet we are asked to allow her

52
00:04:14,140 --> 00:04:17,300
to be destroyed to prevent the possible
future crimes of another.

53
00:04:17,540 --> 00:04:20,180
But she has given Jean a trial by
combat.

54
00:04:20,540 --> 00:04:22,920
Such a trial is no contest of reason.

55
00:04:23,280 --> 00:04:24,340
It is a war.

56
00:04:24,890 --> 00:04:26,190
A position marks justice.

57
00:04:26,950 --> 00:04:28,330
Lelandra is wrong.

58
00:04:28,710 --> 00:04:30,350
You're getting slow, Gumbo.

59
00:04:32,270 --> 00:04:33,590
Damn it, we'll be ready.

60
00:04:35,710 --> 00:04:37,330
Will Lelandra be right?

61
00:04:37,550 --> 00:04:39,510
Is Phoenix too dangerous to exist?

62
00:04:39,950 --> 00:04:40,950
Maybe.

63
00:04:41,970 --> 00:04:47,310
But if push comes to shove, I stand by
Gene all the way.

64
00:04:48,790 --> 00:04:53,050
Lelandra, let our minds join as one.

65
00:04:56,620 --> 00:05:03,340
We must not let these events wither our
love, Lelandra. I wish only to cherish

66
00:05:03,340 --> 00:05:04,340
you, Charles.

67
00:05:04,640 --> 00:05:09,120
Then help me. Join with me to contain
the phoenix.

68
00:05:10,640 --> 00:05:12,780
That was unworthy of you.

69
00:05:13,340 --> 00:05:16,580
Lelandra, you do not understand.

70
00:05:17,020 --> 00:05:20,010
I... I am Empress of the Shi 'ar Empire.

71
00:05:20,390 --> 00:05:26,570
My duty, before the longings of my
heart, is to protect those in my

72
00:05:26,570 --> 00:05:32,170
dominion. Please, Lalandra, it doesn't
have to be... I

73
00:05:32,170 --> 00:05:42,450
can't

74
00:05:42,450 --> 00:05:44,770
help thinking, Rogue. What if Lalandra's
right?

75
00:05:45,290 --> 00:05:49,590
If the psychic circuit breakers Xavier
placed in Jean's mind fail, a universe

76
00:05:49,590 --> 00:05:52,510
full of innocent life would be at the
Phoenix's mercy.

77
00:05:52,830 --> 00:05:54,790
I know how much you love Jean.

78
00:05:55,850 --> 00:05:59,590
It's the kind of love I've always wanted
in my life but never had.

79
00:06:00,330 --> 00:06:01,990
This must be tearing you apart.

80
00:06:02,750 --> 00:06:04,550
I know what you're asking yourself.

81
00:06:04,790 --> 00:06:08,330
If I were in Lalandra's place, would I
act any differently?

82
00:06:08,990 --> 00:06:13,350
I'd like to think I would. No matter
what the cost?

83
00:06:14,080 --> 00:06:18,420
You're wearing your old X -Men uniform.
It is how you first knew me.

84
00:06:18,860 --> 00:06:20,100
It felt right.

85
00:06:22,060 --> 00:06:26,100
My daddy always said, two's company and
three's an eavesdropper.

86
00:06:27,320 --> 00:06:34,100
I destroyed a solar system and reveled
in it. Phoenix did,

87
00:06:34,300 --> 00:06:40,820
not you. What if she breaks free? What
if... What if the next world we

88
00:06:40,820 --> 00:06:42,600
ravage is Earth?

89
00:06:43,120 --> 00:06:47,440
Jean, you're not evil. You can win. We
can stop Phoenix.

90
00:06:47,780 --> 00:06:48,780
No, Scott.

91
00:06:49,320 --> 00:06:56,240
Before you say any more, see my feet and
then give me your

92
00:06:56,240 --> 00:06:57,240
answer.

93
00:06:57,740 --> 00:07:03,740
I can imagine losing control again. Only
this time my victims would be my

94
00:07:03,740 --> 00:07:04,740
friends.

95
00:07:16,400 --> 00:07:18,540
And the world that I call home.

96
00:07:20,320 --> 00:07:22,660
Am I worth the risk?

97
00:07:22,880 --> 00:07:25,300
You're worth everything there is.

