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NARRATOR: Previously on X-Men...
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Your destiny is at its end, X-Men.
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The Dark Phoenix has come
to destroy you all!
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That thing, whatever it is,
just destroyed an entire star system.
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We must destroy that creature
before it feeds again.
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LILANDRA: Gladiator, assemble the
Imperial Guard immediately
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and make ready
the Imperial Star Cruiser!
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- What has happened, my Empress?
- Our worst nightmare.
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I won't allow you to enter my...
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(JEAN SCREAMING)
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Jean. Help me. Help me. Help me.
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This can't be! No!
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The Phoenix is contained, for now.
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Lilandra!
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It is the decision of the High Council
of the Shi'ar Empire,
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that the being known both
as the Phoenix and as Jean Grey,
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must be destroyed!
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Capture Jean Grey!
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Don't let them through!
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You got that right!
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LILANDRA: Do not resist, X-Men!
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No!
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(SPEAKING ALIEN LANGUAGE)
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(LILANDRA SPEAKING
ALIEN LANGUAGE)
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They stopped! Why?
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Maybe they want to live a little longer.
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I have probed Lilandra's mind.
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The Shi'ar have an ancient law,
the challenge to a duel of honor
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which cannot be refused.
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I have made the challenge
in our names.
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In all of our names?
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It is the only way to save Jean's life.
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So let's get to it.
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(SPEAKING ALIEN LANGUAGE)
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What happened?
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I believe that the technology involves
molecular dispersal and reconstitution.
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In the vernacular, we were moved.
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C YCLOPS: Lilandra,
the X-Men were your friends,
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why have you kidnapped us?
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You are my friends.
I owe you my life and my throne.
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C YCLOPS: Then why not trust us
to deal with Jean?
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LILANDRA:
The Phoenix is too powerful.
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Once, she existed
only to serve our empire.
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Now she lives
only to experience new sensations.
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The planets were, fortunately,
uninhabited.
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But what of next time?
Soon single stars will not satiate her.
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She will consume galaxies.
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Like the crystal that spawned her,
she can destroy all that is!
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I have no choice.
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But Professor Xavier has cured her!
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Scott, the Phoenix may
be under control,
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but she is still within me.
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To kill an innocent creature
to get at another is barbarous!
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Lilandra, I have invoked
the challenge of "Arin'nn Haelar!"
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You cannot refuse it!
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Take no solace in your cleverness.
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You have only compounded
the tragedy.
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The Shi'ar empire does not act alone,
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Phoenix is a creature
of such immense power,
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that she threatens stellar empires
that were ancient
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before your sun had planets.
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I must consult them.
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Earthers are a stubborn breed,
but honorable.
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The Kree do not object to this duel!
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Nor do I, Empress of the Skrulls,
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provided the X-Men
are not permitted to win!
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You'll have your duel, Charles Xavier.
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Though I fear you will live to regret
what you have done this day.
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Beast, there is a question
I must ask of you.
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You wonder if we are on the right side.
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She is someone I love,
as I would love a sister.
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Of course, but there is far more
at stake here, Ororo.
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Jean has committed no crime,
has injured no one.
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Yet, we are asked
to allow her to be destroyed
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to prevent the possible future crimes
of another.
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But she has given Jean
a trial by combat.
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Such a trial is no contest of reason,
it is a war.
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Such a position mocks justice.
Lilandra is wrong.
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WOLVERINE:
You're getting slow, gumbo!
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GAMBIT: Gambit will be ready.
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Could Lilandra be right?
Is Phoenix too dangerous to exist?
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Maybe,
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but if push comes to shove
I stand by Jean all the way.
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Lilandra, let our minds join as one.
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We must not let these events
wither our love, Lilandra.
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LILANDRA:
I wish only to cherish you, Charles.
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Then help me.
Join with me to contain the Phoenix.
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That was unworthy of you.
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Lilandra, you do not understand...
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I am Empress of the Shi'ar Empire.
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My duty,
before the longings of my heart,
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is to protect those in my dominion!
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Please, Lilandra,
it doesn't have to be... No!
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I can't help thinking, Rogue,
what if Lilandra's right?
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If the psychic circuit breakers
Xavier placed in Jean's mind fail,
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a universe full of innocent life
would be at the Phoenix's mercy.
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I know how much you love Jean.
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It's the kind of love I've always
wanted in my life, but never had.
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This must be tearing you apart.
I know what you're asking yourself.
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If I were in Lilandra's place,
would I act any differently?
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I'd like to think, I would.
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No matter what the cost?
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You're wearing
your old X-Men uniform.
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It is how you first knew me. It felt right.
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My daddy always said,
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"Two's company,
and three's an eavesdropper."
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Jean...
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I destroyed a solar system
and reveled in it.
