They are the children of the atom, homo superior, the next link in the chain of evolution. Each was born with a unique genetic mutation, which at puberty manifested itself in extraordinary powers: Cyclops' (James Marsden) eyes release an energy beam that can rip holes through mountains; Jean Grey's (Famke Janssen) strength is both telekinetic and telepathic; and Storm (Halle Berry) can manipulate all forms of weather.

In a world increasingly filled with hatred and prejudice, they are scientific oddities freaks of nature ... outcasts who are feared and loathed by those who cannot accept their differences. Their detractors include U.S. Senator Robert Kelly (Bruce Davison), a McCarthyesque politico whose legislation is designed to "expose the dangers" of mutants. Yet despite society's pervasive ignorance, Cyclops, Jean, Storm and thousands like them survive.

Under the tutelage of Professor Charles Xavier (Patrick Stewart), the world's most powerful telepath, these "gifted" students have learned to control and direct their respective powers for the greater good of mankind. They fight to protect a world that fears them.

Xavier welcomes two newcomers: Logan/Wolverine (Hugh Jackman), a solitary fighting machine who possesses amazing healing powers, retractable adamantium claws and an animal- like fury; and Rogue (Anna Paquin), an alienated teenage girl who can absorb the powers and memories of anyone she touches.

As Wolverine and Rogue adjust to life among their "kind," the X-Men find themselves locked in a physical and philosophical battle with the Professor's former colleague and friend, Erik Lehnsherr a.k.a. Magneto (Ian McKellen). One of the world's most powerful mutants, Magneto has turned his back on society, believing that humans and mutants can never coexist, and that mutants are the rightful heirs to the future. He and his evil Brotherhood — the mammoth Sabretooth (Tyler Mane), the metamorph Mystique (Rebecca Romijn-Stamos) and the near sighted, far-jumping Toad (Ray Park) — will stop at nothing to ensure that future, even if it threatens the very existence of mankind ... or mutantkind.