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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 and a bad-tempered, quick-healing mutant with retractable metal claws called Wolverine are suddenly attacked by the powerful Magneto and his lackeys. Fortunately, Cyclops and Storm, students of the compassionate Professor Charles Xavier, 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.