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Phoenix did! Not you.
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What if she breaks free? What if...
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What if the next world we ravage
is Earth?
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Jean, you're not evil. You can win.
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We can stop Phoenix!
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No, Scott, before you say any more,
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see my fears
and then give me your answer.
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I can imagine losing control again.
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Only this time,
my victims would be my friends.
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And the world that I call home.
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Am I worth the risk?
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You're worth everything there is.
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I love you, too, Scott. With all my heart.
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The X-Men will battle
the Imperial Guard
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in the uncharted blue area
of Earth's moon.
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If the X-Men win,
those who survive will be set free.
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If my Imperial Guard wins,
Phoenix, Jean Grey,
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is ours to do with as we will.
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Technician, beam them down.
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The X-Men face hopeless odds,
Your Majestrix.
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But they're exceptional beings.
Suppose they win?
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They will not win, Araki.
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They cannot win.
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Looks like some spooky Mardi Gras.
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Fascinating!
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These ruins mean
the moon was once inhabited!
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I can fly and we can all breathe.
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Wait! I'm picking up multiple
telepathic impressions.
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Over there.
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Looks like it's show time.
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Remember the plan,
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we split up into teams
and start hitting and running
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until we whittle them down!
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STARBOLT: You can neither hide
nor escape from us!
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Guess again, hot shot!
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(SCREAMS)
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GAMBIT: The party's started without us!
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Oh, dear, we have met the enemy,
and he is big.
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We offer you the choice
of honorable surrender.
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Stuff your offer, tin man!
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Where'd you come from?
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Gambit!
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Gambit is much obliged,
my brave belle.
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I look forward to making it up to you.
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EARTHQUAKE: Nice try!
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But you can't fight a man who controls
the ground under your feet.
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Controlling the dirt is nothing to one
who commands wind and rain!
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(SCREAMS)
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First round
to the Imperial Guard, Hussar.
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- A good omen!
- You have angered Starbolt!
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My rage is feared
throughout the empire!
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Honey, you're giving me goose bumps!
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If you want me,
you got to catch me first.
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You're fast as a swamp bug
on a hot skillet!
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Let's see if you're as nimble!
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Guess not.
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Organics are too slow to fight Warstar.
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Your elimination is inevitable.
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Initiate repair sequence.
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Take your time.
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Arrogant fool!
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To fight the Imperial Guard
is to face the wrath of Gladiator!
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WOLVERINE: I get the message.
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Your loyalty to this Jean creature
speaks well for your species, human.
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Jean.
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Oracle, you're making this too easy.
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GLADIATOR:
We have fought before, Rogue.
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You know you cannot match my power.
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Come on, give a gal a little credit.
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(GRUNTS)
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My X-Men!
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I never dreamed it would end like this!
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Why do you not go to him, Majestrix?
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The part of me that is woman
wants to comfort him
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with every breath that I take.
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But an Empress must be made of steel,
even at the cost of her heart.
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Scott, I've lost telepathic contact
with the other X-Men!
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I think we're the only ones left. In here!
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It's too shallow. They'll spot us.
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Leave that to me. We're safe, for now.
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Jean, we don't have much time.
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There's so much I feel,
so much we haven't done,
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so much I want to say to you!
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Where I'm concerned,
it's the thoughts that count.
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And yours, like you, are beautiful.
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00:14:16,322 --> 00:14:17,584
Ready?
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(GRUNTS)
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Scott!
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I let you down.
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00:14:50,489 --> 00:14:54,050
Majestrix!
Sensors are registering off the scales!
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00:14:54,093 --> 00:14:56,186
Go to plan Omega! Now!
200
00:15:00,332 --> 00:15:03,597
Araki, get the weapons online
and fire at will!
201
00:15:03,669 --> 00:15:05,762
The Phoenix must be destroyed!
202
00:15:06,639 --> 00:15:11,474
Lilandra was right. I know it now.
I must stop Phoenix!
203
00:15:11,543 --> 00:15:14,774
Hear me, X-Men! You must revive!
204
00:15:14,813 --> 00:15:16,508
Phoenix must be stopped!
205
00:15:16,582 --> 00:15:21,246
This has gone too far!
You must strike while you still can!
206
00:15:21,287 --> 00:15:24,313
PHOENIX: The great Gladiator!
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00:15:24,390 --> 00:15:28,793
How I have missed
the pleasure of thrashing you!
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00:15:28,861 --> 00:15:34,163
XAVIER: Scott, destroy Phoenix now,
before she fully re-energizes!
209
00:15:34,199 --> 00:15:36,997
Professor, there must be
some other way!
210
00:15:37,069 --> 00:15:38,934
There is not!
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(SCREAMS)
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I can't do it, Jeannie...
