"Astonishing X-Men" is the first film in the X-Men Cinematic Universe.


Thomas Jane as Logan/Wolverine

Timothy Dalton as Professor Charles Xavier/Professor X

Michael Gambon as Max Eisenhardt/Erik Lensherr/Magneto

Scott Eastwood as Scott Summers/Cyclops

Bryce Dallas Howard as Jean Grey

Kerry Washington as Ororo Munroe/Storm

Jeffrey Dean Morgan as Dr. Hank McCoy/Beast

Justin Hartley as Bobby Drake/Iceman

Lyndsy Fonseca as Anna Marie/Rogue

Zoey Deutch as Kitty Pryde/Shadowcat

Uma Thurman as Raven Darkholme/Mystique

Kiefer Sutherland as Victor Creed/Sabretooth

Jonathan Rhys Meyer as Mortimer Toynbee/Toad

Vincent D'Onofrio as Frederick Dukes/Blob

Bruce Greenwood as Senator Robert Kelly


In 1944, in Germany, a young Max Eisenhardt and his parents are taken to a concentration camp by Nazis. The Nazis then grab Max's father, Jakob, and drag him off to a labor camp. A young Max though tries to go over to his father, but is dragged and beaten by the Nazis as they drag him and his mother away. As the Nazis drag him away, the metal gates start bending towards them, until the Nazis knock him unconscious.

In the present, Senator Robert Kelly holds a press conference, where he announces that he plans to run for reelection and then says that, if reelected, he will pass a bill called the Mutant Registration Act, a bill that will force every mutant in America to publicly reveal their identities and their powers and abilities. In the crowd of reporters, Max, who currently goes by the name "Erik Lensherr," leaves the crowd and walks off. While walking home, Erik hears a voice in his head, causing him to stop and spot Professor Charles Xavier, sitting nearby in his wheelchair. Erik walks over to Charles, who tries to convince him to not do anything reckless. Erik though tells him that he only plans to make sure that this bill never gets signed and to let the humans know that, now that mutants have been revealed to be the world, mutants are the dominant species. Charles though tells him that humans and mutants could live in peace together and coexist. Erik though tells him that the humans will never be able to understand them and that mutants are the next stage of evolution. Charles then tries to read Erik's mind for any sign of hoping to redeem him, but Erik orders Charles to stay out of his head and then storms off.

At a bar in North Dakota, a man named Logan sits and drinks alone while looking at his WWII dogtags. Logan then gets up to leave, when a gang of bikers enter the bar and start harassing a woman in a booth. Logan stops to defend her, but the bikers continue harassing her, causing Logan to shove one of the bikers away. The bikers then get angry and start attacking Logan, but Logan easily disposes of them, until one of the bikers shoots Logan in the shoulder. Logan's wound however instantly heals, horrifying the bikers as they realize he's a mutant and become terrified of the freak. Logan then becomes angry and unleashes his claws as he takes down the bikers, while threatening the leader with his claws. Logan then leaves the terrified biker behind and takes his motorcycle keys as he steals his motorcycle outside.

At his base, Erik and Mystique saw a news broadcast about Logan's attack on the bikers, which interests Erik. Victor Creed a.k.a. Sabretooth, a member of Magneto's Brotherhood of Mutants, then walks in to report that he has secured the shipment, when he sees Logan's face on the TV and recognizes him. Magneto then decides to send Sabretooth to "recruit" this new mutant to aid in their cause. At the Xavier Institute, Charles arrives home and is greeted by Ororo Munroe and Dr. Hank McCoy, who ask him how the Senate meeting went. Charles tells them about Senator Kelly's plans for the Mutant Registration Act and how Erik was there, causing them to think he must have something going on. Meanwhile, in Deerfield, Illinois, young Katherine "Kitty" Pryde is studying in her room with her friend. Kitty though starts having a violent headache and excuses herself to the bathroom. After splashing some water on her face, Kitty leaves the bathroom, unknowingly walking through the door, causing her friend to become terrified and screams, alerting her parents. A scared and confused Kitty then runs out of her room, phasing through the walls. In a convenience store in South Dakota, Logan purchases a box of cigars, but when he leaves the store, he finds Sabretooth waiting for him by his motorcycle. Sabretooth warmly greets Logan, who fails to recognize him. Sabretooth then slyly smiles as he realizes that Logan has amnesia and introduces himself as Victor Creed, his longtime friend. Logan is hesitant and reluctant, but Victor mentions how they fought during D-Day in WWII and shows him his dogtags as proof. Logan though asks how they're still young after all of these years, but Victor reveals his claws and tells Logan that they're both mutants. Logan then immediately demands answers from him, but Victor tells him to follow him and he'll reveal everything. Logan reluctantly agrees as he follows Victor on his motorcycle.

At the Xavier Institute, Charles, Ororo, and Hank watch the news report about Logan's attack at the bar, where they discuss about whether he's a mutant or not. 2 of Xavier's students, Scott Summers and Jean Grey then enter to report that they've finished their classes when they spot the news report about Logan. Xavier then reveals that he's possibly a mutant, but Scott just jokes that he's probably "some hairy psycho." Jean though defends Xavier's opinion as Xavier says that they must find this powerful mutant before Erik finds him. At Magneto's base, Victor and Logan arrive, with Logan spotting Blob and Toad, amazed at their freakish appearances. Victor then brings Logan to Magneto and Mystique, where they introduce themselves. Logan though reveals that he's never known anyone else that was similar to him. Magneto though tells Logan that they're known as mutants, which he explains are the latest evolution in human genetics, which is caused by the X-gene, a distinctive genome in human DNA, which causes abnormal mutation changes during puberty. Logan though doesn't remember when he first mutated, but he reveals his adamantium claws and his healing factor by slicing his wrist, which instantly heals. Erik then shows off his powers by levitating metal spheres, while Mystique demonstrates her powers by morphing into Logan. Logan though asks who they are. Magneto introduces him to his team, the Brotherhood of Mutants, which he has established to protect his fellow mutants from the humans' discrimination and shame and works to create a better future for mutantkind. Erik then offers Logan the chance to join them, as he has a master plan to ensure the survival of their species. Logan hesitates, but Victor convinces him that if he joins, he'll be "on the right side of history." Logan then agrees to join them.

Back at Kitty's house, Kitty talks with her parents, seemingly terrified of her new abilities as she keeps phasing through the walls and couches. Her parents try to reassure her, but Kitty comes to the realization that she is a mutant, causing her to become more scared and confused. At the Xavier Institute, Xavier, Scott, Jean, Ororo, and Hank enter the Cerebro chamber, where Xavier activates Cerebro, which he plans to use to find Magneto's base, but, instead, he accidentally discovers about Kitty's sudden awakening. He decides to put his search for Erik on hold and has Scott and Ororo join him to visit Kitty's house in Illinois. At Magneto's base, Toad reports to Erik about a sudden reading from Cerebro, indicating that Charles has activated it and found a destination: Deerfield, Illinois. Magneto then orders Sabretooth, Logan, and Toad to investigate, while he and Mystique have an "appointment."