FILM · 2006 · USA
X-Men: The Last Stand
- Directed by
- Brett Ratner
- Runtime
- 104 min
- Studio
- The Donners' Company, 20th Century Fox, Marvel Entertainment
175 archived facts 8 topics 1 source Last reviewed Sep 2026
When a cure is found to treat mutations, lines are drawn amongst the X-Men led by Professor Charles Xavier, and Magneto's Brotherhood of Mutants.
Summary: TMDB
All facts (175)
- #001
Rebecca Romijn's (Mystique) and James Marsden's (Cyclops) roles were significantly reduced once the film entered production, and both actors had previously experienced scheduling conflicts.
- #002
Contains a major spoiler — show
The final scene was meant to show Magneto regaining his powers while playing chess with a stranger, whom he discovers is Professor Xavier in another man's body. Neither actor was available to shoot their scenes together, so two separate scenes were filmed instead and separated by the credits.
- #003
With a budget of 210 million dollars, the film surpassed King Kong (2005), which cost 207 million dollars, to become the most expensive film ever made at that time.
- #004
Kelsey Grammer was so eager to play Beast that he agreed to audition. It was the first time in more than twenty years that Grammer had auditioned.
- #005
While Bryan Singer was attached to direct, he and writers Dan Harris and Michael Dougherty wrote a treatment based solely on the X-Men story "The Dark Phoenix Saga." The late Jean Grey returns as a new, more destructive personality called The Phoenix. She was to be led to the Hellfire Club by its telepathic leader Emma Frost (Sigourney Weaver was envisioned for the role). A three-way battle unfolds between the Club, which wants to take over the world, the X-Men, who want to save their comrades, and Magneto's Brotherhood, which wants the Phoenix for its own plans. In the end, Jean kills herself to save everyone, but her spirit lives on and becomes a divine being, which Dougherty compared to the star child in 2001: A Space Odyssey (1968).
- #006
For the de-aging effect in the opening, Sir Patrick Stewart and Sir Ian McKellen gave visual effects artists pictures of themselves as younger men so that the "Lola" computer program could make them look younger. It was the first film to use the de-aging method.
- #007
(At about 1 hour 18 minutes) Beast's famous line "Oh my stars and garters!" is used in the film, largely at the insistence of executive producer Kevin Feige.
- #008
Contains a major spoiler — show
Magneto's and Professor X's final scenes (Magneto discovers his powers have returned, Professor X reveals he survived) were not in the script and were filmed in secret. Sir Ian McKellen and Sir Patrick Stewart admitted they did not know whether their scenes would make the final cut.
- #009
In an interview conducted in June 2009, Bryan Singer admitted he regretted turning down directing this film in favor of Superman Returns (2006), confessing that he recognized his mistake "before watching it (the third X-Men film), while watching it and after watching it."
- #010
The wire work Halle Berry performed for the tornado was so nauseating that she vomited during one scene, and the crew had to bring her buckets before shooting the fight scenes.
- #011
(At about 2 minutes) X-Men creator and longtime X-Men writer appear as Jean Grey's neighbors in the opening scene. They are credited as "Waterhose Man" and "Lawnmower Man," respectively. (Claremont created the "Dark Phoenix Saga" in the X-Men comics, which formed the basis of the Jean Grey and Phoenix story in this film.)
- #012
Nightcrawler was to have a small role in this film. Alan Cumming, who played Nightcrawler in X2: X-Men United (2003), was going to reprise the role despite being uncomfortable with the prosthetic makeup he had to wear for it. However, the cameo was so short that the producers felt the long and costly makeup process was not worth the trouble, so they cut him from the film. The video game X-Men: The Official Game (2006) explains that Nightcrawler left the X-Men because he did not appreciate their action- and violence-filled lives.
- #013
Halle Berry initially decided not to reprise the role of Storm in this film, citing the lack of character development in the previous two installments and her tense relationship with Bryan Singer. After Singer's departure, however, Berry, who had suffered a major box office flop with Catwoman (2004), agreed to return on the condition that her role be expanded. As a result, Storm replaces Cyclops and Professor Xavier as the X-Men's team leader in this film (which is consistent with the comics, where Storm served as team leader for a time in Xavier's absence).
- #014
Contains a major spoiler — show
Cyclops appears on screen for a total of four minutes and forty seconds. Cyclops was the main character of the Phoenix and Dark Phoenix storylines in the X-Men comics.
- #015
A reflective, form-fitting suit was created for Daniel Cudmore to wear as Colossus. It was considered a cheaper move than animating Colossus's powers with CGI, as seen in X2: X-Men United (2003) and again in Deadpool (2016) and Deadpool 2 (2018).
- #016
Famke Janssen extensively researched dissociative identity disorders and split personalities to make her performance as the Jean Grey and Phoenix duality convincing.
- #017
Contains a major spoiler — show
(At about 1 hour 29 minutes) Magneto's fate is to become a non-mutant human, and Wolverine's dismissive remark ("I'm…" "One of them?") is a homage to the X-Men story "House of M", which ends with Magneto being turned human and Wolverine stating he deserved "every second of his crap sapien life."
- #018
Contains a major spoiler — show
Kelsey Grammer went so far as to make a last-minute secret reprisal in X-Men: Days of Future Past (2014), saying Beast was one of his favorite roles of his career.
- #019
Contains a major spoiler — show
Twentieth Century Fox studio heads Tom Rothman and James Gianopulos argued over Rogue's final scenes. Since she had taken the "cure", Rothman wanted her to kiss Bobby Drake passionately, while Gianopulos wanted her only to hold his hand. The two executives screened the film for their daughters and the studio's female marketing executives, and hand-holding won: Gianopulos noted that "was all about sex, and they didn't want that."
- #020
Contains a major spoiler — show
One of the reasons Rogue disappears to take the mutant "cure" was Anna Paquin's limited availability. While shooting this film, she was also filming The Squid and the Whale (2005).
- #021
Contains a major spoiler — show
Twentieth Century Fox initially intended this to be the last X-Men film featuring any of the original cast, forming a trilogy akin to the Star Wars film series alongside possible spin-offs based on individual characters in the series, beginning with X-Men Origins: Wolverine (2009). Late in post-production the studio reversed this intention, and Brett Ratner rearranged and reshot scenes to make the film more open-ended. After mixed reviews and box office for X-Men Origins: Wolverine (2009) and the troubled development of a Magneto origin film, Twentieth Century Fox made several failed attempts to develop a fourth film before deciding to reboot the series with X-Men: First Class (2011) and later X-Men: Days of Future Past (2014), which used time travel to eliminate unsuitable elements of the past continuity.
