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1
00:01:09,469 --> 00:01:12,905
Why can't I move?
2
00:01:22,715 --> 00:01:24,182
(THUNDER RUMBLING)
3
00:01:39,532 --> 00:01:44,868
- (GROANS) That's some wake-up call.
- Something's going on outside.
4
00:01:44,938 --> 00:01:49,102
Beast, see if everyone else is okay.
The rest of us, let's go!
5
00:01:49,175 --> 00:01:50,199
Outside?
6
00:01:52,979 --> 00:01:56,142
Oh, wow! Who put on the laser show?
7
00:01:56,883 --> 00:01:59,545
Something's kind of spooky
about all this.
8
00:01:59,619 --> 00:02:04,181
Elements are out of balance.
Our world is under siege!
9
00:02:06,559 --> 00:02:08,322
I don't believe it!
10
00:02:08,995 --> 00:02:13,625
That's right, runt! Ain't life just special?
11
00:02:14,234 --> 00:02:15,531
(SHOUTS)
12
00:02:15,568 --> 00:02:16,626
(GROANS)
13
00:02:16,903 --> 00:02:18,336
(GRUNTING)
14
00:02:20,940 --> 00:02:22,168
(SHOUTING)
15
00:02:22,842 --> 00:02:24,605
(BOTH GRUNTING)
16
00:02:25,278 --> 00:02:30,113
All right, who's out there?
Come out now and you won't get hurt!
17
00:02:30,183 --> 00:02:31,445
(HEAVY THUDDING)
18
00:02:33,019 --> 00:02:34,043
JUBILEE: Huh?
19
00:02:34,254 --> 00:02:35,278
(JUBILEE SCREAMS)
20
00:02:37,490 --> 00:02:38,514
(GASPS)
21
00:02:38,725 --> 00:02:39,783
(GRUNTING)
22
00:02:42,162 --> 00:02:43,993
(LAUGHING EVILLY)
23
00:02:44,097 --> 00:02:45,121
(SCREAMS)
24
00:02:45,732 --> 00:02:50,032
What sorcery is this? No, please!
25
00:02:51,204 --> 00:02:52,535
Begone!
26
00:02:54,007 --> 00:02:55,031
No.
27
00:02:55,108 --> 00:02:58,839
- JEAN: Scott, help me!
- Care to join her?
28
00:03:00,180 --> 00:03:02,375
(GROANING) Must save them.
29
00:03:02,582 --> 00:03:04,675
(LAUGHING)
30
00:03:11,491 --> 00:03:13,288
They're all gone!
31
00:03:16,896 --> 00:03:19,694
Gone? Hank, what's he talking about?
32
00:03:19,732 --> 00:03:22,223
Why can't we wake him
from his nightmare?
33
00:03:22,302 --> 00:03:25,135
How could a slight concussion
do all this?
34
00:03:25,171 --> 00:03:28,436
This is an unaccountable
biological condition.
35
00:03:28,508 --> 00:03:31,341
The Professor appears to be
in no physical pain,
36
00:03:31,377 --> 00:03:33,072
yet he is weakening steadily.
37
00:03:33,146 --> 00:03:35,341
As with the most powerful hypnosis,
38
00:03:35,381 --> 00:03:38,873
his mind is telling him
that he's gravely hurt.
39
00:03:38,952 --> 00:03:42,319
Are you saying that something
can manipulate Xavier's mind?
40
00:03:42,388 --> 00:03:44,686
He's the most powerful psychic
on Earth!
41
00:03:44,757 --> 00:03:47,089
Jean, can't you
contact him telepathically?
42
00:03:47,126 --> 00:03:49,253
I've tried. I can't get through!
43
00:03:49,295 --> 00:03:54,198
XA VIER: Oh, Jean, Scott, Jubilee!
I couldn't save them!
44
00:03:54,267 --> 00:03:55,495
(MONITOR BEEPING RAPIDLY)
45
00:03:55,535 --> 00:03:57,560
Beast! Those readings
are getting worse!
46
00:03:57,637 --> 00:04:01,095
- Professor!
