The Unofficial John Powell Website

Right-ee-o, the big one. The most heavily requested feature since the site opened - a complete score breakdown of X-Men: The Last Stand. Many, many questions have been asked by many, many people about what happened to this score and why it ended up in the state that it did. Well, hopefully everything written here should enlighten you further. Oh, this section does contain spoilers, so if you haven't seen the film, go watch it now and return! Enjoy.

The final state of X-Men: The Last Stand is a bit of a strange one, with some completely different material being heard in the film that was absent on the soundtrack. And here's why:

Brett Ratner (the director) of X-Men: The Last Stand had taken a like to Powell's music (especially The Bourne Identity), and he felt confident that Powell would be able to write a great super hero score. The only problem was that some of the producers weren't so sure as Powell had never really been into the super hero genre before. Nevertheless, Ratner thought he could do it and eventually Powell got the assignment.

The only slight problem was another project called Ice Age: The Meltdown. Around the time that Powell was recording the score for Ice Age, he ideally wanted to begin writing for X-Men, so he had to do some juggling work to make sure he left Ice Age in a good state, but also allowed himself enough time to write X-Men.

Luckily these problems were overcome, but due to the shorter than usual post production times on X-Men, Powell was not 100% happy with the score for the film.

To begin with, the film had a lot of music anyway, so little parts of cues were cut out (have you noticed all the "extra" stuff on the soundtrack?). Lots of cues also contained lots of choir. Listening to the music separate from the film was fine, however when matched with the picture, it got a little distracting. Because of this, many levels were changed and some choir parts were cut out altogether.

Powell has said that ideally he would have liked another couple of weeks to score X-Men, to get it just right for the film. While this could not physically happen, after the initial scoring stage, Powell changed some considerable parts of the score, rewriting some parts completely, and placed these "updated" cues on the soundtrack, hence why people have noticed many differences between it and the film.

Hopefully that has given you a better idea of the incredible amount of hard work that went into this score to perfect it, but read on I'll hopefully have described the music as presented in the film, as presented on the soundtrack and any differences that exist.

01. 20 Years Ago

The score opens with swirling strings and light percussion and after a short period, trademark Powell woodwinds that interweave with the rest of the music come in. The X-Men theme is heard for the first time played slowly by the strings. After this dies away, a soft but slightly grand melody is played on the brass, presumably to highlight the bond between Xavier and Magneto. Soon an oboe comes in to play, and the woodwinds return, allowing the cue to slowly fade out.

02. Young Jean

Dissonant strings and a harp that's playing the 6 note motif of the cure theme opens the cue as we first see Jean. Soon, more menacing deeper strings join in along with a short brass interlude which creates a sense of wonder. The re-written version of this cue opens similarly, however we get a wonderful quick nod at the Phoenix theme for the first time by strings and choir. In both versions however, quiet strings close the cue.

03. Bathroom Titles

Nervous strings and deep bass notes give a state of panic and tension, building up to a crescendo as Warren's father tries to get into the bathroom, but it all quickly fades away as he does. As his father realises what Warren has done, deep strings once again add a state of fear before leading up to a quick brass crescendo as we see Warren's back. The X-Men theme is heard again in a much bolder statement, this time played by the brass. It's shortly joined by fast, string ostinatos and something which I'd best describe as a synth drum backing. The main theme is partly heard again in a higher key before quickly cutting out as the main title is revealed.

If you're familiar with the soundtrack version then you'll probably realise that it's not exactly like that. Remember earlier that I said some cues were rewritten altogether for the soundtrack? Well this is one of those cues, heard in the film in its original form. The film version, as described, is a lot more playful and upbeat, and many people argue that is better than the rewritten version. I must say, I am one of those people.

