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Film / X-Men: First Class

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"When mankind discovers who we are, what we can do, each of us will face a choice. Be enslaved or rise up to rule. Choose freely, but know that if you are not with us, then by definition, you are against us. So, you can stay and fight for the people who hate and fear you. Or you can join me, and live like kings and queens."
Sebastian Shaw

X-Men: First Class is the second prequel in the X-Men Film Series set in 1962 during the Cuban Missile Crisis.

Before the mind-reading Charles Xavier was known as Professor X, he lived a privileged existence as a young brilliant Oxford graduate specialising in genetics, living with his shapeshifting foster sister Raven Darkholme. Before he took the name Magneto, the metal-controlling Erik Lehnsherr was a vengeful young Holocaust survivor bent on hunting down the depraved Nazi doctor who experimented on him and murdered his mother at a concentration camp in 1944, Dr. Klaus Schmidt.

The year is now 1962, and CIA agent Moira MacTaggert finds that Schmidt, now going by the name Sebastian Shaw, is working alongside mutants in a conspiracy involving the highest levels of the American and Russian governments. When she enlists Dr. Xavier to help her hunt down Shaw, Charles and Erik are unexpectedly drawn together. As they become close friends, the two of them work together to build a team of mutants (some familiar, some new) to stop Shaw and avert the greatest threat to humanity the world has ever known. In the process, a rift between them opens, which begins the eternal war between Magneto's Brotherhood and Professor X's X-Men.

    The cast includes: 

Inspired to some degree by the "X-Men: First Class" comic book series (though by no means a faithful adaptation), this film also incorporates elements of the originally planned but now scrapped film X-Men Origins: Magneto. note 

Interestingly, this is also the first film in the series to not feature Wolverine (aside from a very amusing 20-second cameo) even though FOX would soon follow up with 2013's The Wolverine.

Followed by X-Men: Days of Future Past.

This film provides examples of:

