X-Men

In 1944 German-occupied Poland, a 13-year-old boy is separated from his parents upon entry to a concentration camp. When he tries to get back in after the gates have been closed, he is restrained by four guards. The gates suddenly start to curl in towards the group, as though attracted by a magnetic force; the boy is then knocked unconscious by another guard.

In present day, a girl named Marie (Anna Paquin) is studying with her boyfriend at her house in Meridian, Mississippi. They hug together and they kiss, which knocks him out and he almost dies. She screams as her mother arrives. Terrified, she decides to leave her home.

In Congress, Senator Robert Kelly (Bruce Davison) attempts to pass a "Mutant Registration Act", which would force mutants to publicly reveal their identities and abilities. Magneto (Ian Mckellan) begins his plans to level the playing field between mutants and humans. Meanwhile, Marie (aka Rogue) meets Logan (aka Wolverine (Hugh Jackman) at the local bar in Canada. Rogue's mutation makes her temporarily assume the powers of any mutant she touches, while Wolverine possesses superhuman healing abilities, heightened senses, and metal claws that extend outwards from his knuckles.

Suddenly, both of them are attacked by Sabretooth (Tyler Mane), a mutant, an associate of Magneto. Cyclops (James Marsden) and Storm (Halle Berry) arrive and save Wolverine and Rogue and bring them to the X-Mansion. Professor Charles Xavier (Patrick Stewart) runs the facility and leads a group of mutants who are trying to seek peace with the human race, educate young mutants in the responsible use of their powers, and stop Magneto from starting a war with humanity.

Abducted by Mystique (Rebecca Romijn-Stamos) and Toad (Ray Park) Senator Kelly is brought to Magneto, who tests a machine on Kelly that artificially induces mutation, though Kelly manages to escape imprisonment with his new abilities. After an accident causes Rogue to use her powers on Wolverine, she is convinced by Mystique (disguised as fellow-school-mate Bobby Drake) (Shawn Ashmore) that Xavier is angry with her and that she should leave the school. Xavier uses Cerebro to locate Rogue at a train station. Mystique infiltrates Cerebro and sabotages the machine. At the train station, Wolverine convinces Rogue to stay with Xavier, but a fight ensues when Magneto, Toad and Sabretooth arrive to take Rogue. Arriving at Xavier's school, Kelly dissolves into a puddle of water when his mutation becomes unstable.

The X-Men learn that Magneto was severely weakened in the test of the machine on Kelly, and Wolverine realizes he intends to use Rogue's ability to transfer his powers to her, so that she can power his machine in his place, possibly putting her life at risk. Xavier attempts to use Cerebro to locate Rogue, but falls into a coma, due to Mystique's earlier meddling with the device. Jean Grey (Famke Janssen) fixes it and uses Cerebro to find Magneto's machine on Liberty Island, which Magneto intends to use on the world leaders, who are meeting for a summit on nearby Ellis Island. Just as the group arrives at the top of the statue, defeating Toad and incapacitating Mystique, Magneto and Sabretooth incapacitate the group and continue with their plans. Magneto transfers his powers to Rogue (which makes part of her hair go white), who is forced to use them to start the machine. Wolverine breaks free and initiates a fight with Sabretooth but is thrown off the top of the statue.

Wolverine returns, and Cyclops, with Jean's help, blasts Sabretooth out of the statue. With Jean's telekinesis stabilizing him, Storm uses her abilities to send Wolverine to the top of Magneto's machine. With time running out, Wolverine attempts to stop the machine and save Rogue, but Magneto, now having regained some of his strength, halts Wolverine's claws. Cyclops manages to find a clean shot, wounding Magneto and allowing Wolverine to destroy the machine. Placing his hand to Rogue's face, as she is dying, Wolverine succeeds in transferring his regenerative abilities to her; Professor Xavier also recovers from his coma. The group learns, after seeing Mystique impersonating Senator Kelly on a news broadcast, that, despite being stabbed by Wolverine at Liberty Island, she is still alive.

In an attempt to help him learn more about his past, Xavier sends Wolverine to a military base near Alkali Lake. Xavier visits Magneto in his plastic prison cell, and the two play chess. Magneto warns his friend that he will continue his fight, to which Xavier promises that he (and the X-Men) will always be there to stop him.