1. Previously onX-Men...
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2. Let's get out of here!
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3. You done nice, girlie.
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4. Rogue!
Get him to the infirmary. Fast!
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5. Watch your back,
swamp rat.
- Ahhh!
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6. You're tangling
with the wrong X-Man.
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7. Remember, this isn't a game.
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8. These dangers are patterned
on those X-Men might encounter
in the field.
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9. - Our continued training
is crucial.
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10. As long as mankind fears
our mutant powers,
we are in danger.
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11. Remember what happened
to Morph.
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12. In the days ahead,
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13. we will have to depend
on each other
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14. for our very lives.
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15. Rogue, take out
the wall blasters.
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16. Gambit, disable
the targeting cameras.
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17. What're we going
to do now, sugar?
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18. You three, stop the walls.
I shall slow the ceiling.
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19. That sucker's thick.
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20. How do you fight
a whole room?
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21. Make it stop.
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22. Storm.
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23. Stop!
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24. Make it stop, please.
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25. Make it stop.
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26. - Somebody get to her before...
Please, make it stop.
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27. Storm.
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28. Storm!
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29. Storm, are you okay?
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30. You're just saving your
good moves for next time.
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31. I do not desire to lead,
Professor.
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32. My claustrophobia
puts the others at risk.
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33. When the time comes, Storm,
it may not be
a matter of choice.
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34. Wolverine, you're
supposed to be resting.
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35. Even you can't heal this fast.
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36. Don't bet on it, Red.
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37. Sabretooth nearly killed you.
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38. Someday I'll learn
not to let my guard down.
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39. - Oh, no.
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40. Jean...
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41. I've... got to go. Uh...
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42. Cyclops is waiting for me.
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43. Ground control to Cyclops.
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44. - Huh? What did you say?
- What's with you?
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45. We finally get
a night out together, and
you're a million miles away.
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46. You know, to me,
being an X-Man is the most
important job in the world.
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47. That's why I can't bear
the thought of letting
Professor Xavier down.
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48. And it's making you crazy.
You're doing the best you can,
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49. but you're no good
to the Professor
when you're like this.
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50. Relax a little.
For the good of the team.
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51. You're absolutely right.
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52. From this moment on,
my mind is on nothing but you.
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53. [man 1] Let go of my fruit.
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54. Hey. It's one of those mutants.
Somebody grab him.
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55. Help.
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56. What's he doing to us?
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57. [man 2] Grab him quick.
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58. [man 3] Don't let him get away.
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59. We've got to do something
before they hurt him.
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60. So much for our night off.
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61. We'll teach you
to hunt us like animals.
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62. Who are they?
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63. Must be mutants.
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64. Pay the price
for attacking Morlocks.
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65. They're dangerous.
We're going to have to
protect the crowd from them.
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66. I don't think so, buddy.
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67. I better not try that again.
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68. Without my visor,
I can't control these things.
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69. Sleep. I need to sleep.
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70. Must sleep.
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71. Sleep.
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72. - I'm ready to sleep.
I need to sleep.
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73. Must sleep.
Must sleep.
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74. I need to sleep.
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75. Good work, Annalee.
You'll be rewarded.
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76. Sunder, take them below.
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77. Where the heck
are the lovebirds?
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78. Who cares? Let 'em
be alone for a change.
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79. Who dropped the house on me?
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80. Hey! Where am I?
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81. Thanks for trying to help me
up there.
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82. Who are you? My glasses.
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83. What happened to my power?
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84. You help Leech,
Leech help you.
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85. You see better now,
for a while.
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86. Welcome,
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87. pretty one. I am Callisto.
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88. You've already met
some of my tribe.
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89. We Morlocks are outcasts,
mutants too deformed
and unsightly
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90. to pass for human
on the surface world.
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91. Unlike you, we have no choice
but to dwell here,
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92. away from those who fear us.
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93. When I saw your bravery
and leadership,
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94. I knew it was my destiny
to have one such as you
to rule beside me.
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95. That is why I sent
this one into trouble
to help show you the way.
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96. Right. Where's Jean?
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97. When you agree to stay.
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98. Sorry. Not interested.
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99. That wasn't a request.
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100. Sunlight fuels my power.
I won't be much good
to you down here.
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101. Do I look like
I need a protector?
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102. To serve my people,
I need a companion.
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103. So take out an ad.
Now where's Jean?
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104. Sunder.
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105. Does this help
change your mind?
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106. - Jean.
- He refuses me. Destroy her.
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107. - Forget it, lady.
- Hey!
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108. Scott's my date.
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109. Guards, restrain her!
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110. Professor. We need you.
We've been captured.
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111. Jean, where are you?
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112. Jean?
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113. Let her go!
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114. That was very stupid.
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115. Stop it, you idiot.
I need him alive.
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116. This is as close as
I can pinpoint their location.
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117. Storm?
- I am fine.
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118. We must find them.
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119. Gal,
it's tight down here.
