Cain Marko,a half-brother of Charles Xavier,found the stone of mystical entity,Cyttorak,that empowered him with magical energy,& transforms him into an immortal avatar Cyttorak. Cain begun destroying anything in his path,taking the name,Juggernaut.
In the Presents,Professor X sent the X-Men to capture Juggernaut. They fought against him before Wolverine is being confronted by Victor Creed,also called Sabretooth,who fled with Juggernaut with the help of Mystique,a mutant who freed Magneto.
The X-Men welcomed Petra,Sway,Darwin,Banshee,Iceman,Jubilee,& Thunderbird. At Magneto's lair,He meets with Sebastian Shaw,the Black King of the Hellfire Club,& are approached by Mystique,who has brought more training mutants: her son,Nightcrawler,her adoptive daughter,Rogue,Pyro,& Magneto's children,Quicksilver & Scarlet Witch. They begun planning to have Rogue,Nightcrawler,& Emma Frost,sister of Adrienne,the White Queen of the Hellfire, welcome to the X-Men so they can infiltrate the lab to sabotage everything so that the Gamma Bomb can hit the Mansion on Shaw's Conspiracy with HYDRA.
Logan reveals to Charles that Victor took away his lover. Rogue,Nightcrawler,& Emma came in & are welcomed,although,Jean Grey feels a bit suspicious. Rogue reveals that she ran away from home because she absorbed her friend's memories & was took in by Nightcrawler's Mother. Kitty talks to Nightcrawler,who reveals his real name,Kurt Wagner. Emma became smitten with Scott. Magneto & the Hellfire Club learned that Nightcrawler,Rogue,& Emma Frost are having second thoughts,So He has Scarlet Witch & Quicksilver sabotage everything,alerted the X-Men. Emma confesses about Shaw's conspiracy with HYDRA & about Mystique. Rogue,Nightcrawler,& Emma fled with Quicksilver & Scarlet Witch.
Everyone, except Logan are locked inside the Mansion so that the Hellfire Club launched a Rocket that contains a Gamma Bomb. Emma telepathically tells Wolverine of villains whereabouts. Nightcrawler manage to teleport back to the Mansion to free everyone while Rogue redirects the Rocket & it hits the ocean. Wolverine arrived & fought against the Brotherhood.
The X-Men arrived to help him. Wolverine fights with Shaw & Sabretooth while Cyclops fights with Juggernaut. Rogue absorbs Magneto's powers so she can hold Juggernaut,allowing Cyclops to blast him. Adrienne tries to kill Jean,but Emma,with no choice,kills her. Wolverine defeats Sabretooth & kills Shaw. Magneto & the Brotherhood escape
Kurt,Rogue,& Emma are recruited as new members. Logan walk towards the museum where he took a look at the picture of him with Captain America.
Mid-Credits:
Trask shows Senator Robert Kelly his Machine which could create new machines.