- BEAST: Charles, can you hear us?
47
00:04:02,942 --> 00:04:05,775
XA VIER: I... I know this place.
48
00:04:06,779 --> 00:04:11,478
Charles, you finally decided to join us.
How lovely.
49
00:04:11,551 --> 00:04:12,779
Mother!
50
00:04:13,920 --> 00:04:17,048
Is this a dream? How can you be here?
51
00:04:17,890 --> 00:04:21,121
- Where am I?
- This is your home, Charles.
52
00:04:21,194 --> 00:04:22,593
Don't you remember?
53
00:04:22,629 --> 00:04:26,895
Yes, of course. But it has been so long.
54
00:04:27,667 --> 00:04:32,127
- And I have missed you so much.
- Yes, my darling boy.
55
00:04:32,705 --> 00:04:38,007
I've missed you as well.
But now we can be together, forever.
56
00:04:38,077 --> 00:04:43,811
After I lost you,
I thought I would never see you again.
57
00:04:43,883 --> 00:04:45,441
But what about my X-Men?
58
00:04:45,518 --> 00:04:49,784
Don't worry, Charles. They're here, too.
59
00:04:49,822 --> 00:04:54,350
- She's right, Professor.
- Scott! I do not believe it!
60
00:04:54,394 --> 00:04:58,524
That life of contention and strife
is behind us now, Charles.
61
00:04:58,598 --> 00:04:59,792
XAVIER: Storm!
62
00:05:01,100 --> 00:05:04,627
Yeah, Professor.
And this place is great! No Sentinels!
63
00:05:05,338 --> 00:05:10,571
You are all so real!
Yet, how can this be?
64
00:05:10,643 --> 00:05:12,611
It's up to you, Chuck.
65
00:05:12,679 --> 00:05:16,581
You don't have to worry
about us any more. Let it go.
66
00:05:16,649 --> 00:05:18,116
I don't know.
67
00:05:18,718 --> 00:05:25,248
To be with you, all of you,
no more struggle, it would be so easy.
68
00:05:26,192 --> 00:05:31,061
Yes! I feel so light! So free!
69
00:05:31,130 --> 00:05:35,931
SHADOW KIN G: Let go.
The universe will be yours.
70
00:05:36,002 --> 00:05:37,094
XAVIER: Yes.
71
00:05:38,304 --> 00:05:39,430
(MONITOR BEEPING)
72
00:05:39,472 --> 00:05:41,099
BEAST: His readings are
dropping again!
73
00:05:41,174 --> 00:05:44,302
Beast! You're a doctor, do something!
74
00:05:44,344 --> 00:05:48,508
- We're losing him!
- Jean! Try your psychic powers again!
75
00:05:48,548 --> 00:05:51,881
Professor, we need you! Don't give up!
76
00:05:52,285 --> 00:05:56,551
Speak to me, please, please, please.
77
00:05:57,290 --> 00:05:59,724
We need you,
we need you, we need you,
78
00:05:59,759 --> 00:06:03,126
- we need you, we need you...
- Wait! That sounds like Jean.
79
00:06:04,430 --> 00:06:06,091
But where is she?
80
00:06:06,165 --> 00:06:11,467
SHADOW KIN G: Ignore her,
come towards me, Charles.
81
00:06:12,238 --> 00:06:13,603
JEAN: Professor... Professor...
Professor.
82
00:06:13,639 --> 00:06:17,234
SHADOW KIN G: Come to me,
and find rest.
83
00:06:17,643 --> 00:06:21,101
XAVIER: I know you, but how?
84
00:06:21,180 --> 00:06:27,517
- SHADOW KIN G: You don't. You can't.
- But I must remember.
85
00:06:27,720 --> 00:06:29,517
A small bag, please.
86
00:06:29,922 --> 00:06:31,253
(MONKE Y CHATTERING)
87
00:06:32,291 --> 00:06:34,350
XAVIER: What in the world.
88
00:06:34,727 --> 00:06:36,718
(STORM LAUGHING)
89
00:06:40,366 --> 00:06:41,890
XAVIER: The little imp!