- #022
Gambit was to appear in this film as Rogue's love interest and Iceman's rival, much as Kitty Pryde was to be Rogue's rival for Iceman's affection. He was cut due to the already large character roster. Keanu Reeves, Channing Tatum and Josh Holloway were considered for the role. Gambit instead appeared in X-Men Origins: Wolverine (2009), played by Taylor Kitsch. Tatum would later play Gambit in a standalone film, but the project remained in development hell for years before being cancelled in 2019 following Disney's acquisition of 20th Century Fox. Tatum finally played Gambit in Deadpool & Wolverine (2024).
- #023
Throughout the film Storm and Callisto are in constant battle. In the comics, Storm and Callisto fought for leadership of Callisto's gang, the Morlocks.
- #024
Contains a major spoiler — show
Anna Paquin and producer Lauren Shuler Donner were among those involved in this film who were unhappy with the idea of Rogue taking the mutant "cure".
- #025
Contains a major spoiler — show
Although James Marsden was unavailable because he was filming Superman Returns (2006) at the same time as this film, Twentieth Century Fox had always planned for Jean Grey to kill Cyclops in this film. Zak Penn discussed Cyclops's absence from the film in Q&A events with fans and on the message boards of the now-closed website The X-Verse, and while the film was being made he could only tell fans that they would be disappointed if they expected to see more Cyclops. Penn would later say, after the film's release, that he and co-writer Simon Kinberg fought Fox not to kill Cyclops, but the studio insisted the character die to create a more emotional impact. The decision to kill Cyclops drew heavy backlash from fans and moviegoers, and fans still debate whether the character is truly dead, since his death is not shown on screen and neither Storm nor Wolverine bothers to look for him when they find Jean alone at Alkali Lake.
- #026
When Famke Janssen first took on the role of Jean Grey in X-Men (2000), the possibility of playing the Dark Phoenix story excited her. She was not happy with the way it was portrayed in this film.
- #027
The Marvel promotional logo consists entirely of X-Men images related to the events of this film.
- #028
One of the opening scenes, in which young Angel tries to cut off his wings, was one of several legacies left by Matthew Vaughn when he was selected to direct.
- #029
With the appearance of Beast (despite his being in X2: X-Men United (2003)) and Angel, the original X-Men team founded in 1963 (Professor X, Cyclops, Phoenix, Beast, Iceman, Angel) all appear in this film, though not all together.
- #030
Contains a major spoiler — show
As in the original script, the Golden Gate Bridge sequence was in the middle of the film. Because the facility was to be reimagined as a special mutant prison, Magneto was to move it to Alcatraz Island to free Mystique. The final battle was to take place in Washington, D.C., which would host Worthington Laboratories. Magneto's plan would therefore have been twofold: to destroy the "cure" and to seize control of the White House. However, when Brett Ratner signed on to direct, he decided that moving the bridge scene to the end would create a more dramatic climax, and so the script was rewritten so that Alcatraz became the Worthington Laboratories facility.
- #031
After seeing the film, Brian Singer said he would have done it differently. Feeling that the X-Men needed to be stronger and faster to save Jean, he said he could have had a devastated Cyclops build the Danger Room. He also said he would have had Phoenix go on a worldwide mission to free trapped mutants and save them.
- #032
For the opening flashback, visual effects experts created a special program enabling "digital skin-grafting": using old photographs of Sir Patrick Stewart and Sir Ian McKellen, complex key framing (dissolving one image into another, for example transforming older actors into younger-looking versions) was applied to the scene to make them look twenty years younger.
- #033
Contains a major spoiler — show
Colossus was intended to have a much larger presence, including a fight scene with Magneto in which he throws both Juggernaut and Colossus while armored. Almost his entire role was cut, and he appears mostly as a background character with only one line of dialogue in the whole film. The idea of Colossus fighting Juggernaut was finally used in Deadpool 2 (2018).
- #034
Before Bryan Singer left the project, his plans for the film were to foreground the plot of Jean Grey's resurrection and to introduce the characters Emma Frost and Gambit. Singer wanted Sigourney Weaver to play Frost and Keanu Reeves to play Gambit.
- #035
The maneuver in which Colossus catches Wolverine and throws him at something, spinning around several times to build up speed, is known as the Fastball Special and is an iconic move in the X-Men saga. The Fastball Special in this film is based on John Cassaday's "Amazing X-Men" #6.
- #036
At around the 19th minute, the tattoo number on Magneto's arm is 214782. This indicates that he is a survivor of the Auschwitz-Birkenau Nazi concentration camp complex.
- #037
Contains a major spoiler — show
In this film, Bolivar Trask serves as Secretary of the Department of Homeland Security. In the comics he was a scientist and an Agent responsible for the creation of the Sentinel robots. Against continuity, the character reappeared in X-Men: Days of Future Past (2014), set in the 1970s, this time portrayed by Peter Dinklage.
- #038
At the time of its release, this was the most financially successful of the X-Men films. It was later surpassed by X-Men: Days of Future Past (2014).
- #039
Angel's wings were initially too heavy for Ben Foster and were rebuilt from foam.
- #040
Matthew Vaughn was hired in March 2005. Vaughn cast Kelsey Grammer as Beast (Dr. Hank McCoy) and Vinnie Jones as Juggernaut (Cain Marko), and also conceptualized several scenes for the film. However, he could not go further because family problems forced him to leave the shoot. Vaughn was also wary of Twentieth Century Fox wanting to speed up the production: "I didn't have the time to make the film I wanted to make. I had a vision of how it should be, and I wanted to make sure I made a film as good as X2: X-Men United (2003), and I knew there was no way that was going to happen." However, Vaughn's ideas and the casting of Grammer and Jones remained in the final film.
- #041
At around the 9th minute, in his first scene, Dr. McCoy is seen reading an issue of "Scientific American Magazine" whose cover story is "Tracking Mutations." The issue is a real one, published in October 2005.