It appears however that Powell wanted to rewrite it to make it blend into the overall score better. The soundtrack version, while still focusing on the same material, is completely reorchestrated, with a new bass line - one which sounds surprisingly similar to another super hero theme. Fiery is the probably the best word to describe it. (Edit: I took a peek at the sheet music, and "fiery" is exactly what's written there! I guess that proves how well this was performed!) The cue ends with a loud crescendo of the cymbals. The new bass line shows up again later on in the score.

04. Danger Room Session

Frantic brass and percussion hint at some of the action music to be heard later in the film. A very Mickey-Mouse style cue with most parts being hidden under sound effects. It seems Powell was still in Ice Age mode at this point as an incredibly similar action motif from it is briefly heard. A lone oboe with some percussion backing softly plays the X-Men theme as Kitty and Bobby embrace. Part of a minor action theme for Logan is heard and then the motif "from Ice Age" is heard again. Frantic brass and strings continue before anvils and loud brass lead up to a crescendo. Slow, sliding brass closes the cue. Powell's final version of the cue included a slight longer ending with some light percussion and strings along with the "Ice Age motif" being altered.

05. Scott's Torment

Soft choir and strings hint at the Phoenix theme. I'll mention this now as it's the first time this theme appears (not including the re-written music), but many people have said it sounds Middle Eastern. Personally I don't hear this, but I see why people think this. Powell said he intended it to be a love theme, but it's unknown whether it the love for Scott, Logan, or Jean herself. Two very short brass notes along with strings close the cue.

06. Mourning Jean - Beast

A quiet string backs a flute playing the Phoenix theme again. A short brass motif and some percussion create a sense of wonder as we first see Beast perched upside down on the ceiling of his office.

07. Raven Is My Slave Name

A short action cue made up of only brass and percussion as Mystique attacks her interrogator. This cue originally went on for longer, however the majority of it was cut out of the movie. Before the brass interlude, there was what I call "orchestral madness" - essentially dissonant, unnerving percussion and strings with no real underlying theme to it, and the action part of the cue featured a synth backing.

08. Diplomacy

Another very short cue consisting of soft strings and woodwinds, used to create a sense of wonder as we see Leech's profile. This was originally the end of the previous cue, however in the film it is heard separately.

09. Storm Sense

Quiet strings with a brass backing play a variant on what I will refer to as the "cure" theme, however this theme is used throughout the film in a number of different scenes, some having nothing to do with the cure at all. If you've only heard it on the soundtrack then you will probably be more familiar with it being a theme for Angel.

10. Secrets And Heirs

Soft, nervous strings play the opening few notes of the Phoenix theme before a short brass outro.

11. Announcing The Cure

Slow string notes lead up to a short "relief" cue. The majority of this cue is cut out in the film. It originally underscored the conversation between Xavier, Beast and Storm as well. The finished version featured a short string version of the cure theme before suddenly switching to a minor key as see the church where Magneto is.

12. The Church Of Magneto

While this is the introduction of Magneto's theme, it doesn't get a very big statement until the next scene. Usually played by the brass, the main part of Magneto's theme is a 10 note motif. It's essentially a little bad-guy theme that pops up frequently in the rest of the score. This is another cue that's vastly different in the film than what's been heard otherwise. The cue quietly starts with a dissonant string line. It's hardly noticeable, however stands out as being different from what's on the soundtrack when Magneto's theme is heard on the brass later on than expected. Some deep sounding percussion joins in before a suspense-inducing string outro.

The version everyone will be more familiar with on the soundtrack starts out with the majority of Magneto's theme being heard on the brass before a quiet percussion backing joins in along with a string line. The percussion abruptly cuts out at one point and leads into the next cue which is sandwiched onto the end.

As said, the soundtrack version abruptly cuts out at the point where the percussion almost dies away. This is simply a soundtrack cut, meaning the cue has been altered for "an improved listening experience", as many people would call it. The complete version of it sneaks the percussion back in before a clichéd little evil motif on the brass, and a reorchestrated version of the ending, this time consisting of brass instead of strings.

