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NARRATOR: Previously on X-MEN...

2
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LILANDRA: Help me, Charles Xavier.
Help me.

3
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They're coming!

4
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XAVIER: The space shuttle Starcore is
scheduled for launch tomorrow.

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You must find a way
to get aboard that shuttle.

6
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And go to the Eagle One space station.

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All I can tell you is that
an event of immense importance

8
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is about to occur in space.

9
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You must be ready.

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CORBEAU: Docking sequence
initiated.

11
00:00:33,700 --> 00:00:35,399
-What is it, Jean?
-I don't know.

12
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A trap! Quickly! Back to the shuttle!

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(GROANS)

14
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My purpose here is to intercept
an enemy of my emperor,

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the rebel Lilandra.

16
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Agent! Has Lilandra's ship
been stopped?

17
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Not as yet, Excellency.

18
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But her agents will soon be destroyed.

19
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Back to the shuttle!
It's our only chance!

20
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CORBEAU: We're going to fly
right through the energy contrail!

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Look like there gonna be a barbecue
and we gonna be the main course.

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(GROANING)

23
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I must hold on!

24
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(SCREAMS)

25
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Course correction! I must...

26
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Scott! Logan!

27
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Someone, help me.

28
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(GRUNTS)

29
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(EXCLAIMING)

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(ALL SCREAMING)

31
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(GROANING)

32
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The capsule appears to have
lost its watertight integrity.

33
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(GRUNTING)

34
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The hatch is jammed!

35
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Not for long. Hold your breath.

36
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(GRUNTS)

37
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(GASPING)

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(COUGHING)

39
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Jean!

40
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Jean!

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(COUGHING)

42
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Jean!

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(PANTING)

44
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I can't find her!

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(COUGHING)

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Jean!

47
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Jean!

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I am Phoenix!

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Fascinating.

50
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JEAN: Help me.

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CYCLOPS: Jean!

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(GASPS)

53
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(COUGHING)

54
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Jean! Jean!

55
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CYCLOPS: I thought we'd lost you.

56
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Then you rose up out of the water.

57
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You said something,
and then you lost consciousness.

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I don't remember.

59
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How did I survive? Did I survive?

60
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You're here, aren't you?

61
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Yes, but I feel strange,
like I'm someone else.

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Like I could reach out and touch
the moon and crush it in my hand.

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Jean, who is Phoenix?

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Phoenix? Am I Phoenix?

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You claimed her identity once before,
Jean,

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when you rose not from the ashes,

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but from the depths
of New York Harbor.

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-I flew?
-XAVIER: Yes, Jean.

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Some sort of transformation has taken
place that none of us yet understands.

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Until we know what has happened,

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it will be best
that you do not leave the hospital.

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I spoke privately with Dr. Corbeau.

73
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He informed me that NASA
cannot explain the existence

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of the alien spacecraft,
or the strange readings we registered,

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or, for that matter, how we survived.

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All is being denied
to prevent a public panic.

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He also said a number
of governments are concerned

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over new activity within the vortex.

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Another alien ship coming through?

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So it seems.

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It's time you told us
everything you know, Professor.

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I've told you all I can.
All that makes any sense.

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That's not good enough!

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Jean's lying in there
because you sent us in blind

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against something
that almost destroyed us!

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Because you failed to warn us!

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You had all the information
then available.

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A good leader doesn't have
to be warned to be on his guard!

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Are you saying it's my fault
what happened to Jean?

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lf I might interject.

91
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Concern over Jean's condition
has rendered both of you irrational.

92
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Neither preparation nor leadership
could have prevented what occurred.

93
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And now, if you will excuse me.

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I'm eager to examine
the mind-control implants

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removed from the
space station astronauts.

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Fascinating.

97
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(CLATTERING)

98
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(YELLING)

99
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I share your concern, Wolverine.

100
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Jean seems to be feeling much better.

101
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Why don't you go see for yourself?

102
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Maybe I don't like hospitals.

103
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Last time I was on an operating table,
it didn't turn out so well.

104
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Science can wait.