- #042
Before this film's release, a laptop containing a rough copy of the film was reported stolen from the Twentieth Century Fox lot in Los Angeles, California. Although the footage was never leaked, all cars entering and leaving the studio were searched in detail for a week after the reported theft.
- #043
According to visual effects supervisor John Bruno, about $35 million (one sixth of the budget) was spent on the Golden Gate scene. This involved building a full-scale section of the bridge roughly the size of a basketball court (ninety-four feet) and then using computer-generated imagery for the rest of the bridge and the background.
- #044
Mystique's yellow eyes are CGI, unlike the yellow contact lenses that Rebecca Romijn found very uncomfortable in X-Men (2000).
- #045
Because all the actors and actresses had signed on for only two films, new contracts had to be made for all of them.
- #046
Contains a major spoiler — show
Cyclops's (James Marsden) death depended on Marsden's availability, as Bryan Singer had decided to make Superman Returns (2006). The studio considered killing him off-screen with a line of dialogue, but Simon Kinberg and Zak Penn insisted that Jean be seen killing him in order to emphasize their relationship.
- #047
Ben Foster (Angel) is actually afraid of heights.
- #048
Contains a major spoiler — show
The first draft of the script leaked onto the internet in June 2005, during Matthew Vaughn's brief stint as director. The script contained significant deleted scenes and characters, including a sequence in which Rogue and Beast enter Worthington Laboratories to further explore the "cure" serum, taken directly from Joss Whedon's "Gifted" story, and a sexual relationship between Storm and Wolverine. This draft also included the character Cecilia Reyes, a mutant scientist and rival of Dr. Kavita Rao. Somewhat ironically, Shohreh Aghdashloo had taken the role of Reyes before the character was cut, and the actress took the role of Rao instead. This version of the script also fueled the discussion about the reduced screen time of Cyclops, Mystique and Professor X. Brett Ratner ordered several major changes in editing to combat the negative rumors surrounding the film and shot several new scenes to leave the film more open-ended, allowing for future sequels. Initially Cyclops was to die on screen, killed by Jean Grey; Professor X's death and Mystique's loss of her powers were to be definitive. Ratner re-edited Cyclops's scene to only imply his death, leaving the character the potential to return in future sequels, and added the post-credits tag in which Moira MacTaggart discovers that Xavier's mind has been transferred into a different body. Scenes in which Jean Grey's grave explodes in a fireball, implying her resurrection, and a scene in which Mystique plays chess with Magneto and offers him a drug that would restore his powers were also written into the script but not shot.
- #049
In the comics, Jean Grey's original costume (Marvel Girl) was green and gold, and she kept this color scheme when she became Phoenix. When Jean transformed into Dark Phoenix, the colors of her outfit changed to red and gold. In this film, Phoenix wears a red dress from the moment she appears at Jean Grey's home. The red dress reflects the Dark Phoenix personality, the story by which this film is largely influenced.
- #050
Summer Glau auditioned for the role of Kitty Pryde. She turned to Joss Whedon, who had cast her in Firefly (2002) and Serenity (2005), for advice because she knew he was a big X-Men fan (Whedon had based the character of Buffy the Vampire Slayer (1997) on Kitty), unaware that he had written "Astonishing X-Men" issues for Marvel, particularly the "Gifted" story about the mutant cure. The audition script turned out to be pages from Whedon's "Astonishing X-Men" #5.
- #051
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The producers intended Professor Xavier's death to be a dramatic turning point. Simon Kinberg and Zak Penn were initially cautious about killing Xavier, but later liked the idea and said it paralleled the ending of Star Trek II: The Wrath of Khan (1982). However, to keep Xavier in the X-Men series, they wrote the post-credits scene in which Dr. MacTaggert discovers Charles's mind in the body of the comatose man (P. Xavier).
- #052
At around 1 hour 22 minutes, Cain Marko's line "Don't you know who I am? I'm the Juggernaut, bitch!" was inspired by a popular web parody film that used scenes from X-Men (1992). Throughout the parody, the Juggernaut character repeatedly says, "I'm the Juggernaut, bitch!" According to wikipedia.com, Brett Ratner has a link to this parody on his own website. (Whether the parody was inspired by a misheard line from an old X-Men video game is irrelevant to this film's use of the line, since it is clearly a homage to the web parody.)
- #053
X-Men: The Last Stand was the first film in the X-Men series to include a mid-credits scene. Every subsequent film except Logan (2017) features a mid-credits and/or post-credits scene.
- #054
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A Danger Room facility was also planned for earlier films but was cancelled due to budget concerns. It finally appears in this film and again in X-Men: Apocalypse (2016).
- #055
During the period when Matthew Vaughn was likely to direct, Jason Flemyng was considered to play Beast. Vaughn instead cast him as Azazel in X-Men: First Class (2011).
- #056
Contains a major spoiler — show
In this film Moira MacTaggert is a doctor rather than a CIA agent. The agent seen in X-Men: First Class (2011) and X-Men: Apocalypse (2016) is also a romantic interest of Professor X. In this film's post-credits scene, Dr. MacTaggert tends to a patient with no conscious brain activity although the rest of his body is intact. The DVD commentary explains that this brain-dead man is P. Xavier, Charles Xavier's twin brother, and that Charles, while in the womb, was affected by his psychic abilities and caused his brain death. After Jean kills him, his body and mind are suddenly taken over by the Professor, and he can be heard saying "Hello Moira" in Charles's voice, which the startled Moira recognizes. Earlier in the film, Charles had used P. Xavier as part of his lesson and discussed the ethics of a psychic mutant transferring his consciousness into another person's body. Here it is clearly implied that he has done exactly that.
- #057
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The design of Cyclops and Jean Grey's gravestones is taken from the X-Men story "Days of Future Past," where the X-Men's gravestones have a similar decoration (an X symbol bearing the member's name below).
- #058
Simon Kinberg and Zak Penn, who had only seven months to write the script, finished the first eighty pages in just one week, and were then horrified when it leaked online and caused a great stir among fans.
- #059
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The Worthington Labs building in San Francisco Bay (where Angel breaks free and flies away) is actually the Sheraton Hotel Wall Center in Vancouver, British Columbia. In a notable coincidence, it stands directly across from St. Andrew's Wesley Church, the church where Jean and Storm find Nightcrawler in X2: X-Men United (2003).