13. Prison Convoy

Joined together with the previous cue on the soundtrack, the cue starts with a loud rendition of Magneto's theme played on the strings with a tense string bass line and big percussion backing. The cue in the film quickly cuts out as we go to the interior of the convoy, but joins back in shortly afterwards. A tense string line builds up to another crescendo and we once again get a grand version of Magneto's theme, played on the brass with another percussion backing (featuring anvils!). The cue ends with a more lighthearted variation of Magneto's theme on the strings.

The cue originally underscored the entire scene, and even introduced a little string ostinato for the convoy, which is heard in a later scene. The majority of music that was cut out just contained several little renditions of Magneto's theme woven into the string line mentioned above. The complete version of this cue is what is heard on the soundtrack, titled "Raven Is My Slave Name".

14. Meet Leech

Beginning as Dr. Kavita and Beast enter Leech's room, the cue starts with soft strings and a harp backing, which quickly turns into another one of those "wonder" moments when joined by soft flutes and percussion. The first half of the cure theme is heard, before an, almost melancholy brass solo, which is then joined by the second half of the cure theme. A lone oboe leads into a building brass crescendo.

The soundtrack version contains an extended intro consisting of the backing of the cure theme, again being played on a harp.

15. Off To The Lake

While it's joined onto the previous cue in the film and on the soundtrack, this can easily be classed as an entirely different cue. A complex percussion backing, a woodwind ostinato and lush strings back a grand version of the X-Men theme played on the brass, leading up to a crescendo. Strings then back a quiet version of the Phoenix Theme played on French Horns. The strings quickly turn sinister, and several deep brass blasts lead to a cacophony of percussion.

16. Whirlpool Of Love

Soft strings slowly lead into, what could quite literally be described as a swirling mix of percussion, before leading up to a high choir blast and the first part of the Phoenix theme being played on the brass. The choir provides a brief backing. Swirling strings and brass lead up to a grand version of the Phoenix theme played on the strings with a large choir backing. The strings continue quietly before once again giving a grand statement of the Phoenix theme which suddenly turns sinister, ending on a loud choir and percussion crescendo.

The film version is missing part of the intro, beginning nearer the first rendition of the Phoenix Theme. The choir has also been removed from the first rendition of the Phoenix theme. Part of the middle section of the cue is cut out to fit the picture, but the choir is still present in the second rendition of the Phoenix theme.

17. Psionic Powers

A short cue consisting, for the most part of sharp percussion, a frantic string line and punchy brass before quickly cutting out to nervous strings.

18. Finding Jean

Percussion and a synth backing play under a short version of the X-Men theme on the brass before leaving room for quiet, dying strings. A heavier synth beat begins as strings and percussion create a sense of confusion. Brass occasionally pops up to create a short sense of wonder. Soon a sweet variation of the Phoenix theme is played on a flute before a sudden crescendo of brass and choir. The cue originally carried on for about another 20 seconds into the next scene, however it was eventually cut.

The soundtrack version ends just over the 1 minute mark, leaving over half the cue missing.

19. Dark Phoenix

Worrying choir plays throughout the majority of the cue with a string accompaniment. A synth beat, almost resembling a heartbeat plays slowly before a low string outro.

20. Angel's Cure

Rising strings open the cue before leading into a 6 note string ostinato. A low piano note creates a tempo for odd string notes. It slowly gains speed, leading to a crescendo of the cure theme played on the brass. As mentioned earlier, while many people associate this theme with Angel as it appears in all of his scenes, it also appears in more subtle areas of the score, which is why I prefer to call it the cure theme. Quiet strings carry on for a few seconds before the brass erupts into an even grander version of the cure theme, joined by strong choir. The cue ends with a soft version of the cure theme played on the woodwinds.

For whatever reason, the choir in the second large rendition of the cure theme is not present on the soundtrack.

