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| - Trivia about X-Men: The Last Stand.
* Philippe Rousselot was hired as cinematographer by Matthew Vaughn, and initially stayed on when Brett Ratner took over as director. Not long into shooting, however, Rousselot quit the project (later saying that signing on to shoot the film was the biggest blunder he'd ever made). Dante Spinotti, the cinematographer on Ratner's previous two films, was available, and he took over for most of the remaining filming. He had to leave about a week before the end of shooting as he was committed to working on The Contract (2006/I), and so J. Michael Muro was hired for the remainder of shooting.
* The "Tracking Mutations" issue of Scientific American that Hank McCoy/Beast is reading in his office while hanging from the ceiling was not a fake prop; the magazine actually had that cover story in October of 2005.
* Angel's wings were initially too heavy for Ben Foster, and were remade from foam.
* Patrick Stewart's "de-aged" effect in the opening scene was based on publicity photos from the first season of "Star Trek: The Next Generation".
* Halle Berry had initially decided not to reprise her role as Storm for this film, citing lack of character development in the previous two installments and a tense relationship with director Bryan Singer. However, after Singer's departure and suffering a major box-office flop with Catwoman, Berry agreed to return on the condition that her role be expanded. Consequently, in this film Storm serves as leader of the X-Men, which is keeping with the comics since she served as team leader for a time in Xavier's absence.
* This is the first film in the series to feature the original line-up of the X-Men from the comics: Professor X, Cyclops, Jean Grey (though originally as Marvel Girl, not Phoenix), Iceman, Beast (Dr. Hank McCoy, though the character briefly appeared on TV in the second film sans blue fur), and Angel (Warren Worthington III). Most of the rest of the major characters joined the team in Giant-Size X-Men #1, almost a hundred issues later: Storm, Wolverine (though he had previously appeared in two Hulk comics), Colossus, and Nightcrawler (along with Banshee, Thunderbird, and Sunfire who do not appear in the movie, though Banshee's daughter Siryn makes a cameo in the second film). Kitty Pryde joined the team after the "Dark Phoenix Saga". Rogue would not appear until a few years later, and then it was as a member of Mystique's Brotherhood of Evil Mutants, which also included Pyro, Blob, Avalanche and Destiny.
* Rebecca Romijn has played major and supporting roles as different characters throughout the Marvel Universe. She had a major role as Mystique in all three "X-Men" movies, and played a supporting role as Joan (Frank's neighbor) in The Punisher - which also featured Ben Foster, who played Warren Worthington III/Angel in X3, as a supporting actor (Frank's neighbor, Dave).
* When Bryan Singer was still set to direct, he intended the Dark Phoenix storyline as the sole focus of the film. He also intended to feature the villain Emma Frost/White Queen as a major character, with the role intended for Sigourney Weaver. With Singer's departure, the character of Emma Frost was dropped, and the Dark Phoenix story was relegated to a subplot in favor of the "cure" storyline. He also planned on introducing long time fan favorite Gambit into the film, to serve as both the new recruit as well as a romantic rival of Iceman's for Rogue's affection. For the part, Singer had planned on casting Channing Tatum. However, once he left, the script was changed, and Gambit was reduced to a minor cameo, then ultimately dropped from the script.
* The characters Phat and Spike (both from the X-Statix comic book) make cameo appearances.
* Cain Marko's line "Don't you know who I am? I'm the Juggernaut, bitch" was inspired by a popular web parody film that made use of scenes from "X-Men The Animated Series." Throughout the parody , the Juggernaut character repeatedly says, "I'm the Juggernaut, bitch." According to the Wikipedia, Brett Ratner even has a link to this parody on his own website. (Whether or not the parody itself was inspired by a mis-heard line from an old X-Men video game is irrelevant to film's usage of this line, since it's clearly an homage to the web parody)
* Summer Glau auditioned for the role of Kitty Pryde. She looked to Joss Whedon, who gave her a part in "Firefly" and Serenity, for advice because she knew he was a big X-Men fan, unaware that he had written the "Astonishing X-Men" comic book for Marvel, featuring the storyline about the mutant cure. Her audition script turned out to be pages from issue 5 of Joss Whedon's Astonishing X-Men book and Maggie Grace was originally cast as Kitty Pryde but was replaced with Ellen Page after the filmmakers discovered that she was too old for the role, Page initially turned down the role of Kitty Pryde. Brett Ratner had to call her personally and have her read the script. She then agreed.
