The third film in the popular 'X-Men' film franchise. When a private laboratory supported by the government finds the cure for the mutants, using the DNA of a powerful boy, the mutants have the option of giving up their powers & becoming human. However, Magneto (Ian Mc Kellen) opposes & decides to join a force to fight against the government & kill the mutant boy. Meanwhile, Jean Grey (Famke Janssen) resurrects uncontrolled by Xavier (Patrick Stewart) & with the personality of the powerful Dark Phoenix. She destroys Cyclops (James Marsden) & Xavier, & allies to the evil forces of Magneto, making them almost invincible.