98
00:07:26,060 --> 00:07:27,740
I love you too, Scott.

99
00:07:28,100 --> 00:07:29,740
With all my heart.

100
00:07:32,120 --> 00:07:38,220
The X -Men will battle the Imperial
Guard in the uncharted blue area of

101
00:07:38,220 --> 00:07:44,770
moon. If the X -Men win, those who
survive will be set free. If my Imperial

102
00:07:44,770 --> 00:07:51,430
Guard wins, Phoenix, Jean Grey, is ours
to deal with as we will.

103
00:07:53,310 --> 00:07:55,310
Technician, beam them down.

104
00:07:59,670 --> 00:08:04,510
The X -Men face hopeless odds, your
magistrates, but they are exceptional

105
00:08:04,510 --> 00:08:07,010
beings. Suppose they win.

106
00:08:07,630 --> 00:08:09,590
They will not win, Araki.

107
00:08:09,830 --> 00:08:11,570
They cannot win.

108
00:08:17,690 --> 00:08:20,730
Looks like some spooky Mardi Gras.

109
00:08:21,310 --> 00:08:25,210
Fascinating. These ruins mean the moon
was once inhabited.

110
00:08:25,570 --> 00:08:26,810
I can fly.

111
00:08:27,410 --> 00:08:29,250
And we can all breathe.

112
00:08:29,690 --> 00:08:33,289
Wait. I'm picking up multiple telepathic
impressions.

113
00:08:33,710 --> 00:08:34,710
Over there.

114
00:08:40,970 --> 00:08:42,750
Looks like it's showtime.

115
00:08:43,169 --> 00:08:44,330
Remember the plan.

116
00:08:44,550 --> 00:08:48,550
We split up into teams and start hitting
and running until we whittle them down.

117
00:08:48,870 --> 00:08:51,650
You can neither hide nor escape from us.

118
00:08:52,090 --> 00:08:53,850
Yes, again, hot shot.

119
00:09:02,630 --> 00:09:03,630
No!

120
00:09:08,230 --> 00:09:10,390
The party started without us.

121
00:09:10,880 --> 00:09:11,880
Oh, dear.

122
00:09:12,280 --> 00:09:16,380
We have met the enemy, and he is big.

123
00:09:16,600 --> 00:09:19,860
We offer you the choice of honorable
surrender.

124
00:09:20,280 --> 00:09:22,140
Stuck your uppercut, man.

125
00:09:22,640 --> 00:09:23,640
Oh,

126
00:09:24,060 --> 00:09:25,660
where'd he come from?

127
00:09:28,720 --> 00:09:29,720
Stop it!

128
00:09:32,320 --> 00:09:36,760
Gammity, much obliged, my brave bell. I
look forward to making it up to you.

129
00:09:37,300 --> 00:09:38,300
Nice!

130
00:09:38,940 --> 00:09:44,260
But you can't fight a man who controls
the ground under your feet.

131
00:09:45,960 --> 00:09:50,140
Controlling the dirt is nothing to one
who commands wind and rain.

132
00:09:58,520 --> 00:10:02,320
First round to the Imperial Guard,
wizard.

133
00:10:02,740 --> 00:10:04,160
A good omen.

134
00:10:04,420 --> 00:10:06,100
You have angered Starbolt.

135
00:10:06,650 --> 00:10:08,870
My rage is fierce below the empire.

136
00:10:13,310 --> 00:10:14,990
Honey, you're giving me goosebumps.

137
00:10:20,150 --> 00:10:22,410
If you want me, you gotta catch me
first.

138
00:10:22,890 --> 00:10:26,390
You're as fast as a swamp bug on a hot
skillet.

139
00:10:26,750 --> 00:10:28,110
Let's see if you're as nimble.

140
00:10:33,390 --> 00:10:34,410
Guess not.

141
00:10:36,000 --> 00:10:38,700
Organics are too slow to fight, Star.

142
00:10:39,720 --> 00:10:42,020
Your elimination is inevitable.

143
00:10:50,460 --> 00:10:52,200
Initiate repair sequence.

144
00:10:53,100 --> 00:10:54,960
Take your time.

145
00:10:55,360 --> 00:10:56,360
Arrogant fool!