- #060
The character Leech appears as a small green child rather than the normal-looking human boy of the comics.
- #061
Bryan Singer was in the middle of a three-film deal with Twentieth Century Fox that began with X2: X-Men United (2003) and wanted to make X-Men 3, but he and Fox could not reach an agreement. During this period Warner Brothers offered him the chance to direct Superman Returns (2006) immediately. Singer informed Fox that he would take the opportunity and still wanted to return to direct X-Men 3. As a result his deal was terminated, and Matthew Vaughn briefly joined the production before stepping back. Brett Ratner had been a finalist for the director's chair on X-Men (2000) and had experience turning a rushed production into a successful film with Rush Hour (1998).
- #062
The sequence in which Magneto tears off the end of the Golden Gate Bridge and moves it toward Alcatraz was based on "New X-Men" #147, in which he does the same with the Manhattan and Brooklyn Bridges.
- #063
It grossed 123 million dollars domestically over the Memorial Day weekend, more than any film up to that time, beating The Lost World: Jurassic Park (1997) and its 90 million dollars.
- #064
Most of the actors and actresses performed their own stunts.
- #065
Kitty Pryde was named after a real person, a former classmate of X-Men writer John Byrne. On the release of X-Men (2000), reporters tracked Pryde down in Calgary to interview her about the film (she has since changed her name to K. D. Pryde and says she appreciates the comics but wants to be known as more than the namesake of a hero). The comic-book Pryde appears in the X-Men series but is played by different actresses (Sumela Kay, Katie Stuart in X2: X-Men United (2003) and Elliot Page) and has a significant role only in this film and X-Men: Days of Future Past (2014).
- #066
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The Sergeant oversees the defensive preparations before the Brotherhood attacks Alcatraz. Ermey was known for playing military characters perfectly, as he was a United States Marine Corps Drill Instructor ("DI").
- #067
The ice-skating scene with Bobby Drake and Kitty Pryde was initially a few seconds longer and ended with them actually kissing while Rogue watched. Although this would have added a layer to Rogue's later speech about wanting the ability to kiss someone, director Brett Ratner decided to cut the part anyway, mainly because he felt that the then 18-year-old Elliot Page (as Kitty Pryde) "looks like a 12 year old!" and that this made everything largely inappropriate, as he stated in the DVD commentary.
- #068
(At about 1 hour 8 minutes) A line in which the President says that "Hell hath no fury like a woman scorned" originally comes from The Mourning Bride (1697) by William Congreve (an English playwright and poet who lived from 24 January 1670 to 19 January 1729), and he says: "Heaven has no rage like love to hatred turned, Nor hell a fury like a woman scorned."
- #069
Matthew Vaughn was supposed to direct the film. However, in a 2023 interview he said he quit after speaking with the Fox Studios executive who had prepared a fake script for the film to persuade Halle Berry to reprise the role of Storm. The script had more scenes featuring Berry's character, and they planned to abandon it once she returned. Berry had not yet signed on to return to the film, and Vaughn read the script, which opened with a scene of Storm saving some African children from starvation. Vaughn was so disgusted by this tactic that he left the film.
- #070
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Body count: two hundred.
- #071
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The Danger Room sequence presents a scenario of a war-ravaged world filled with mutant-hunting robots (known as Sentinels). This scenario is a homage to the X-Men story "Days of Future Past," which features time travel and a future similar to what the Danger Room presents. The X-Men comic story was also the main inspiration for X-Men: Days of Future Past (2014).
- #072
Brett Ratner cast Elliot Page as Kitty Pryde after seeing Page in Hard Candy (2005). Page initially turned the role down, but agreed to take it after Ratner personally called about the script.
- #073
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Magneto's final scene with the chessboard in the park was actually shot in London, while Ian McKellen was appearing in a play there at the time.
- #074
Juggernaut is based on his appearance in the "Ultimate X-Men" comics, in which he is a natural mutant, whereas in the original Marvel comics he gained his powers from a mystical gem.
- #075
Kid Omega's portrayal in this film — an anti-human mutant and the leader of a mutant gang — is also based on the mutant Quill, who fires spikes from his body.
- #076
Callisto is a combination of her comic-book version, the leader of a mutant gang, and the mutant Caliban, who can sense other mutants.
- #077
In later years Elliot Page admitted hating making the film because of director Brett Ratner's relentless homophobic bullying. Anna Paquin confirmed this.
- #078
When Bryan Singer left the production, Hugh Jackman suggested Darren Aronofsky, who had worked with Jackman on The Fountain (2006), replace him. Joss Whedon declined to work on a Wonder Woman film (ironically, his X-Men comic "Gifted" would inspire the final film's story). Rob Bowman and Alex Proyas were considered for the job. Zack Snyder was approached but was committed to 300 (2006); Peter Berg was approached but turned the job down. Matthew Vaughn was hired in March 2005, but with the premiere date set for May 2006, Vaughn realized he could not deliver a good film in such a short time and left. The final two candidates to direct were John Moore and Brett Ratner. In the end Ratner, who had experience making successful films from rushed productions, as seen with Rush Hour (1998), was hired.
- #079
San Francisco authorities refused to allow filming on the Golden Gate Bridge.
- #080
According to writer Simon Kinberg, the plot was inspired by the X-Men stories "The Dark Phoenix Saga" (the emergence of Phoenix) and "Gifted" (the development of a "cure" for the mutant gene, which leads to debate and conflict between mutants and humans). The "Phoenix" story represented the film's main emotional theme, and the "Gifted" story was to be the political subplot.
- #081
Bryan Singer left to direct Superman Returns (2006). Ironically, Brett Ratner, who had been considered to direct that film, replaced him to direct this one.
- #082
Contains a major spoiler — show
In a scene with Professor Xavier and Ororo, three identical blonde girls appear in the background. According to writer Zak Penn, these three girls were intended to be the Stepford Cuckoos, genetically modified mutants who share a single mind and can use telepathic powers. The Cuckoos would make their official debut in The Gifted (2017).
- #083
The characters Phat and Spike, from the X-Statix comic, appear as guest characters.
- #084
After Bryan Singer, who had a difficult time making I, Robot (2004) for Twentieth Century Fox, left, Alex Proyas refused to even consider directing the film.