21. Jailbreak

Starting with a sudden build up of orchestra, the music briefly pauses before another big rendition of Magneto's theme played on the brass. The rest of the cue that's present is heard very, very quietly. The string and brass motif for the convoy is heard before a couple of little "wonder" moments that are made up of brass and percussion. The cue cuts out completely as we first see Juggernaut, which is quite a shame as Powell established a little theme for him here. It's a short ominous brass and anvil piece where the brass slides down a note before coming back up again. Luckily, it's used once more later on in the score and this instance is on the soundtrack.

This cue had some pretty sharp razor blades attached to it as the second half of it (including the underscore to Mystique's transformation) were completely changed. While the first part of the transformation sequence remains unchanged (consisting of tense strings that lead up to a cacophony of brass and percussion) the second half is the same music as used for Magneto's transformation at the end of the movie. Both versions were very similar however, each containing Magneto's theme switching from a minor key to a major half way through.

22. Jean's True Power

Ok, while the soundtrack has these as 3 separate tracks (Jean And Logan, Dark Phoenix Awakes and Rejection Is Never Easy), I've always viewed this as one big cue. Soft strings back a very soft choir singing a variation of the Phoenix theme. The synth heartbeat effect used earlier on in the score is heard again, and the strings become louder as they too play a variation of the Phoenix theme. More percussion comes in, still backing the strings, building up to a warm brass crescendo before suddenly changing to something more sinister. The music dies away altogether before we hear a really nifty but kind of freaky way to play strings really ominously. Several rising and falling choir crescendos are heard, before building up to a short brass one. One final shriek of the choir ends the cue.

The soundtrack version of Jean And Logan has an added 30 seconds or so to the beginning. It consists of a little variation of the Phoenix theme played on the strings, before a sudden, loud percussion note.

23. Magneto Plots

Another cue that's had the re-written treatment. With only minor parts of the cue being heard in the film, it's cut up into two small sections. The first is just a small bit of bridge music (one brass note and some cymbals) but the second has some more meat to it, consisting mainly of menacing strings and a version of Magneto's theme heard on the brass before a slight build up onto the next cue.

It's pretty obvious that we'll never know how much of this cue was re-written as 90% of it isn't even heard in the film, however this leads me to suspect the majority of it. What we do hear on the soundtrack is another version of Magneto's theme played on the strings, a little portion of the Phoenix theme and nicely paced string and percussion segment.

24. Dark Phoenix's Tragedy

Another cue that annoyed me on the soundtrack as it was split up into 3 separate tracks (Entering The House, Dark Phoenix's Tragedy and Farewell To X). I don't see any point in having two short tracks on either side of a big one, especially when the latter one is only 30 seconds long. Oh well, now I'm slipping into review territory.

An eerie combination of choir and percussion make up the first minute or so of this cue. (Powell uses identical percussion in United 93, so fans of this may want to check that out too!) This is the first of many complex action cues to come, and I can't possibly describe everything I hear - you really do need to hear these for yourself. So brass, percussion, a deep string line, more brass, more percussion, woodwinds, anvils, synth effects, and more brass and percussion on top of that join in. You can guess this is pretty loud! The percussion creates a solid backing to most of the action cues heard later on, and a new action theme, which is a variation of the X-Men theme develops on the brass.

Eventually the brass dies away and we're simply left with all the percussion in the world for a moment before the strings pick up and play a powerful version of the Phoenix theme. Tense brass manages to interweave itself with this throughout. More anvils - the Phoenix theme is heard again in a higher key. The strings and brass manage to get even louder before one final crescendo. The orchestra completely dies away and we are left with a large Latin-singing choir.

25. The Funeral

Deep strings reprise the Phoenix theme before changing into a more hopeful version of the cure theme. Strings, a harp and woodwinds play a sad and slow version of the main X-Men theme in probably its best variation. It's very simplistic but really effective. The strings eventually act as a bass line (a very high one I must say) as more strings play a variation of the X-Men theme. A louder crescendo of the X-Men theme is heard before a lone oboe plays the few outro notes of the theme.