105
00:08:04,579 --> 00:08:08,180
Perhaps a sojourn to a Manhattan
nightspot might help clear your mind.

106
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Maybe.

107
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(WHISTLES) Taxi!

108
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Driver, my friend and I...

109
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(SCREAMS)

110
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Why is it always so difficult to
get a cab in New York?

111
00:08:24,329 --> 00:08:27,370
Thanks, Hank.
I think I'll just spend some time alone.

112
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(ELEVATOR BELL DINGS)

113
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(GROANS)

114
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Not again!

115
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(SCREAMING)

116
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Who are you?

117
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What are you trying to tell me?

118
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My mind. Must keep control.

119
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(SCREAMING)

120
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Yuriko!

121
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Locked. Good thing I brought a key.

122
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What's going on here?

123
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(SCREAMS)

124
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(SNARLS)

125
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(YELLING)

126
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(GROANING)

127
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Professor? Walking?

128
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(EXCLAIMS)

129
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(GRUNTING)

130
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You're an animal.

131
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Always causing trouble.

132
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You never follow orders.

133
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It was a mistake to save you.

134
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I'm sick of your selfish,
undisciplined arrogance!

135
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I ain't too fond of you
right now either, Professor!

136
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(JUBILEE SCREAMS)

137
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What?

138
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Wolverine!

139
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(JUBILEE GRUNTING)

140
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(GRUNTING)

141
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(SIGHS)

142
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Next time I'll walk.

143
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Hey, ch�re,

144
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where can you and me go and get

145
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some good Cajun food
in this town, huh?

146
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Hey! You said you'd take me
to this Broadway show!

147
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This show not gonna last all night,
petite, but I still be going.

148
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DARK XAVIER: I have a ticket for you.

149
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(SNIFFS)

150
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(SNARLS)

151
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One way to oblivion.

152
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(SCREAMS)

153
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(HORN BLARING)

154
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Professor Xavier is walking!

155
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'Cause that ain't Xavier.

156
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Wolverine! What's happening?

157
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Silence!

158
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(EXCLAIMS)

159
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Don't worry, Monsieur Ghost.

160
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Plenty more where that came from!

161
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This is not a game.

162
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(SCREAMING)

163
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Where'd he go?

164
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I said distract him, Jub,
not disintegrate him.

165
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Fools! Your puny mutant powers
cannot harm me.

166
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I created the X-Men!

167
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And what I created,

168
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I can destroy!

169
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JUBILEE: Storm!

170
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Yes, Jubilee?

171
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Come to Times Square! Hurry!
The Professor's going nuts!

172
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With the speed of the wind.

173
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(XAVIER GRUNTING)

174
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No, Storm!

175
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I can't...

176
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Will hurt you, too.

177
00:13:23,960 --> 00:13:25,769
You cannot be trusted, Gambit!

178
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So you must be eliminated.

179
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(SCREAMING)

180
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-Freeze, mutants!
-Arrest him, not us!

181
00:13:44,820 --> 00:13:46,110
Arrest who?

182
00:13:47,789 --> 00:13:50,159
Can't see him 'cause he ain't there.

183
00:13:50,519 --> 00:13:52,299
Then how come he hurt us so bad?

184
00:13:52,590 --> 00:13:55,429
How should I know, Cajun?
But I know he ain't real.

185
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'Cause I can't smell him.

186
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Silence!

187
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He's gone!

188
00:14:00,629 --> 00:14:03,120
-Way to go, Wolverine.
-POLICE OFFICER: I said freeze!

189
00:14:04,200 --> 00:14:06,389
Shut up and get your hands up now!

190
00:14:07,669 --> 00:14:10,330
How you gonna explain we been
fighting somebody ain't there?

191
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I won't.

192
00:14:12,080 --> 00:14:14,509
Wolverine! Allow me.

193
00:14:17,720 --> 00:14:22,080
-Let mist cover your retreat!
-Come on, let's get lost in the fog.

194
00:14:23,059 --> 00:14:24,759
I can't see a thing.