- #085
When Jean wakes on the examination table and grabs Logan, it is almost identical to their first encounter in the first film, in which Logan wakes and catches Jean tending to him.
- #086
Elliot Page is the only actor to play Kitty Pryde, also known as Shadowcat, in more than one film in the series. In X-Men (2000) the role was played by Sumela Kay, and in X2: X-Men United (2003) by Katie Stuart. Elliot Page appeared in this film and in X-Men: Days of Future Past (2014).
- #087
Cyclops's sunglasses are a modified version of Oakley's limited-edition "Penny" model, with a custom tint created specifically for this film. Hank McCoy also wears specially made Oakley "Why 3" glasses to match his character.
- #088
At around the 32nd minute, in Angel's first scene, Dr. Rao opens a box containing the "cure" marked with the code XM89248. Comic-book artist Jim Lee's first work was in "Uncanny X-Men" #248 (1989).
- #089
Dark Phoenix is reimagined in this film as Jean Grey's destructive, deadly second personality. In the comics it is a cosmic entity that possesses Jean and other characters. Its adaptation as dissociative identity disorder more closely resembles David Haller/Legion in the comics, which inspired Legion (2017).
- #090
Hugh Jackman was paid 5 million dollars, ten times his salary for X-Men (2000).
- #091
An unfilmed Danger Room scene showed Bobby and Kitty training and then being torn apart by supposed Sentinels, which were only erected as (projected) skeletons, as the team had seen them.
- #092
The character Arclight was originally intended to be Stacy X, a newer character from the comics. She was a mutant prostitute with the ability to control people by producing pheromones. This was in fact part of Matthew Vaughn's production.
- #093
This is one of the first films to feature the Army combat uniform, which the soldiers switch to from their woodland BDUs to guard the Alcatraz facility.
- #094
The character Callisto was given entirely new powers in the film. In the comics Callisto only had enhanced strength, speed and agility, and her main power was the ability to instantly calculate a tactical solution to any problem. The super-speed powers and the ability to detect mutants in the film appear to be a combination of Quicksilver (Magneto's son) and his comic-book ally Caliban, or Sage (both of whom can detect mutants).
- #095
If you search for the address of Xavier's School for Gifted Youngsters (1407 Graymalkin Lane, Salem Center, Westchester County, NY) on Google Earth, you will see that it is a real address. However, instead of a large mansion you will find two large barns and other farm structures.
- #096
Contains a major spoiler — show
Cameron Bright (Jimmy) is the source of the "cure" and is kept in a sterile facility and laboratory. Coincidentally, he played "six" in the film Ultraviolet (2006), where his blood was cured when he was a child and he was kept in a laboratory for testing.
- #097
One of the reasons Bryan Singer did not return to direct this film was that 20th Century Fox refused to finalize the deal because of concerns about his behavior on the set of X2: X-Men United (2003). While shooting that film, Singer had verbal conflicts with the cast and crew and had a habit of abandoning scenes on the spot or rewriting them heavily, refusing to use certain sets or demanding costly changes to them. Singer also used drugs on set that made him unreliable; his use of painkillers left him so incapacitated one day that he could not work, causing Halle Berry to leave the set in anger. The success of X2: X-Men United (2003) led Fox to informally bring Singer back to develop a third X-Men film; however, when he decided to direct Superman Returns (2006), studio head Tom Rothman was furious. Rothman then decided to rush this film into production to get Superman Returns (2006) to the screen first. Rothman succeeded by rushing the production at great expense, which had a major impact on the story. Singer had also never designed the X-Men series as a trilogy. Rothman ordered this film to end the series as it stood.
- #098
Halle Berry had to take Dramamine before the big tornado sequence.
- #099
There are rumors that Pyro returned to the school after he was presumed lost in the final act.
- #100
Maggie Grace was originally cast as Kitty Pryde, but the producers decided she was too old for the role.
- #101
This is the first X-Men film in which Hugh Jackman received top billing.
- #102
Ben Foster described playing Angel as "like living in a theme park for six months."
- #103
Philippe Rousselot was hired as cinematographer by director Matthew Vaughn and initially stayed on when Brett Ratner took over. However, not long after shooting began, Rousselot left the project (he later said that signing on to shoot the film was the biggest mistake of his career). Dante Spinotti, Ratner's cinematographer on his previous three films, was there and took over most of the remaining shooting. Because Spinotti had to leave to begin work on The Contract (2006), the final week of shooting was done by camera operator J. Michael Muro.
- #104
Callisto and Arclight appear as allies. However, in the comics they are enemies. This is because Mr. Sinister's Marauders (including Arclight) were responsible for the deaths of many Morlocks (Callisto's gang).
- #105
The "Worthington Labs" building where Angel breaks free and flies over San Francisco Bay is actually the Sheraton Hotel Wall Center in Vancouver, Canada, and coincidentally sits directly across from St. Andrew's Wesley Church, the same church used in X2 where Jean and Storm find Nightcrawler.
- #106
The car Professor Xavier and Erik Lensherr initially use is a Mercedes-Benz 600.
- #107
Nick Fury, Ms. Marvel (Carol Danvers), Captain Marvel (Mar-Vell) and the Inhuman Royal Family were planned to appear in the film, but all were scrapped because of Marvel's licensing rights.
- #108
Although Professor X is known for using a wheelchair, scenes early in the film show him walking. Clearly he lost this ability between then and the beginning of the first film in the series. However, no film explained why. All viewers see is that he could walk when he and Magneto were founding Xavier's School. The explanation for his loss of mobility is given in X-Men: First Class (2011).
- #109
Contains a major spoiler — show
Writers Zak Penn and Simon Kinberg originally wrote a larger role for Rogue in this film, but actress Anna Paquin could only shoot for a limited time because she was also filming the 2005 production 'The Squid and the Whale.' As a result, scenes with Rogue were either cut or rewritten, such as Wolverine infiltrating Magneto's group and finding Jean Grey instead of Rogue.
- #110
Twentieth Century Fox hired Simon Kinberg and Zak Penn to write competing drafts of the script, a fairly common practice for summer blockbusters. Penn had faced similar situations on the first two X-Men films, so he suggested to Kinberg that they really ought to work together. Kinberg would later serve as producer, occasional co-writer and eventually director on later X-Men films.