26. Skating On The Pond

A harp backs the bass line of the cure theme played on the strings. An oboe plays the first half of the cure theme before percussion joins in. The strings play a variation of the bass line before a somber version of the cure theme is heard again.

27. Rogue's Choice

Another slow, sweeping version of the X-Men theme is heard on the strings before a switch to a minor key as Magneto's theme is played on the brass.

This cue was originally part of a longer version of Skating On The Pond. Where the previous cue fades out in the film before a pause, the complete version contained another variation of the cure theme before this cue began.

28. Magneto's Camp

A soft version of Magneto's theme is heard on the strings. Brass and woodwinds join in and play a slight sinister number along with the strings. A cacophony of choir and percussion is heard before it suddenly dies down. Another sinister little motif is played on the strings along with a very sinister version of the cure theme played on the brass. The cue briefly pauses in the film and picks up again with a version of the X-Men theme being played on the oboe. Hopeful strings and woodwinds play a beautiful little tune before quietly leading out.

29. Bringing Jean Back

A sudden build up of percussion creates a state of confusion, only to die away into a low string version of the opening notes of the Phoenix theme. Soft harp, strings and brass lead up to a loud, grand and seriously awesome version of the X-Men theme as it reaches a loud climax (that really is the best way to describe it!).

Originally this cue had an extended intro containing another version of the cure theme.

30. Cure Wars

Opening with a cacophony of percussion, the cue leads into a harsh version of Magneto's theme before a quieter, but more sinister version on the strings. Dissonant strings and brass lead into a loud, militaristic tune played on the brass. I can't tell if this is a variation on a previous theme, so if I'm being blind then someone let me know! I'm pretty sure it isn't, and instead this is one of those new themes Powell introduces that somehow sneaks its way in without becoming too distracting and making you think "where's this come from?". The cue ends with part of the cure theme being played, and a string and brass build up that quickly falls away.

31. Fight In The Woods

Minus the tense build up heard on the soundtrack, the cue in the film starts off suddenly with the wailing brass. Loud percussion and anvils join in before Magneto's theme is heard on the strings (it's actually The Brotherhood theme in this scenes context). Tense, deep strings lead up to a falling crescendo before continuing. We then hear the first introduction of the X-Men theme in it's most action orientated form. Percussion backs a brass line which backs another brass line playing the theme. Another falling crescendo mainly formed by woodwinds leads into a little action motif for Wolverine (similar to the one heard in "Danger Room Session"). A brief pause then takes us to deep strings playing a little variant on The Brotherhood (Magneto's) theme before a more confident reprise of it in full.

The orchestra slowly builds up to another use of the Phoenix theme, played sweepingly on the strings with occasional woodwinds and brass backing it. Suddenly the wailing brass comes in again and deep strings lead to a loud rush of the entire orchestra.

Aside from the extended intro on the soundtrack, straight after the motif for Wolverine is heard, it cuts to the reprise of the Phoenix theme, skipping the string variant on Magneto's theme.

32. Night Op

Quiet percussion backs a sneaky woodwind line. Harps and more percussion soon join in as the woodwind line continues. A sinister brass build up leads to a militaristic-sounding number being played on the brass and strings. The brass leads up to a crescendo and the cue ends.

33. St. Lupus Day

After the main title cue, this is probably the one that most people notice a big difference in. Yes, this is one of those cues that was re-written almost entirely. I'll keep this simple by describing it as in the film and then the differences on the soundtrack.

Starting with a quick string and cymbal crescendo, a short version of Magneto's theme is heard on the brass. This then leads into the heroic sounding percussion backing and string and woodwind lines we are familiar with. This dies away into a quick variant on the Cure theme before the music dies away altogether.

A slow version of the X-Men theme is heard on the strings which slowly get louder. Light percussion comes in before the opening few notes of the X-Men theme are heard on the brass, which in turn builds up the orchestra into a repeat of the bass line of the original main titles. A variant of the X-Men theme is played on the brass, strings and woodwinds as loud percussion backs it. A more melancholy version of the theme is again heard on the strings.