195
00:14:30,259 --> 00:14:32,509
She's at a small private hospital
on the East Side.

196
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A colleague of Beast's
is looking after her.

197
00:14:35,440 --> 00:14:37,460
And, Rogue, get back
as soon as you can.

198
00:14:37,769 --> 00:14:39,580
-We may need you.
-DARK XAVIER: Ingrate!

199
00:14:39,870 --> 00:14:41,649
Incompetent fool!

200
00:14:41,940 --> 00:14:43,580
Professor, you're...

201
00:14:44,480 --> 00:14:45,740
(SCREAMING)

202
00:14:48,220 --> 00:14:50,360
I am here to destroy you.

203
00:14:52,350 --> 00:14:54,519
-Scott!
-Why are you doing this?

204
00:14:55,460 --> 00:14:57,450
I don't want to hurt you.

205
00:14:58,259 --> 00:15:00,659
But I want to hurt you!

206
00:15:02,200 --> 00:15:03,509
JEAN: No, Scott!

207
00:15:04,970 --> 00:15:06,200
(GRUNTING)

208
00:15:07,230 --> 00:15:09,100
I can't fight it!

209
00:15:09,899 --> 00:15:12,940
He's making you imagine
that a force beam's affecting you.

210
00:15:13,409 --> 00:15:15,309
It's all in your mind!

211
00:15:23,620 --> 00:15:26,809
He was just a psychic projection
from the Professor's mind.

212
00:15:27,289 --> 00:15:29,070
-But why?
-Something's wrong.

213
00:15:29,360 --> 00:15:31,289
His mind seems to be out of control.

214
00:15:31,590 --> 00:15:34,139
See if you can reach him, Jean,
while I contact the X-Men.

215
00:15:34,529 --> 00:15:37,250
Professor Xavier. Professor...

216
00:15:39,899 --> 00:15:41,480
JEAN: He's on the roof.

217
00:15:42,539 --> 00:15:43,830
Professor?

218
00:15:44,639 --> 00:15:47,190
-It was here.
-What was here, Professor?

219
00:15:47,570 --> 00:15:48,860
I don't know.

220
00:15:49,080 --> 00:15:52,620
I felt a psychic probe
of enormous power.

221
00:15:53,149 --> 00:15:55,200
The same one that
has been haunting me,

222
00:15:55,519 --> 00:15:58,419
that warned me of the trouble
aboard the space station.

223
00:15:58,850 --> 00:16:01,039
Only this time it dug deeper.

224
00:16:01,389 --> 00:16:03,820
The probe overwhelmed
all of the safeguards

225
00:16:04,190 --> 00:16:07,320
I have built to control
the surging powers of my mind,

226
00:16:07,789 --> 00:16:09,720
including the dark side,

227
00:16:10,029 --> 00:16:12,870
the destructive urges
that live within us all.

228
00:16:13,299 --> 00:16:15,879
With the shroud that
conceals it ripped away,

229
00:16:16,269 --> 00:16:18,379
that dark side of my nature lashed out,

230
00:16:18,710 --> 00:16:20,990
without reason or compassion,

231
00:16:21,340 --> 00:16:25,940
trying to destroy what I care about
the most, the X-Men.

232
00:16:27,179 --> 00:16:28,850
Xavier is the key.

233
00:16:29,649 --> 00:16:31,320
We shall be ready.

234
00:16:37,460 --> 00:16:40,590
Until I regain control
of my subconscious,

235
00:16:41,059 --> 00:16:43,309
my orders cannot be trusted.

236
00:16:43,659 --> 00:16:46,820
Cyclops will be in command
of the X-Men until I return.

237
00:16:47,299 --> 00:16:48,909
Return from where?

238
00:17:04,480 --> 00:17:06,410
So good to see you, Charles.

239
00:17:07,220 --> 00:17:10,150
I'd like you to meet Sean Cassidy,
my fianc�.

240
00:17:11,160 --> 00:17:14,440
Moira's told me
a great deal about you, Mr. Xavier.

241
00:17:14,930 --> 00:17:17,299
How fortunate.