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  • The '60s: Many iconic features of the period including the Cuban Missile Crisis, the slang and the occasional James Bond Shout-Out. Lots of elements are very recognizable to anyone who's studied design or architecture. Mies' Barcelona chair is used appropriately for once!
  • Accidental Murder: Charles is essentially psychically holding Shaw in place while Erik forces the coin through his head.
  • Action Film, Quiet Drama Scene: The many quiet talks between Charles and Erik about the latter's past and potentials as well as their differing views on human-mutant relations clinch how tragic their fall-out and eventual parting is.
  • Actor Allusion:
  • Adaptation Dye-Job:
    • In the comics, Magneto has been shown to have had white hair for the vast majority of his adult life, presumably as a side-effect of his mutation. He has dark brown hair as a younger man in this movie.
    • Professor X in the comics was blond before he lost his hair, but his movie counterpart is a brunette.
  • Adaptation Origin Connection: Professor X and Mystique never had a Like Brother and Sister connection in the comics. In the movie-verse, Raven has essentially replaced Cain Marko as Xavier's non-blood-related sibling who later becomes his enemy, although Charles' relationship with Raven is a lot more positive during the 18 years that they lived together.
  • Adaptational Attractiveness:
    • Professor X in the comics was never depicted being gorgeous like James McAvoy, and instead of being bald for his entire adulthood, the film version is blessed with luxurious locks when he's a younger man. He's aware of how good-looking he is, and is a Proud Beauty.
    • In the comics, Sebastian Shaw, is a thuggish-looking, middle-aged businessman with a heavy build best described as "gorilla-like." In this film, he's played by a suave Kevin Bacon.
    • The comic book version of Riptide is nowhere near as good-looking as the movie version.
    • In the comics, Darwin had bulging eyes, slits for a nose, and reptilian grey skin. In the movie, he looks like a normal human. Compare the two.
  • Adaptational Badass: In the comics Magneto generally prefers to let his Powers Do the Fighting. Here he is much more in the mix in combat, using his powers and hand-to-hand in equal amounts.
  • Adaptational Nationality:
    • Sean Cassidy and Moira MacTaggert are American, but in the comics, they were Irish and Scottish respectively.
    • In the comic books, Charles Xavier is fully American, but this movie establishes that he's half-British through his mother, and therefore he may possess dual USA/UK citizenship.
  • Adaptational Villainy: Angel Salvadore is a member of the X-Men and New Warriors in the comics (and a Jerkass at worst, but nevertheless a hero), but is depicted as a traitor and member of the Hellfire Club.
  • Adapted Out:
    • In the comic books, Magneto had an infant daughter named Anya, whose death was a major contributing factor to his fall from grace. Both Anya and her mother, Magda, are omitted from this movie, which instead presents a missile attack from the U.S. government as the final reason Magneto turns to villainy.
      • And then Anya (renamed to Nina) and Magda appear in X-Men: Apocalypse as the final reason Magneto returns to villainy.
    • In the comics, Professor Xavier was crippled by an alien named Lucifer. In this movie, he's accidentally crippled by Magneto.
      • This is adapted from the Ultimate continuity, where Magneto was responsible for crippling Xavier.
  • Adaptive Ability: Darwin's ability involves his body making whatever changes necessary to keep him from dying in whatever environment he's in, such as growing gills while underwater.
  • Age Lift: By virtue of setting it in the sixties, many of the cast are older than the characters in the original trilogy, despite being the same age or younger in the comics.
  • The Ageless:
    • Sebastian Shaw's energy-absorbing powers keep him young, like recharging a battery.
    • Raven Darkholme ages at a very slow rate due to the ability of her cells to alter their function.
    • Logan is roughly 130 years old in 1962, and only appearing around thirty-five, when a young Charles Xavier and Erik Lehnsherr attempt to recruit him in a bar. This is forty years before he joins the X-Men.
  • Agent Mulder: The Man in Black always believed in the existence of mutants and feels vindicated when Xavier reveals himself.
  • Agent Peacock: Charles is a suave womanizer who is perfectly aware of how appealing he is, and he doesn't allow Hank to shave his head when he tests the Cerebro prototype ("Don't touch my hair"). He's the sole mutant who is powerful enough to stop Shaw single-handedly, provided that the latter isn't wearing a telepathy-blocking helmet.
  • Agony of the Feet: When Hank tests his mutant-suppressing serum, he injects it into his foot.
  • Allegorical Character: Erik personifies rage and Charles embodies serenity. "Rage and Serenity" from the soundtrack combines their individual Leitmotifs.
  • All of the Other Reindeer:
    • Angel's motivation for joining Shaw.
      Angel: We don't belong here. And that's nothing to be ashamed of.
    • Implied with Hank in his relationship with Alex Summers, who bullies McCoy despite both being super-powered. Hank has a visible mutation while Alex doesn't.
  • All Your Base Are Belong to Us: The group moves into Xavier's mansion after their previous HQ, a CIA compound, is attacked and destroyed by the Hellfire Club.
  • Almost Kiss: Between Hank and Raven. Erik walks in and kills the mood.
  • Aloof Leader, Affable Subordinate: While Charles Xavier is normally easygoing and nurturing, he has a tendency to assume he knows what's best for people and control them. This can be seen in his relationship with his adoptive sister Raven, whose actions he tries to control in order to prevent her from accidentally revealing her powers. Perhaps because of this, Raven has developed a rebellious streak. When she's left to look after the new recruits, she starts goofing off with them and encourages them to party.
  • Alternate History: What the ending seems to imply. The Americans and Soviets drop the Cold War to wage war against mutants. X-Men: Days of Future Past Retcons this by implying that the government covered up what happened to avoid alarming the public. The Cold War still proceeds as it did in real life.
  • Alternative Character Interpretation. In-Universe. Charles tries to raise Hank's spirits by talking about The Strange Case of Dr. Jekyll and Mr. Hyde. As Charles sees it, the serum didn't divide Jekyll into "good" and "evil," but more "civilized" and "animal," with the "animal" Hyde being Jekyll with confidence and free of inhibitions. Thus Hank shouldn't worry about being a bad guy, but should instead just embrace his newfound self-assurance and freedom. In the novel, Hyde revolts everyone who sees him (not because he's physically ugly—he isn't—but because people can sense something terribly wrong with him), and amongst other things, tramples a child and later beats an old man to death in a rage. Moreover, neither Jekyll nor Hyde display any remorse, and are only worried about being caught... yeah, stick to the hard sciences, Chuck.
  • Amnesia Missed a Spot: At the end, Xavier wipes Moira's memory to keep the mutants safe from the CIA. All Moira remembers is a few glimpses of leaves and Xavier kissing her.
  • Anachronism Stew:
    • The film is set during the Cuban Missile Crisis, but characters walk around in modern haircuts while warships (some of which weren't active in 1962) fire Harpoon and Tomahawk missiles (which entered service in 1977 and 1983 respectively) at them.
    • Shaw/Schmidt plays La Vie en rose by Édith Piaf in the concentration camp in 1944, despite the song not being written until 1945 or released as a single until 1947.
    • For a movie nominally set in the early sixties, people sure don't seem to pay much attention to race (although you don't see any black CIA agents, and the black characters of Darwin and Angel are shown in rather menial jobs).
    • Moira and Raven are often seen in miniskirts, which weren't designed until 1965, i.e. three years in film's future.
    • Some of the US sailors are wielding M16's, which were not officially adopted until the following year.
      • In a similar error, the soldiers that went to the Soviet general's palace with Moira, Charles, and Erik are depicted using "XM177s"note , which weren't adopted until around 1967.
    • At the strip club, Angel takes Erik and Charles into a separate room for a "bed dance" (as evidenced by the fact the two men are shown reclining on a bed). Bed dances (a somewhat rare variant of lap dancing) weren't introduced until at least the 1990s.
    • Pinball geeks will note that Havok and Darwin are playing Gottlieb's Fun Land, which came out six years after the movie's events.
  • Anchors Away: Erik uses a telekinetically-controlled anchor to wreck Shaw's yacht.
  • And I Must Scream: The death of Sebastian Shaw. He's held immobile while Erik slowly pushes a coin through his skull. Xavier, who's psychically linked to Shaw in order to hold him immobile, does the screaming instead.
  • And Starring: "And Kevin Bacon."
  • Annoying Younger Sibling: Raven is jealous of Amy, a woman her foster brother Charles is flirting with, so she activates her shape-shifting skill to pretend to have heterochromia. Raven knows that Charles is terrified at the prospect of his younger sister being outed as a superpowered mutant, so it forces him to abruptly end his conversation with Amy. As the siblings are walking away from the pub, Charles is exasperated at Raven for ruining his potential date.
  • Anti-Hero:
    • Erik is an Unscrupulous Hero. He shows no mercy to his enemies and uses any means at his disposal, but his enemies are Nazi and his means are The Power of Friendship. Finally, he's doing all of this in the first place to avenge his murdered mother. Then he goes Jumping Off the Slippery Slope and becomes a full-fledged Villain.
    • Mystique is a Classical Anti-Hero. She's a Nice Girl with personal insecurity due to her appearance and background, that develops self-confidence and stands up for herself and her friends.
  • Anti-Villain: Magneto and Mystique become this at the end. They seek to end the threats posed to mutantkind by waging war on mankind.
  • Ape Shall Never Kill Ape: Sebastian Shaw lightly scolds Emma, after she punts Erik off their yacht, that, "We don't hurt our own kind." Later he kills Darwin, and his team later go all-out to hurt/kill the X-Men; and of course, he beats up Erik on the sub, while trying to convince him to change sides.
  • Apocalypse How: Class 3a. Sebastian Shaw plans a species extinction (humans die in a nuclear holocaust, mutants inherit the Earth).
  • Argentina Is Nazi-Land: Erik chases a Nazi to Villa Gesell, a city in Argentina. In the movie, it's an area of mountains and lakes, but the real Villa Gesell is a beach city and former hippie paradise. The barman used Mexican slang.
  • Aristocrats Are Evil: The Hellfire club seems to take its origins from the old-world upper class
  • Artistic License – Biology: As with all X-Men stories, you have to give the movie plenty of this. If "genetic mutations grant teleportation and shapeshifting" bothers you, then recite the MST3K Mantra.
  • Artistic License – Geography:
    • There's a scene where Erik kills some bad guys that supposedly takes place in the Argentinian city of Villa Gesell. The establishing shot shows snowy mountains and a beautiful lake surrounded by hills. The problem is that, although you can find a lot of cities that look like that in the southern part of the country, the real Villa Gesell is a beach city located nowhere near that area. The shot resembles the Argentinian city of Villa La Angostura where, according to legend, some Nazis hid away after World War II with the help of President Perón. So the mistake wasn't THAT big, but it was extremely hilarious for the Argentinian public.
    • A map shown after the Las Vegas scene shows Kiev as being close to the Soviet/Polish border.note  Kiev is hundreds of miles away from that border.
    • The naval "quarantine" of Cuba to prevent delivery of Soviet missiles is portrayed as concentrated fleets patrolling barely a mile offshore, when in reality the fleets were dispersed across the whole of the Florida Straits and Tampa Bay
  • Artistic License – Gun Safety: To test the depth of his magnetic manipulation, Erik demands Charles fire his (M1911) handgun at him. Basic rule of gun safety is you NEVER point a gun at someone or something you are not intending to destroy, even firing guns at people with body armor on is frowned upon as reckless. Making it worse is Erik boasts about how his magnetism is so powerful he would even be able to block the bullet at point blank range, and forces Charles to stick the gun up against his head. Problem here is that even if by some miracle Erik had the reaction time necessary to stop a bullet at that range, guns release enormous amounts of flame out of the tip of the barrel, because that gas propellant is what is shoving the bullet out of the gun's barrel. Magnetism would not allow Erik to block the flame, and his face would be scorched with 2nd and third degree burns, most likely killing him in the process. Charles thankfully has enough common sense to put the gun away and not listen to Erik's insane demand... though given how much of a menace Magneto is later on, maybe he should have.
  • Artistic License – Military:
    • The USN taskforce executing the naval blockade of Cuba is shown as being headed by a 9-gun battleship, and someone refers to it as the USS Independence. In 1962 the USS Independence was an aircraft carrier CVA-62, commissioned three years previously. The US Navy's 9-gun battleships of the Iowa class were decommissioned in 1958, and briefly recommissioned again in 1968-9, before being decommissioned until they were extensively refit in the early 1980s. Also, the engagement range of an Iowa class battleship was up to 20 miles, and they would seek to engage at no less than six to eight miles. They certainly would not permit themselves to be drawn into the close proximity shown in the movie (a few hundred yards from the Soviet ships) unless they were assured of peaceful intent and maneuvering for a rendezvous to board. It's also doubtful that the draft of the ships depicted would permit them to sail within a mile of the Cuban coast as depicted in the movie.
  • Artistic License – Physics: Before Banshee's first flight attempt, you have Dr. McCoy, allegedly a scientist, telling Banshee, "We need the sound waves to be supersonic!" He probably meant "ultrasonic" (i.e. above the range audible to humans).
  • Ascended Extra: Mystique was a prominent feature of the previous trilogy, but was mostly just Magneto's loyal hench-woman. Her more complex background from the comics was hinted at but the story was more about her infiltration abilities than having much of her own character arc. Casting Jennifer Lawrence in the role for this film (and subsequent movies) and reimagining her as Xavier's foster sister, she became more of a main character on par with Xavier and Erik themselves.
  • Asshole Victim:
    • Who felt sorry for those SS troopers little Erik kills by crushing their helmets along with their heads or those two Nazi escapees grown-up Erik tracks down and executes in Argentina?
    • Sebastian Shaw when he's killed by Magneto near the end. Considering in his first scene he had murdered Erik's mother right in front of the boy's eyes, it's highly doubtful anybody in the audience really feels any sympathy for him. Charles on the other hand, who was telepathically with Shaw and felt all the pain of his death, is someone to feel sorry for.
    • Also, most of the CIA Agents. A couple of them walk by the mutant's room, saying "I didn't know the circus was in town!" Then, seconds later, they all get dropped from the sky. One of them is even begging to live, telling Shaw where they are, only to then get killed.
    • One might also think this of the American and Soviet fleets near the end, who fired on the mutants out of fear and were only stopped from dying by Xavier distracting Erik.
  • Aw, Look! They Really Do Love Each Other: A dark example. At the climax of the story, Erik and Charles wrestle each other in regards to killing the American and Russian navy firing at them. Every time Erik gets the upper hand, he always gets back to directing the ordnance back at the ships. But the very moment Charles gets hit by a bullet that ends up paralyzing him, Erik instantly lets the missiles drop harmlessly and rushes to help Charles.
  • Backseat Changing Room: Played With. Agent Moira McTaggart needs to infiltrate the Hellfire Club, but the CIA didn't really have any plans for how to get her inside. Noticing a bunch of scantily-clad women marching in a line inside as part of the entertainment, Moira quickly strips down and dashes out of the backseat of the car to fall in line, allowing her to get inside without anyone questioning it.
  • Badass Bookworm:
    • Charles is an Oxford graduate with a doctorate in genetics. Xavier single-handedly prevents the Third World War with some quick thinking and telepathy; he blows up the vessel which was commandeered by the Hellfire Club through a Soviet officer on another warship. Later, he holds a telepathic link in order to immobilise Shaw while Magneto pushes a coin through Sebastian's skull. Charles feels everything, but he doesn't let go of the connection despite the agony he experiences.
    • Hank also counts. The man is smart enough to design, and probably build most of the gadgets seen, including the first X-Jet. And yet, despite all of that, he can also fly the X-Jet with extreme precision, and is certainly capable in a fight.
  • The Beautiful Elite: Professor X was born beautiful and lives in an old-fashioned Big Fancy House on a magnificent estate. Every stick of furniture and decorative item inside of his residence (and his Oxford apartment) are Simple, yet Opulent. He's enamoured with classic three-piece suits which cost a pretty penny, and he's very vain when it comes to his hair.
  • Been There, Shaped History: Mutants both caused and averted the Cuban Missile Crisis. Beast not only designed the SR-71 Blackbird, but it was originally a transport!
  • Beethoven Was an Alien Spy: The film reveals that Professor X and Magneto brought a peaceful end to the Cuban Missile Crisis, which was actually a plot by the megalomaniacal Sebastian Shaw to start World War III.
  • Being Tortured Makes You Evil: This sums up Erik Lehnsherr's (who later becomes Magneto) backstory. The torture he endured involved a lot of "anger and pain," a room full of creepy sharp instruments, and there was a flash of something akin to sadistic dentistry, but it's the emotional torment that seems to have broken him.
  • Berserk Button:
    • For Hank McCoy, it's taunting his looks when he's in his Beast form.
    • Telling Magneto that men trying to kill him are "Just following orders" sends him into a murderous rage.
  • Betty and Veronica:
    • While Raven may or may not have feelings for Charles, her attention soon turns to sensible Hank (who prefers her human form) and enigmatic Erik (who prefers her mutant form).
    • Charles' part seems to have a choice between Raven (in human form) and Moira. Note that Raven, who is the Veronica, is his childhood friend, which is normally a Betty characteristic. It's her personality that makes her the Veronica.
  • Beware the Superman: Shaw seeks to use his power and that of other mutants to claim the earth for himself. Magneto agrees with him. "Mutant and proud" has a dangerous context with them.
  • Big Brother Mentor: Because Charles and Hank share a lot in common, Xavier treats McCoy more like a little brother than the other young mutants.
  • Big Brother Instinct:
    • Charles had this for Raven, being very concerned for hiding her mutant form in public and telling her directly that he didn't want anything to happen to her. However, his relationship with his foster sister deconstructs this phenomenon because it caused him to become overprotective to the point where he denied her the chance to embrace her true appearance and be proud of what she was, as well as caused him to ignore her very obvious crush on him. This in turn made Raven turn to Erik as a mentor/love interest and eventually join him in his cause against humanity.
    • Darwin develops this for the younger mutant recruits, especially when Shaw attacked the CIA base. Unfortunately, this only gets him killed by Shaw when he tries to protect Angel from him.
    • By the time of the Cuban Missile Crisis, Erik had already begun to view Charles as a brother figure. When the Blackbird spiraled out of control, Magneto used his body to shield Xavier from injury, and he immediately halted his attack on the American and Soviet naval forces when Charles was shot.
  • Big Damn Heroes: A Moment of Awesome occurs when the Soviet vessel Aral Sea has just a few meters left to go before it crosses into American waters (which would mean all-out war between the USA and the USSR), and then the X-Men jet appears.
  • Big Fancy House: When the team first arrives at Charles' Westchester residence, Erik, Sean, Alex, Moira and Hank have to tilt their head back a little to stare at the impressively large Xavier mansion, which practically looks like a small palace. It's even sarcastically lampshaded by Erik: "Honestly Charles, I don't know how you survived, living in such hardship."