146
00:10:56,680 --> 00:11:00,880
To fight the Imperial Guard is to face
the wrath of Gladiator!

147
00:11:01,560 --> 00:11:03,180
I get the message.

148
00:11:11,210 --> 00:11:16,010
Your loyalty to this gene creature
speaks well for your species, human.

149
00:11:20,910 --> 00:11:21,910
Oracle,

150
00:11:27,850 --> 00:11:29,010
you're making me do it.

151
00:11:39,050 --> 00:11:43,270
We have fought before, Rogue. You know
you cannot match my power.

152
00:11:43,630 --> 00:11:46,410
Oh, come on. Give a gal a little credit.

153
00:12:22,250 --> 00:12:24,830
I never dreamed it would end like this.

154
00:12:25,110 --> 00:12:28,210
Why do you not go to the magistrates?

155
00:12:28,470 --> 00:12:33,870
The part of me that his woman wants to
comfort him with every breath that I

156
00:12:33,870 --> 00:12:39,630
take. But an empress must be made of
steel, even at the cost of her heart.

157
00:12:45,210 --> 00:12:49,490
Scott, I've lost telepathic contact with
the other X -Men. I think we're the

158
00:12:49,490 --> 00:12:50,469
only ones left.

159
00:12:50,470 --> 00:12:51,470
In here!

160
00:12:52,560 --> 00:12:54,620
It's too shallow. They'll spot us.

161
00:12:54,820 --> 00:12:55,820
Leave that to me.

162
00:12:57,380 --> 00:12:58,380
We're safe.

163
00:12:58,580 --> 00:12:59,580
For now.

164
00:12:59,660 --> 00:13:00,940
Jean, we don't have much time.

165
00:13:01,760 --> 00:13:03,000
There's so much I feel.

166
00:13:03,720 --> 00:13:05,040
So much we haven't done.

167
00:13:05,820 --> 00:13:07,440
So much I want to say to you.

168
00:13:07,660 --> 00:13:10,740
Where I'm concerned, it's the thoughts
that count.

169
00:13:11,360 --> 00:13:14,620
And yours, like you, are beautiful.

170
00:13:21,430 --> 00:13:22,430
Ready?

171
00:13:39,390 --> 00:13:40,270
I

172
00:13:40,270 --> 00:13:46,850
let you

173
00:13:46,850 --> 00:13:47,850
down.

174
00:13:56,400 --> 00:13:59,300
Magistrix, sensors are registering off
the scales.

175
00:13:59,700 --> 00:14:01,420
Go to Prime Omega, now!

176
00:14:06,000 --> 00:14:10,900
Araki, get the weapons online and fire
at will. The Phoenix must be destroyed.

177
00:14:11,960 --> 00:14:13,500
The Landru was right.

178
00:14:13,720 --> 00:14:14,920
I know it now.

179
00:14:15,260 --> 00:14:19,600
I must stop Phoenix. Hear me, X -Men.
You must revive.

180
00:14:20,520 --> 00:14:21,960
Phoenix must be stopped.

181
00:14:22,240 --> 00:14:23,720
This has gone too far.

182
00:14:23,940 --> 00:14:25,080
You must strike.

183
00:14:25,640 --> 00:14:26,720
While you still can.

184
00:14:27,080 --> 00:14:29,220
The great gladiator.

185
00:14:29,920 --> 00:14:33,940
How I have missed the pleasure of
thrashing you.

186
00:14:34,600 --> 00:14:39,780
Scott, destroy Phoenix now before she
fully re -energizes.

187
00:14:40,060 --> 00:14:42,380
Professor, there must be some other way.

188
00:14:42,800 --> 00:14:44,060
There is not.

189
00:15:01,900 --> 00:15:03,560
Can't do it, Jeannie.

190
00:15:04,180 --> 00:15:06,000
How dare you?

191
00:15:06,840 --> 00:15:07,860
Rogue,

192
00:15:09,980 --> 00:15:10,980
now!

193
00:15:12,620 --> 00:15:14,360
Beat, now!

194
00:15:15,560 --> 00:15:18,260
Forgive me, Jean.

195
00:15:24,540 --> 00:15:25,560
Done.

196
00:15:31,630 --> 00:15:32,630
Help me.