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120. If things get rough—
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121. Can it, Cajun. It's her call.
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122. Which way?
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123. Scott and Jean pick one strange
romantic hideaway, no?
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124. Shut up. I'm getting a scent.
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125. Someone may be tracking us.
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126. Hold it.
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127. Roaches grow big down here.
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128. Sticky situation, mon ami.
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129. Not for long.
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130. Help her.
She not going to make it.
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131. Let her ask.
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132. - Jean.
- Mommy?
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133. Who are these bad people?
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134. Leave me alone
with my daughter.
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135. Make them go away.
Please, Mommy.
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136. Lady, you picked
the wrong girl to adopt.
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137. Please. No.
Covered with scorpions.
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138. - Covered with scorpions.
- No.
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139. Covered with scorpions.
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140. Get them off me.
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141. What're you doing to my head?
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142. Jean, you okay?
Don't worry. I'm here.
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143. Where am I?
What's hap— Cyclops.
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144. We've got to help him.
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145. You're too late, X-Men.
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146. No one can help him now.
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147. Cyclops. Oh, no.
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148. Your leader
was a great warrior.
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149. We mourn his loss.
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150. My Morlocks will provide
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151. safe passage
to the surface world.
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152. Great warrior, eh?
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153. How about we take him back
in pieces?
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154. Wolverine, no, don't.
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155. Cyke has his problems,
but he don't smell
like a Morlock.
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156. Looks like we're going to
have to persuade them
to give him back.
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157. Fools. You can't fight us here.
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158. You all need to brush up
on your hospitality.
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159. Stay together.
Do not let them divide us.
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160. Here is mud in your eyes,
messubterranean freres.
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161. Come down here
and fight me fair.
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162. That fair enough?
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163. Come on, lady.
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164. You can do better than...
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165. Oh, I love it
when they play hard to get.
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166. Nice shooting.
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167. Huh?
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168. Where'd she go?
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169. Don't tell me you missed me?
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170. Hey! Get off of me!
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171. Sure, sugar.
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172. Stay back, old woman.
You gonna get hurt.
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173. I'm feeling fine, dearie.
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174. But you don't look so good.
What's wrong?
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175. Got a touch of the plague?
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176. Quickly. Get her off of him.
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177. The fever...
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178. That old gal got you bad.
Storm!
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179. Get him back
to the mansion immediately.
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180. You got it.
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181. - Jean!
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182. Put me down.
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183. Run all you like, lady.
I like to hunt.
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184. Cyclops.
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185. I could make a couple of women
real sad right now,
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186. but if there's one thing
I can't stand,
it's seeing Jean cry.
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187. So, he loves the woman.
You know what to do.
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188. See if you can contact
Wolverine telepathically.
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189. Don't bother.
Blow those slugs off,
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190. and let's bust out
of this puke hole.
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191. So close, so tight. So tight...
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192. Now for the animal.
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193. You.
Keeping me from what is mine.
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194. You.
Keeping me from what's mine.
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195. Wolverine!
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196. Fight it, Wolverine.
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197. She's making you love her.
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198. - Making you weaker.
- No. I can't.
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199. Anyone moves,
and Cyclops is gone.
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200. At my order, destroy the X-Men
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201. one at a time,
until their leader
agrees to my terms.
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202. Now we shall decide it,
Callisto.
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203. You and I. Now.
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204. For Cyclops
and for the leadership
of the Morlocks.
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205. Storm, are you nuts?
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206. Refuse me and lose
the respect of your tribe.
Well?
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207. Use your mutant powers
in any way,
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208. a crack of thunder,
the slightest breeze,
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209. and my Morlocks
will kill your people.
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210. Agreed.
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211. - Storm grunts]
- You're slow, Storm.
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212. Surface life make you soft?
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213. Keep your head, lady.
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214. You've lost.
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215. Callisto.
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216. But you shall not die.
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217. Killing is not the X-Men's way.
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218. Morlocks... you no longer
need to live in darkness.
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219. As your leader,
I offer you safe haven
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220. at the mansion with the X-Men.
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221. You are outcasts no more.
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222. Our place is down here.
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223. We can't live
among normal humans.
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224. When humanity
accepts mutantkind,
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225. then we will
come to the surface.
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226. When such acceptance
is achieved,
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227. I shall return to you.
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228. Until then,
Callisto will rule in my place.
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229. Jean? Did I miss something?
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230. Oh, nothing much.
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231. I never dreamed you had
such beautiful eyes.
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232. How's Gambit doing?
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233. Recuperating nicely.
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234. It's almost as miraculous
as your return from the dead.
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235. I take it your date was
sufficiently memorable.
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236. Yeah.
Now all we need is a vacation.
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237. Jean tells me
you acquitted yourself well
as field commander.
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238. The entire team
nearly perished.
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239. But they didn't, and I think
I have you to thank for that.
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240. Wolverine? Jean and I
wanted to thank you for...
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241. He's gone.
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