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00:15:58,724 --> 00:16:00,351
How touching!
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00:16:00,993 --> 00:16:02,051
(GRUNTS)
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00:16:03,329 --> 00:16:05,388
Rogue! Now!
216
00:16:07,299 --> 00:16:08,766
Beast, now!
217
00:16:11,203 --> 00:16:12,830
Forgive me, Jean!
218
00:16:18,444 --> 00:16:20,241
It's done.
219
00:16:22,715 --> 00:16:23,909
JEAN: Scott.
220
00:16:24,683 --> 00:16:26,651
Scott, help me.
221
00:16:28,020 --> 00:16:32,480
The Phoenix is growing within me.
I can't control her.
222
00:16:32,524 --> 00:16:34,754
Stop us, now!
223
00:16:34,827 --> 00:16:38,729
Jean! Fight it!
Use the powers of your mind!
224
00:16:38,764 --> 00:16:42,131
I can't fight it!
Not every second of every day.
225
00:16:42,167 --> 00:16:46,900
Never slipping, not even for an instant.
Scott, please. Do it!
226
00:16:46,939 --> 00:16:48,839
I can't!
227
00:16:57,950 --> 00:17:01,613
The weapons just came online.
But how?
228
00:17:01,653 --> 00:17:03,678
It's Jean!
229
00:17:04,223 --> 00:17:08,353
Jean, come back! Come back!
230
00:17:12,398 --> 00:17:13,956
I love you, Scott.
231
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Jean!
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Part of me will always be with you!
233
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She's gone!
234
00:17:30,049 --> 00:17:31,949
You've won!
235
00:17:43,629 --> 00:17:46,655
You've got your justice, Lilandra.
236
00:17:46,698 --> 00:17:48,393
The universe is safe!
237
00:17:48,467 --> 00:17:51,095
I take no pleasure in this,
Scott Summers.
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00:17:51,136 --> 00:17:54,537
Don't. Not a word.
239
00:17:57,209 --> 00:18:00,610
I am the entity
known to you as Phoenix.
240
00:18:00,679 --> 00:18:04,376
To save all that exists,
I became one with Jean Grey.
241
00:18:04,416 --> 00:18:06,407
We preserved the crystal.
242
00:18:06,452 --> 00:18:10,218
But I discovered an element
to humans called emotion.
243
00:18:10,255 --> 00:18:11,916
I lost my way.
244
00:18:11,990 --> 00:18:15,687
Now that the fire within Jean Grey
has been extinguished,
245
00:18:15,761 --> 00:18:20,926
I am as I was, guardian of creation.
246
00:18:20,999 --> 00:18:22,864
And what about Jean?
247
00:18:22,901 --> 00:18:25,802
Or are the dreams of a mortal
beneath your notice?
248
00:18:25,871 --> 00:18:29,068
The radiance within her is no more.
249
00:18:29,108 --> 00:18:33,169
It can be rekindled only by taking
the flame from another.
250
00:18:33,212 --> 00:18:34,907
Then take mine.
251
00:18:34,947 --> 00:18:38,610
Sorry, bub, you're out of line.
I'm your man.
252
00:18:38,650 --> 00:18:40,845
Don't even think about it.
253
00:18:40,919 --> 00:18:42,853
I ain't giving you a choice!
254
00:18:42,921 --> 00:18:46,322
The gift need not come
from a single entity.
255
00:18:46,391 --> 00:18:50,691
A smaller portion from many
is possible. Be warned!
256
00:18:50,762 --> 00:18:54,698
Your own flames would be diminished
by the amount sundered.
257
00:18:54,733 --> 00:18:58,328
We understand and we accept.
258
00:19:15,554 --> 00:19:16,680
(SCREAMS)
259
00:19:19,591 --> 00:19:22,992
Scott? Scott?
260
00:19:23,762 --> 00:19:27,562
Jean! Oh, Jean!
261
00:19:28,667 --> 00:19:30,100
I love you, Scott.
262
00:19:30,869 --> 00:19:35,806
My time here has ended. I must depart.
263
00:19:43,015 --> 00:19:46,416
The Mansion? The control room?
264
00:19:47,119 --> 00:19:48,450
We're home!
265
00:19:52,157 --> 00:19:53,886
LILANDRA: Farewell, Charles.
266
00:19:56,094 --> 00:19:57,686
XA VIER: Lilandra,
267
00:19:58,897 --> 00:20:01,798
part of your mind is hidden from me.
268
00:20:01,833 --> 00:20:05,963
You have never denied me before,
why now?
269
00:20:06,038 --> 00:20:11,135
As Empress, there is a part of me
that will forever be alone.
270
00:20:11,543 --> 00:20:12,942
Goodbye, Charles.
271
00:20:12,992 --> 00:20:17,542
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