  • Big Good: Charles Xavier is the leader of the heroic team that eventually defeats the Big Bad. He brought them together, trained them and inspired them to be valiant when faced with great peril.
  • Big "NO!":
    • When young Erik wrecks Schmidt's lab in the beginning of the film in anger and grief over the murder of his mother, he lets out an extremely long "Nein."
    • Xavier shouts this when Magneto pushes the coin through Sebastian Shaw's forehead and just before he tackles Magneto to the ground to try to stop him from committing mass murder against the American and Soviet fleets.
  • Bilingual Bonus: The Soviet Captain refers to an officer on the bridge as "zampolit," which is subtitled as "comrade." The enthusiasm at which the crew later drag him off to the brig becomes understandable if one knows that zampolit is how Soviet political officers were addressed.
  • Birds of a Feather:
    • Mutants in general are thrilled to meet another mutants since each one believes they were the only one. The adolescents are then "adopted" by Charles and Erik.
    • It's especially intense between Hank and Raven because they possess visible mutations, but they drift apart after the latter begins to accept her real appearance.
    • Among the young recruits, Xavier connects more strongly with McCoy than with the others because both men are scientists with a similar temperament who believe it's important to Hide Your Otherness from human society. X-Men: Days of Future Past even goes a step further by showing us that they become Heterosexual Life-Partners.
  • Bittersweet Ending: The missile crisis and WWIII are averted, and Sebastian is killed. However, Charles is wounded and left paraplegic, Erik takes command of Shaw's mutants to start his own revolution of mutant supremacy, and Raven turns to The Dark Side. Despite reciprocating Moira's romantic feelings, Xavier has to mind-wipe some of her memories to keep her out of danger with the CIA while also keeping his upcoming school for mutants safe.
  • Blatant Lies: Raven claims that her eye colour change at the pub was an accident, but Charles knows that she did it on purpose, and the audience understands that Raven's motivation for the "slip-up" was jealousy towards Amy.
  • Bloodless Carnage: There was no blood when Shaw shot Erik's mother. Azazel's massacre of the CIA agents, Shaw's death and Charles getting shot also had either minimal blood or none at all.
  • Blue Is Heroic: Charles is introduced as a scholarly kid in blue-and-white pajamas whose instinct is to be charitable towards a starving mutant girl, laying the foundation of his future ascent into an All-Loving Hero and a Guile Hero. As an adult, blue is routinely incorporated into his apparel, and he's the Allegorical Character for serenity.
  • Body Horror:
    • Hank McCoy's transformation sequence, the process was depicted as rather painful and horrific, bones, muscles and skin shifting and stretching while fur aggressively sprouted along his body.
    • The death of Darwin shows his body warping into several different materials in its attempt to adapt to the energy shoved into his mouth. Then he's petrified.
    • Inverted with Mystique as a major part of her character arc involves her coming to accept her natural appearance.
  • Boring, but Practical: In contrast of everyone tried to Shaw, which failed due to his kinetic energy is absorbing powers, Eric is able to successfully kill Shaw by slowly making a coin pass through his head, because it does not require a lot of energy Shaw cannot absorb it.
  • Brainy Brunette: Exactly as it says on the tin for Dr. Charles Xavier and Dr. Hank McCoy; these two are doctorate-level scientists as young men.
  • Break the Cutie:
    • Charles Xavier. When the movie starts, he's a friendly, happy-go-lucky, idealistic Oxford grad whose only interests are protecting his foster sister, studying genetics, drinking yards of beer and picking up coeds. His initial reaction to meeting other mutants is a puppyish eagerness to find others like him, as well as a gung-ho enthusiasm to work with a superhuman team to fight evil. During the climax, he gets smacked around in a variety of ways, including telepathically experiencing Shaw's gruesome death at Magneto's hands, getting shot in the spine, and having the US government, his best friend, and his sister all turn against him. By the finale, his government is trying to hunt him down, his best friend is preparing for a war against humans, and he's crippled for life in a wheelchair. We know from future installments that he never quite abandons his ideals, but he's frighteningly subdued and obviously much more cautious about who knows his secrets.
    • Hank McCoy starts off as the dorky love interest for Raven. He then undergoes a Karmic Transformation after telling Raven that society would never accept them for the way they really looked.
    • Raven Darkholme starts off as an innocent Womanchild who turns into a villain by the end, after being harshly rejected by her love interest Hank, and being repulsed by both humanity's intolerance and by Charles' ideals.
    • Erik Lehnsherr as a child in the early scenes, where he is subjected to the harsh treatment of the concentration camps and is forced to watch his mother die simply because he couldn't move a coin in time.
  • Broad Strokes: The filmmakers have outright said that they're giving story a much higher priority than continuity.
  • Byronic Hero: Erik Lehnsherr is morally troubled, emotionally damaged, attractive, and very charismatic about his pro-mutant beliefs. This is particularly true to some of the impressionable younger characters like Raven.
  • Call-Forward: So many it was split into its own subpage.
  • The Cameo:
    • Wolverine, and given that PG-13 movies have only one "fuck" to use, the writers definitely chose the perfect scene to take advantage of it.
    • Also Rebecca Romijn, the original Mystique, who briefly appears when Raven takes on a more mature appearance in order to try and seduce Magneto.
    • A blink-and-you'll-miss-it case: One of the mutants shown during the first test run of Cerebro appears to be a very young Storm, and another looks like Cyclops.
    • Many of the bit parts in the movie are filled with extremely recognizable and prolific character actors. James Remar is the US General giving a speech in front of The Big Board, Ray Wise plays the US Secretary of State (seated dead center at the round table next to CIA Director McCone and William Stryker, Sr.), and Jason Beghe is the XO of the lead US ship in the 7th fleet commanded by Captain Michael Ironside.
  • Care-Bear Stare: Xavier uses his telepathy to help Erik recall a happy memory from long ago in order to unlock the full potential of his friend's powers.
  • Catch and Return:
    • Magneto catches and then reverses a barrage of missiles.
    • Sebastian Shaw's ability to absorb and release energy is also a form of this.
  • Chained to a Bed: Emma Frost is chained by the bed's metal railings. No points for guessing who did it and how.
  • Changing of the Guard: The previous movies featured Wolverine as the main protagonist, but First Class has Magneto and Professor X as the two lead characters.
  • The Charmer: Charles uses his bubbly exuberance and his psychic powers to pick up women in pubs on campus. Michael Fassbender has admitted that he had portrayed Erik as being captivated by Xavier's charisma.
    Fassbender: The first thing that James [McAvoy] did was he brought a little mischief, a little bit of a rebel to Professor X. Which I think really was very clever because looking at it from where Erik is standing, there was something about that he found very endearing, and he was charmed by this man. I think that's why the fans really react to the bromance thing, there's a real sort of Butch Cassidy element that he brings to it, James, which I thought was really smart.
  • Chekhov's Gun:
    • The coin that Dr. Schmidt gives to Erik, which Magneto later forces through Shaw's head. It's also foreshadowed when Erik impales a drawing of Shaw's head with it earlier in the film.
    • Shaw calling Azazel by his name is used later on when Mystique impersonates him and stops Azazel from killing Beast. Shaw calling Azazel by his name during the attack on the base is the only reason Mystique knows his name.
  • Chekhov's Lecture: Xavier reading from the thesis on the Cro-Magnons wiping out the Neanderthals. Erik cites it when the US and Soviet fleets turn on them.
  • Chekhov's Skill: When the gun fires at the climax, it's not as funny as the exchange below.
    [Erik asks Charles to help him train by shooting him point-blank]
    Erik: You know I can deflect it!
  • Chess Motifs: Charles and Erik are seen playing chess a few times. The one move that is actually shown is Erik taking Charles' Queen with his King. The chess game is almost directly followed by scenes showing that Erik is able to understand Raven and consider her natural blue state beautiful while Charles is not. At the end of the movie Raven, Charles' foster sister and closest ally, leaves Charles side and joins Erik in his anti-human agenda. Oddly enough, the villains of this movie are the Hellfire Club, which used chess pieces as rank names, but this isn't addressed in the movie.
  • Chest Blaster: Havok's suit is designed to focus his energy and discharge it from a device in his chest.
  • Chick Magnet: Charles has the attention of Amy (the blond woman with heterochromia—see the Funny Background Event entry), Raven (who has a crush on him) and Moira (there is a deleted scene where she and Charles are making out after drinking too much champagne, and at the end, they kiss).
  • Chivalrous Pervert:
    • Charles Xavier boldly hits on co-eds, but when his latest target for conquest sincerely needs help, he's all business.
    • Sean Cassidy is introduced flirting with a girl, who seems to find him comical more than anything else. He also wolf-whistles at Angel.
  • Chummy Commies: The film depicts USSR and USA as not that different, since both are being fooled by Big Bad Sebastian Shaw and both believe they're being threatened by the other. Also, even if Azazel, the only (supposedly) Communist mutant is an evil henchman, he's more on Pragmatic Villainy and is definitively better than Shaw.
  • Clash of Evolutionary Levels: Charles Xavier's doctoral thesis outright states the "Cro-Magnon exterminated Neanderthal'' theory, to set the tone for the film itself, as well as all chronologically subsequent films. Justified, since the film was set in the sixties when that theory was still in the majority.
  • Code Name: The codenames given to the characters which have nothing to do with anonymity (as demonstrated by them using them for each other in the most mundane of situations) are explained as a result of precedent established by teenagers in over their heads in the CIA.
  • Comic-Book Movies Don't Use Codenames: Double-subverted, justified, enforced, and invoked all at once. Codenames are something of a plot point; it's shown that the concept of a "true name" began with Xavier's eponymous "first class." However, it's originally used in playful jest (the teenagers even come up with codenames "Professor X" and "Magneto"—Xavier and Lehnsherr both respond unenthusiastically to the idea) and doesn't become serious until Magneto insists upon being called by that name at the very end of the film.
    • The name "Professor X" is only used twice in both this movie and X-Men Film Series, and Xavier brushes it off.
    • Hank eventually uses the name "Beast" towards the end of the movie.
    • "Darwin" is actually a nickname which happens to fit his powers, and his real name (Armando) is never referenced.
    • It gets a bit tricky with Angel; in the comics, her code name is Tempest, and Angel is her real name, but in this movie she explicitly states that Angel is a stage name.
  • Comic-Book Time:
    • The film is definitely marketed as a prequel to the original trilogy, but the timeline used in the film is very wonky. First Class takes place in 1962, which would put Xavier and Magneto in their 70s in the first movie (Patrick Stewart was only 60 when the first film was released, and Ian McKellen was around the same age). It's best not to think about Beast's age.
    • In the first film Xavier states that he was seventeen when he first met Magneto, but here he's clearly shown to have been alive in 1944, eighteen years before the two first meet.
  • Coming-Out Story: Charles accidentally outs Hank as a mutant.
    Charles: Why didn't you say? ... Because you don't know. I am so, so terribly sorry.
  • Compliment Backfire: Erik tries to compliment Hank's Beast form, but Hank takes it as sarcasm. Erik is remarkably understanding about the mistake.
  • Composite Character: Sebastian Shaw mixes character traits associated with the comics version of that character (a wealthy Diabolical Mastermind with Energy Absorption powers) with those associated with fellow X-villain Mister Sinister (a seemingly-immortal Evilutionary Biologist who experimented on Magneto in a Nazi concentration camp and believes that mutants are the key to world conquest).
  • Conservation of Detail: Darwin's death. The rest of the characters are shown having to learn to use their powers. Just instinctively adapting to survive is nothing you can learn. The lesson is that you can't live without hard work.
  • Continuity Cameo: Mystique tries to seduce Magneto. He tells her, "Maybe in a few years." She then shapeshifts to Rebecca Romijn, who plays her in the original trilogy.
  • Continuity Drift:
    • Dr. Hank McCoy makes his first appearance in a background cameo in X2: X-Men United, where he's a human-looking scientist being interviewed on a news program. When he appears in X-Men: The Last Stand, he's a politician with a spot in the United States Presidential Cabinet, and he appears in his classic blue-furred simian mutant form. Then this movie reveals that he was one of Professor Xavier's original X-Men and that he's had blue fur since his early 20's, when one of his experiments went awry and accelerated his mutation. In an Author's Saving Throw, X-Men: Days of Future Past reveals that Hank developed a serum that let him pass for human for short periods. It also clarifies the true nature of his close relationship with Charles Xavier, establishing that he was the only one of Xavier's original students that stayed behind when Xavier shut the school down during the Vietnam War.
    • A flashback at the beginning of X-Men: The Last Stand (which likely takes place in the late 1970's or early 1980's) shows Professor Xavier walking upright, and clearly still allies with Erik Lehnsherr. This movie reveals that Lehnsherr was responsible for paralyzing Xavier in 1962, and that their friendship ended immediately after.
    • Dr. Moira MacTaggert is first introduced in a brief cameo in X-Men: The Last Stand, where she's a British scientist who has apparently been friendly with Charles Xavier for years. In this film, which takes place about 40 years before the rest of the series, she's an American CIA agent who has her memories of Xavier erased at the end of the movie.
    • X-Men states that Magneto built his psychic-proof helmet around the time that Senator Kelly's Mutant Registration Act led him to ramp up the Brotherhood's terrorist campaign, since he knew that Xavier was tracking him. This movie establishes that he's had his helmet since the 1960s, and that he originally stole it from Sebastian Shaw. Perhaps he meant an upgraded version to keep up with Cerebro.
    • X-Men Origins: Wolverine features a brief appearance by Kayla Silver Fox's sister: a blonde-haired woman who's clearly intended to be Emma Frost (she has Emma's ability to turn her body into organic diamond, and is listed as "Emma" in the final credits). This film explicitly introduces Emma Frost as a major character—who's around the same age as the character in Origins (even though the two films take place 15 years apart), has psychic powers that were never mentioned in Origins, and never gives any indication that she's related to Kayla Silver Fox.
    • Despite both being major characters with top billing, Professor Xavier and Mystique never seem to directly interact with each other in the original trilogy, and they never give any indication that they have a history. Since this movie reveals that Mystique is Xavier's foster sister and they grew up together which means that Xavier has known her even longer than he's known Erik Lehnsherr.
  • Continuity Snarl: Has its own page.
  • Contrasting Sequel Main Character: One theme of the film is how the "first class" of Xavier's mutants are all fun-loving youngsters who haven't been battle-tested, and instead see their recruitment as a chance to party and hang out with other people like themselves, initially overlooking the war. The total opposite of the X-Men, who are serious and focused, and specially Wolverine, an almost perpetually stoic, no-nonsense adult who's fought in every major American conflict from the Civil War to 'Nam.
  • Contrived Coincidence:
    • Raven must have reasoned "big house=lots of food" because that's the only way to explain how she met Charles.
    • Schmidt/Shaw working with the Nazis to perform genetic experiments upon prisoners makes sense, but what are the odds he'd be in the very same prison camp as a young Erik?
  • Cool Boat: Sebastian Shaw's submarine is pretty normal on the outside, but on the inside it's very cool looking. We're not even going into the nuclear device he's hiding in the room full of mirrors. Also it gets lifted out of the water by Magneto, so that's cool.
  • Cool, but Inefficient: Charles sports a pair of fingerless gloves while in Russia. They're probably not keeping warm, but they look pretty damn cool.
  • Cooldown Hug: Charles does this to Erik to save his life when the latter almost drowns himself trying to lift Shaw's submarine for the first time. It also comes with liberal applications of telepathic persuasion since they are both under water at the time.
  • Cool Plane: The Blackbird, of course. It's the most advanced plane in the world!
  • Cool Teacher: Xavier adopts this role when he trains the young mutants; he is always friendly, supportive and caring.
  • Counting to Three: Having witnessed his metal-bending powers in moments of stress, Dr Klaus Schmidt calmly informs Erik Lehnsherr that he's going to shoot his mother at the count of three unless he moves a coin. Only a child at the time, Erik fails to do so and his mother gets shot. As an adult Erik hunts down Dr. Schmidt, now the Big Bad of the movie, Sebastian Shaw. Erik announces that he's going to move the coin (which he's kept all these years) on the count of three. He then uses his powers to slowly push it through Shaw's head and out the other side.
  • Cradling Your Kill: An interesting variation of this, which is more like "Cradling Your Cripple," happens when Xavier receives his spinal injury. Moira tried to shoot Magneto after his Face–Heel Turn and he ends up deflecting one of the bullets into Charles, hitting him in the lower back. Erik runs over and cradles him in his lap until he realises that Charles isn't likely to die. Magneto and his new minions are long gone before Charles voices that he can't feel his legs.
  • Create Your Own Villain: Played with. It's the Big Bad who creates the villain, not The Hero. It's lampshaded in Shaw's final monologue, and in Erik's references to himself as Frankenstein's Monster. It was Charles, however, who teaches Erik how to use his powers to their full potential.
  • Crucified Hero Shot: Inverted. This happens twice (once to Emma Frost and again with Sebastian Shaw) and neither of them are heroes.
  • Cruel and Unusual Death: Magneto manages to split the "cruel" and "unusual death" parts between Xavier and Shaw: Xavier, telepathically linked to a psychically frozen Shaw, feels the horrific pain of Magneto forcing a coin through the brain of Shaw while Shaw himself feels nothing or experiences nothing.
  • Cunning Linguist: Erik is fluent in German, English, French and Spanish. This is consistent with the comics, where he has been shown speaking French, and knowing Spanish isn't much of a stretch for someone like him.
  • Curb-Stomp Battle:
    • Shaw and his cronies' first attack on the CIA facility—the entire staff of the base is killed, almost entirely by Azazel repeating the same brutal tactic, one by one, on each human at the base, with no way to stop him until all are dead.
    • Riptide is immediately taken down by Havok when the two teams fight, and is subsequently buried under a wall of metal by Magneto.
    • Sebastian Shaw casually sends Erik Lehnsherr flying across the room several times by merely tapping him. In desperation, Erik tries to use metal to restrain Shaw, but Shaw casually tears through it and pins him against a wall. Erik only wins because Shaw stops to give him a We Can Rule Together speech. Erik then takes the opportunity to knock away Shaw's helmet, allowing Charles Xavier to paralyze Shaw with his mental abilities.
  • Cute Bookworm: Hank is shy and geeky, and Raven finds him endearing.
  • Cute Monster Girl: The scaly and blue-skinned Raven as a little girl is absolutely endearing when Charles first meets her, and he treats her like a friend right away.
  • The Cutie: Charles is sweet, compassionate, naïve, peace-loving and cheerful. His Pretty Boy features highlight his childlike attributes, and he retains the puppyish enthusiasm that he had as a kid. Even the aloof and grumpy Erik melts under Xavier's charm and affectionately labels him as "adorable."