90
00:06:49,175 --> 00:06:52,338
XA VIER: All right, little one,
hand me back my wallet.
91
00:06:52,412 --> 00:06:53,674
(GASPS)
92
00:06:56,716 --> 00:06:59,947
SHADOW KIN G: Well done, sir.
XA VIER: Who are you?
93
00:06:59,986 --> 00:07:03,581
SHADOW KIN G: I have not met another
with psychic powers such as my own.
94
00:07:03,656 --> 00:07:07,251
Join me at my table
in the restaurant behind you.
95
00:07:08,094 --> 00:07:12,394
That is the one.
I beg of you, sir, come in.
96
00:07:13,366 --> 00:07:17,393
So, you do not approve
of the way I do business.
97
00:07:17,437 --> 00:07:21,533
Using children to steal?
No, I do not agree with that.
98
00:07:21,607 --> 00:07:23,802
The little brat thought you were human.
99
00:07:23,843 --> 00:07:27,108
Normally I would not steal
from a fellow mutant.
100
00:07:27,146 --> 00:07:30,912
A thief is a thief, no matter the victim.
101
00:07:30,950 --> 00:07:36,115
I must disagree. Non-mutants
are hopelessly stupid creatures.
102
00:07:36,155 --> 00:07:39,613
They deserve
our most egregious exploitation.
103
00:07:39,692 --> 00:07:45,631
Why am I reliving these memories?
You are the Shadow King!
104
00:07:45,698 --> 00:07:47,563
(GROANING)
105
00:07:51,270 --> 00:07:53,670
We met 20 years ago!
106
00:08:00,813 --> 00:08:04,681
We fought on the astral plane
where the greatest telepaths go.
107
00:08:07,920 --> 00:08:09,649
I battled to save Storm
108
00:08:09,689 --> 00:08:12,886
and all the children of Cairo
from this madman.
109
00:08:12,925 --> 00:08:15,758
I proved to be the stronger of the two.
110
00:08:15,795 --> 00:08:16,887
(SCREAMING)
111
00:08:16,929 --> 00:08:21,025
And I've kept you there all this time,
using my psychic powers.
112
00:08:21,100 --> 00:08:23,159
I was young. I had never met a mutant
113
00:08:23,202 --> 00:08:27,036
who possessed such merciless cruelty
as the Shadow King.
114
00:08:27,073 --> 00:08:30,236
I knew the human race
must be protected
115
00:08:30,276 --> 00:08:32,107
from such creatures.
116
00:08:34,881 --> 00:08:36,542
(EVIL LAUGHTER)
117
00:08:50,463 --> 00:08:55,059
So, I formed the X-Men. My X-Men.
118
00:09:00,406 --> 00:09:02,704
Individuals dedicated to the belief
119
00:09:02,775 --> 00:09:07,803
that mutants and humans
can and must co-exist peacefully.
120
00:09:17,223 --> 00:09:22,820
SHADOW KIN G: No, they are gone.
And your dream has been destroyed.
121
00:09:22,895 --> 00:09:23,919
(LAUGHS)
122
00:09:24,730 --> 00:09:27,198
There are no more X-Men.
123
00:09:27,900 --> 00:09:31,028
It can't be true! I just saw them!
124
00:09:31,103 --> 00:09:34,129
SHADOW KIN G: In your world,
you saw them destroyed.
125
00:09:34,173 --> 00:09:36,971
If you would like to see
your lost loved ones again,
126
00:09:37,009 --> 00:09:38,636
come to me.
127
00:09:38,678 --> 00:09:43,411
Let go. Lose yourself in me.
128
00:09:43,449 --> 00:09:46,509
Be at peace.
129
00:09:53,092 --> 00:09:57,927
This defies all my medical experience!
He is slipping once more!
130
00:09:59,732 --> 00:10:00,824
Don't leave us!
131
00:10:01,167 --> 00:10:03,658
JEAN: Professor, where are you?