The soundtrack version has the same brief intro but Magneto's theme is not heard. The heroic percussion is heard but the string and woodwind lines are different and instead of just a variant on the Cure theme, we get the theme in full. The string line remains similar but is still a little different, and the grand version of the X-Men theme is gone, replaced by the bass line from the rewritten main titles. The string version of the X-Men theme at the end remains however it is reorchestrated. And to settle all the arguments - the film version is better!

34. Building Bridges

A tense string line and the bass line of Magneto's theme build up to a loud version of it on the brass. A second, clashing brass line goes against it and a loud brass and anvil crescendo leads into loud, shrieking choir backed by an equally loud string line. This marks the start of the cue "Shock And No Oars" on the soundtrack.

Anvils back brass playing a variant on Magneto's theme. The choir resorts to lots of short bursts before a more hopeful version of the X-Men theme is heard on the strings. A fast paced woodwind driven section leads to the end of the cue.

The soundtrack version has little moments of extra choir, however the cue is cut just before the X-Men theme is heard leaving it shorter than its film counterpart.

35. Attack On Alcatraz

One of the main action cues in the score. That oh-so-catchy string line starts off the cue before leading to a loud percussion backing (the same as heard in "Fight In The Woods"). Brass and strings play little loud reprises of Magneto's theme before even louder percussion leads in to various little action motifs heard over the next few cues. Choir joins in, however is singing in a higher key in the film than on the soundtrack. The little motif for the military previously heard near the end of "Cure Wars" is played in a more frantic fashion before swirling strings and percussion create a sense of confusion that leads up to more loud brass and percussion mayhem.

A woodwind line heard on the soundtrack is not present in the film and the percussion is left to its own devices. Deep booming drums back even more percussion and a loud brass line. Strings join in and slow the cue down before another heroic reprise of the X-Men theme on the brass.

36. Battle Of The Cure

While the beginning of this cue is still part of "Attack On Alcatraz" on the soundtrack, it is a separate cue and it also combines "Massacre". This cue also has a countless number of cuts in the film and in general is a mess. Cymbals start the cue off and the brass plays a slow and grand version of the X-Men theme backed by quiet percussion. Choir is briefly heard on the soundtrack but cut out in the film. Anvils and loud percussion come back in leading in to the action motif for Wolverine (heard in "Fight In The Woods") before dying away in to a frantic but playful woodwind and brass section. The occasional wailing brass joins in again.

Several loud percussion crescendos lead into (cue "Massacre") loud anvil backed brass motifs that were also heard in "Danger Room Session") and similarly in Paycheck. The soundtrack version contains choir but this is not present in the film. The anvils die away and a brief section of quiet percussion then takes over. Tense strings and brass then add to this. Brass plays a variant on the X-Men theme and a reprise of the action motif for Wolverine is heard. The orchestra dies away and we are left with sliding brass and plucked strings.

The strings suddenly get more tense before they die away and we are left with confused percussion. The X-Men theme is grandly played over loud percussion and more wailing brass comes in. The percussion quietens down and the brass again plays that little motif from Ice Age that I kept going on about in "Danger Rooms Session".

The little sliding brass motif for Juggernaught (that was cut out of "Jailbreak" is heard) before several sharp anvil strikes and short relief version of the X-Men theme is played and the cue ends.

37. Fight As A Team

This is the main part of the final action music that was not included on the soundtrack, and it's also another cue that got rewritten in parts. Originally starting with a strange, fantasy-sounding version of the Phoenix theme, the majority of this cue mickey-mouses the final parts of the battle. The final version however had this switched with a grand version of the Cure theme (as Angel saves his father).