* Ian McKellen (Eric Lensherr/Magneto) and Patrick Stewart (Professor Charles Xavier) had 20 years shaved off their features for the opening sequence. The filmmakers used digital technology to match current features to those in old photos.
* The number on Jean's mail box is 1769.
* The idea of a cure developed by Dr. Kavita Rao, Beast's interest in it, and the prominent roles played by Kitty Pryde and Colossus, were inspired by Joss Whedon's story "Gifted" which took place in the first six issues of "Astonishing X-Men".
* The last scene with Magneto in Golden Gate park was actually filmed in London. It was originally meant to have Mystique sitting across from him, to imply that she had been on his side throughout the whole movie. Rebecca Romijn, however, was unavailable due to a television series (Pepper Dennis) she was filming at the time.
* Mike Vogel was up for the role of Angel, but could not take the part because scheduling conflicted with Poseidon, Jed Bernard auditioned for the role of Warren Worthington/Angel and Nick Stahl was considered for the part of Warren Worthington/Angel.
* To create the Golden Gate Bridge sequence, the art department built a full-scale section of the bridge that was about the size of a basketball court (94 feet). The rest of the bridge and the background was digital.
* The character Callisto has been given entirely new powers in the movie. In the comics, Callisto has merely enhanced strength, speed, and agility, and her main power was the ability to instantly calculate the tactical solution to any problem. Her powers in the movie of super speed and the ability to detect mutants seem to be a combination of Quicksilver (Magneto's son) and either her comic book ally Caliban or Sage, both of whom can detect mutants.
* The Danger Room scene was a mock up of the story "Days of Future Past", where mutant-hunting Sentinels tracked mutants in a war-torn world. Specifically, it is the portion of the story that takes place in the "not too distant future" of 2013 (which at the time the original comic was published would have been over 30 years in the future) that is reproduced.
* The character Arclight was originally intended to be a character new in the comics named Stacy X. She was a mutant prostitute with the ability to control people by producing pheromones. This was originally part of Matthew Vaughn's production.
* The character Leech appears in the comic as a small green boy, rather than a normal looking human child.
* The bridge scene is based on the scene in "New X-Men" #147 involving the Manhattan and Brooklyn bridges rather than the Golden Gate Bridge.
* The Sentinels make a cameo appearance in the scene where Colossus throws Wolverine into the air, then a giant robot head hits the ground with Wolverine behind it.
* Instead of high-dollar CGI to create Colossus' transformation, a reflective form-fitting bodysuit was created for and worn by Daniel Cudmore in some scenes.
* The Fastball Special, when Colossus throws Wolverine, finally makes it into the movie. It has been a big part of the comic for some time, but Brett Ratner specifically studied John Cassaday's interpretation in 2004's "Astonishing X-Men" #6.
* The Juggernaut used in the film is based on his "Ultimate X-Men" version, where he is a mutant, instead of gaining his powers through the mystical, South Korean gem of Kytorakk. He is also the step-brother of Charles Xavier.
* Cyclops' sunglasses are modified Oakley's "Penny" model, a limited edition sunglass, with a custom tint created specifically for the film. Also, Hank McCoy wears Oakley "Why 3" glasses specially made to fit his character.
* Matthew Vaughn was originally hired to direct the film. Six weeks before filming was to begin, Vaughn left the film for personal reasons. Brett Ratner replaced him and the film stayed on track. Vaughan was going to direct Thor but also left. went on to direct the superhero films Kick-Ass (2010) and for Marvel X-Men: First Class (2011).
* The film's premise was a combination of two graphic novels. First, the premise of the cure as well as Dr. Rao was taken from Joss Whedon's Astonishing X-Men novel, Gifted. The other one was based on Chris Claremont and John Byrne's "The Dark Phoenix Saga" (Uncanny X-Men #129-137).
* Bryan Singer was in the middle of a three-picture deal made with Fox beginning with X2, and keen to make X-Men 3, but he and Fox were unable to come to terms. During this time, Warner offered him the chance to direct Superman Returns (2006) immediately. Singer informed Fox that he was going to take this opportunity and would still like to return to direct X-Men 3. As the consequence, his deal was terminated and Matthew Vaughn briefly joined the production before he backed out. Brett Ratner was the finalist for the director's role for the first X-Men movie, having experience of making a successful film out of a rushed production with 'Rush Hour'.