  • Dare to Be Badass: Charles Xavier, one by one takes his motley crew of mutants and gets them to reach their true potential, none more memorable than Erik Lehnsherr. He literally dares him to use his powers to turn a giant satellite dish located at least a mile away. It's especially poignant because Erik up to that point was impressed with his own ability to deflect bullets and control smaller metal objects. He never considered doing anything greater than that until Charles suggested it.
  • Darker and Edgier: The movie beats X2: X-Men United to the title of the most dramatic, heart-wrenching, and pessimistic in the series.
  • Dartboard of Hate: Erik Lehnsherr, as an adult, is looking at a map containing pictures, he then toys with the concentration-camp coin from his childhood, and then magnetically tosses it right at a picture of Dr. Klaus Schmidt, hitting it cleanly through. This also serves as foreshadowing, since in the end of the movie Erik kills Sebastian Shaw in the exact same way.
  • Deadpan Snarker:
    • Banshee has some nifty lines.
      Raven: We should come up with secret codenames, we're secret agents now! I'll start, I'm gonna be Mystique.
      Sean: Damn! I wanted to be called Mystique!
    • Erik upon seeing the mansion Charles grew up in.
      Erik: Honestly Charles, I don't know how you survived living in such hardship.
  • Death by Adaptation: Darwin and Sebastian Shaw don't die in the comics.
  • Death by Irony: Sebastian Shaw. Magneto kills him to avenge his mother's death. This is made possible because Magneto had taken Shaw's helmet that was manufactured to protect Shaw from telepaths like Charles Xavier. Ironically, this is what prevented Charles (who could not release the dangerous Shaw from his telepathic grasp) from stopping Shaw's death at the hands of the newly-helmeted Magneto.
  • Death by Origin Story: Erik's mother was killed to awaken his powers when he was a child. This is also the start of his hatred towards humans.
  • Defence Mechanism Superpower: Darwin's power is "adapting to survive." If he goes underwater, he develops gills. If he's smashed by something, he develops impenetrable skin.
  • Defied Trope: Jason Flemyng pointed out in an interview that he tried to avoid the cliche shot of the villain looking over the shoulder at their tail, as it always looks like the villain has just realised they had a tail for the first time.
  • Defrosting Ice King: In a Power of Friendship example, the combination of Charles' sensitivity and intelligence is able to "thaw" Erik's cold heart, making him the first and only person in the original timelinenote  Erik has loved since the death of the latter's family during World War II.
  • Deliberate Values Dissonance: "This, gentlemen, is why the CIA is no place for a woman!"
  • Description Porn: Hank does this with Cerebro because it is a complex and cutting edge piece of machinery.
  • Designated Bullet: Magneto killing Sebastian Shaw by telekinetically moving a Nazi coin through his head. The coin in this case was the first thing Shaw demanded Magneto to move with his powers when he was a young boy, because he couldn't Shaw killed his mother.
  • Deus Exit Machina: In the previous films, Professor Xavier is conveniently done away with before he can just use his telepathy to shut down the mind of the Big Bad (which he is more willing to do, unlike his comic book counterpart). This film approaches it differently; Sebastian Shaw has a telepathy-blocking helmet that protects him from Xavier from the start; at the climax, Erik steals the helmet, Xavier freezes Shaw's mind, Erik kills Shaw and declares himself the Big Bad. With Charles helpless to stop him, the two part ways to kick start the X-Men film franchise.
  • Diabolical Mastermind: Sebastian Shaw, who (mutant powers aside) wouldn't be terribly out of place as a James Bond villain. He manipulates the world's two superpowers into declaring nuclear war on each other and no one other than the proto X-Men are aware of it. It's actually a very similar plan to the one that the villain uses in The Spy Who Loved Me, right down to the submarines, although with different motivations.
  • Didn't Think This Through:
    • Sebastian honestly believes that he can convince Erik to join him, despite being directly responsible for the death of his mother and knowing that he has spent his entire life hunting him down. Magneto even lampshades it in the end, stating that while he believes mutants are superior after all, there is absolutely no way he will ever forgive Shaw. Erik then finally kills Shaw during the climax, and the latter's plans utterly fail.
    • Havok didn't anticipate that Shaw would be able to absorb his power and Darwin paid for it.
  • Did They or Didn't They?: A Type 4 example happens between Magneto and Mystique, where the latter attempts to seduce the former, but is rejected until she turns into her true mutant form and they share an intimate moment and a kiss. The scene cuts to Mystique later appearing before Xavier in the kitchen, naked and without her robe, making it unclear if anything happened between them or not.
  • Die or Fly: There are several examples.
    • In a case of Die Then Fly, Dr. Schmidt threatens to shoot Erik Lehnsherr's mother unless he figures out how to use his power to move a coin. Erik is unable to do so until after Schmidt kills his mother, the pain of which triggers his abilities.
    • Erik takes this approach during Banshee's flying attempts (though given that Banshee's costume contained metal, he could easily have caught him if it didn't work).
    • Alex Summers grasps his energy-blasting ability just as he needs to in a life or death fight when his device is wrecked.
  • Dirty Communists: Subverted. Although many Cold War cliches are in place, Russians are not portrayed as intrinsically evil or bent on world domination. They plan to install their missiles in Cuba not as a part of some Evil Plan to destroy capitalism, but as a counterweight to US missiles in Turkey (not to mention that both countries are being bullied and manipulated by the Hellfire Club). Most importantly, the final act shows that Soviet sailors are not that different from their American counterparts.
  • Dirty Harriet: In order to infiltrate a Hellfire Club private party, Moira MacTaggert strips down to her undergarments and pretends to be one of the call-girls. It's done fairly well as it's shown that she's not all that comfortable with it and is acutely aware of how vulnerable she is.
  • Disappeared Dad: Charles mentions a stepfather. In the comics, his biological father died when he was young.
  • Disappointed in You:
    • Xavier is upset when the mutant teens are behaving like party animals, and he rebukes them with a frown.
      "I expect more from you."
    • After Havok insults Hank by calling him "Bozo," Charles' terse delivery of "Thank you, Alex" is his very polite way of saying, "Shut up."
  • Disney Villain Death: Inverted; Azazel kills numerous CIA agents by teleporting into the sky and dropping them from a great height.
  • Disposable Woman: Erik's mother is murdered in front of him for the sole purpose of motivating him, and his search for revenge is a major element in his Start of Darkness. As the prologue to X-Men had already implied that both of Erik's parents died in Auschwitz, so his mother, but not his father was upgraded from "Disposable Parent."
  • Divide and Conquer: The Hellfire Club tries to do this by engineering the Cuban Missile Crisis.
  • Doesn't Like Guns: Charles is very uncomfortable while aiming a gun at Erik's forehead during a training exercise. He refuses to pull the trigger despite Erik's insistence.
  • Does This Remind You of Anything?: This film is unsubtle enough to include lines such as "You didn't ask, so I didn't tell" and "Mutant and Proud." Not to mention the scene where Hank takes some of Raven's blood.
  • Don't Think, Feel: A variation. Erik initially could only use his abilities by channeling his anger, until Xavier taught him how to control and vastly amplify them by reaching a state of Tranquil Fury, rather than let his rage consume him.
    Xavier: True focus lies somewhere between rage and serenity.
  • Doomed by Canon: Charles Xavier, Magneto, Mystique, Beast, and Moira MacTaggert have to survive, and Magneto and Mystique have to turn evil, leave the X-Men and create the Brotherhood of Mutants. Xavier also has to become wheelchair bound (although he's also walking in X-Men Origins: Wolverine and the flashback in X-Men: The Last Stand).
  • Double Entendre: This line from Erik was referring to their mutant powers, but it could easily have another meaning as he and Charles were in a strip club talking to a stripper.
    Erik: We'll show you ours, if you show us yours.
  • Double-Meaning Title: The subtitle specifically refers to Professor X's first group of students, but it can also mean that the young mutants excel at using their powers (as in "first in their class").
  • Downer Beginning: The film starts in a concentration camp.
  • Downer Ending: Charles is crippled and weary, loses his love interest because he erases her memory in order to protect her, and also loses his friend, Erik, as he becomes Magneto. His foster sister has run off with Magneto to become a supervillain. Hank is left mutated from his failed serum and has lost Mystique as well after he rejected her true mutant form. Also, despite all their heroic efforts, the government is now hunting all mutants. The only bright side here is the birth of the Xavier Institute for Gifted Youngsters.
  • Dramatic Gun Cock: This occurs when Erik asks Charles to shoot him in the head during their training session.
  • Dramatic Spine Injury: After Magneto turns the US and Soviet shells and missiles back toward their ships, Moira MacTaggert tries to shoot him. Her first bullet just bounces off the helmet he took from Shaw, and Magneto deflects the other bullets effortlessly, but the last hits Xavier in the back. Xavier falls in agony, and although Magneto is able to extract the bullet, the damage is done and Xavier's legs become paralyzed.
  • Dressing as the Enemy: Moira does a variation when she has to sneak into a strip club. In this case it's "undressing" like the enemy... much to her partner's surprise.
  • Drink-Based Characterization:
    • When Xavier is at Oxford, he orders a pint of beer and chugs down a yard of ale, which is stereotypically more "plebian" than, let's say, a martini. This signifies that despite his posh background, he enjoys interacting with people who are outside of his social class.
    • Lehnsherr orders German beer in the hopes of gaining the attention of the two Nazis that he has targeted.
    • Charles and Erik wish to maintain an air of sophistication when they visit Angel at the strip club, so both men are sipping champagne.
    • It's subtle, but every time they're in a bar, Charles orders a cola, rather than alcohol, for Raven. He doesn't want her "slipping up" and exposing her true form.
  • Dropped a Bridge on Him: Oliver Platt's unnamed character is introduced as being a potential "M" for Xavier's Bond, providing a facility, sponsoring the recruitment of the X-Men, protecting them from the rest of the CIA, and above all he comes across as sympathetic to the mutants. Then, not halfway through the film, the base is attacked and Azazel drops the guy to his death from high in the sky, and that's the end of the Man in Black's involvement in the film.
  • Dropped-in Speech Clip: Towards the end, a sample and actual footage of JFK's thanksgiving speech at the end of the Cuban Missile Crisis are used, in which he mentions, among other things, how the "calm determination" of the Americans will be tested "many more times in this decade".
  • Drunken Master: Although Charles doesn't gain any abilities from becoming drunk, his inebriated state certainly doesn't hamper his telepathy, either. He sobers up when he realizes that Moira had encountered dangerous mutants, and needs his help to stop them.
  • Dull Surprise:
    • Riptide creates a tornado and the senator responds, "What the hell did you put in my drink?"
    • Emma Frost does this to everything.
  • Early-Installment Weirdness: Deliberately invoked in spirit, especially if you've seen the original trilogy beforehand, which take place more than 40 years later. Among others, there's Xavier sometimes acting like a cocky, womanizing ditz (which is a sharp contrast compared to his much more subdued and mature persona later on), Magneto not hesitating to use a gun if he likes to (whereas in the previous films, he sneers at firearms with disdain), Mystique is Charles' Womanchild foster sister instead of a lethal Femme Fatale, and Beast is socially awkward with severe self-esteem issues—you wouldn't have expected that the confident politician in X-Men: The Last Stand had started his adulthood as an introvert.
  • Elite School Means Elite Brain: Professor Xavier is seen receiving a doctorate from Oxford studying mutant genetics. His intelligence is also emphasized by the fact that he can literally read minds.
  • Emotional Powers:
    • Erik is originally only able to use his powers when extremely angry. The first two times involves maternal separation. He can't properly focus it until Charles coaches him to concentrate on happier emotions.
    • Raven claims that her mental state influences the effectiveness of her mutant ability.
      Raven: You know I can't control it sometimes if I'm stressed or I'm tired.
  • Enemy Mine: Magneto invokes this between the X-Men and the Hellfire Club against "the real enemy"...humans. The ending implies that the Americans and Soviets have found a common enemy in the mutants.
  • Epic Fail: Banshee's first flight... is not.
  • Epic Flail: Erik tries to sink Shaw's ship with its own anchor.
  • Equal-Opportunity Evil: Sebastian Shaw's Hellfire Club appears multiethnic, but when you look again, they're a single minority-mutant. Muggles are never seen in his employment.
  • Establishing Character Moment:
    • The Nazi scientist, Dr. Klaus Schmidt, tries to get the young Erik to use his powers to move a coin, first by using a chocolate bar and when that doesn't work... he then shoots Erik's mother in the face. When the kid has a BSOD and tears the place up with his metal powers, the guy laughs with satisfaction. The funny thing is, the Nazi scientist persona was a cover for his true identity, but that moment told you precisely the kind of a son of a bitch from hell you were dealing with.
    • The following scene shows an adult Erik sitting silently in a hotel room, fiddling with the same coin using his powers. He stares at a wall papered with pictures of notable Nazis, including a hand drawing of Dr. Schmidt. He looks at it for a moment before spearing the picture of Schmidt with the coin. Everything we need to know about how this man becomes Magneto is right in that scene.
    • When we first see Xavier as a kid, the framed photos on his night table are of Charles Darwin, Hedy Lamarr (who was both a Hollywood sex symbol and the co-inventor of a radio-guided torpedo system) and Albert Einstein. He would later grow up to be a scientist with an appreciation for both brains and beauty.
    • Charles is very brave even as a child because when he suspects that a burglar has broken into his home, instead of alerting his parents or a servant, he grabs a baseball bat and approaches the intruder by himself.
    • The first meeting between a young Charles and Raven. It established her isolation due to her appearance, and the fact that she is willing to latch on to anyone who accepts her, and it showed his kindness and delight at finding other people who were different.
  • Even Bad Men Love Their Mamas: Erik is obsessed with taking revenge for his murdered mother.
  • Even Evil Has Loved Ones: Erik grows to love Charles as a brother over the course of the movie, but that doesn't stop him from betraying his best friend or abandoning him.
  • Even the Guys Want Him: Even though they've only known each other for a couple of days, the oh-so serious Erik Lehnsherr feels comfortable enough around the charming Dr. Charles Xavier that he calls the telepath "adorable" when the latter tries the Cerebro machine for the first time. In the entire X-Men movie franchise, the dour Magneto never teases another male character for his cuteness, which goes to show how unique his affection for Professor X is. If you include Michael Fassbender's comments that Erik finds Charles to be "very endearing, and he was charmed by this man," then Lehnsherr considers Xavier to be a cutie pie inside and out.
  • Evil Costume Switch: After completing his Face–Heel Turn, Magneto dons his iconic Evil Overlord costume that he wore in the first issues of the comic book. Also, Mystique performs an Evil Costume Ditch after siding with Magneto.
  • Evil Mentor: Sebastian Shaw towards Erik, who eventually took up Shaw's mutant supremacy ideology. A truly evil one at that, as Shaw killed his new student's mother in front of him to unleash the boy's powers and performed horrifying medical experiments on Erik.
  • Evolutionary Levels: All over the place, usually invoked by Shaw who uses it to justify his genocide.
  • Explaining Your Power to the Enemy: Shaw's nice enough to explain his energy-absorbing powers to Colonel Hendry (and the audience), even noting how they make him ageless, before promptly using them to turn Hendry into a human firecracker.
  • Exposition of Immortality: There's Wolverine's cameo during the Xavier and Lehnsherr mutant recruitment montage; it's 1962, and Wolverine looks exactly like he has throughout the films.
  • Eye Scream: Azazel holds the sharp tip of his tail at a victim's eye.
  • Face Death with Dignity: After Magneto gains control of the missiles and sends them right back towards the warships, the American captain remarks it's been an honor serving with his crew, while the Russian captain thanks his men for their service.
  • Face–Heel Turn:
    • Angel joins the Hellfire Club when Shaw kills every human in the CIA building.
    • Erik goes from being a cynical Anti-Hero friend of Xavier's to a genocidal Well-Intentioned Extremist who is Xavier's enemy.
    • Raven starts off Xavier's friend and foster sister, ends up leaving to be with Magneto. Of course, she sees it differently.
  • Fake Defector: Darwin does this to Sebastian Shaw's group of evil mutants as a ploy to give his teammate Havok a clear shot at Shaw's group (Darwin's own mutant ability will protect him from Havok's attack, and their friend but genuine traitor Angel, who wouldn't be safe otherwise). It doesn't turn out so good for Darwin when Shaw's group survives unscathed due to Shaw's mutant ability allowing him to absorb Havok's attack.
  • Fake-Out Opening: The film begins at a Nazi concentration camp in 1944, showing Magneto's childhood.
  • Fallen Hero:
    • Erik Lehnsherr starts out as a Nazi hunter who then co-founds the X-Men with Professor X. After their first success together, he becomes a villain.
    • Mystique starts out as an X-Man, then joins Magneto's Brotherhood of Mutants because she agrees with his philosophy more than Xavier's.
  • Fanservice: The only male examples are a well-toned Erik covered in a very skin-tight wetsuit and Alex displaying his bare, muscular arms during training, plus a section of his chest when the energy output device is removed from his combat uniform.
    • Emma Frost seems to be in this movie purely for this trope, and she pulls it off very nicely. Angel and Moira (especially during the Hellfire Club infiltration scene) aren't hard on the eyes either. Oh, and Mystique is Jennifer Lawrence running around in blue bodypaint.
  • Fanservice Extra: In addition to every major female character showing some skin at one point or another, the other girls in the Lingerie Scene at the Hellfire Club.
  • Fantastic Racism: Shaw wants to start a nuclear war that will wipe out humanity, while humans respond to knowledge of the mutants' existence and powers by trying to kill the people who just averted said war.
  • The Farmer and the Viper: Poor, poor Charles Xavier. He believed that he could help the emotionally damaged Erik find some measure of peace and happiness by offering the latter friendship and a home, but Erik repays Charles' kindness with betrayal, abandonment, and a permanent (if accidental) spinal cord injury. He believed that humanity as a whole will accept them because they desire peaceful coexistence. As soon as they avert a mutually destructive nuclear war, both sides open fire on them.
  • Faux Affably Evil:
    • Shaw is impeccably polite even when he's going to kill your mom. When he murders people who have slighted him, it's based more on principle than any outright anger.
    • Erik is also depicted as being a "nice" guy throughout, even after he fully becomes Magneto.
  • Femme Fatale:
    • Emma Frost seduces bigwigs at Shaw's behalf.
    • Shaw recruits Angel and it's implied he wants her to do Emma's job.
    • Raven also starts to blossom into one, judging by her seduction scene with Erik.
  • Finger Poke of Doom:
    • Sebastian Shaw has this as a secondary ability—he absorbs energy from any attacks, then releases it into anyone he likes with a slight touch. It's usually with a kablooey. In his final fight, he knocks Magneto around the room several times by tapping him.
    • Emma Frost in diamond form gains diamond-sharp fingers.
  • First-Name Basis: On a meta level; before this movie was released, fans frequently referred to Professor X, Magneto, Mystique and Beast by their codenames, but afterwards, it became commonplace for audience members to call them by their first names, especially when differentiating between their "regular" selves and their superhero/supervillain persona.
  • The First Superheroes: Being a timeline reboot of the film series, the mutants are reintroduced. In this case, mutants exist in modern times (1960s), but few and far between. Some already joined forces as the secretive Hellfire Club with the intent to influence the political fate of nations, while Xavier, Mystique and Magneto (who were already shown to have their powers from childhood/early adolescence) meet Hank McCoy (in this continuity, a CIA aide) and use his Cerebro creation to gather a handful of mutants. The mutant groups clash during the Cuban Missile Crisis (1962).
  • Fix Fic: Already there are a vast number of fics where what is commonly referred to as 'the divorce' never happened, and Erik and Charles lived happily ever after. Many of these also retcon Charles into not having been paralysed. The fandom literally calls them Fix-Its and they can range from just reworking the beach scene so that the divorce never happens, to developing a completely alternate timeline that come about through what-if? situations.
  • Flat Character: The Hellfire Club is very underdeveloped, Riptide having no lines at all and Azazel having next to none. Emma has the largest role aside from Shaw and gets some more development for it, but still lacks any sort of motive or backstory to speak up.
  • Floating Head Syndrome: The film came under fire for its teaser posters featuring floating heads of James McAvoy and Michael Fassbender floating (right near the respective crotches) of a silhouette of Patrick Stewart and Ian McKellen respectively.
  • Foe Romance Subtext: Erik with Charles, to the point where Television Without Pity gave them the "Best Couple" award and the fandom calls the beach scene a "divorce". A bit of a variation on this trope in that they're actually friends despite their opposing goals and the subtext comes from the friendship rather than hostility.
  • Foil:
    • Shaw serves as one to Xavier. Both are doctors of genetics who are interested in maximizing Lehnsherr's potential, but whereas Shaw uses torture to uncover his raw power, Charles utilizes emotional intimacy to give Erik greater control. Erik grows to love Charles as a brother, but vehemently opposes the latter's peaceful approach to human-mutant relations. Magneto wholly embraces Shaw's mutant supremacist views, but loathes the man for murdering his mother.
    • Charles and Erik are juxtaposed in their respective Oxford pub and Argentinian bar scenes. The inebriated Xavier is the life of a party when he and his fellow graduate students celebrate the successful defense of his PhD thesis, and he later tries to flirt with Agent MacTaggert. The sober Lehnsherr is all business when he's hunting down Nazis, and he murders three men (including the bartender) in cold blood after taunting his prey. Producer Bryan Singer gives a very basic summary of their differences in the "Magneto the Survivor" featurette:
      "Ultimately, they come from different places. Erik Lehnsherr is a victim of the Holocaust, he probably left the war with nothing, and is very much a solitary man, while Xavier had a life of privilege, became a professor at Oxford, was surrounded by peers, has an intimate relationship with Mystique since childhood, so he's quite loved, and therefore quite idealistic, less embittered, and just has a very different view from Lehnsherr."
  • Forced Sleep: With his psychic powers, Charles puts a Soviet general and a soldier that Erik had covered in barbed wire to sleep.
  • Foregone Conclusion: It's sadly a given that despite Xavier and Magneto starting out as best friends, Magneto's inevitable Face–Heel Turn will result in them becoming the leaders of two opposing mutant factions. Eventually Mystique will make a Face–Heel Turn of her own and become Magneto's Dragon. Beast's attempts to "cure" the physical appearance aspect of his mutation will not only fail, but will backfire, making his condition much worse.
  • The Foreign Subtitle:
    • In France, the subtitle translates to The Beginning (Le Commencement). This is different from Quebec, Canada's Première classe (First Class).
      • Italians call it X-Men - L'inizio (The Beginning).
    • In Japan and many Spanish-speaking countries, the film's subtitle was changed from First Class to First Generation.
    • In Germany, the movie was released as X-Men: Erste Entscheidung (First Decision).
  • Foreshadowing:
    • When we first see Erik as an adult, he uses his powers to slam a coin at a picture of Shaw in the forehead. This is how he kills Shaw in their final confrontation, except much slower.
    • Also part Chekhov's Skill where Erik asks Charles to shoot him point-blank, and when met with Charles' refusal, he states he can deflect it. This comes back at the end where Moira shoots at Magneto to stop him from sending the missiles back at the American and Russian navies and he easily deflects the bullets ... only to have one bullet hit Charles and paralyze him.
    • In a scene where Havok is learning to shoot straight in the bomb shelter, Charles and Hank are standing on either side of the target mannequin. Charles says, with light emphasis, "And try not to hit me, there's a good chap." A little odd, considering Hank is just as likely to get hit, so it should be "us." Later in the movie, Charles is hit by a bullet, due to standing right next to its intended target, Erik.
    • Before the attack at the CIA base, Havok beats Darwin at a pinball game. Darwin declares "Jesus man, you're killing me!" Later, Shaw uses the energy absorbed from Havok's blast to kill Darwin.
  • Freakiness Shame:
    • Magneto wins over Mystique and several of the other mutants by accepting and reveling in their mutations rather than preferring them to be mainline. Internal categorization at its finest as he even prefers Beast with a more extreme mutation while Beast is self-loathing.
    • This is also how Xavier ends up adopting Mystique as a sister. She's the first mutant he meets and he is amazed that there are other mutants in the world. However, when they're adults he prefers her to stay looking human and, when asked flat-out, clearly shows he doesn't regard her true form as attractive. This is also seemingly what Beast and Mystique bond over when they form a relationship (rather than mock his large feet, she is impressed by his reflexes and stands up for him), but ultimately subverted on Beast's part when he says that he finds Mystique's human form attractive, but not her true form.
  • Freeze-Frame Bonus: When Xavier connects to Cerebro, some familiar mutants from the comics can be seen if you pause, with a young Storm being the most notable.
  • Friendless Background: Since Raven is explicitly stated to be Charles' oldest and only friend, that means prior to their meeting, he had difficulty connecting with other children despite growing up in the lap of luxury. X-Men: Days of Future Past elaborates on this a little further by revealing that Xavier was considered to be "crazy" in between the ages of 9 and 12 due to the voices in his head, and was therefore a social pariah among his peers.
  • Funny Background Event: Combined with a Brick Joke, Amy (the first woman that Charles tries to pick up near the beginning of the movie) shows up at his graduation party and smiles at him—then Moira MacTaggert cuts in front to talk with Charles. Behind them, Amy leaves in a huff because she's annoyed that Xavier would rather chat with Moira than with her.
  • Futile Hand Reach: Erik first manifests his power when he was doing this as a gate closes between him and his parents.
  • Futureshadowing: Charles Xavier is hilariously fond of the hair he loses by the time of the other films. See Call-Forward.