The frantic anvil-backed brass continues, Magneto's theme is again heard on the brass, and then the X-Men theme. Heroic reprises of motifs built up in "Danger Room Session", "Dark Phoenix's Tragedy", "Fight In The Woods" and "Battle Of The Cure". The cue ends with a final reprise of the main percussion and brass section in "Dark Phoenix's Tragedy" that constantly picks up speed, ending with a quick and sharp crescendo.

38. Phoenix Rises

The big finale action cue of the score and possibly the largest piece of action music Powell has written, in terms of scope. It utilizes the entire orchestra and choir and has one of the best build-ups ever. Beginning just as Wolverine comes to face Magneto (music which was segued onto the end of "Battle Of The Cure" on the soundtrack), the cue begins with light percussion and brass, that sounds like it's building up to something heroic before suddenly dying away. A final reprise of Magneto's theme on the strings is heard in a minor key, which switches to major half way through (this music was tracked into the transformation of Mystique in "Jailbreak" as well).

A soft version of the Phoenix theme is heard on the strings before a sudden insert of brass and percussion comes in. This eventually leads to the introduction of the loud, shrieking choir and heavy percussion. The levels of the choir in the film were turned down as it apparently stood out too much, but it's still all there. Brass lines from "Dark Phoenix's Tragedy" are heard again and the percussion gets louder.

A swirling string line is introduced with the occasional flutter of woodwinds. The choirs shriek's die away suddenly and a massive, bold version of the Phoenix theme is played out on the strings with brass joining shortly afterwards. Another brass line and more percussion backs this as well. The choir, now almost screeching also gets even louder as the brass line becomes evermore complex. The orchestra rises in key and another grand version of the Phoenix theme is heard, with the choir in unison.

And I promised them earlier, so here they are - the choir lyrics (all from the Requiem Mass):

Dies irae, dies illa,

This day, this day of wrath,

Solvet saeclum in favilla,

Shall consume the World in ashes,

Quando Judex est venturus,

When the judge shall come,

Dies irae, dies illa,

This day, this day of wrath.

Tuba mirum spargens sonum,

The trumpet, scattering its awful sound,

Per sepulchra regionum,

Across the graves of all lands,

Coget omnes ante thronum,

Summons all before the throne,

Mors stupebit et natura,

Death and nature shall be stunned,

Cum resurget creatura,

When mankind arises,

Judicanti responsura.

To render account before the judge.

The orchestra dies away and the choir is left singing. A lone drum beat and harp end the cue.

39. Finale

The choir comes back in along with the strings and play a tragic version of the Phoenix theme. This later transforms into a brief sorrowful, but then hopeful version of the X-Men theme played on the strings and woodwinds (similar to what is heard in "The Funeral"). An oboe plays the last few notes.

A soft violin plays the Cure theme before another hopeful version of the X-Men theme is played with a woodwind backing. It is then reprised by even more strings and a harp backing instead. The orchestra leads into another grand version of the Cure theme, this time on the brass, joined by choir as well (the choir is not however present on the soundtrack). A soft flute plays the last few notes of the theme before an oboe picks up Magneto's theme in a minor key. The bass line of the Cure theme is heard as strings softly end the cue.

40. End Titles

A final reprise of the X-Men theme is heard in its full, grand statement with booming percussion, lush string backing, and heroic brass. Strings play an ominous version of the Cure theme before building up to a loud crescendo. Percussion and brief electronics back deep strings playing the bass line of the Phoenix theme, before loud strings and brass play it in full. A new brass backing is also heard. The percussion dies away and the strings quieten, ending the score.

The soundtrack version of the credits ends here, however in the film we hear the second half of "Meet Leech, Then Off To The Lake" (the big percussion segment), before reprises of the Phoenix theme from "Whirlpool Of Love" and the majority of "The Funeral".

Easter Egg: As I'm sure many X-Men fans are aware, after the end credits, a little scene shows Xavier, alive, in a hospital bed. There is a brief bit of underscore here, however it's just a little part of "Dark Phoenix".

And there you go, the entire story! Now I need some sleep...