- #111
Joss Whedon was offered the directing job but turned it down in favor of writing and directing a Wonder Woman film, which never came to fruition.
- #112
The Brotherhood of Mutants consisted of Magneto, Pyro, Mystique, Juggernaut, Multiple Man, Callisto, Kid Omega, Psylocke and Arclight. Many fans, however, believe the minor mutants could be based on their comic-book counterparts: Spyke (not based on Evan Daniels), Avalanche (whose powers are not shown, but who resembles Lance Alvers from X-Men: Evolution rather than the traditional Dominican Petrakis of the comics), Anole (Lizardman), Vanisher (whose teleportation resembles Nightcrawler's), Phat, and an original mutant named Ash.
- #113
This is the second X-Men film in which Storm's name (Ororo Munroe) is used. In the original 2000 X-Men film she is introduced to Logan as "Ororo Munroe, also called Storm." In this film Kelsey Grammer's Beast comes down the stairs and calls her "Ororo."
- #114
Contains a major spoiler — show
Mystique loses her shapeshifting power and her hair turns from red to raven black. One of Mystique's aliases is "Raven Darkholme."
- #115
Hugh Jackman, Halle Berry and Vinnie Jones all appeared in Swordfish (2001).
- #116
Brett Ratner bought the motorcycle James Marsden used after filming was completed.
- #117
The house used for Professor Charles Xavier's school is the same house used in the television series Poltergeist: The Legacy (1996).
- #118
Sam Neill was cast to play Beast, but although the actor was very interested in the character, scheduling conflicts forced him to turn it down.
- #119
Rebecca Romijn and Ben Foster had previously appeared in the earlier Marvel film The Punisher (2004).
- #120
Famke Janssen's Jean Grey has almost no dialogue in the final half hour of the film.
- #121
Brett Ratner, a fan of Powell's work on The Bourne Identity (2002), invited composer John Powell to score this film.
- #122
Composer John Powell used the lyrics of Benjamin Britten's "Requiem Mass" in the choral sections of the score.
- #123
When Bryan Singer left to work on Superman Returns (2006), he took with him composer and editor John Ottman, cinematographer Newton Thomas Sigel, writers Michael Dougherty and Dan Harris, and production designer Guy Hendrix Dyas.
- #124
Jed Bernard and Nick Stahl were considered for the role of Warren Worthington III, also known as Angel. Mike Vogel was initially cast, but had to leave due to a scheduling conflict with Poseidon (2006), and Ben Foster took over the role.
- #125
The video game the children play in the car at the start of the bridge scene is Pitfall: The Lost Expedition.
- #126
Co-writer Simon Kinberg would revisit the Dark Phoenix story thirteen years later by writing and directing X-Men: Dark Phoenix (2019).
- #127
It was the seventh highest-grossing film of 2006.
- #128
X-Man Colossus's real name in this film is Peter Rasputin, but his first name in Marvel Comics is actually Piotr and he is of Russian origin. The film seemingly implies that Colossus is American in this film series but never confirms it, so actor Daniel Cudmore does not use an accent for the character.
- #129
Because of the ridiculously tight shooting schedule, Brett Ratner was sending the day's footage straight to post-production.
- #130
X-Men: The Last Stand features two Oscar winners, Halle Berry and Anna Paquin, and four nominees: Hugh Jackman, Sir Ian McKellen, Elliot Page and Shohreh Aghdashloo.
- #131
This is the first film in the series to include the X-Men's original comic-book lineup: Professor X, Cyclops, Jean Grey (actually Marvel Girl rather than Phoenix), Iceman, Beast (Dr. Hank McCoy, though the character briefly appeared on TV without his blue fur in the second film) and Angel (Warren Worthington III). Most of the remaining main characters joined the team nearly a hundred issues later in Giant-Size X-Men #1: Storm, Wolverine (though he had previously appeared in two Hulk comics), Colossus and Nightcrawler (Banshee, Thunderbird and Sunfire do not appear in the film, but Banshee's daughter Siryn makes a cameo in the second film). Kitty Pryde joined the team after the "Dark Phoenix Saga." Rogue appeared several years later, introduced as a member of Mystique's Brotherhood of Evil Mutants, which also included Pyro, Blob, Avalanche and Destiny.
- #132
Shabana Azmi and Tabu were considered for the role of Dr. Kavita Rao.
- #133
Hugh Jackman appeared in six films in 2006: The Fountain, Flushed Away (which also featured Sir Ian McKellen), Scoop, The Prestige, Happy Feet and this film.
- #134
With this film, the X-Men series' worldwide box office gross passed 1 billion dollars.
- #135
Elliot Page (Kitty Pryde/Shadowcat) shares a birthday with Kelsey Grammer (Hank McCoy/Beast). The pair also share that birthday with Sophie Turner, who played the young Jean Grey in X-Men: Apocalypse (2016) and X-Men: Dark Phoenix (2019).
- #136
Contains a major spoiler — show
Inside the convoy, Mystique keeps shapeshifting into other people to be freed, which makes no difference because the government knows who she is and what she can do.
- #137
After Matthew Vaughn left the production of this film, he was set to direct Thor but left that project as well. Vaughn went on to direct the superhero films Kick-Ass and X-Men: First Class.
- #138
Anthony Heald, Ken Leung and Bill Duke had worked with director Brett Ratner on Red Dragon (2002). That was the second adaptation of Thomas Harris's novel "Red Dragon"; the first adaptation, Manhunter (1986), featured Brian Cox, who appeared in X2: X-Men United (2003).
- #139
Eliza Dushku auditioned for the role of Kitty Pryde before Elliot Page was cast.
- #140
Contains a major spoiler — show
Although Magneto is eventually cured, it should not be possible for him to have his powers in the mid-credits scene of Wolverine several years later. If Magneto still has his powers, then Mystique should also have hers minutes later in this film.
- #141
Following Spider-Man (2002), Shrek 2 (2004), Star Wars: Episode III - Revenge of the Sith (2005) and Harry Potter and the Goblet of Fire (2005), it is the fifth film in history to gross over 100 million dollars domestically in its opening weekend.
- #142
Mike Vogel was cast as Warren Worthington III before Ben Foster was hired. However, Vogel withdrew from the project due to a scheduling conflict with Poseidon.