  • Genius Bruiser: Hank goes from being a Badass Bookworm at the beginning to being a Genius Bruiser toward the end. This is because he injected himself with something that utterly transformed his appearance.
  • Genre Shift: The film incorporates many elements of the Spy Fiction genre. For instance, the proto X-Men work for the CIA for Cold War business. This sort of thing is absent in previous installments.
  • Gentleman and a Scholar: Xavier is well-educated and carries some characteristics of a Quintessential British Gentleman. This film affirms that he's half-British through his mother, and she had raised him to behave and speak like a proper upper-class English gentleman.
  • Gentleman Snarker: Xavier is from an extremely wealthy family, attends Oxford and possesses an absolutely brilliant mind—but he prefers to use his mind-reading abilities and genius knowledge of genetics to seduce women, and seems more interested in drinking than helping mankind. Even when he starts the team, he still possesses a keen wit and sense of fun (which is not to say he is in any way flippant about his beliefs). Only towards the end, when his friendship with Erik is destroyed and he is left paralyzed, does he truly become the mentor and leader we would come to know and love.
  • Give Geeks a Chance: Raven is incredibly forward with Hank, the shy and dorky engineer. Unfortunately, he's too caught up in angsting over being a mutant.
  • Gone Horribly Right: Sebastian Shaw wanted to awaken Erik's powers and turn him into a Person of Mass Destruction. Serves him right.
  • Gone Horribly Wrong: Hank's serum doesn't make his feet look like a standard human's. It transforms him into Beast.
  • Good Flaws, Bad Flaws:
    • Although the writers wanted to present Xavier as a very different person when he was young man, they can't give him too many negative traits because the character is still the Big Good of the franchise, so one of his "good" flaws includes being a womanizer.
    • McCoy, who we learn in X-Men: The Last Stand is one of Charles' closest friends (and therefore his personality can't be changed too drastically), gets lack of self-confidence as one of his primary faults.
  • Good Samaritan: As a kid, Charles generously offers food and a place to stay to a hungry and homeless young Raven.
  • Grew a Spine: This is a big part of Raven's character development. The downside is she joins the dark side in doing so, forsaking the only family she's ever known.
  • Hall of Mirrors: A variation occurs during the climax. Shaw uses a specially designed room that blocks him from Charles' telepathy. It just so happens to be a room of mirrors, implying the telepathic version of this trope. When Erik enters the room to confront him, he has no trouble spotting Shaw, nor does Shaw try to use the reflections to hide. Interestingly enough, once the room is damaged by the Big Bad himself, Charles is able to use his telepathy and help Erik defeat him.
  • Have You Tried Not Being a Monster?: The film has been confirmed by Word of God to include gay-rights themes. Charles and Erik look like average humans and have passing privilege, but their mutant powers have still strongly affected their lives. Raven, on the other hand, can pass for "normal" at the cost of the control being very exhausting and undermining, making her somewhat of a metaphor for a transgender person. Raven's comparison is even explained through a conversation with Erik — she doesn't have to perfectly "pass" as a non-mutant woman to be beautiful and have worth.
  • He Who Fights Monsters: Magneto hates Shaw and wants to kill him, but he eventually embraces Shaw's beliefs about mutant supremacy. It's even spelled out through the villain wearing the same helmet that Magneto is associated with. It's justified at the crucial moment because he separates revenge from his ideals, which is why he's able to compliment Shaw's vision while still hating the man to his core. Shaw the man wronged him terribly, but Shaw the visionary is inspirational.
  • The Heart: The proto X-Men obey Xavier because his warmheartedness is the glue that keeps the team unified even when there are internal disagreements, such as between Beast and Havok.
  • The Hedonist: Charles has a large appetite for liquor and for bedding lovely co-eds.
  • Heroic Bystander: When Charles realizes that no one on the US Coast Guard vessel is willing to help Erik, he dives into the dark, frigid ocean without hesitation to save the life of a drowning stranger.
  • Heroic Heelization Speech: Magneto has one of these when Sebastian Shaw tells him that all of the torture and abuse he put him through in a concentration camp only made him stronger, and that it's mutantkind's destiny to rule over humans.
    "I'd like you to know that I agree with every word you said. [...] Unfortunately, you killed my mother."
  • Heterosexual Life-Partners: Considering that Charles' and Erik's friendship only lasted a few months, it was unusually intimate on an emotional level.
  • Hide Your Otherness: Fearful of humanity's negative reaction to mutants, Charles and Hank firmly live by this philosophy. Raven was initially influenced by her foster brother, but she has already grown frustrated with concealing her blue form in public when we first see her as an adult. Professor X tells Moira, "For us, anonymity will be the first line of defense."
  • High-Heel–Face Turn: Inverted; both female mutants working with Xavier have turned to the dark side by the time the movie is over, and, aside from Magneto, are the only ones to do so.
  • Homoerotic Subtext:
    • According to co-screenwriters Ashley Miller and Zack Stentz in the "Second Genesis" featurette (which was included on the DVD/Blu-Ray release), this movie is essentially a love story between Charles and Erik, with Raven and Hank being the Beta Couple:
      Miller: The story between Charles and Erik is on some level this tragic romance. You gotta arrange the other elements in that way, too.
      Stentz: Yeah, in this case you have Hank and you have Raven who end up being kind of the B-story version of the same thing you're seeing playing out with Charles and Erik. It's the making and breaking of a relationship.
    • In the rare "Magneto the Survivor" featurette (see the Bonus Material entry in the Trivia tab), First Class producer Simon Kinberg refers to Professor X's and Magneto's separation as a divorce when he discusses their older counterparts.
      "What I love between Ian [McKellen] and Patrick [Stewart] in X1, 2, 3 is the sense that they're disappointed in each other. They actually wish that the other one would just come back to them, come back to their side, you know, 'we could be so great together.' It really is a post-divorce story. Understanding the origin of their conflict was the thing that was most interesting to me in this film. Understanding the beginning of their political fissure and their emotional fissure."
    • James McAvoy called the movie a "love story" between Xavier and Magneto, even though, when pressed for clarification, he admitted they were not gay. The film certainly concentrated heavily on the two's relationship, and the final scene, in which the two split and their surrogate children chose sides, played out like a couple's divorce.
      McAvoy: It is a little bit of a mini-tragedy that [Xavier] and Magneto don't, you know, have sex and become married and become best friends.
  • Honey Trap: Emma Frost seduces a Russian general as part of the Hellfire Club's goals.
  • Hope Spot: For a second, you're led to believe that Darwin might just survive. It's so effective we have a WMG saying that he did.
  • Horny Scientist: Subverted. When Agent MacTaggert has to find an expert on genetic mutation (specifically one who has researched the possible manifestation of superpowers in humans), she ends up meeting Charles Xavier on the day he is awarded his PhD in genetics. Dr. Xavier is horny alright, and he uses his geeky pick-up lines on Moira the instant he sees her. But instead of being undesirable, Charles is a gorgeous, charming, well-dressed academic—he's even a womanizer to boot. Although Moira brushes off his amorous advances at first to focus on her investigation of the Hellfire Club, she does become Xavier's Implied Love Interest by the finale.
  • Hotter and Sexier: Who knew that Charles Xavier was a charming, Pretty Boy cad or that Erik Lenhnsherr was a brooding, Tall, Dark, and Handsome "bad boy" during their youth? This film also provides the most scantily-clad females in the entire franchise.
  • Humans Are Bastards: Mutants are not well-treated in this film, to the point where Xavier's attempts to justify keeping the peace with normals boil down to "okay, they suck, but as the Superior Species, can't we set a good example?" Of course, it was the '60s, which was just plain bigoted in general. The film's Big Bad (Sebastian Shaw) is a mutant, as are his followers, so humans don't hold a monopoly on being bastards.
  • Human Shield: When killing the CIA agents, Azazel uses one of them as this with his tail. Another agent, trying to get a shot at Azazel, ends up shooting the shield, and Azazel kills him shortly afterwards anyway.
  • Hypocrite:
    • Shaw says "We don't hurt our own kind." A few scenes later, he kills Darwin and later on presumably orders his team to kill Xavier's X-Men during the Cuba battle; he also isn't averse to beating up Erik.
    • Charles uses "mutant and proud" as part of his pick-up lines, which are a very erudite variation on "you have pretty (insert trait here)", in the presence of his foster sister, who has been actively discouraged by Charles from taking any pride in her mutation.
    • A more assertive Raven expects Charles to fully accept her mutant form, yet she still insists that he can't read her mind, which clearly indicates that she's not completely comfortable with her foster brother's gift.
    • When Erik shows the Nazis in the bar his holocaust tatto, and makes it clear he knows who the two men are, one of them throws the old "Just Following Orders" line at him. Erik surely would never have considered this excuse under any circumstances, but the fact that the man had just tried to stab Erik in the absence of any overt threat, and that he did so with the Nazi dagger that he apparently carries everywhere, speaks volumes about his contrition.
  • I Am a Monster: Erik calls himself Frankenstein's Monster, believing that it was Shaw's (whom he views as his "creator") experiments which turned him into a freak of nature.
  • I Am Very British: This movie explains why Xavier (who is American in the comics) has a Received Pronunciation accent. He is half-British, half-American,note  and his speech pattern was influenced by his posh English mother. It was later reinforced when he studied at Oxford University.
  • I Can Rule Alone: Magneto agreed with everything Sebastian Shaw said, but unfortunately, Shaw killed his mother.
  • I Can't Feel My Legs!: In a state of shock, Xavier says this multiple times after being shot in the back. Given the character is usually best known for A. his psychic powers, B. being bald, and C. being confined to a wheelchair, this is more or less a Foregone Conclusion. However, that does not make the moment any less of a Tear Jerker.
  • I Just Want to Be Normal: Hank's and initially Mystique's reaction to their mutant forms.
    "I'd give anything to just be normal."
  • I Kiss Your Hand: A non-romantic version with foster siblings Charles Xavier and Raven/Mystique when Mystique has decided to leave with Magneto and the injured Charles kisses her hand in farewell.
  • I Want My Beloved to Be Happy: Platonic version—Charles sends Mystique off with Erik at the end, knowing it's what she really wants.
  • I Was Quite a Looker:
  • I'm Having Soul Pains: When Erik kills Shaw by slowly pushing a coin through his head Charles is in Shaw's head, keeping him from moving or using his powers. He shares all the physical pain of the entry wound as well as FEELING a mind die.
  • If You Kill Him, You Will Be Just Like Him!: Magneto kills Shaw and becomes the new face of the mutant revolution. They even share a helmet.
  • Impaled Palm: Erik Perp Sweating the ex-Nazi in Argentina.
    Erik: [reading what's engraved on the knife] "Blood and Honor." Which would you care to shed first?
  • Imperial Stormtrooper Marksmanship Academy: When Havok starts to practice controlling his powers, he first ends up shooting everything EXCEPT his intended target. While he really was trying to aim, he couldn't control the sheer force of his powers yet. After some training, he becomes much better at targeting and controlling his blasts.
  • Implied Love Interest:
    • The relationship between Magneto and Mystique is a little vague; they may or may not have had sex.
    • Sebastian Shaw and Emma Frost; his term of endearment for her is "love," and he calls her "the most exquisite thing I've ever seen in my life." There's also this line:
      Emma Frost: If that telepath gets inside your head, he won't be as much fun as I am.
    • Charles and Moira may have developed a romance while he was recovering from his injury because he kisses her at the end.
  • Improvised Training: Xavier uses whatever he can find on or near his estate to train the young mutants. This includes using the family's bomb shelter as a shooting range, the path around the mansion as a track field, and the huge satelite nearby to push Erick's limits.
  • In Love with Your Carnage:
    • Sebastian Shaw bursts into laughter and shouts stuff like "Wonderful!" and "Excellent!" when Erik Lehnsherr as a boy slaughters all of Shaw's men and trashes his office. Later, they meet when Erik is an adult, and Shaw honestly compliments him on how powerful he has become, even calling him his son.
    • It's a blink-and-you'll-miss-it moment, but Charles' face glows with delight when he witnesses Erik using the anchor of Shaw's boat as a destructive tool.
  • In Name Only:
    • The film is based on the comic books of the same name, however features different origins for many of the characters. As comics (particularly X-Men) are notorious for retcons, alternate continuities, and plain old rampant inconsistencies to begin with, this isn't so unexpected. The movie was very well-received by critics and was a hit at the box office.
    • An aspect is the complete reinvention of one character in particular, Azazel. Azazel in the comics is an immortal mutant/demon warlord who was banished to another dimension because he looked and acted like the devil and got many women pregnant to have an army of children to free him...somehow. In the film, he's a Russian knife expert who looks like the devil but other than killing a few people, doesn't act like it. He instead appears more like his Son, Nightcrawler, only red and evil.
  • Innocent Blue Eyes: Charles Xavier's bright blue irises represent his goodness and naïvety. After the events of the film, he is still as idealistic, but has been rather blind-sided by reality and is much more cautious and reserved.
  • Insane Troll Logic: Shaw's plan is built on this: mutants are "the children of the atom" (even though he and at least three other mutants manifested their mutations before the Trinity test, let alone Hiroshima), so starting a nuclear war would increase their power and allow them to rule the world (even though most mutants don't have powers that would allow them to survive either a nuclear strike or the resulting fallout).
    • Shaw is also convinced that Erik will willingly and enthusiastically join his side despite Shaw's murder of Erik's mother and subsequent horrific experimentation upon Erik, as these acts set Erik on the path to his true power potential.
  • Insistent Terminology: Emma Frost interrupts the CIA Director and Stryker Sr. when they're discussing the possibility of a war. She prefers not to use that term; it implies that both sides have an equal chance of winning.
  • Instant Death Bullet: Erik Lehnsherr's mother is shot dead with a handgun right in front of him to try and force the young Magneto to manifest and draw on his mutant powers.
  • Internal Homage: The first scene with Erik in the concentration camp is mostly identical to the first scene of X-Men, even down to some of the shots.
  • Invisible Introvert: It's revealed in this film that Mystique started out quite shy and reserved, mainly using her shapeshifting powers to live a comparatively normal life by keeping her Shapeshifter Default Form hidden; her only real friendship is with Charles Xavier, and though he genuinely cares for her, he ultimately encourages her to stay under the radar. However, as she socializes with the rest of the nascent X-Men and her relationship with Erik Lensherr blossoms, she becomes progressively more confident - especially once Erik encourages her to take pride in her true form - until at last she becomes the sly, seductive Shapeshifting Trickster of the first three movies.
  • Ironic Echo:
    • "First, I'm going to count to three. Then, you're/I'm going to move the coin."
    • "Mutant and proud."
    • "Just following orders."
  • It Has Been an Honor: The commanders of the American and Soviet fleets both say this to their crews when Magneto redirects their missiles back at them, although they eventually survived.
    American commander: Gentlemen, it's been an honor to serve with you.
    Soviet commander: Comrades, thank you for your service.
  • It's Not About the Request: When Shaw makes a We Can Rule Together pitch to Erik, Erik notes that he actually agrees with Shaw's point of view about an inevitable human vs mutant conflict. However, since Shaw is the Nazi who tortured him in a concentration camp and killed his mother, Erik wants nothing to do with Shaw despite having no disagreement with what Shaw says and wants to do.
  • It's Personal: Erik wants revenge on Shaw/Schmidt for killing his mother. One of the reasons it feels like Erik is the hero of the film is because of this personal connection to the villain. note 
  • Jack Bauer Interrogation Technique: Erik interrogates a bank President by using his magnetic powers to pull out the older man's dental fillings. Later, he cracks Emma Frost's diamond body in such a way that a gentle tap would shatter her if she turned back before having time to heal.
  • Jedi Mind Trick: Charles employs this "magic trick" on the Man in Black and Soviet border guards so that he and his allies can reach their destination without any additional hindrance.
  • Jerkass: Although the CIA staff in general acts like jerks most of the time, the worst is William Stryker Sr. What makes him most deserving of this trope is that John McCone, himself sexist and a hot headed jerk, calls out against Stryker twice, first in regards to his decision to keep Emma Frost detained (since the law requires that they hand her over), and the second when Stryker decides to have the American and Soviet navies bombard the Cuban shore to eliminate the mutants specifically because one of their human agents was present as well. Both times, he dismissed him, stating that he's not handing her over because the law doesn't apply to mutants, and in the latter case insensitively stated that the agent was "collateral damage."
  • Jerk Jock: Havok is a downplayed example because he's not as bad as what this trope is normally associated with, but he's verbally abusive towards the geeky Hank, and Alex even fits the blond stereotype.
  • Jerk with a Heart of Gold:
    • John McCone, like most of the CIA members (barring Moira MacTaggert and the Man in Black) behaving like a jerk, as well as being somewhat sexist. However, despite this, he calls out against more Jerkass members of the CIA whenever they are doing completely Jerkass things (specifically the top brass member William Stryker Sr., when he was keeping Emma Frost incarcerated in what was implied to be an unlawful incarceration practice, and when Stryker decided to have both the US and Soviet forces bombard the shores of Cuba with missiles to eliminate the mutants despite the fact that a human CIA agent [even if she's female] is present on the island with them.)
    • Havok bullies Hank and is generally pretty abrasive. Later, he sticks by his friends when Shaw comes, and grows to like and respect Hank.
  • Just a Kid: When Erik suggests that he and Xavier train the young mutants to fight Sebastian Shaw and the Hellfire Club.
    Xavier: They're just kids.
    Erik: No. They were kids.
  • Just Following Orders: One of the Nazis that attacks Erik trots out this line as an excuse for their actions. It's clearly a desperate last attempt at placation, the fact that he says this just after Erik deflects the Nazi dagger he tried to stab him with does little to help his case.
    • Charles later makes the mistake of echoing this while trying to calm Magneto down. Definitely an Oh, Crap! moment for the audience when he says it.
  • Just the Way You Are: Erik is able to persuade Raven to his side with this trope, and finds her mutant appearance to be "perfection," in contrast to Charles and Hank, who feel she should look more "normal" to gain acceptance within society.
  • Juxtaposed Reflection Poster: Teaser posters show a young Charles Xavier and Erik Lensherr next to bodies of water. The respective reflections show Xavier in a wheelchair and Lensherr in a cape and a helmet. As this is a prequel, it is a Foregone Conclusion that they'll become the men in the reflections: Professor X and Magneto.
  • Karma Houdini: About half of the Hellfire Club get off scot-free in the end. William Stryker Sr. also faces no consequences for unlawful actions (keeping Emma Frost in a secret prison) and the unethical and horribly unwise decision to have both the Soviets and the Americans bombard the Cuban shore to get rid of mutants despite one of their own human agents being located there (both actions are things that even John McCone, who was a certified jerk, called him out on). In the sequel, Emma, Azazel, Riptide, and Angel all fall victim to a Bus Crash.
  • Karmic Death: Magneto kills Shaw by telemagnetically pushing a coin through his brain. It was the very same coin that Erik was commanded to move as a child to prevent Schmidt from killing his mother; Erik failed and Shaw shot his mother. Magneto even gives an Ironic Echo of what Schmidt said to taunt his victim.
  • Karmic Transformation: Hank's transformation into Beast is tragic, but he brought it on himself. He makes it a little more karmic by being a complete asshole to Raven just before using it. She tells him he's perfect just the way he is and doesn't need the "cure," and he responds with:
    Hank: It behooves me to tell you that even if we save the world tomorrow, and mutants are accepted into society, my feet and your natural blue form will never be deemed beautiful.
    (Raven shifts back to her human-looking morph.)
    Hank: You look beautiful now.
Bonus points for his mutation being relatively minor, before it becomes much more pronounced after taking the serum and also that he uses it on himself as the first test subject, without even considering that it might turn out wrong. It's not like there's a big potential pool of test subjects for something like this, but given his state of mind, would he care?
  • Kick the Morality Pet: The film includes a dramatic confrontation where Magneto is deflecting bullets from Moira MacTaggert trying to stop him from destroying the US and Soviet fleets. One of the bullets flies off and hits Charles in the spine. For a moment, there's a look of pure horror and guilt on Erik's face, then he decides it was Moira's fault. Xavier vocally disagrees and talks him down by playing on the other man's guilt.
  • Kill All Humans: Shaw plots the extinction of humans so that mutants can replace them as the dominant species.
  • The Lancer: Erik serves this role to Charles for much of the film. They specifically fulfill the Anti-Hero and All-Loving Hero dynamic.
  • Laser-Guided Amnesia: Charles uses a kiss goodbye to wipe out Moira's memories of the last few weeks, and of where he and the newly formed X-Men are. This is against his contemporary philosophy in the comics, but very much in keeping with his modus operandi in the comics produced in the early 1960s.
  • Laser-Guided Karma: Erik kills Shaw with the very same coin that "Dr. Schmidt" killed his mother over.
  • Laugh of Love:
    • We get the following exchange between Charles and a young woman he meets at a pub named Amy:
      Amy: [to Raven] Charles here was just telling me that I'm like one of the first sea creatures that grew legs.
      Charles: A tiny bit sexier.
      [Amy giggles]
    • Raven and Hank tend to giggle when they're around each other, and they eventually kiss. In an interesting twist, their actors also dated for a while.
  • Lean and Mean: Erik doesn't have an ounce of fat on his body. It's justified in that he's a Holocaust survivor who lived on the road for years and efficiently kills nazis.
  • Leitmotif:
    • Erik's guitar theme forms the core of "Not That Sort of Bank" and "Frankenstein's Monster," before finally blasting into the bombastic "Magneto" at the end of the film.
    • The X-Men: First Class theme (besides the two eponymous tracks "First Class" and "X-Men") plays heavily in "Cerebro" and "X-Training," and heartwarmingly shows up for Erik in "Sub Lift."
    • When listening to the complete score on the Blu-Ray release, Charles is associated with a simple orchestral violin melody which gradually evolves into the X-Men: First Class theme. This makes perfect sense because he's the leader of the group. "Rage and Serenity" is actually a combination of Charles' and Erik's themes.
    • Raven's piano theme shows up in "Would You Date Me?" and "To Beast or Not to Beast."
    • Édith Piaf's "La Vie en Rose" for Sebastian Shaw.
  • Let's Get Dangerous!: The newly recruited mutants panic when Shaw's experienced killers rip through their CIA guards. Then Shaw makes the mistake of killing Darwin so the survivors elect to stay and fight.
  • Light Is Not Good: Emma Frost, (scantily) clad in white and able to turn her body into a mass of shining diamonds, but she has no discernible morals.
  • Like Brother and Sister: Charles and Raven grew up together as foster siblings for 18 years, and he introduces her as his sister to Amy. He later cites this when Raven, feeling insecure about her looks, asks if he would date her... although it falls a little flat coming right after he's answered the question with "of course" in reference to her human form, before she clarifies that she means in her real form.
  • Like Parent, Like Child: Although Charles grew up resenting his mother's Parental Neglect, he nevertheless shares some traits in common with her. He picked up her posh English accent, her genteel mannerisms, her vanity, and he's so proud of his English heritage that he had spent several years studying at Oxford University.note 
  • Lingerie Scene: Moira's Hellfire Club infiltration technique is to pretend to be one of the call-girls already going in.
  • Little "No": To avert World War III, Charles forces the Russians to fire on their own transport ship; neither side knows that the crew is already dead. Azazel is at the helm and lets out a short "nyet" before teleporting away just before the missile hits.
  • "London, England" Syndrome:
    • "Geneva, Switzerland," "Villa Gesell, Argentina" and "Moscow, Russia." (In 1962, it should have been called "Moscow, USSR," as Russia was only a Republic within the Soviet Union.)
    • A variation which features a specific location and country is "Oxford University, England" (the correct term is the formal "University of Oxford").
  • Love Triangle: Raven and Hank hit it off almost instantly, but the moment he refuses to accept his mutant form (and her mutant form) drives her to attempt to seduce Magneto, who prefers her natural appearance just the way it is.

