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Based on the long-running Marvel comic book series, X-men takes place in the near future, as certain humans are evolving into mutants with special powers. In the Canadian wilderness, a young runaway mutant named Rogue (Anna Paquin) and a bad-tempered, quick-healing mutant with retractable metal claws called Wolverine (Hugh Jackman) are suddenly attacked by Sabertooth, one of Magneto's (Ian McKellen) powerful lackeys. Fortunately, Cyclops (James Marsden) and Storm (Halle Berry), students of the compassionate Professor Charles Xavier (Patrick Stewart), interfere and bring them back to Xavier's School for Gifted Youngsters. Here Wolverine and Rogue learn more about the conflict between Xavier and the militant Magneto, who wants to power a device that will genetically alter humans, with possibly deadly results. Only Xavier's students can stop Magneto's plans.