197
00:15:33,730 --> 00:15:37,810
The phoenix is growing within me. I
can't control her.

198
00:15:38,710 --> 00:15:40,110
Stop us now.

199
00:15:40,850 --> 00:15:44,050
Jean, fight it. Use the powers of your
mind.

200
00:15:44,670 --> 00:15:50,170
I can't fight it. Not every second of
every day. Never slipping. Not even for

201
00:15:50,170 --> 00:15:51,470
instant. Scott, please.

202
00:15:52,010 --> 00:15:54,710
Do it. I can't.

203
00:16:04,200 --> 00:16:05,980
The weapons just came online.

204
00:16:06,360 --> 00:16:07,400
But how?

205
00:16:07,720 --> 00:16:08,940
It's Jean.

206
00:16:10,120 --> 00:16:12,460
Jean! Come back!

207
00:16:12,780 --> 00:16:13,780
Come back!

208
00:16:18,180 --> 00:16:19,820
I love this thought.

209
00:16:23,000 --> 00:16:24,000
Jean!

210
00:16:26,860 --> 00:16:29,840
Part of me will always be with you.

211
00:16:34,000 --> 00:16:35,000
He's gone.

212
00:16:36,240 --> 00:16:37,540
You've won.

213
00:16:49,720 --> 00:16:54,400
You've got your justice, Lalandra. The
universe is safe.

214
00:16:54,680 --> 00:16:58,220
I take no pleasure in this, Scott
Summers. Don't.

215
00:16:59,000 --> 00:17:00,400
Not a word.

216
00:17:03,690 --> 00:17:06,470
I am the entity known to you as Venus.

217
00:17:06,770 --> 00:17:13,390
To save all that exists, I became one
Jean Grey. We preserved the crystal, but

218
00:17:13,390 --> 00:17:15,990
discovered an element humans call
emotion.

219
00:17:16,490 --> 00:17:23,490
I lost my way. Now that the fire within
Jean Grey has been extinguished, I am as

220
00:17:23,490 --> 00:17:26,950
I was, guardian of creation.

221
00:17:27,510 --> 00:17:28,690
And what about Jean?

222
00:17:29,190 --> 00:17:32,090
Or are the dreams of a mortal beneath
your notice?

223
00:17:32,570 --> 00:17:34,730
The radius within her is no more.

224
00:17:35,370 --> 00:17:39,430
It can be rekindled only by taking the
flame from another.

225
00:17:39,810 --> 00:17:41,270
Then take mine!

226
00:17:41,710 --> 00:17:43,530
Storybug, you're out of line.

227
00:17:43,850 --> 00:17:44,950
I'm your man.

228
00:17:45,210 --> 00:17:49,370
Don't even think about it. I ain't
giving you a choice.

229
00:17:49,690 --> 00:17:52,430
The gift need not come from a single
entity.

230
00:17:52,670 --> 00:17:56,930
A smaller portion from many is possible
for yours.

231
00:17:57,150 --> 00:18:01,150
Your own flame would be diminished by
the amount of thunder.

232
00:18:01,640 --> 00:18:04,160
We understand and we accept.

233
00:18:21,840 --> 00:18:22,920
Scott.

234
00:18:31,310 --> 00:18:34,170
Jean. Oh, Jean.

235
00:18:34,890 --> 00:18:36,590
I love you, Scott.

236
00:18:37,150 --> 00:18:39,890
My time here has ended.

237
00:18:40,470 --> 00:18:42,190
I must depart.

238
00:18:49,350 --> 00:18:50,710
The mansion?

239
00:18:51,250 --> 00:18:53,230
The control room?

240
00:18:53,530 --> 00:18:54,830
We're home.

241
00:18:59,080 --> 00:19:00,140
Oh, God.

242
00:19:03,220 --> 00:19:04,220
Lelandra.

243
00:19:05,520 --> 00:19:08,220
Part of your mind is hidden from me.

244
00:19:08,640 --> 00:19:10,740
You have never denied me before.

245
00:19:11,560 --> 00:19:12,640
Why now?

246
00:19:13,140 --> 00:19:17,800
As Empress, there is a part of me that
will forever be alone.

247
00:19:18,560 --> 00:19:19,560
Goodbye, Jo.