  • Macross Missile Massacre: During the climactic scene at the Cuban waters, the American and Soviet Navy decide to bombard the shore with the mutants with their rockets and missiles AND complimentary shelling thrown in. Of course, at that point Magneto has just recently developed his control over his own power, so one can imagine what a spiteful Magneto was going to do right after.
  • Mad Doctor: The film starts in a Nazi camp where a certain doctor is interested in mutants...
  • Magnetic Hero: Charles is a very attentive and earnest coach who is able to shape the adolescent Ragtag Bunch of Misfits that he has recruited into an effective paramilitary group within a short period of time, and his new team is strong enough to withstand the more experienced Hellfire Club.
  • Make Me Wanna Shout: Banshee's mutation involves making very powerful sound waves that can break glass (among other things). They're also very effective at locating things underwater, in similar variant of echolocation. In an unusual variation, this includes the power of flight, by bouncing sound waves off the ground back into a wingsuit.
  • Manipulative Bastard: Sebastian Shaw is very adept at seducing other mutants to his cause with promises of liberation and the opportunity to tap into powers beyond their wildest dreams. Likewise, he successfully manipulates the leaders of the U.S. and Soviet Union into undertaking increasingly aggressive actions (missiles in Turkey and Cuba) until both are at the threshold of nuclear annihilation.
  • Manly Tears:
    • Both Charles Xavier and Erik Lehnsherr do this in a rather touching scene where the latter is learning to control his powers through something other than rage. By telepathically finding one of Erik's happiest childhood memories, Charles helps him to see that true focus lies between "rage and serenity." Cue the tears as they both experience a bittersweet memory of Erik's long-dead mother on welcoming in their Sabbath.
    • After Charles gets shot, there is a particularly heartbreaking moment when he has to tell Erik that no, they do not want the same things when it comes to mutants and humans. Cue the Manly Tears on his part. It's an indicator of how the two men have grown apart that Erik's face just blanks of emotion in response.
  • Man of Wealth and Taste: Sebastian Shaw, though technically, the entire Hellfire Club is this as all of their members wear expensive suits (or dress in Emma's case) as a custom. Riptide in particular like this trope.
  • Marquee Alter Ego: Both Mystique (now played by Jennifer Lawrence) and Beast (Nicholas Hoult) spend more time in human guise than in their blue skinned/furred forms.
  • Master Race: Sebastian Shaw and Magneto see mutants as a superior race that will dominate the earth. The first even worked for the Nazi.
  • Meaningful Echo:
    • Raven/Mystique encountering Charles in a kitchen in her true form when they first meet. However, the second time shows how they have both changed and starting to grow apart in ideals. Bonus for them switching positions. The first time, it was Raven by the fridge with Charles walking in. The second time was Charles by the fridge with Raven walking in.
    • Also, shortly after they first meet, when Erik's about to go off on his own again, Charles tells him, "Shaw's got friends. You could use some!" Later, after Shaw's attack on the CIA when Charles wants to send the new mutant recruits home, Erik tells him "Shaw's got his army, we need ours."
    • One of the Nazis Erik tortures in Argentina says he was only obeying orders (re the Final Solution). When Xavier says this to stop Erik from killing the sailors who just fired on them, it turns out to be the wrong thing to say.
  • Meaningful Look:
    • Charles and Erik exchange numerous glances throughout the movie, which are indicative of their closeness.
    • After Raven insinuates that Alex's manhood may be small in response to the latter's mocking of Hank's feet, Raven and Hank look at each other; the former silently says, "I'm on your side," while the latter quietly expresses his gratitude.
  • Men Don't Cry: Averted with both Charles and Erik, who cry visible Manly Tears.
  • Mental Affair: Emma Frost uses a Jedi Mind Trick on a Russian General to make him think he's having sex with her while she's actually sitting on his couch watching him make love to empty air on the bed. Charles thought that was a nice trick.
  • Mentor Archetype: There are many varieties of "the older teacher" in this film: Sebastian Shaw to Magneto. Professor X to the team. Magneto to Mystique.
  • Mind over Manners: The much younger, less disciplined Xavier had no problem using his powers on anyone whenever it was convenient for him. That being said, he promised Raven that he wouldn't read her mind, and he asked for Erik's permission before searching for the brightest corner of his friend's memory system.
  • Mind Probe: Working with the CIA, Erik and Charles storm a mansion where Emma Frost is found in a bedroom busy making a Russian general think he's having sex with her. Erik restrains Emma by manipulating the metal from the bed frame and forces her to drop her diamond form so Charles can enter her mind and find out what she knows.
  • Mind Rape:
    • Emma Frost uses her telepathy to bring out Erik's memories of being tortured by Sebastian Shaw as a child in Auschwitz.
    • Charles uses his telepathy to Mind Wipe Moira of her knowledge of their entire adventure so she can't give anything to the authorities, even inadvertently.
  • A Minor Kidroduction: The film starts with Charles Xavier and Raven Darkholme as children, and recaps a young Erik Lehnsherr in the concentration camp.
  • Misfit Mobilization Moment: After circumstances force them to leave the CIA facility, the kids realize that they have to get their act together and learn to use and control their powers and work as a team.
  • Mission Control: When the proto X-Men clash against the Hellfire Club, Charles stays by the wreckage of the Blackbird and orders Raven to guard him. He's the only mutant who can restrain Sebastian Shaw (psychically or otherwise), so it's imperative for the mission that Xavier survives. He also gives instructions to Erik as the latter searches for their target.
  • Mistaken for Spies: When Charles demonstrates his telepathy to the CIA by revealing what they're thinking at that moment, they accuse him of espionage, since they can't believe he could have found out any other way. Luckily, Raven is present to demonstrate her shapeshifting abilities.
  • Mood Motif: several.
    • Strings of Suspense: Twice in the film's last 15 minutes. Both are Charles imploring Magneto to spare first Shaw, then the US and USSR navies.
  • Mook Carryover: Magneto inherits Sebastian Shaw's henchmen after his Face–Heel Turn.
  • Mook Horror Show:
    • The CIA agents and guards experience are killed silently and in a mysterious manner when their compound is assaulted by the Hellfire Club.
    • The Soviet soldiers suddenly attacked by barbed wire have no idea what is going on.
  • Morally Bankrupt Banker: Erik interrogates a Swiss banker whose bank is responsible for storing Nazi Gold, and who knows the location of a high-ranking former Nazi.
  • Moral Myopia: Sebastian Shaw tells Erik the justification for his plan to start a nuclear war that would probably kill hundreds of millions or billions of people. Erik then says, "I agree with everything you said. Unfortunately, you killed my mother." Erik then gives him a Karmic Death.
  • The Mountains of Illinois: Erik seeks the guy who killed his mom at the concentration camp in Argentina. The name given is Villa Gessell, but while the movie shows a Bariloche-like mountain city, it is actually a beach.
  • Movie Superheroes Wear Black: This is an Averted Trope. The film has the X-Men back in blue-and-yellow suits, inspired in equal part by the team's uniforms during their earliest comic appearances and the New X-Men suits. They're made of more practical material than the spandex/cloth look of the comics, and there are no masks. Magneto also appears at the end with his trademark red-and-purple costume and helmet.
  • Ms. Fanservice:
    • January Jones of Mad Men fame as Emma Frost, who tricks a Russian general into thinking he's having sex with her, and remains in her lingerie afterwards.
    • Rose Byrne as an FBI agent going undercover in lingerie.
    • Zoë Kravitz as Angel works as a stripper prior to joining the X-Men and she needs her back open to use her wings.
    • Jennifer Lawrence as Raven/Mystique, wearing a miniskirt and thigh-high boots before opting to go naked.
    • Very briefly, an uncredited Rebecca Romijn as Raven/Mystique, lying in bed wearing only a sheet.
  • Mugging the Monster: Subverted. When young Erik goes on a crushing spree in Shaw's office after the murder of his mother, his random attacks never reach Shaw, since he has neither the control to aim them nor the immediate metal on Shaw's person to offset that weakness. Even if he had the chance, though, Shaw's powers would have easily stopped Erik from harming him. Shaw is effectively a bigger monster.
  • Mundane Utility: Shaw makes Emma Frost use her ability to turn into diamond to chip off an ice cube for his drink.
  • Mythology Gag:
    • The team's original lineup includes an "Angel," but it's Angel Salvadore (a comparatively minor character from the comics) instead of Warren Worthington IIInote .
    • A major character on the villains' side is revealed to have grown up with Xavier—although in this version it's Raven Darkholme (who's his foster sister in this version) instead of Cain Marko (who was his step-brother in the comics).
    • Shaw referring to mutants as "Children of the Atom."
    • Charles is quite protective of his hair.
    • The Nazi Gold is a nod to Uncanny X-Men #161, which told the story of how Magneto and Xavier first met and parted ways. The issue was one of several stories in the comics which inspired this movie.
    • Emma Frost becomes a member of Magneto's Brotherhood, like in the Pryde of the X-Men pilot and the arcade game.
    • Shaw's helmet (which would eventually come into Magneto's possession echoes his look in the comics, where he has a Villainous Widow's Peak and mutton chops.
  • The Name Is Bond, James Bond: Charles introduces himself to Amy in this manner.
    Charles: The name's Xavier, Charles Xavier, how do you do?
  • A Nazi by Any Other Name: Sebastian Shaw (who really was a Nazi during the second World War, going under the name "Klaus Schmidt") envisions his mutant-dominated society much as if it were he ruling over 1940s Germany. Ironically, his most scarred victim as a Nazi scientist, Erik "Magneto" Lehnsherr, finds Shaw's mutant supremacy views to be compatible with his own, despite the fact he spends the entire movie chasing the man in an effort to get revenge for killing his mother during the Holocaust (he was a Jewish survivor of Auschwitz). Yet he somehow isn't troubled about the similarities.
  • Nazi Gold: Erik lays his hands on some Nazi gold and even trolls a Swiss bank manager with it.
  • Nazi Grandpa: Aside from Sebastian Shaw, we see his two old associates here. Those Two Guys (credited as "The Pig Farmer" and "The Tailor") whom Erik killed while he's in Argentina. Possibly the bartender, too, since Erik killed him, too (unless Erik killed him because He Knows Too Much, but the guy did aim a luger at him).
  • Nazi Hunter: Erik spends the first twenty minutes or so of his screentime tracking down and killing Nazis. In fact, his reason for joining the X-Men is so that he can find and kill Sebastian Shaw, the mutant Nazi who killed his mother.
  • Nerd Glasses: Hank wears the horn-rimmed variety, which in his case is a visual cue that he's a geeky academic.
  • Nerds Are Sexy:
    • Charles Xavier has mastered the art of transforming his knowledge of genetics into successful flirtation methods.
    • Raven initially harbours a crush on her foster brother, but her affections are quickly transferred to Dr. Hank McCoy, an engineer and biologist.
  • Never My Fault: Erik blames Moira for Xavier getting shot, even though she was aiming for Erik who deflected the bullet. Xavier then tells Erik that it wasn't her fault, but his. He quickly relents. In general, it's only perfectly rational that he's dedicated his life to hunting down and brutally killing a series of individuals, to the point that he not only believes that these men are irredeemable, but that ALL humans are essentially just as bad, and hate mutants for what they are, secretly or openly. He's certainly not to blame for both his own descent into madness, nor single-handedly almost causing WWIII after just having prevented it. Given exactly WHO is responsible for his descent is a bit more valid of a Freudian Excuse than usual, even if it ends up with him being not that different, up to the point of agreeing with the primary target of his hunt.
  • Never Trust a Trailer: The TV spots imply Charles's pointing a gun at Erik as a threat; it's from a scene where they're training together.
  • Nice Guy:
    • Hank McCoy's very friendly, prefers to avoid conflict, and truly comes out of his shell when in his comfort zones, such as discussing science or assisting with the other students.
    • Darwin is polite, friendly, and when things get rough he can be seen immediately moving to make himself a human shield for the other kids.
  • Nice Job Breaking It, Hero: Charles and Moira do this to each other.
    • Moira desperately shoots at Erik to stop/distract him from wiping out a combined Russian/American fleet, thus forcing him to deflect the bullets and one of which paralyzes Charles right next to him.
    • Charles erases Moira's memory, clearly discrediting her within the CIA and possibly ruining her career. The fact that one of the few snatches of memory she has left is of their kiss is just the icing on the cake (see Deliberate Values Dissonance).
    • Charles trains Erik, helping him improve his power. This backfires when he decides to turn into Magneto.
    • Had Charles and Hank shown acceptance for Raven's true form, she might not have teamed up with Erik.
    • Alex, when he tries to fight Shaw at the CIA base. He had no way of knowing the energy from his power was enough to destroy Darwin. It's made even worse when you consider that Shaw's power relies on an external source—he literally did not have the ability to kill Darwin until Alex attacked.
  • No Body Left Behind: Darwin is vaporized immediately by the blast he took, and one of his teammates even said, "We can't even bury him."
  • Nobody Touches the Hair: Xavier invokes this. It's an in-joke to fans, since anyone who is familiar with the series knows that he goes completely bald. He uses the Cerebro prototype for the first time, and Hank struggles with fitting the electrodes on his head.
    Hank: Are you sure we can't shave your head?
    Charles: (annoyed) Don't touch my hair.
  • No More for Me: After seeing Riptide demonstrate his power, Henry's reaction is to ask what the hell Shaw put in his drink.
  • No Name Given:
    • The government agent sent to liase with Xavier's team is only ever known as the Man in Black and is never given a name, not even in the credits.
    • Riptide's real name and mutant name are never mentioned in the film.
  • No Range Like Point-Blank Range: As requested by Erik, Charles holds the gun a couple of inches from his friend's forehead, but he can't bring himself to pull the trigger. Erik then grabs the barrel and places it right on the surface of his own skin, but Charles objects to the exercise and moves the firearm away.
  • No-Sell:
    • Charles' mind reading doesn't work on Emma Frost when she's crystalline, so Erik uses his powers to weaken her.
    • Shaw's helmet, later Magneto's, enables him to protect himself from Xavier's abilities. In the climax, he enters a psychic-proof chamber in his submarine, and he still wears the helmet. This turns out to be a perfectly sensible precaution.
  • Non-Idle Rich: Xavier could live off his inheritance if he wished, but he's passionate about science, and his career goal before he is approached by the CIA is to become a professor of genetics.
  • Non-Uniform Uniform: According to the Blu-Ray's "Children of the Atom" behind-the-scenes documentary, this was done purposefully, not only because the comics did so, but also because each member required something slightly different, like Xavier having more body armor (as The Leader), Magneto having less (since he can stop bullets), and Hank's collar being torn off to make room for his larger head and neck after he undergoes his Beast transformation.
  • Not Even Bothering with the Accent: Michael Fassbender and Kevin Bacon make no attempt to make their characters sound German when they speak English. Possibly justified in that both are established Cunning Linguists.
  • Not Quite Flight: Sean's flight deals with using his supersonic screams to help him glide.
    Hank: You need the sound waves to be supersonic. Catch them at the right angle and they should carry you.
    Sean: They should carry me... that's reassuring.
  • "Not So Different" Remark:
    • When Magneto confronts Sebastian Shaw at the end:
      Magneto: If you're in there, I'd like you to know that I agree with every word you said. We are the future. But unfortunately, you killed my mother.
    • Later, when Xavier is shot and Magneto is speaking to him, the following conversation takes place:
      Magneto: Us turning on each other, it's what they want. I tried to warn you, Charles. I want you by my side. We're brothers, you and I. All of us together, protecting each other. We want the same thing.
      Charles Xavier: Oh, my friend, I'm sorry, but we do not.
  • Not Wearing Tights: Averted; this film makes the outfits look more superhero-ish than in the previous films. It's not skintight but it is more brightly colored, and ends with Magneto donning something that's somewhere between his classic outfit and his look in the main trilogy.
  • Oblivious to Love: Charles doesn't notice that Raven harbours some non-sisterly feelings towards him.
  • Obviously Evil: Azazel is designed like mainstream depictions of Satan.
  • Oh, Crap!:
    • The faces of those Nazi Grandpas in Argentina when Erik reveals his numbered tattoo.
    • Charles' expression when he accidentally outs Hank as a mutant.
    • Frequently by humans when they witness mutant powers in action.
    • Everyone on the American and Soviet vessels has this reaction when Magneto raises a submarine out of the ocean.
    • The look on Shaw's face when he realizes that Magneto isn't going to join him right after letting his guard down.
    • For any audience member who knows what made it famous, the moment when the last line in Charles's 'please don't kill those people' speech to Erik is "they were just following orders."
    • Moira, when she's unable to make contact with the American fleet to get them to cease fire.
    • Magneto is horrified when he sees that Xavier has been shot in the back because he fears that his friend will die before his eyes just like Erik's own mother.
  • Old Money: Charles Xavier was born with a silver spoon in his mouth. He lives in a very Big Fancy House, there are servants (a maid is mentioned), and his mother is a snobby British Socialite who thinks so highly of herself that she never enters the kitchen of her own home. Charles' taste in material goods is often expressed in classic, Simple, yet Opulent ways, in contrast to the gaudy Conspicuous Consumption that we normally associate with the Nouveau Riche.
  • Older Than They Look:
    • Sebastian Shaw looks to be in his late forties or early fifties when Erik first meets him in 1944. He looks more or less the same when they meet again in 1962, a fact that he credits to his Energy Absorption powers.
    • Raven appears to be around 20 years old (even in her blue form) even though her age should be closer to 30. Hank mentions that her mutation causes her to age at a slower rate.
  • One Last Smoke: Erik lets the two Nazis in Argentina finish their beers before killing them.
  • Only a Flesh Wound: Charles Xavier is shot in the back and remains conscious throughout the entire scene, albeit in great pain. Evidently, it wasn't just a flesh wound. The end result is permanent loss of the use of his legs.
  • Only Friend:
    • Near the beginning of the film, Raven points out to Charles that she is his only friend. Presumably an affable fellow like Xavier would have numerous acquaintances, but his sister figure is the sole person he fully trusts.
    • Charles becomes this to Erik because the latter has spent his life on the hunt. Lehnsherr hasn't met anyone who could empathize with him since his mother died.
  • Ooh, Me Accent's Slipping:
  • Open Mouth, Insert Foot: Charles urging Erik to show mercy to two navies that just fired on them because the sailors aboard said ships were "just following orders" is probably the worst thing he could have said to a Holocaust survivor.
  • Origins Episode: Specifically for Magneto, Professor X, Mystique and Beast. This adventure is before the X-Men, before the Brotherhood, before the world at large knew about mutants. This is where it all started.
  • Out-of-Character Alert: How kid Xavier pierces kid Mystique's disguise at the beginning of the film. She looks like his mother, but acts nothing like her. He confirms it with telepathy.