132
00:10:03,736 --> 00:10:09,038
Jean, I am here, on the astral plane.
Can't you sense me?
133
00:10:09,609 --> 00:10:12,635
The Shadow King
has been manipulating my mind,
134
00:10:12,678 --> 00:10:14,703
luring me away from you!
135
00:10:14,780 --> 00:10:17,749
SHADOW KIN G: Yes!
You are right, Charles.
136
00:10:17,817 --> 00:10:21,150
You are on the edge
of mortal surrender.
137
00:10:21,220 --> 00:10:24,519
And it is too late to resist me now.
138
00:10:24,557 --> 00:10:28,926
- Your mental powers are depleted.
- Never!
139
00:10:28,961 --> 00:10:32,761
I shall leave this prison as you enter it.
140
00:10:32,798 --> 00:10:37,360
Your mind held me locked here,
but that innocent blow to your head
141
00:10:37,403 --> 00:10:41,396
weakened your hold on me,
permitting me to escape.
142
00:10:41,440 --> 00:10:46,673
I will not allow it. Jean! Help me!
143
00:10:47,079 --> 00:10:50,048
Hank! He spoke to me!
He asked for help!
144
00:10:50,082 --> 00:10:51,276
What sort of help?
145
00:10:51,384 --> 00:10:56,048
I can't tell. But he seems to be
in a desperate struggle with someone.
146
00:10:56,122 --> 00:10:58,750
How can we fight what we can't see?
147
00:10:58,824 --> 00:11:00,917
- Jean!
- Professor!
148
00:11:00,960 --> 00:11:02,621
BEAST: Raise him gently.
149
00:11:03,763 --> 00:11:07,756
We were so worried!
We thought we'd lost you.
150
00:11:07,800 --> 00:11:10,860
Yes, but now I'm back.
151
00:11:16,142 --> 00:11:17,575
(THUNDER RUMBLING)
152
00:11:29,422 --> 00:11:31,151
(THUNDER RUMBLING)
153
00:11:32,258 --> 00:11:33,316
Who's there?
154
00:11:33,359 --> 00:11:34,553
(SCREAMS)
155
00:11:34,593 --> 00:11:35,719
(GRUNTS)
156
00:11:35,995 --> 00:11:39,590
This better not be somebody's idea
of a joke!
157
00:11:39,632 --> 00:11:42,226
You're the joke, hairball!
158
00:11:43,903 --> 00:11:47,498
Who's there?
I know I heard something!
159
00:11:48,007 --> 00:11:49,065
(SCREAMS)
160
00:11:49,141 --> 00:11:53,305
Someone please stop this! Professor!
161
00:11:54,914 --> 00:11:57,109
Who is responsible for this?
162
00:11:57,183 --> 00:11:58,275
No.
163
00:11:59,085 --> 00:12:00,552
(GASPS)
164
00:12:01,821 --> 00:12:02,879
(EX CLAIMS)
165
00:12:05,524 --> 00:12:08,288
Not him! It cannot be!
166
00:12:08,527 --> 00:12:09,585
(ALARM BLARING)
167
00:12:09,662 --> 00:12:11,254
There's a security breach!
168
00:12:11,330 --> 00:12:13,628
- Everybody report in!
- What's happening?
169
00:12:13,999 --> 00:12:16,365
(BOTH GRUNTING)
170
00:12:20,573 --> 00:12:21,631
C YCLOPS ON PA: Wolverine!
171
00:12:21,841 --> 00:12:25,743
- Let me go!
- C YCLOPS: Jubilee! Storm!
172
00:12:27,413 --> 00:12:30,541
You will not get to me!
173
00:12:31,150 --> 00:12:33,948
The alarms have come
from the sleeping area,
174
00:12:34,019 --> 00:12:36,954
but strangely, there is
no physical evidence of intrusion
175
00:12:36,989 --> 00:12:38,684
or danger there.
176
00:12:39,358 --> 00:12:41,087
That's odd.
177
00:12:41,127 --> 00:12:45,188
There's a foreign life form reading
in this room!
