Professor X: The X-Men's mentor, Charles Xavier is reunited with his old friend Erik Lenshirr, but soon his friend is the greatest enemy the X-Men have ever faced.
Cyclops: Scott Summers remains the field commander of the X-Men and has grown in confidence now that he and Jean are together. Scott's loyalty is put to the test when his brother, Alex Summers returns as a member of Magneto's brotherhood of mutant supremacy.
Iceman: Bobby Drake continues to play the part of practical joker. He is reckless and often finds himself in trouble of many different kinds.
Angel:Warren Worthington III remains a member of the X-Men and supplies the money required to keep he X-Men going and to upgrade the Xavier institute. he ends up in a relationship with Magneto's daughter, The Scarlet Witch and is heartbroken when he has to fight her.
Beast: Hank McCoy is still trying to come to terms with his new fur which is still changing, it is edging from grey fur to blue fur. Hank helps Xavier draw up plans for a new machine named Cerebro.
Marvel Girl: Jean Grey is still struggling with her powers but has chosen to keep her struggle a secret from the others. The Phoenix which speaks in latin and says it has come to cleanse the world remains a voice in her head. Jean is now dating Cyclops.
Magneto: Charles' old friend Erik Lenshir returns after their arguement at the beginning of the last film. He has decided to give Xavier's idea of helping mankind a chance. He brings with him his children, Pietro Maximoff and Wanda Maximoff, Cyclops' younger brother, Alex Summers, a young mutant with toad-like abilities, Mortimer Toynbee, and Jason Wyngarde, a secretive mutant who is hard to trust. Magneto sees a group of mutant prosecutors led by Graydon Creed attack Mystique and force her to drop he baby into a river. Mystique then describes to him her time in the Triskelion. This urges Magneto to take his mutant followers and Mystique to form the brotherhood of mutant supremacy and start a war against the humans. only the X-Men stand in his way
Havok: Scott Summers' younger brother, Alex Summers coped better with the plane crash and is learning control over his mutant power, the ability to discharge waves of force and heat. He was separated from Scott after the plane crash and was found by Magneto. When Magneto forms the brotherhood, Havok joins him but defects back to the X-Men near the end of the film.
Mystique: Raven Darkholme was captured by sentinels and held in the Triskelion. she escaped with the other mutants that were freed at the end of the first film. Raven then disguised herself as a normal human and married a wealthy australian count named Graydon Creed. She had 2 sons with him. the first, Victor Creed, was a mutant with enhanced senses. the only thing that gave him away as a mutant was his extra sharp canines. Raven quickly put him up for adoption before Graydon noticed his mutation. the second she had a few years later, it was Kurt Wagner, he was obviously a mutant as could plainly be seen. his skin was blue like his mother's true form and Graydon realised Raven was a mutant. Mystique was attacked by Graydon and his fellow mutant-haters and dropped Kurt into a river. she was saved by Magneto and she told him of the horrors humanity had put her through. this urged Magneto to create the brotherhood of mutant supremacy. She was his second in command.
Toad: Mortimer Toynbee is a mutant with Toad-Like abilities, he is completely devoted to Magneto and joins his brotherhood in a flash.
Quicksilver: Magneto's son, Erik can hardly stand the sight of him, he bears the face of his mother, who was a beautiful homo-sapien. Magneto despises himself for loving a normal human. he much prefers Pietro's sister, Wanda Maximoff, who is in his opinion, much more powerful and looks a lot less like his human love. despite being hated, Pietro continues to follow Magneto and joins his brotherhood.
Scarlet Witch: Wanda Maximoff is Magneto's daughter. she loves her brother Pietro dearly and tries to defend him from Magneto when possible. She is one of the very few known class-8 mutants (the most powerful mutants). She dates Angel but betrays the X-Men and joins the brotherhood. At the end of the film after Magneto is defeated, she and Pietro beg Xavier for forgiveness which Xavier gives them. he urges them to stop living in their father's shadow and make something of their lives. Wanda mutters something about joining the Avengers
Mastermind: Jason Wyngarde is a shifty mutant who can cast illusions. He is fairly rich and does not seem to have a motive for joining Magneto's brotherhood. it is revealed in the third film he was actually a spy for the Hellfire Club.
Graydon Creed: Graydon is an wealthy australian count who marries Raven Darkholme not realising she is the mutant known as Mystique. When he discovers she is a mutant and he has fathered 2 mutant sons by her, he rallies a group of mutant haters to attack her and he causes her to drop the young baby Kurt Wagner into a river. Graydon and his army are stopped from killing mystique by Magneto. Magneto kills Graydon to make an example of him to other mutant protesters.
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