* Both Rebecca Romijn (Mystique) and James Marsden's (Cyclops) roles were reduced substantially when the film was rushed into production and the two cast members had prior scheduling conflicts.
* Backflip from tree during Logan's/Wolverine's fight with mutants in the forest was made by Hugh Jackman, not a stunt double. Stunt of Wolverine being thrown through forest by Magneto was also performed by Hugh Jackman himself. (as stated in DVD commentary track)
* The character Trask is Bolivar Trask. In the comics, he creates the mutant-hunting Sentinels, similar to the robot Wolverine beheads in the opening scene.
* Hugh Jackman, Halle Berry & Vinnie Jones had all acted together in the 2001 movie 'Swordfish"
* Has the biggest Memorial Day boy-office opening ever, until the record was beaten by Pirates of the Caribbean: At World's End (2007).
* Famke Janssen did much research on Dissociative Identity Disorder (i.e. "split personality") in order to make her performance with Hugh Jackman in the medical lab more realistic.
* In an August 2007 interview, Matthew Vaughn elaborated on his reasons for leaving the production. Vaughn cited a huge amount of studio pressure to finish the film in a very short amount of time, a script he felt was flawed and a large amount of studio interference. Determined to make a film on par with X2: X-Men United, which he realized he could not do under the circumstances, Vaughn opted to leave the production after only a few weeks time. Though he was only with the production for a short time, the director notes that several scenes he developed for the script, as well as the casting of Kelsey Grammer and Vinnie Jones, were all decisions he made during his tenure - a sign of the rushed schedule.
* Actress 'Beverly Mahood' was considered for the role of Dazzler, a mutant with the ability to control any form of light. The role was later dropped when Singer dropped as director.
* One of the first movies to feature the army combat uniform, when the soldiers switched to it from their woodland BDUs to guard the Alcatraz facility.
* When Angel is about to be cured when we first see him, Dr. Rao opens a case that contains the cure. On the case is the number XM 89248. Jim Lee, one of the X-Men comics artist, first issue of X-Men was Uncanny X-Men #248 which came out in 1989.
* The number tattooed on Magneto's arm is 214782. This identifies him as a survivor of the Auschwitz-Birkenau complex of Nazi concentration camps. Many serial numbers included either letters or other symbols (such as a triangle to identify prisoners as Jewish).
* Beast's line "Oh, my stars and garters" may be a direct reference to X-Men vol.2 #1 (1991, drawn by Jim Lee and written by Chris Claremont), in which, he says the exact same line during a similar scene while aboard the Blackbird, along with Wolverine. However, the character has used this as a trademark line since (at least) the late 1970's.
* In a June 2009 interview, Bryan Singer admitted that he regretted declining to direct this film in favor of Superman Returns (2006), confessing that he realized his mistake "before I was watching [the third X-Men film], during watching it, after watching it."
* The house used for Professor Charles Xavier school is the same house used on "Poltergeist: The Legacy" TV series.
* The X-Man Colossus' real name in this movie is Peter Rasputin, but in the Marvel Comics his first name is actually Piotr and he is of Russian decent. The actor portraying him does not use an accent.
* The "Worthington Labs" building where Angel breaks free and flies over San Francisco Bay is actually the Sheraton Hotel Wall Centre in Vancouver, Canada and coincidentally it is just across the street from St. Andrew's Wesley Church which is the same church that is used in X2 where Jean and Storm find Nightcrawler.
* Peter Berg turned down the chance to direct.
* The final scene of Magneto, in which he is able to use his powers to move the chess piece, as well as the coda after the credits where Professor X speaks to Moira MacTaggert, were not in the script, but secretly added during filming. Both Ian McKellen and Patrick Stewart admitted that even they, the actors, didn't know if the scenes would appear in the final edit until they saw the finished film.
* The WILHELM SCREAM is heard during the final battle when the mutant hanging underneath the scaffolding pulls the Cure dart out of his neck and becomes human again, falling to his death.
* The design of Cyclops and Jean Grey's tombstones is identical to the X-Men's gravestones that feature in 'The Days of Future Past' comic series.
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