178
00:12:45,231 --> 00:12:46,459
(SHADOW KING LAUGHING)
179
00:12:46,532 --> 00:12:48,329
Foreign life form?
180
00:12:49,602 --> 00:12:52,230
Think of me instead
as the new proprietor
181
00:12:52,271 --> 00:12:54,967
of this imperfect vessel!
182
00:12:55,574 --> 00:12:56,905
(GRUNTING)
183
00:12:57,209 --> 00:12:58,233
Huh?
184
00:12:59,445 --> 00:13:03,074
Just wait until I get my hands free!
185
00:13:03,682 --> 00:13:04,740
(GRUNTING)
186
00:13:06,051 --> 00:13:10,818
What's going on?
Professor? Anybody?
187
00:13:11,390 --> 00:13:12,687
(GRUNTS)
188
00:13:18,564 --> 00:13:20,555
What have you done with Xavier?
189
00:13:20,599 --> 00:13:23,864
Only what he once did to me.
190
00:13:23,936 --> 00:13:30,136
For more than 20 years,
I was exiled in a cold, formless prison.
191
00:13:30,209 --> 00:13:35,169
Today, I repaid the favor to the man
who put me there.
192
00:13:35,247 --> 00:13:38,080
You're not going to believe
the weird dream I just had.
193
00:13:38,117 --> 00:13:41,712
- Man, the weird dream I just had.
- STORM: They were not dreams.
194
00:13:41,754 --> 00:13:44,587
The Shadow King
has been attacking our minds.
195
00:13:44,657 --> 00:13:49,060
Storm! Little Ororo.
How I've missed you.
196
00:13:49,128 --> 00:13:50,254
(JUBILEE SCREAMS)
197
00:13:53,032 --> 00:13:54,363
(JEAN SCREAMS)
198
00:13:54,767 --> 00:13:57,964
It's only one of his illusions!
Don't be afraid!
199
00:13:58,003 --> 00:14:03,202
It will do you no good to contact him,
Jean Grey. He is mine now!
200
00:14:03,242 --> 00:14:06,939
JEAN: Come on, Professor, come on!
Professor! I know what to do!
201
00:14:11,217 --> 00:14:12,275
(JUBILEE SCREAMS)
202
00:14:20,559 --> 00:14:24,586
Jean, if we fail,
we shall both be stranded here!
203
00:14:24,630 --> 00:14:28,828
We will not fail, Professor.
You have taught me too well.
204
00:14:28,868 --> 00:14:30,802
I pray you are right.
205
00:14:30,836 --> 00:14:35,398
My only hope is that our two minds
are powerful enough to set me free.
206
00:14:35,875 --> 00:14:38,742
I say we do a Shadow King-ectomy!
207
00:14:40,312 --> 00:14:43,076
Are you crazy? Just put them away!
208
00:14:43,115 --> 00:14:45,743
Although any assault
would weaken the Shadow King,
209
00:14:45,784 --> 00:14:49,276
it would also permanently damage
Professor Xavier's body.
210
00:14:49,321 --> 00:14:52,313
The ultimate protection, gentlemen.
211
00:14:52,358 --> 00:14:56,021
A beloved hostage
that never leaves my side.
212
00:15:03,669 --> 00:15:08,629
No! I know what you are doing, Xavier!
213
00:15:08,674 --> 00:15:11,165
I will not let it happen!
214
00:15:13,479 --> 00:15:16,004
BEAST: It is up to Jean
and the Professor now.
215
00:15:16,081 --> 00:15:18,777
As the struggle begins
on the astral plane,
216
00:15:18,851 --> 00:15:20,478
we can only wait and hope.
217
00:15:22,721 --> 00:15:25,417
SHADOW KIN G: You are a fool
to confront me, Jean!
218
00:15:25,491 --> 00:15:27,425
Even with Xavier's help!
219
00:15:27,459 --> 00:15:29,859
Your little student cannot protect you.
220
00:15:29,929 --> 00:15:33,592
Perhaps she may console you
in your lifelong imprisonment!