242
00:17:17,660 --> 00:17:20,819
Now if you'll show me my quarters,
Moira, I need to rest.

243
00:17:22,339 --> 00:17:24,269
I've not seen him like this, Sean.

244
00:17:24,569 --> 00:17:27,119
It may be even worse than he told me.

245
00:17:32,450 --> 00:17:34,289
Are you out there?

246
00:17:34,880 --> 00:17:39,740
I fear you, yet I sense you may
be the answer to my loneliness.

247
00:17:41,589 --> 00:17:43,460
Does he not still love you, Moira?

248
00:17:43,759 --> 00:17:46,039
I dunnae think so, but he needs me.

249
00:17:46,859 --> 00:17:50,339
Charles has given everything
for his students, his X-Men.

250
00:17:50,859 --> 00:17:53,319
But friends, aye, that's different.

251
00:17:53,700 --> 00:17:56,329
Sometimes I think
I'm the only one he has.

252
00:18:05,049 --> 00:18:06,450
(SCREAMING)

253
00:18:07,849 --> 00:18:11,220
You are driving me insane!

254
00:18:14,089 --> 00:18:16,490
But I must not fight you.

255
00:18:28,700 --> 00:18:30,160
Who are you?

256
00:18:32,539 --> 00:18:34,880
My name is Lilandra.

257
00:18:36,140 --> 00:18:38,190
I come from a world unknown to you.

258
00:18:38,509 --> 00:18:39,799
A world called Shi'ar.

259
00:18:40,009 --> 00:18:42,289
Why have you come here,
to the Earth?

260
00:18:42,650 --> 00:18:45,049
Charles Xavier. Let me show you.

261
00:18:46,920 --> 00:18:49,960
I am the sister of D'Ken,
the emperor of the Shi'ar.

262
00:18:50,420 --> 00:18:52,500
I served my brother loyally,

263
00:18:52,829 --> 00:18:54,470
until I learned that he sought to control

264
00:18:54,730 --> 00:18:56,660
the greatest power in the universe,

265
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the ancient Crystal of M'Kraan.

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Immeasurably powerful.

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00:19:02,400 --> 00:19:04,890
My brother hopes to harness
the crystal's power

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00:19:05,269 --> 00:19:07,259
to use it as a weapon.

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00:19:07,569 --> 00:19:09,089
My brother is mad.

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00:19:09,980 --> 00:19:12,029
It is written that
if the crystal is breached,

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both of our galaxies could be at risk.

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(SCREECHING)

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To keep the crystal from my brother,

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00:19:32,130 --> 00:19:36,609
I violated its ancient sanctuary,
the most sacred temple of Shi'ar.

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00:19:38,339 --> 00:19:40,240
I stole the M'Kraan Crystal.

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00:19:44,849 --> 00:19:46,660
I escaped aboard a star cruiser,

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but my brother pursued me,
with the warships of the Imperial fleet.

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00:19:50,519 --> 00:19:53,859
They attempted to destroy me
and my ship to get the crystal.

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00:19:56,460 --> 00:19:58,480
I managed to reach your solar system.

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00:19:58,789 --> 00:20:01,400
But D'Ken will follow me here, in time.

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00:20:03,099 --> 00:20:05,470
That is why you must help me.

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00:20:05,829 --> 00:20:08,460
What led you here, to me?

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The Shi'ar believe that two minds
can be linked

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from the moment of their creation,

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destined to seek each other out
in their time of need.

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It's a bond like love, only deeper.

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00:20:21,210 --> 00:20:24,079
-Do you also believe this?
-I do now.

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00:20:24,849 --> 00:20:27,660
I have seen your face
a thousand times, in my mind.

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00:20:28,089 --> 00:20:29,049
(DOOR ALARM BEEPING)

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00:20:29,220 --> 00:20:30,920
It's all right, Moira.

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The name's Juggernaut, dear brother!

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(GROANING)

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And you must be Lilandra!

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(LAUGHING)

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00:20:41,599 --> 00:20:42,829