  • Parental Neglect: Charles' mother is hinted to be emotionally distant towards her son, which is why Raven's maternal act backfires spectacularly.
    Charles: (telepathically communicates to Raven disguised as Mrs. Xavier) My mother has never set foot in this kitchen in her life, and she certainly never made me hot chocolate, unless you count ordering the maid to do it.
  • Patrick Stewart Speech: During their chess game, Charles attempts to convince Erik that human beings are capable of great understanding, and that mutants should be patient, as "we have it in us to be the better men." Erik sceptically replies, "We already are."
  • Pay Evil unto Evil: Much of the film is composed of Erik (later Magneto) doing this. He's Jewish, as a child he and his family are sent to Auschwitz, and a Nazi there (who we later find out is the mutant Sebastian Shaw) murders Erik's mother when Erik is unable to use his (latent) powers. As an adult, the first part of the film has Erik hunting down, torturing and murdering Nazis and their supporters. At the end of the movie he gives Shaw a very Karmic Death— the film clearly intends it to be a Jumping Off the Slippery Slope moment, but Shaw's such a dangerous madman that he deserves such a kick, especially as there's little reason to believe Shaw could be safely captured. Then the US and Soviet militaries try to murder the mutants who just saved them from nuclear war, and Erik turns their missiles back on them. Paying evil to evil is his personal philosophy, contrasting with Charles' pay-good-unto-evil-and-maybe-they'll-have-a-change-of-heart ethos (and influenced by the fact that Erik's seen a lot more of evil than Charles has at this point), and it's a substantial part of what ultimately separates them.
  • People Puppets:
    • Charles freezes everyone except for Moira at the CIA Headquarters so that he can have a private telepathic conversation with her.
    • Xavier mentally forces a Soviet officer to fire on the Aral Sea, thus single-handedly preventing World War III.
    • Once Erik removes Shaw's telepathy-blocking helmet, Charles keeps Sebastian motionless.
  • Period Piece: 1962. Groovy.
  • Person of Mass Destruction:
  • Personal Hate Before Common Goals: At the end of the film, main villain Sebastian Shaw is still trying to convince Magneto that they are on the same side, even while their climactic battle is taking place. Magneto finally admits that he thinks Shaw is right: the experiences he put him through as a kid made him stronger, and he made him the man that he is today; his idea of mutants taking the initiative, attacking the humans before they could try to wipe mutants out, is the right one. But just as Magneto takes the initiative of the fight, he reveals his one problem: Shaw still killed his mother. Cue Magneto putting a coin through Shaw's head.
  • Pet the Dog: John McCone, the Jerkass CIA director, calling Stryker out on having the beach bombed even though Moira is on it, saying "We have an agent there! A good one!" It makes one wonder if his "The CIA is no place for a woman!" remark toward her later is just to cover that he really cares.
  • Pietà Plagiarism: Erik cradling a wounded Charles on the beach.
  • Piggybacking on Hitler: Played with. Sebastian Shaw, alias Klaus Schmidt, jumped on the Nazi bandwagon mainly because it would further his research of mutation; however, he holds one of Nazism's tenets (Master Race and all that stuff) in very high esteem, and later adapts the ideology for mutant use.
  • Playing Both Sides: Sebastian Shaw cunningly manipulates both the USA and the USSR, exploiting the vices and vanity of their military elite to provoke World War III.
  • Please Put Some Clothes On: Spoken verbatim by Charles when a newly self-confident Mystique walks in on him while she's entirely naked. Amusingly, this is the first time the character's constant nudity has been alluded to in the series. (The irony being that Mystique is almost always nude, as it's shown that any "clothing" she might be seen wearing is simply part of her shape-shifting disguise, including possibly the X-Men uniform seen in the final act as it disappears when she briefly impersonates Shaw.)
  • Plot Tailored to the Party: A relatively well-done version. Xavier or Magneto probably could have found the Hellfire Club's submarine on their own, but Banshee can do it more easily by using his Make Me Wanna Shout power as sonar. Beast's power isn't an obvious counter to Azazel's, but he's agile and strong enough to hold off Azazel, who is beaten when Mystique tricks him by turning into Shaw. Banshee and Havok team up to fight Angel.
  • Politically Correct History: It's present to some extent. Sexism is still around (Hellfire Club banks on that with strippers), but the racism of the era is glossed over. The proto X-men includes many different ethnics that are bound together by the fact that they are all mutants.
  • Power Creep, Power Seep: In the comics, Sebastian Shaw's power is absorbing kinetic energy and turning it into physical strength and stamina, but he's still at least somewhat vulnerable to physical attacks, and his power has limits. He generally relies on Mooks and other mutants to do his dirty work. In this movie he can absorb all kinds of energy, including Havok's blasts and nuclear radiation, and if he has limits they're set high enough to make him a credible threat to Magneto.
  • Power Limiter: Erik observes that Mystique's physical strength is effectively halved because she is concentrating on maintaining a human appearance. This explains her tendency to "decloak" for her fight scenes in the original movies.
  • The Power of Hate: What initially awakens Erik's superpowers, and turns him into what he is, is his hatred of those who mistreated him at the concentration camp and killed his mother.
  • The Power of Love: When Charles is helping all of the mutants train, the most effective memory to focus Erik's powers is Channukah with his mother, before The Holocaust. Without this trope, his power and range are limited.
  • Power Perversion Potential:
    • Xavier uses his telepathy to "guess" the drink orders of the women he flirts with. Executive producer Tarquin Pack lampshades this specific example in the rare "Extraordinary Abilities" featurette. (See the Bonus Material entry.)
      "If I had the ability to read minds, and I was at university, and I could influence people through my mental powers, I would probably also be a bit of a Lothario. (laughs) Who wouldn't be?"
      • Given that, in this film alone, Xavier demonstrates the ability to psychically freeze people like statues and give irresistible commands ("Get in the car"), and simply skimming someone's drink order becomes a healthily downplayed example.
    • Raven jokingly insinuates that Hank's large, ape-like feet might be an indication that he has a massive penis.
    • Emma Frost seduces a Russian general by projecting a mental image of herself so he thinks she's having sex with him, when she's in fact sitting a distance away looking bored.
    • Raven shapeshifts from her teenaged form into a more mature woman (Rebecca Romijn in a cameo) in the belief that Erik would prefer her that way. Magneto is not impressed because he wanted "the real Raven." It took her two tries to realize that he wanted her natural blue form.
  • Precision F-Strike: During a montage of Charles and Erik finding and recruiting other mutants, their search brings them into a small, dingy bar where Wolverine has no interest in their offer. Not only did the actor himself say he mostly accepted because of his line, but Rebecca Romijn said she wanted it in her cameo too.
  • Prefers the True Form: Raven takes on the form of an attractive human woman, but when she and Magneto get together, he says he prefers her real mutant appearance. She drops the disguise and returns to her blue-skinned, red-haired form.
    Magneto: ...Perfection.
  • Prequel: This movie serves as a prequel to the original X-Men trilogy. With the release of Days of Future Past, it became the start of a new series.
  • Pretty Boy:
    • Appearance-wise, Dr. Charles Xavier is strongly defined by his boyishness: he has a soft, round face, baby blue eyes, cherry-red lips (the colour is so deep at times that it almost looks like he's wearing lipstick), and is of shorter-than-average height. It's symbolic of his sensitive, nice guy qualities. Erik Lehnsherr even calls him "adorable" when Charles tries the Cerebro machine for the first time. With his fair complexion, the young telepath resembles a living porcelain doll, and his fragility becomes evident when he "breaks" physically and emotionally during the climax.
    • Dr. Hank McCoy is quite similar to Xavier (just younger and a lot more insecure). While this may be a coincidence, it's nevertheless convenient that he shares some facial features with his mentor, like pale skin, blue eyes and thick reddish lips. The one big physical difference between them is that Hank is a lot taller.
  • Pretty Little Headshots: That coin made a pretty smooth journey through Shaw's head.
  • Prevent the War: Charles Xavier and Erik Lehnsherr must stop Sebastian Shaw, who is playing both the United States and the Soviet Union into starting World War III.
  • Product Placement: When training at Xavier's mansion, most of the team wear PF Flyers.
  • The Promise: Charles managed to uphold his promise not to use his telepathy on Raven for 18 years until the shock and pain of a bullet in his spine became too much for him to bear, compromising his concentration.
    Raven: You promised me you would never read my mind.
    Charles: I know. I promised you a great many things, I'm afraid. I'm sorry.
  • Protagonist Journey to Villain: One of the film's narrative thrusts is Magneto seeking revenge for the murder of his mother and his increasing acceptance of mutant supremacy.
  • Protectorate: Raven is this to Charles, although she finds his concern for her safety utterly suffocating.
  • Proud Beauty: Xavier is an attractive scientist who unabashedly exploits his gorgeousness (along with his charm) to proposition coeds at Oxford. Charles is so fond of his hair that he immediately dismisses Hank's suggestion that he shave it off before he tests Cerebro. It's costume designer Sammy Sheldon's intention to make the character as stylish as possible within a conservative academic setting.
  • Pstandard Psychic Pstance: Seems to be a personal favorite for Charles but not Emma.
  • Psychic Block Defense:
    • Shaw's helmet makes him impervious to telepaths.
    • Emma has the ability to block Xavier's mind-reading powers, and cover herself in diamond-like skin to shield her mind.
  • Psychic Glimpse of Death: When Erik manages to get Shaw's telepathy blocking helmet off allowing Charles to psychically freeze him in place, Erik uses his powers to push a coin through Shaw's brain, killing him, as Charles, in another location, screams the entire way through.
  • Psychic Strangle: A variation. When Moira attacks Erik, he deflects the bullets she fires, one of which hits Charles in the back. In a rage, Erik magnetically uses a metal necklace chain to strangle her, but Charles manages to talk him down.
  • Psychoactive Powers: Erik's control of his abilities is directly linked to his emotions. See Tranquil Fury below.
  • A Pupil of Mine Until He Turned to Evil: The mutants all train together as part a CIA team to fight Sebastian Shaw, but Angel Salvadore decides to join the Hellfire Club shortly after she is recruited by the program. At the end of the film, Magneto and Mystique, after defeating Shaw, form the Brotherhood of Mutants and become the new Big Bad, turning against Charles Xavier, whose ideas about mutant-human relations differ from the ones they have.
  • Radiation-Immune Mutants: Sebastian Shaw believes that mutants are the "Children of the Atom," and are therefore immune to radiation. This is why he plans to turn the Cold War nuclear, convinced that the radiation will wipe out humanity, but spare mutants.
  • Ragtag Bunch of Misfits: How the CIA (and, for that matter, Charles and Moira) view the first generation of young X-Men: young, reckless, untrained, and given to foolishness.
  • Ransacked Room: After Beast transforms into his blue furry form he makes a mess.
  • Ready for Lovemaking: Erik walks into his room and finds a naked Raven lying in his bed. When he says, "Maybe in a few years," she responds by shifting her appearance to that of an adult woman (older Mystique).
  • Real Event, Fictional Cause: It's revealed that the Cuban Missile Crisis was instigated by Shaw as part of his plan to have mutantkind become widespread from the nuclear fallout and dominate over humans.
  • Red and Black and Evil All Over:
    • Azazel, a member of the Hellfire Club (which in the comic version goes for black and white costumes), wears black. His naturally red skin compliments his suit.
    • At the end of the movie, Erik Lehnsherr has adopted a red vest and helmet with black pants and cape, as his Evil Costume Switch to become Magneto.
  • Red Herring: There are two incidents which fooled some audience members into believing that this would be the moment where Xavier would become crippled: the first was when the Blackbird crashed, and the other was when Charles experienced the trauma of Shaw's death telepathically. Then he is accidentally wounded by Magneto.
  • Red Oni, Blue Oni: Erik is rather hot-headed while Charles is more level-headed. ''Empire'' magazine even colour-coded the front covers of their May 2011 issue accordingly.
  • Refuge in Audacity: Xavier is very confident about his ability to seduce women.
    Charles: Heterochromia was in reference to your eyes, which I have to say are stunning. One green, one blue. It's a mutation, it's a very groovy mutation. I've got news for you, Amy. You are a mutant.
    Amy: First you proposition a girl, and then you call her deformed. How is that seduction technique working for you?
    Charles: I'll tell you in the morning.
  • Related in the Adaptation: Professor Xavier and Mystique are foster siblings, unlike in the comics.
  • Resist the Beast: Inverted, when Professor X tells Hank McCoy to "set the beast free." Here, the "Beast" is portrayed as natural instinct, rather than evil.
  • Retraux: Everything has very '60s/'70s sensibilities, from Emma Frost's Bond Girl costumes to the BBC science documentary-like credits sequence. The film itself has a grainy texture, evoking the look of '60s-era cinema.
  • Revenge Before Reason: Only Charles' timely intervention prevented Erik from drowning while the latter tried to stop Shaw's submarine.
  • Roaring Rampage of Revenge: Erik's initial mission was to hunt down and kill Shaw and his Nazi underlings.
  • Rule of Sexy:
    • Most (if not all) fans expected the young Professor X to be bald in this movie, but the studio wanted James McAvoy to keep his hair in order to retain the actor's sex appeal.
      James McAvoy: I had showed up on the first day of X-Men: First Class, and I had shaved my head because I wanted to check what it looked like about a month before we started shooting—and it looked quite good—and they were like, "No, no, no, no, we want you to have long hair."
    • After Emma uses her psychic ability to fool the Soviet general into believing that he has engaged in foreplay with her, she decides to remain in her lingerie (instead of putting her dress back on) while she snacks on crackers.
    • There is absolutely no practical reason for Mystique to be exposing her cleavage when she's dressed in the combat uniform. Costume designer Sammy Sheldon admits in the "Suiting Up" featurette on the Blu-Ray release that her goal with that outfit was "to make [Mystique] look sexy."
  • Scooby Stack: Beast, Angel, Darwin, Banshee and Mystique do one despite Havok's warning for them to keep back because of how unpredictable his powers are.
  • Seeing Through Another's Eyes: Charles can "eavesdrop" on a conversation that Emma Frost has with a Soviet general by telepathically inhabiting a nearby soldier.
  • Sensible Heroes, Skimpy Villains: Emma Frost reveals a lot more skin than, say, Moira and Raven. Angel, the stripper/prostitute, is the only one to defect to Shaw's side. (Mystique herself, after defecting to Magneto's side, goes into the nude version seen in the other films.)
  • Sensitive Guy and Manly Man: Charles is the Sensitive Guy to Erik's Manly Man. They display this dynamic in their personalities (All-Loving Hero vs. Anti-Hero) and physique (Pretty Boy vs. Tall, Dark, and Handsome) as well as their philosophies and methods (Wide-Eyed Idealist vs. Pay Evil unto Evil).
  • Sequel Hook: The film ends with Erik becoming Magneto for the first time and busting Emma Frost out of prison.
  • Sexy Backless Outfit: Angel favors backless dresses for her wings.
  • Shapeshifter Showoff Session: Happens twice; when Charles Xavier presents himself to the CIA, his attempts to reveal his telepathic powers immediately get him and Mystique Mistaken for Spies - forcing Mystique to jump to her feet and transform into one of the CIA executives to defuse the situation. Later, while the other mutants are showing off their powers, Mystique's big reveal is to surprise everyone by turning into Banshee - much to Banshee's shock.
  • Shapeshifter Swansong: Invoked when Darwin's body goes through one state after another to adapt to Shaw's energy cherry-bomb about to go off inside him. His body ultimately gives out. Or did it...? The comic book version of Darwin survived having his entire body destroyed, and eventually generated a new one.
  • Sharp-Dressed Man: Sammy Sheldon has stated in the "Suiting Up" documentary on the First Class Blu-Ray that she made Charles Xavier's attire as stylish as she could while keeping him "honest, real, studious."
    • Sebastian Shaw pretty much always wears a fancy suit. Same goes for Azazel and Riptide.
  • Shooting Superman:
    • Magneto isn't bulletproof, but he can deflect any metal projectile he knows is coming. At least one character who really should have known better tries to shoot him. Though it did achieve her goal, albeit by way of crippling Xavier, which took Erik's attention away from the missiles - and one shot does noticeably hit him while he isn't paying attention, but his helmet turns out to be bulletproof.
    • Stryker convinces the government to join with the Russians to take out the mutants on the beach. He should know for a fact that one of these mutants is a powerful telepath and the other controls metal. Both fleets just saw the latter lift a submarine out of the water. There's no reason for them to believe their metal weapons would be any more effective. They're lucky Moira came in with that distraction.
  • Shout-Out: Has its own page.
  • Shown Their Work: A minor instance; Xavier's paper on mutation that we hear mentions that neanderthals were probably exterminated by their "mutated" cousins Homo sapiens. While modern research indicates that it was more likely the two interbred, at the time of the film (the '60s) the theory was not yet established at large. In X2, Storm recites the interbreeding theory to the class at the start of the film, making this double as a Call-Forward.
  • Shut Up, Hannibal!: One of the more unique examples of this. Magneto cuts off Sebastian Shaw's attempt at a Break Them by Talking by agreeing with him... but then explaining that his We Can Rule Together offer is never going to happen because "Unfortunately, you killed my mother." He then kills him. Brutally.
  • Shut Up, Kirk!: Magneto delivers a very effective one to Xavier at the climax. It definitely hurt that Xavier tried to finish off his speech by invoking the Nuremberg Defence on a Holocaust survivor.
    Charles Xavier: There are thousands of men on those ships! Good, honest, innocent men! They're just following orders!
    Magneto: (frowns and turns) I've been at the mercy of men "just following orders." Never again.
  • Single Tear: Occurs thrice:
    • Charles wipes a single tear from his cheek after he uncovers a happy memory from Erik's childhood involving the latter's mother with his telepathy. Despite living a much more comfortable and privileged life than his friend, the one beautiful thing that Charles never got to experience is a mother's warm affection.
    • In the same scene, a visible tear falls down Erik's face because he didn't know he still carried that cherished memory of his mother.
    • After Charles gets shot, he only sheds one noticeable tear which is partly because of his injury, but mostly because he is forced to tell Erik that no, they really do not want the same thing, and knows that this realization will push his friend away for good.
  • Sink or Swim Mentor: Charles and Erik attempt to teach Banshee how to fly. At first, they let him jump out of a second-story window, into some bushes, and he forgets to scream. Their next attempt is to have him jump off of an enormous satellite dish. Charles assures him that he doesn't have to do anything he's not comfortable with... Erik disagrees. Justified in that he could, theoretically, control the metal of Banshee's uniform if anything really dangerous came along.
  • Sir Not-Appearing-in-This-Trailer: Kevin Bacon is barely in any of the promotional materials despite having a prominent role as the main villain of the film. He's hardly noticeable on the very crowded poster and doesn't seem to be in any trailers or commercials.
  • Skyward Scream: Xavier does this right after a bullet enters his spine.
  • Slasher Smile:
    • Erik sports a grin when he kills the three former Nazis in Argentina.
    • Shaw gives one when he thinks he's convinced Erik to join him.
  • Slash Fic: After the film got released, the entire internet exploded with Magneto/Professor X fics. It helps that the actors, James McAvoy and Michael Fassbender, got on board as well and teased about it in interviews.
  • Sleeves Are for Wimps: During the training scenes, everyone gets matching grey tracksuits. Alex's inexplicably doesn't have sleeves.
  • Slipping a Mickey: The NATO general responds to the Hellfire Club's first display of mutant powers with "What the hell did you put in my drink?!", thinking that he must be hallucinating.
  • Socialite: According to Charles, his mother cares more about her upper-class lifestyle (e.g. she never goes into the kitchen of her own home, clearly believing that the room is "beneath" someone of her high status) than being a good mother towards him. Parental Neglect is typical of this trope, and it's suggested that the maid spends more time with him than Mrs. Xavier does.
  • The Sociopath: Sebastian Shaw. His own actor referred to him as one in an interview, and his superficial charm, lack of empathy, manipulation of both humans and mutants to serve his own agenda, and borderline sadism when committing some of his atrocities more than back up that claim.
  • Soft Reboot: The film is a prequel to the X-Men Film Series that keeps several elements from the original trilogy intact whilst altering several others. Notably the film starts off with a faithful recreation of the opening Holocaust scene from the first film and then begins changing things up from there. The following sequel expands on the concept.
  • So Proud of You: Sebastian Shaw towards Erik in the climax, whom he congratulates for finally becoming a superpowerful mutant. It's pretty goddamn creepy, considering Shaw is an ex-Nazi Mad Scientist who destroyed most of Erik's life to motivate him to become what Shaw always dreamed Erik would be.
  • Soviet Superscience: The telepathy blocking helmet that stymies Xavier in every movie is apparently of Russian make.
  • Spandex, Latex, or Leather: The X-Men wear yellow suits made of fabric, inspired in equal part by the team's uniforms during their earliest comic appearances and the New X-Men suits. The only one in that movie to fit one of the three materials is Magneto in the ending.
    • The yellow fabric on the uniforms is actually intended to be kevlar, which is yellowish in its default color. Deciding to use kevlar as an excuse for yellow on the uniforms was of course done to make them comic-accurate to the early X-Men costumes.
  • Spell My Name With An S: "Lehnsherr" is misspelled "Lensherr" in the on-screen credits.
  • Stab the Picture: In his first scene as an adult, Erik Lehnsherr uses his powers to send a coin through a picture of Sebastian Shaw, the man who murdered his mother. He ultimately does the same thing to the real Sebastian Shaw at the end of the film, killing him.
  • "Stop the Hero" Twist: At the film's end, Erik Lensherr kills his nemesis Sebastian Shaw despite Xavier's attempts to stop him (forcing Xavier to feel all the pain of the mentally-controlled Shaw as he's killed) and, after the US and Soviet armies attempt to turn on the mutants with a missile bombing, stops said missiles and fires them back at the gunships. It's at this point that Erik's Start of Darkness is complete, and Xavier knows that if he doesn't stop Erik from killing these soldiers, it will cause an apocalyptic war between humans and mutants. Erik winds up stopping when he deflects one of Moira's bullets and it strikes Xavier in the spine.
  • Start of Darkness:
    • This film shows how Magneto moved from sweet boy captured by Nazi, to a mutant supremacist.
    • The film depicts Mystique as an insecure young woman looking for a purpose... And she finds it.
  • Strawman Has a Point: In-universe. Sebastian Shaw carries a mutant supremacy message that Magneto ultimately embraces.
  • String Theory: Erik has a minor one on the wall for his Nazi Hunt before going to the banker.
  • Stripperiffic: Angel (who was originally a stripper) and Emma Frost. Not to mention all the lingerie girls (including Moira).
  • Superhero Movie Villains Die: Sebastian Shaw is killed by Magneto forcing a coin through his brain. Shaw's minions join Magneto, and thus become anti-villains.
  • Superpower Lottery:
    • All of Sebastian Shaw's mutants are winners: Azazel has the exploitable teleportation, Emma is both telepathic and capable of becoming sold diamond which both aids fighting and blocks other telepaths, and Riptide quickly makes tornados.
    • With the exception of "Phoenix" (a.k.a. Jean Grey), Shaw himself is by far the most powerful mutant ever encountered by the X-Men. His base ability of Energy Absorption is set so high and is so versatile that not even Erik can hold him once he's absorbed the power of a nuclear reactor. He cannot be punched or shot as he nullifies kinetic energy, and he's smart enough to have crafted a helmet that completely blocks Charles' telepathy.
  • Super Team: Professor X, Magneto, Beast, Mystique, Havok and Banshee form the proto X-Men. Xavier's primary goal is to avert World War III, while the other members are seeking Revenge against Sebastian Shaw for murdering someone they cared about.
  • Surprisingly Realistic Outcome: Charles tries to dramatically prove his mutant powers to the government agents by probing their minds for sensitive information. Rather than believe he's psychic, they more logically assume he's a Russian spy, and it's only a visual demonstration from Raven that saves them from getting in serious trouble.
  • Swiss Bank Account: Sebastian Shaw keeps his ill-gotten gains in one of these and Magneto uses it to track him down.