221
00:15:33,999 --> 00:15:35,193
(BOTH SCREAM)
222
00:15:36,635 --> 00:15:40,230
Now I shall make both of you
feel the cold helplessness
223
00:15:40,272 --> 00:15:42,433
of astral plane exile!
224
00:15:42,474 --> 00:15:48,310
The endless void! No touch, no taste!
Not living, but never at rest!
225
00:15:52,351 --> 00:15:54,216
Jean! Stay with me!
226
00:15:55,554 --> 00:15:57,385
I understand, Professor.
227
00:15:57,423 --> 00:16:02,827
When we are done here,
I shall emerge in your world, Charles,
228
00:16:02,861 --> 00:16:09,061
using your body to spread chaos
throughout a planet you long to heal!
229
00:16:09,101 --> 00:16:12,628
You shall be forever frozen
in emptiness!
230
00:16:15,441 --> 00:16:17,068
XAVIER: Fight him, Jean!
231
00:16:20,913 --> 00:16:24,474
- No!
- XAVIER: Fight him! Use your mind!
232
00:16:24,516 --> 00:16:26,711
Not this time!
233
00:17:04,857 --> 00:17:06,347
(SCREAMS)
234
00:17:08,027 --> 00:17:10,086
XAVIER: Focus all your powers!
235
00:17:10,162 --> 00:17:14,098
SHADOW KIN G: No!
You cannot deny me!
236
00:17:14,166 --> 00:17:17,567
(STRAINING) He's too strong!
237
00:17:17,636 --> 00:17:21,800
Stay with me, Jean!
Together we can do it!
238
00:17:24,710 --> 00:17:26,007
(SCREAMS)
239
00:17:26,311 --> 00:17:27,369
(XAVIER SCREAMING)
240
00:17:27,713 --> 00:17:28,771
(JEAN SCREAMING)
241
00:17:29,415 --> 00:17:34,182
If I must go back, Xavier,
I will not go alone!
242
00:17:43,629 --> 00:17:45,062
(SCREAMING)
243
00:17:52,237 --> 00:17:57,004
Thank you. It's done.
Now let's go home.
244
00:18:01,814 --> 00:18:03,839
JUBILEE: I hope that's good news.
245
00:18:03,916 --> 00:18:08,785
I can hardly believe it!
I think we are home!
246
00:18:08,821 --> 00:18:10,379
Excellent news!
247
00:18:13,292 --> 00:18:15,726
- Scott?
- That's right, sweetheart.
248
00:18:15,794 --> 00:18:17,887
I've got you. Everybody's safe.
249
00:18:17,963 --> 00:18:21,865
I'd sure like to know
what the heck just happened.
250
00:18:21,900 --> 00:18:25,301
Wolverine, the Shadow King
just reminded us
251
00:18:25,337 --> 00:18:27,805
that it is only through eternal vigilance
252
00:18:27,873 --> 00:18:31,570
that destructive powers
such as his are kept at bay.
253
00:18:31,610 --> 00:18:34,511
A moment's weakness,
and he will return.
254
00:18:34,546 --> 00:18:38,744
- Yet, he also gave me a priceless gift.
- Gift?
255
00:18:38,784 --> 00:18:45,280
Yes, he forced me to think through
why I formed the X-Men
256
00:18:45,357 --> 00:18:49,453
and why we fight for our ideals
and for each other.
257
00:18:49,495 --> 00:18:55,467
In short, why I live.
For that, I will always be grateful.
258
00:19:03,142 --> 00:19:06,543
Well, make your move, tough guy.
259
00:19:06,578 --> 00:19:10,639
Another time, short stuff,
when I'm in the mood!
260
00:19:10,716 --> 00:19:13,412
ROGUE: I see it, and I don't believe it.
261
00:19:13,452 --> 00:19:15,443
- Do we follow?
- No, Scott.
262
00:19:15,521 --> 00:19:18,718
He chose not to continue his attack.
263
00:19:18,790 --> 00:19:21,520
I believe that is his way
of saying thank you.
264
00:19:21,570 --> 00:19:26,120
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