- #143
The "The Fast and the Furious" and "X-Men" film series often released the same installments of each series in the same year: * X2: X-Men United (2003) and 2 Fast 2 Furious (2003) were released in 2003. * This film and The Fast and the Furious: Tokyo Drift (2006) were released in 2006. * X-Men Origins: Wolverine (2009) and Fast & Furious (2009) were released in 2009. * X-Men: First Class (2011) and Fast Five (2011) were released in 2011. * The Wolverine (2013) and Fast & Furious 6 (2013) were released in 2013. * Logan (2017) and The Fate of the Furious (2017) were released in 2017. * X-Men: Dark Phoenix (2019) and Fast & Furious Presents: Hobbs & Shaw (2019) were released in 2019. Furious 7 (2015) was to be released in 2014, the same year as X-Men: Days of Future Past (2014), but was postponed to 2015 after Paul Walker's death.
- #144
This is Ben Foster and Michael Murphy's second comic-book film. Murphy appeared as the Mayor in Batman Returns; Foster played Dave in the 2004 film The Punisher.
- #145
In the three years since the second installment, Jean Grey's hair has nearly tripled in length. This suggests that her bodily functions (including hair growth) continued to some degree during that period. It is not explained how she could have had that much hair growth without the other normal functions.
- #146
Contains a major spoiler — show
Juggernaut is not a mutant, but has an alternate physiology via an alien crystal.
- #147
This marks the first time Colossus has only a single line in an X-Men film. When Bobby asks Colossus whether he has seen Rogue, he replies: "She took off." Colossus would also have only one line of dialogue ("Mystique.") in the 2014 sequel X-Men: Days of Future Past (2014).
- #148
Before Brett Ratner was hired, the film was expected to be directed by Darren Aronofsky, Rob Bowman, Alex Proyas and John Moore.
- #149
X-Men: The Last Stand was released in the United States one day after Sir Ian McKellen's 67th birthday.
- #150
Contains a major spoiler — show
While Mystique begs to be freed in the prison truck, she impersonates the president played by Josef Sommer, then transforms into a little girl played by Mackenzie Vega when the guard turns around. Both Vega and Sommer appeared in The Family Man alongside Nicolas Cage and Téa Leoni; Josef played Peter Lassiter and Mackenzie played Annie.
- #151
Ken Leung (Kid Omega) and Dania Ramirez (Callisto) both appeared in The Sopranos. Leung played Carter Chong and Ramirez played Blanca Selgado.
- #152
X-Men: The Last Stand is the end of the original trilogy of X-Men films.
- #153
Patrick Stewart and Kelsey Grammer both played Ebenezer Scrooge in A Christmas Carol.
- #154
Contains a major spoiler — show
The final scene, in which a chess piece moves, is the same as the ending of Christine (1983), in which part of the crushed car moves.
- #155
The film made the shortlist for the Best Visual Effects Oscar but was not nominated.
- #156
Contains a major spoiler — show
The hat Ian McKellen wears in the final scene is the same hat worn by the younger version of his character in the opening scene of X-Men.
- #157
Simon Kinberg and Zak Penn both had sons born during the making of this film.
- #158
Contains a major spoiler — show
During the sequence with the flying flaming cars, Storm could have used wind to push them back, Bobby could have frozen them before impact, and Colossus could have caught some of the cars. Too much time passed before a plan was made to fight back.
- #159
Suyane Moreira auditioned for the role of Arclight. She plays the mermaid Iara in Ways of the Heart (2007) and The Mutants: Ways of the Heart (2008) — in that universe, the "mutants" title was the result of scientific experiments based on alien technology. The X-Men series, of course, had a strong influence on those series.
- #160
The following characters appeared in the film and were adapted from the comics: James "Logan" Howlett/Wolverine, called Logan or Wolverine on screen. He was created by then-Marvel editor-in-chief Roy Thomas, writer Len Wein and Marvel art director John Romita Sr. Although Romita designed the character, he was first drawn for publication by artist Herb Trimpe. The character first appeared in the comic story "And Now… the Wolverine!" in The Incredible Hulk #181 (November 1974). Ororo Munroe/Storm, called Storm on screen. She first appeared in the comic story "Deadly Genesis!" in Giant-Size X-Men #1 (May 1975), written by writer Len Wein and artist Dave Cockrum. Eric "Magnus" Lensherr/Magneto, called Eric or Magneto on screen. He first appeared in X-Men #1 (September 1963), written by writer Stan Lee and writer/artist Jack Kirby. Professor Charles Francis Xavier/Professor X, called Professor Charles Xavier on screen. He first appeared in X-Men #1 (September 1963), written by writer Stan Lee and writer/artist Jack Kirby. Dr. Jean Elaine Gray, called Jean Gray on screen. She first appeared in X-Men #1 (September 1963), written by writer Stan Lee and writer/artist Jack Kirby. Anna-Marie D'Ancanto/Rogue, whose real name in the comics is Raven. She first appeared in the comic story "By Friends — Betrayed!" in Avengers Annual #10 (1981), by writer Chris Claremont and artist Michael Golden. Dr. Henry Philip 'Hank' McCoy/Beast, called Dr. Hank McCoy or Beast on screen. He first appeared in X-Men #1 (September 1963), written by writer Stan Lee and writer/artist Jack Kirby. Scott Summers/Cyclops first appeared in X-Men #1 (September 1963), written by writer Stan Lee and writer/artist Jack Kirby. Raven Darkhölme/Mystique first appeared in a small role in the comic story "Shadow of the Gun!" in Ms. Marvel #16 (May 1978), before her first full appearance in the comic story "Saint Valentine's Day/Avengers Massacre!" in Ms. Marvel #18 (July 1978). She was created by writer Chris Claremont and artist Dave Cockrum. Robert Louis "Bobby" Drake/Iceman, called Robert Drake or Iceman on screen. He first appeared in X-Men #1 (September 1963), written by writer Stan Lee and writer/artist Jack Kirby. St. John Allerdyce/Pyro first appeared in the comic story "Days of Future Past" in Uncanny X-Men #141 (January 1981), written by writer Chris Claremont and writer/artist John Byrne. Cain Marko/The Juggernaut first appeared in the comic story "The Origin of Professor X!" by writer Stan Lee and artist Jack Kirby. Katherine Anne "Kitty" Pryde/Shadowcat, called Kitty Pride or Shadowcat on screen. She first appeared in the comic story "God Spare the Child…" in X-Men #129 (January 1980), written by writer Chris Claremont and writer/artist John Byrne. Piotr "Peter" Nikolaievitch Rasputin/Colossus, called Peter Rasputin or Colossus on screen. He first appeared in the comic story "Deadly Genesis!" in Giant-Size X-Men #1 (May 1975), written by writer Len Wein and artist Dave Cockrum. Warren Kenneth Worthington III/Angel, called Warren Worthington III or Angel on screen. He first appeared in X-Men #1 (September 1963), written by writer Stan Lee and artist Jack Kirby. Callisto first appeared in the comic story "Underground Tombs" in Uncanny X-Men #169 (May 1983), written by writer Chris Claremont and artist Paul Smith. Dr. Kavita "Vita" Rao first appeared in the comic story "Gifted" (Part 1) in Astonishing X-Men Vol. 3 #1, written by writer Joss Whedon and artist John Cassaday. James Arthur "Jamie" Madrox/Multiple Man, called Multiple Man on screen. He first appeared in the comic story "Madrox the Multiple Man" in Giant-Size Fantastic Four #4 (February 1975) by writers and artists Len Wein, Chris Claremont and John Buscema. James "Jimmy" Dorian/Leach, called Jimmy or Leach on screen. He first appeared in the comic story "What Happened to Kitty?" in Uncanny X-Men #179 (March 1984), by writer Chris Claremont and artist John Romita Jr. Jubilation Lee/Jubilee first appeared in the comic story "Ladies' Night" in Uncanny X-Men #244 (May 1989), written by writer Chris Claremont and writer/artist Marc Silvestri. Theresa Maeve Rourke Cassidy/Siryn first appeared in the comic story "Who Am I?" in Spider-Woman #37 (April 1981), by writer Chris Claremont and artist Steve Leialoha. William Robert "Billy-Bob" Reilly/Phat, called Phat on screen. He first appeared in the comic story "Mister Sensitive" in X-Force #117 (August 2001), by writer Peter Milligan and artist Mike Allred. Elizabeth "Betsy" Braddock/Psylocke, called Psylocke on screen. As Betsy Braddock she first appeared in the comic story "Riot on Regent Street!" in Captain Britain #8 (December 1976), by writer Chris Claremont and artist Herb Trimpe. She later became Psylocke in the comic story "Why Do We Do the Things We Do?" in New Mutants Annual #2 (October 1986), by writer Chris Claremont and artist Alan Davis. Philippa Sontag/Arclight, called only Arclight on screen. She first appeared as a shadow in the comic story "The Morning After" in Uncanny X-Men #210 (October 1986) and first appeared in full in the comic story "Massacre" in Uncanny X-Men #211 (November 1986). The character was created by writer Chris Claremont and artist John Romita Jr. The list above names only the creators of each character's first appearance. As with all comic book characters, X-Men and its supporting cast have had various reinventions and different contributions from different writers. These include different iterations in different settings, all of which added different concepts to the overall mythology.
- #161
Kiefer Sutherland was a fan favorite to play Beast.
- #162
It was released five years before X-Men: First Class (2011) and ten years before X-Men: Apocalypse (2016).
- #163
Aaron Stanford (John Allerdyce/Pyro) and Haley Ramm (Young Jean Gray) both appeared in Nikita (2010).
- #164
It is the first film in the series in which Jean Gray transforms into Dark Phoenix. The other is X-Men: Dark Phoenix (2019).
- #165
Peter Berg, Zack Snyder and Joss Whedon were also offered the chance to direct the film. Snyder turned the offer down because of his commitment to making 300, while Whedon declined in order to write and direct a Wonder Woman film that, unfortunately, never came to be. Whedon would go on to direct The Avengers and Avengers: Age of Ultron, set in the Marvel Cinematic Universe.
- #166
Aaron Stanford (John Allerdyce/Pyro) and Shawn Ashmore (Bobby Drake/Iceman) both worked with Amanda Schull: Aaron and Amanda appeared together in 12 Monkeys (2015), playing James Cole and Dr. Cassandra Railly respectively, while Shawn and Amanda played Conrad "Colt" Salter and F.B.I. Special Agent Daria Francis respectively in Devil's Gate (2017).
- #167
Daniel Cudmore and Cameron Bright would later appear together in The Twilight Saga: New Moon, The Twilight Saga: Eclipse and The Twilight Saga: Breaking Dawn 1 and 2.
- #168
The number on Jean's mailbox is 1769.
- #169
After making X-Men: The Last Stand, Hugh Jackman signed on to produce and star in an action thriller titled "Fed-X." The film was also being developed at 20th Century Fox, which had bought Dario Scardapane's original screenplay in December 2005. Jackman was to play a rookie FBI agent who has to bring a recently arrested criminal back from Miami to New York, but along the way both are pursued by mysterious mercenaries who are after the criminal for some reason. When it turns out they can trust no one else, the two must stick together to survive and reach New York. The film, however, was left unmade, reportedly mainly because Jackman was busy with other projects.
- #170
To coincide with the film's release, Marvel published its first Uncanny X-Men Omnibus in 2006.
- #171
Before Brett Ratner signed on, the directors 20th Century Fox had spoken with were Rob Cohen, Dominic Sena, Simon West, Tony Scott, The Wachowskis, Barry Levinson and Joe Johnston.
- #172
Richard Kelly was approached to direct but turned it down in favor of Southland Tales (2006).
- #173
Guillermo del Toro was approached to direct but turned it down in favor of Pan's Labyrinth (2006).
- #174
Hugh Jackman, Sir Patrick Stewart and Shawn Ashmore reprised their respective roles in the tie-in video game X-Men: The Official Game (2006). Alan Cumming and Tyler Mane also reprised their roles as Nightcrawler and Sabretooth respectively from the previous films.
- #175
Matthew Vaughn was initially set to direct but left before filming. At the time, 20th Century Fox stated that he had left because his family was moving elsewhere for a long shoot. In 2023, Vaughn revealed that another reason for his departure was discovering that a Storm-focused draft screenplay was being used in negotiations with Halle Berry. Vaughn recalled that an executive called it "Halle Berry's script" and that it would be discarded once he signed on.
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