  • Take Over the World: Shaw's ultimate goal is to start a nuclear holocaust that will wipe out humanity, leaving mutants to inherit the world. Naturally, he will be the head mutant.
  • Taking You with Me:
    • What Bob Hendry tries to do with Shaw with a grenade. He doesn't know about Shaw's mutation and what he can do with all of that energy.
    • Beast uses this against Azazel when he tries his Tele-Frag trick, grabbing hold of him so they'll die together if Azazel doesn't teleport to safety.
  • Teach Him Anger: Shaw teaches young Erik to use his rage to first unleash his power. Charles later subverts the trope by showing Erik that even greater strength resides in inner calm. He eventually merges both teachings to reach full power through Tranquil Fury.
  • Team Dad: Erik Lehnsherr has a "tough love" approach with the young mutants (Sean Cassidy learns this the hard way). Charles Xavier might qualify as well, but he tends to act more like the nurturing Team Mom. Insert witty commentary here.
  • Team Title: While this applies to the entire film series, this particular movie chronicles the formation of the inaugural team.
  • Tele-Frag: Azazel uses the "100 feet up" variant quite a bit.
  • Tempting Fate:
    • "Gentlemen, this is why the CIA is no place for a woman." Cue huge crash as Emma Frost is busted out of her cell.
    • Before they go to Russia, Erik says that the young mutants are not ready to face Shaw, but Charles insists that they will surprise him and that they are an exceptional bunch of young people. A second later, as they're approaching the young mutants' room, they can see Raven's dancing on a chair while Angel's flying around her, Alex and Sean are breaking chairs on Armando (who keeps yelling "harder!"), and Hank is hanging off a light fixture.
  • That Came Out Wrong: The loud-and-clear message of Xavier's Oh, Crap! face after "they were just following orders." Played for Drama.
  • That Man Is Dead: The film ends with Erik outright proclaiming that he prefers his new moniker: Magneto.
  • There Was a Door: Combined with The Door Slams You. Magneto has to get into a submarine guarded by Riptide, so Magneto tears out part of the metal hull on top of him.
  • They're Called "Personal Issues" for a Reason: There's a hint that Charles had an unhappy childhood, but he simply chooses not to speak of it. After Erik makes a snide remark about his friend's wealth, Charles' expression is a mixture of annoyance with a little bit of hurt, and Raven steps in between two men as if to "shield" her brother from Erik's not-so-nice comment. Although she says, "It was a hardship softened by me" in a light tone, there is no sarcasm in her voice, and Charles kisses her on the cheek as a quiet "thank you" for her support and understanding in what is a very sensitive matter to him.
  • Those Wacky Nazis: "Klaus Schmidt" is a mixture of cultured and mad doctor; he tells young Erik that he is not like the Nazis, and mocks their obsession with genetics—or at least, blue eyes and blonde hair. Bring mutants into the equation it's a whole different ball game.
  • Throwing Your Sword Always Works: Erik Lehnsherr tries to throw a dagger at Sebastian Shaw, but Emma Frost catches it. Given the nature of Shaw's powers, the dagger would not have harmed him even if it had scored a direct hit.
  • Timeshifted Actor: This is done in the film, along with a Flashback with the Other Darrin with the new young Erik. James McAvoy and Michael Fassbender take over from Patrick Stewart and Ian McKellen as the young Charles Xavier and Magneto. The young Mystique is played by Jennifer Lawrence, taking over from Rebecca Romijin. Nicholas Hoult takes over from Kelsey Grammer as the young Beast, and Rose Byrne takes over from Olivia Williams as Moira MacTaggert.
  • Token Evil Teammate: Erik is part of Charles' team primarily because he has a personal grudge against Shaw, and views the youngsters' mutant powers as useful tools to topple the Big Bad.
  • Token Motivational Nemesis: Magneto did away with his nemesis Sebastian Shaw in this movie, but never mentioned him in the 20 Minutes into the Future trilogy that preceded it. We're talking about the man who killed Magneto's mother and whose role Magneto assumed after killing him. Of course, the writers of the original trilogy couldn't have predicted the future (in fact, Shaw doesn't look very dead, or old enough to have been an adult in The '40s, in his television appearance in X2.) It doesn't matter in any case, as Days of Future Past removes the original trilogy from existence.
  • Too Dumb to Fool: In a deleted extension of the scene in Soviet Russia where The Team is infiltrating, the search dog that the checkpoint guards have still sensed that something was amiss in the seemingly empty truck. Charles says that the reason is this pertaining to his telepathic power on dogs.
  • Took a Level in Badass: The mutant teens are substantially more competent after their training montage. Plus several levels for Hank after he injects himself with his serum.
  • The Tooth Hurts: Erik Lehnsherr uses his powers of magnetism to forcibly extract a Nazi sympathist Swiss banker's metal fillings as an interrogation method.
  • Totally Radical: Downplayed and justified. Xavier, humorously enough, is the only character who uses '60s slang, and it's only a single word in the lone pick-up line that he uses when hitting on women.
  • Tragic Bromance: Erik and Charles form a close friendship, but ultimately part because of a major difference in ideals. Neither is killed, although Professor X does sustain a permanent injury that leads to Magneto cradling his cripple.
  • Tragic Keepsake: Erik's Nazi coin is given to him by Shaw after his mother is murdered in front of him. Erik kept that coin as he grew up and worked on his revenge.
  • Trailers Always Spoil: Sort of. The trailers showed virtually every single scene from the climax—but edited them so as not to show exactly what was happening.
  • Training Montage: Xavier trains the mutant youngsters to properly use their powers at his mansion.
  • Tranquil Fury: Erik's powers are manifested through anger, until Charles helps by telling him "true focus lies somewhere between rage and serenity."
  • Traumatic Superpower Awakening: Erik is originally only able to use his powers when extremely angry. The first two times, it involves maternal separation.
  • Two Shots from Behind the Bar: This trope came up when Erik hunts down former Nazis. As he controls metal, it failed even worse than the example in X-Men.
  • Übermensch: Sebastian Shaw's ideal of a mutant is a superior man who rises above the common trash and will change the world.
  • Uncle Pennybags: Charles' generous nature is alluded to in this exchange:
    Sean Cassidy: (in awe of Xavier's mansion) This is yours.
    Charles: (smiles) No, it's ours.
  • Ungrateful Bastard: Minutes after the mutants single-handedly prevent World War III, the military tries to kill them since they were deemed too dangerous. With one of their agents there as well, considered "collateral damage."
  • Unishment: A prison guard where Alex Summers was staying at the beginning of the film remarks that he's "the only prisoner I've ever seen who actually prefers solitary confinement." Sure enough, when we first see him, Alex is in solitary. It's a subversion, since Alex doesn't really enjoy solitary. He's trying to stay away from people so he doesn't hurt them with the energy blasts that are his mutant power, and which he has great difficulty in controlling.
  • Unlucky Childhood Friend: Raven for Charles. Xavier does a lot of flirting with other women, and Raven is clearly jealous. It's hard to tell whether she actually had strong romantic feelings for him, or if she just wants to establish that she's worthy of romantic interest, but either way, he says that he can't see her as anything but a sister and someone to protect.
  • Used to Be a Sweet Kid: Erik suffered the Holocaust and the death of his mother so he no longer has any kind of innocence. Raven, who is still rather innocent for the majority of the film and is absolutely horrified when she sees Charles get shot, yet that doesn't stop her from going over to the dark side.
  • Vengeance Feels Empty: the warning Charles gives to Erik.
- Professor Charles Xavier : Listen to me very carefully, my friend. Killing Shaw will not bring you peace.- Erik Lehnsherr : Peace was never an option.
  • [Verb] This!: Shaw to Darwin, before killing him. Specifically: "adapt to this."
  • Villainous Cheekbones: Both Shaw and Erik have defined and hard facial features compared to Charles' soft baby face.
  • Visionary Villain: Sebastian Shaw wants to start World War III so that mutants can take over the planet, although in his case, he's just in it to Take Over the World, with little actual regard for allowing his kind to thrive (he merely uses it as his rhetoric to recruit others). As noted above, Magneto is much more suited to the trope, even going so far as to applaud Shaw's vision of a mutant-dominated world but in exactly those terms, without the desire to rule over them as their supreme leader.
  • The Voiceless: Riptide has no dialogue in the film and Azazel has only a few words although it doesn't stop either from being badass.
  • Waistcoat of Style: Xavier's waistcoats as a graduate student and as a newly minted professor of genetics are a touch less formal than in the original trilogy. This subtly conveys to viewers that Charles was more relaxed and carefree during his youth.
  • Wall of Weapons (meta version): Young Erik Lehnsherr meets Dr. Klaus Schmidt in his wood-paneled office filled with books and antiques, then a reverse shot reveals the opposite wall is made of glass, leading into a white-painted surgery lined with sinister instruments. Unfortunately, Erik's powers aren't controlled enough to use these as actual weapons; they all get thrown harmlessly against the glass.
  • War Is Hell:
    • The Holocaust. The death of a parent, and the medicalized torture of an innocent child. All within the first 20 minutes. Then, for Erik, knowing that the people that killed your family and millions of others will go free unless you personally devote your life to hunting them down.
    • The adolescent mutants find out the hard way. They're just stoked to discover that other mutants (their own age, at that) exist, and after being approached and brought together by Professor X, Magneto, and the CIA, they decide to act crazy with their powers and party, having been left unsupervised by Xavier, Lehnsherr, and MacTaggert. When the Hellfire Club shows up and slaughters the CIA soldiers who were stationed at the facility to guard them, the kids break down emotionally—some of them are even reduced to fearful tears.
  • We Can Rule Together:
    • At the climax, Sebastian Shaw offers Magneto a chance to join him so that together they can ensure mutant supremacy, a goal that Magneto agrees with. Unfortunately, Shaw was the one who killed Magneto's mother in the concentration camp, so Magneto kills him and takes up his "mutant vs. human" crusade himself. Later, he tells Xavier that he wants him by his side in the cause, but Xavier refuses.
    • When Shaw introduces himself to the kids this is his main pitch. Magneto continues with it when Shaw's minions flock to him after Shaw's death.
  • We Used to Be Friends: The whole premise of the movie is to show how Charles Xavier and Erik Lehnsherr became friends and then ended up on opposite sides with different ideals. There's also a subplot about Raven Darkholme's fallout from her relationships with Charles and Hank McCoy.
  • Weaponized Teleportation: Azazel's deadly attack on the CIA facility, which included teleporting enemies up high and leaving them to fall. Later, Hank grabs Azazel as they're falling and tells him that he can either teleport them to safety, or he's going to die with them.
  • What Beautiful Eyes!: After Charles is shot in the spine, the glare of the Cuban sunshine shrinks his pupils, which makes his irises appear very large, and they are a stunning shade of vibrant blue, especially in close-up. His Innocent Blue Eyes are shiny and wet with tears due to the intense physical and emotional pain, and it marks the character's Break the Cutie moment.
  • What Happened to the Mouse?: The Hellfire Club is never mentioned or seen again after the early sequence where CIA operative Moira MacTaggert (who is investigating it with a colleague) sneaks in and witnesses Emma Frost and Azazel reveal their powers in front of an American general.
  • What the Hell Are You?: We have the following conversation:
    Former Nazi Officer: [in German] Who—what are you?
    Erik: [in English] Let's just say I'm Frankenstein's Monster, and I'm looking for my creator.
  • What the Hell Is That Accent?: Seriously, Erik's accent is all over the place. Although, considering his background, this could be justified.
  • Where Does He Get All Those Wonderful Toys?: The film attempts to do this for the technology seen in the original trilogy. The underground training facility beneath the Xavier Institute is stated to be a massive, repurposed World War II bomb shelter, while the Cerebro computer and the prototype Blackbird/X-Jet are both revealed to be projects Hank McCoy designed for the CIA.
  • Wide-Eyed Idealist: While Charles isn't exactly naive, his idealism is accentuated by the fact that everyone else seems to have a far more pessimistic approach to mutant-human relations. It's suggested that this is at least partly because he hasn't faced persecution in the same way. It sets up a nice contrast with his portrayal in the previous films, where he remains idealistic, but is a lot more cautious about it now that he's had personal experience.
  • William Telling: Charles and Hank have to help Alex master his energy-blasting ability, which leads up to both of them standing beside his target during the final practice... but not before backing off a little to the side.
  • Wolverine Publicity: Subverted. In fact, the Trope Namer has a cameo whose effectiveness owes mostly to being kept hidden.
  • The Worf Effect: When he confronts the First Class, Shaw kills one of them in the conflict. Who does he kill? The guy whose power is gaining the traits he needs to survive in any situation. This demonstrates how powerful he is and how dangerous he can be.
  • World War III: Sebastian Shaw intended to provoke both superpowers into causing World War III via the Cuban Missile Crisis, fulfilling his Evil Plan to wipe out humanity and allow mutants to reign supreme over the planet.
  • Worst Aid: If someone's been shot in the back near the spine, you don't move them around and you certainly don't rip the bullet out of the wound, which probably explains Xavier's ultimate paralysis.
  • Worthy Opponent: Downplayed with regards to how Shaw views Xavier. They never have a face-to-face confrontation, but Sebastian recognizes that Charles is a formidable foe, hence Shaw's commission of the telepathy-blocking helmet and his hope to recruit Xavier when he infiltrates the CIA facility. Moreover, after Charles mind-controls a Soviet officer to fire upon the Aral Sea to avert World War III, Sebastian utters in admiration, "That telepath is powerful," which implies that Emma Frost's psychic ability isn't as sophisticated as Xavier's.
  • Writer on Board: As far as the climax is concerned, all the Cold War tension in the world isn't enough to prevent the USSR and the United States from turning on a handful of mutants and launch a united missile strike. Also, Charles lying prone with a potentially fatal wound to the spine isn't enough to stop both his dear friend and sister from making grand speeches about mutant pride and abandoning him.
  • Writers Cannot Do Math: There is a scene with Charles Xavier as a child which is set in 1944, while the bulk of the story takes place in 1962. However, the two actors are credited as playing "Charles Xavier: 12 years" and "Charles Xavier: 24 years."
  • Wrong Genre Savvy: Charles Xavier seems to think he's in a Silver Age Science Fiction story that will easily be resolved once he and his friends defeat Shaw. Actually, he's part of a larger conflict between humans and mutants, and he and his best friend are destined to become reluctant arch-enemies in the oncoming war.
  • You Are Better Than You Think You Are: The film has a repeated line where Charles urges Erik to "be the better man" and work for more than just revenge. Erik interprets this somewhat differently than Charles intended.
    Charles: There is so much more to you than you know. Not just pain and anger. There is good, too. I felt it. When you can access all of that, you will possess a power no one can match. Not even me.
  • You Are Not Alone: Expressed in several forms by different characters, most directly when Charles says this verbatim to Erik after he rescues the latter from drowning.
  • You Are Number 6: Erik Lehnsherr outs himself as a holocaust survivor to some Nazis he was amicably chatting with (and planning to kill). When they asked for the names of his parents, being from the same town, he answered that they "had no names—they were stolen from them" before showing his own concentration camp number. Violence ensues.
  • You, Get Me Coffee: Emma is annoyed when Shaw sends her up on deck to get ice for his drink from a handy iceberg.
  • You Have to Believe Me!: A Soviet crewman tries to radio the American flagship and tell them that the freighter is no longer responding. The American Commander doesn't believe them.
  • You Killed My Mother: The film gives us an example of someone avenging the death of their mother. Magneto kills Shaw despite agreeing with his mutant supremacist ideals because Shaw murdered his mother in front of him as a child.
    Magneto: I want you to know I agree with everything you just said. We are the future. But, unfortunately... you killed my mother.
  • Younger and Hipper: This movie explores the younger (and more groovy) versions of Professor X, Magneto, Mystique and Beast with new actors playing the familiar roles.
  • Younger Than They Look: Erik is around the same age as Charles (late twenties/early thirties), but the former appears considerably older because Michael Fassbender looks older than his actual age (he has a lot of lines on his face) while the baby-faced James McAvoy looks younger despite there being a only two-year age gap between the two actors. This can be Handwaved as Erik ageing prematurely because of the trauma he experienced during World War II.

Charles: Listen to me very carefully, my friend. Killing Shaw will not bring you peace.
Erik: Peace was never an option.


Video Example(s):


Erik Prefers the Real Raven

As Erik and Raven spend the night together, the latter initially takes the form of a beautiful human woman. But Erik tells Raven that he prefers her in her true mutant appearance, which causes her to drop her disguise.

How well does it match the trope?

5 (11 votes)

Example of:

Main / PrefersTheTrueForm

Media sources: