Mike Dougherty Explains How He Would've Written X-Men 3

November 14, 2009
Source: /Filmcast

X-Men 3

You're probably wondering why I'm writing about X-Men 3 some three years or so after it first came out. Well, despite making some $234 million a the box office, most comic book fans hated the movie, claiming it was a huge let down and that they butchered the Dark Phoenix storyline. Well, you may have also heard the name Mike Dougherty recently, and that's because he directed the cult horror hit Trick 'r Treat (buy the DVD). But before he directed that, he worked closely with Bryan Singer and is credited as one of the writers on X2. He even helped brainstorm an entire story for X-Men 3 with Singer that never got used. But what if?

This was never supposed to be heard by anyone besides Bryan Singer, but Dougherty recently appeared on the /Filmcast After Dark and started talking about it after he was asked what he thought of X3. I suggest you just download the entire thing, but I've pulled the key parts for the sake of discussion. Here's his version:

"The idea - you open up with Alkali Lake but it's completely barren and dried up and there are these odd reports of strange phenomena going on around the world accompanied by bright lights in the sky."

"The idea would be that both the X-Men and the Brotherhood realize that essentially a very god-like force had entered their reality and that it was causing disruptions around the world - mutant prisons being decimated. I had pitched an idea about a fleet of cargo ships getting torn apart in the Atlantic and you found out that they were shuttling mutants as slave labor."

"So basically you found out was that Phoenix was going round the world taking things into her own hands and that she had basically returned as a god, which they did touch upon in X3. She had viewed herself as above the conflict, that she was here to end things on her terms, she was basically sick of the fighting and she was going to take things into her own hands and she didn't give a shit what the X-Men or the Brotherhood had to say about it."

"And ultimately the way it was going to end, at least the version I was pushing for, would be that Phoenix was kind of like the Starchild at the end of 2001, she didn't just get stabbed and die again, but she kind of chose to leave."

"The one idea that I loved, that I really wanted to do, was that Cyclops would build the Danger Room. Cyclops felt guilty, he felt that because the X-Men were too weak, they weren't strong enough, they weren't fast enough, that was the reason Jean died. If they were a little bit better at fighting, then she might still be alive. It was all about this guilt he had about her death and so he built the Danger Room to train them to be better. But in the end it really was about him not being able to let go of her, so that causes all the chaos and disruption in the movie. But in the end it's about him letting her go."

"Ultimately she kind of becomes that cosmic force that Phoenix is known to be, she choose to leave Earth and become a god, or at least a higher level of intelligence, and she goes into the cosmos possibly to kick-start life somewhere else… The final scene for me would have been her telling Cyclops or her telling the X-Men 'I'll be watching.' Essentially she becomes a god."

If only this could've been the version of X-Men 3 we saw, if only. I think it might've made even more money than it did, and it certainly would've been embraced by fans. But unfortunately Bryan Singer had to choose between doing X-Men 3 or Superman Returns, and he made his choice, and we got Brett Ratner instead. It certainly sounds like they borrowed ideas from Dougherty's version anyway, but ultimately trimmed it down into something completely different. And from what little details I know about the actual Dark Phoenix story in the comics, this is a much more accurate presentation of that character, which is what fans wanted to see.

I'm sure there are hundreds of stories like this out there for every big movie and the way it "could've gone." You can listen to different screenwriters on Watchmen tell you about every little change everyone wanted to make to the story before they decided to stick with what was in the graphic novel. However, it's incredibly sad that X-Men 3 in particular got turned into something much worse. Do you like his version better?

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This definately woud have been a lot better. ANYTHING would have been. Thank you Mr. Dougherty-- shame it didn't happen.

lamb of pierre on Nov 14, 2009


It's always easier to write a better story afterwards and take credit for it, he never did it. I think it should have had giant spiders like in Wild Wild West.

Crapola on Nov 14, 2009


doesn't matter, singer would eff it up anyways

ME on Nov 14, 2009


#2 - He didn't write a better story afterwards. That was his pitch for X3. Did you even read the article?

Fuelbot on Nov 14, 2009


Well....would've, could've, should've! NO sense in crying over spilled milk. "X-3" directed by Brett Ratner wasn't all that bad, considering it delivered the slam bang action and a reasonable story! Dougherty's version did seem interesting, though. But, oh well!

Spider on Nov 14, 2009


ME Bret Ratner directed X-men 3 not Singer. so saying Singer would have effed it up is really unwarranted, X-2 was the best of them all, and Singer did it.

xerxex on Nov 14, 2009


i'm all for a reboot really

Key on Nov 14, 2009


hiring a stronger actor for cyclops wouldve been a start, really the only weak character of the series, only reason i didnt mind them killing him off. all in all though it wasnt a bad movie

harrison on Nov 14, 2009


only if singer stuck around. we wouldn't have seen the abomination that ratner delivered.

jake the snake on Nov 14, 2009


Holy crap, that would have been EPIC. Too bad we only got that crapfest that Ratner gave us.

Matt K on Nov 14, 2009


you know what would have been better...Chris Claremont's 1991 X-Men #1-3 where in the climax, Magneto tries to resurrect sunken submarine nuclear missiles while all of the x-men try to stop him. one of the most exciting fights in x-men history.

Batman on Nov 14, 2009


@4 no of course I never read the article I just type random things based on whatever comes into my mind at the time.

Crapola on Nov 14, 2009


I was thinking that anything would have been better than the Phoenix saga anyways. That storyline has been beaten to death.

L on Nov 14, 2009


Nothing great and would have sucked as much as the original third. She decides to leave? boring.

Tra la la la la di da on Nov 14, 2009


My thoughts are the Phoenix saga was probably gonna fail no matter which storyline they chose. There's something about it that just makes it boring for me. Probably the all powerful sort of angle - that never really appealed to me just like Superman. All power, unstoppable doesn't lead to exciting storyline usually. The X-Men universe is soooo massive, they could've chosen many, many different paths to lead the films in and through doing it, they should've spanned at least 2 more movies. Cramming everything into one movie when there is so much to tell = not a good idea in my opinion.

Big Vinny Diesel on Nov 14, 2009


#15 - What you believe about the Phoenix Saga never working is EXACTLY what I believe about Venom in Spider-Man movies (at least the world Sam Raimi created). Which is why it's always frustrating when everyone cries out to see Venom or Carnage as the villain. It won't work and it'll just get worse, they need to give it up! As for Dark Phoenix, well, if they wanted to never get to that point, they should've never introduced Jean Gray as one of the characters in the first X-Men. Because we knew, eventually, she'd become Phoenix!

Alex Billington on Nov 14, 2009


too much cheese and too much "im dr manhattan but i dont have blue balls and i have red hair instead with a vagina instead". that movie would have ended up with cyclops being emo and a crybaby(i already hated him from the first 2 movies due to the clashing between him and wolverine when clearly he had no ground to stand on but was trying to do the superman boy scout thing) and phoenix basically having an i-win button that would have concluded every fight with an automatic victory for her. if that were it, spare me. Too many iffs here and the movie would have been so predictable it wasnt funny. at least i didnt know what to expect in X3, crap or not, it was suprising until after the credits. cyclops acting emo and phoenix auto destroying anything in her path would've been a struggle between pure boredom and my holding back of the scratching of my own eyes out from seeing an emo-mutant-romance flick that i would have never thought possible.

Buggy166 on Nov 14, 2009


I liked "X3: The Last Stand" (oo it's the last stand) when i first saw it, then i heard about all of this hate surrounding it on the internet by fanboys. So when i thought back to it, yeah it was a spectacle but the story was full of WTF. How many times does jean have to die? Really? And I was glad they killed cyclops because that guy played him out to be a pussy. I liked the guy playing cyclops, I thought he was fine in the first two, but why in this script was he a crybaby bitch in the first place? The guy can shoot optics blasts out of his eyes, he A NATURAL BORN LEADER. He needs to move on and be a hard ass. But no, he was a bitch and he died in the first 10 minutes. And they killed off professor X? Why?! Patrick Stewart was perfect! Death by dissentegration. But wait...he isn't dead! Right before he kicked the bucket he transferred his subcounsious into a comatose hospital pantient who was shown in the beginning of the movie (randomly-bet you thought so!). Seriously...What? Then they introduce Angel played by the amazingly talented Ben Foster who you think is actually gonna have a purpose in this movie. He shows up at the end to save his falling dad, who created screw-mutants-serum. Thanks for ruining that opportunity guys. Rogue is cured now...i guess we won't be getting anymore sad story archs from her. O and mystique turned into a really hot supermodel (and she's sad?). And magneto is powerless (and in an old folks home?). But wait! Magneto can move a metal chess piece! Mystique you're gonna be ugly again and suck it up Rogue, you just can't win! And why the hell did they get rid of nightcrawler?!!!? He was the best part of the second one. And what happened to storm's accent?!??? She's now Halle Berry played by Halle Berry. What did Halle decide the accent was too much for her? Why did Wolverine get a shitty spin-off movie? Why did they use angel as a gimmick? Why hint at a potentially AWESOME fourth movie if you're not gonna do it? On a happy note though-beast was the shit.

JP on Nov 14, 2009


On the money, #18! When I think of X3 I smile because of getting to watch Frasier deck out in blue face paint and hair, and going all monkey-crazy on the evil mutants! Somehow, that gets me past all the other crap (Juggernaut as a soccer hooligan?) and lets me enjoy the movie. Great movie? Nope. Passable comic book movie? Only if you can find something to hang your interest on. Oh, and I did kinda like how Maddrox was presented.

Culvin3 on Nov 14, 2009


#16 ALEX, you are an idiot by saying they should neverof introduced Jean Grey....She is one of the original members of he Xmen that Stan Lee created.....They actually should never of introduced Wolverine in the movie so quickly , since he didnt come along in the actual comics for a while....Original members of the Xmen are Cyclops, Jean Gray (YOU JACKASS) , Iceman, Beast , and Angel....along with Professor X.....So know your source Alex before you start talking nonsense.....NUFF SAID

CORNBOY on Nov 15, 2009


If I recall correctly, X-men go to the dak side of the moon, for a final showdown, to end Phoenix' life, as this is the only way out. Before this, Xavier has had contact with a highly evolved, alien race. Another person that also has had contact with this race is a friend of Xavier(Moria?), a doctor. The same doctor that we see in the hidden scene at the end of X3, at a patients bed side. This patient has now been inhabited by Xavier, his mind is now somehow in this comatoase patients body. X-men are not alone in the battle with Phoenix(?) several Marvel toons have to help out, and I believe in some mysterious lab(?) Peter Parker discovers the Black suit he gets in Spider-Man 3, and later this Black suit(alien) finds the man whom we know as Venom. With Marvel nowaday bridging Hulk, Iron Man(Thor and more) into Avengers, it's seems like X3 was a grand mistake, it should have come after The Avengers, and made the X universe a part of The Avengers univers. But, it's been a decade or two since I read this storyline, I might be mixing them up. It stands as one of the best storylines in the X universe, and its a damn shame they made such a fare of a film that X3 turned out to be. Star Trek I-X was recently wiped out, due to timetravel in Star Trek XI, maybe X-men can be fixed in a similar way?

David Banner on Nov 15, 2009


.....such a farce of a film*

David Banner on Nov 15, 2009


it's not anywhere near what the phoenix saga was but it sounds a helluva lot more entertaining that trash they put out. i think i would've enjoyed it more

hearts4711 on Nov 15, 2009


#8 - HARRISON There was nothing wrong with James Marsden's performance as Cyclops. It was the writers who shafted him and most of the characters in favor of Wolverine.

SlashBeast on Nov 15, 2009


x3 was shit. i think this wouldve been A LOT better.

mrmr on Nov 15, 2009


X3 was rated PG = Pure Garbage. What a waste of a cast and franchise. They didn't even try! Bad guys always make the movie right?! They bring in Magneto for the 3rd time as the big bad mutant terrorist again? There are other mutants out there that are more dangerous than him. I would have liked to see the Apocalypse in this movie. They basically took the mutant cure concept from the 1993 Xmen cartoon anyway. They should have just took the whole damn thing. In the cartoon the cure would make become a mutant slave to Apocalypse, therefore making Angel into ArchAngel, and creating the 4 Horsemen. I thought they should have went a whole different direction.

JussHaten on Nov 15, 2009


I honestly don't think it would have been any better or worse of a story idea. It's easy to say something "sounds awesome" when it's just a vague outline or premise. Four years ago if someone came up to you and said their idea for X-men 3 was "a story about the government creating a mutant cure and the brotherhood fighting an all out war against the government for it, all the while Jean Grey comes back as the Phoenix but is a wild card between the X-men and the Brotherhood." You probably would have said THAT was an awesome sounding premise. It's all about execution. It wasn't the story of X-men 3 that was necessarily bad. It was the specific details and choices in directing and presentation that hurt it.

DRM on Nov 15, 2009


Trick or Treat sucked. The dialog was terrible and the story was silly and immature. It's very easy to talk ambitious, high-level concepts, but I have zero faith that Dougherty could deliver on his pitch. (Check out his website — the guys a clown who lucked into working with Singer)

JJ Abrams on Nov 15, 2009


I get your point Alex that Jean does eventually become Phoenix, but that doesn't mean that the films ever had to go there. We know Superhero films today are no stranger to going off the reservation when it comes to either NOT exploring certain story lines, or altering them completely. What rule book says that the Phoenix story line had to be explored? None. No rule there. It's a movie: Introduce some new characters, get deeper into the Wolverine story line to help launch the Wolverine franchise, etc.

Quanah on Nov 15, 2009


#29, you're right. Jean Grey had about 200 issues of Xmen w/o ever becoming Phoenix? They didn't have to introduce it at all.

L on Nov 15, 2009


What I love is that people are trashing X3 now, but when it came out everyone really liked it. Why? Because it wasn't boring like Superman Returns was, which had just come out before it. X3 isn't perfect but by no means is it really bad. It's a lot better that some of the stuff Marvel has pumped out like the first Hulk movie or Ghost Rider.

Kent Lundblad on Nov 15, 2009


I agree with No. 26's idea to have gone with Apocalypse. It would have given audiences something else to chew on. There was no obligation to bring back Phoenix for a 3rd film nor Magneto. In fact... Apocalypse can be set up as a 2-parter... So that Magneto can help fight Apocalypse in a 4th X-Men movie.. setting up the 5th for the return of Phoenix.

SS on Nov 15, 2009


Cyclops creating the Danger Room out of grief and need for the team to be better was a great idea. Mutants as slave labor interesting as was Phoenix getting the job done by herself. I do not like the 2001 ending though. I wrote an analysis of X3 years ago. Most found it too in-depth for their taste but taking the above into account, it might be right up some of the readers' alley: @26 You're right. At least that would have been interesting to watch. @28 Trick r' Treat did not suck. Quite the opposite in my opinion.

Film-Book dot Com on Nov 16, 2009


@ 11 that would of made an excellent storyline for the 3 films,the x-men trilogy should of been 1.magneto & the brotherhood sinister & the marauders 3.apocalyspe & the four horsemen or 1.magneto 2.the sentinels 3.the dark phoenix,thats how i would have made the films & not the 4 wolverine movies that we ended up with.what else ruined x-men 3 it's a crime to have vinny jones play the juggernaunt then to make matters worse not have him clash with colosuss,having wolverine kill her & not have cyclops their when she died on the surface moon, fucking classic story for x-men & comic fans that was ruined by brett ratner thanks a fucking lot.GET THE TRILOGY REMADE MARVEL.

tobi,leader of the akatsuki on Nov 16, 2009


The 4 X-Men flicks have grossed more then $1.5billion dollars at the boxoffice(NOT including DVD sales/rentals, TV-Broadcasting deals) and maybe close to $2 billion in total with rentals/sales. There is money to be made here, so, yeah, more X-Men inc. What would be sweet, is if they could sit down, around a table or on someones lawn, and figure out how to make the next X-Men films. I mean, get a PLAN, say for 3 and 3 films/trilogies/storylines? X3 seemed like it was written by someone on the john, 2h before shooting! With all this cash X-Men is bringing in, why not some careful planning? forgets.....DISNEY owns Marvel now.....jeez....I wonder how the next X-Men flicks will be....)))gulp(((

David Banner on Nov 16, 2009


Should have went with Apocalypse.

dELVIS on Nov 16, 2009


X3 was completely better than the first 2 mistakes. It actually had some action, the first two were as boring as Superman Returns.

Sam on Nov 16, 2009


eh, I'm not seeing anything better in his version.

l.21 on Nov 16, 2009


Gotta say, I checked out Trick r' Treat this weekend and if that's the only wave Dougherty is riding on, he's in trouble. TrT was weak and the strong parts being 1 minute per section, hardly amounting to a good or quality flick over all. Alot of decent ideas strung together do not make up a good movie as whole. Anyways...EVERYONE has ideas on how something could be better (shit, don't open the door to Brandon, he'll prattle on pointlessly for 30 paragraphs over anything), let alone X3, so...who cares what some run-of-the-mill writer/director who hasnt earned his chops has to say? Woulda-coulda-shoulda/Too bad.

Voice of Reason on Nov 16, 2009


Singer screwed two movies, with one decision. He should've made X-Men 3 and waited on the Superman film, until they had something more closely resembling an actual story.

Dave Lister, JMC on Nov 16, 2009


The God "thing" is stupid (IMO). Marsden was written out from conflicts with Superman and Turning a mutant into a God-like being only "polishes the Turd" so much. In the end, it's still a Turd. The only "what if" i'd be interested in is if Singer did all 3 X-men and Ratner did Superman (not in the Homage/ style that singer chose to do). I just wonder how things would be different for both franchises.

wHiskey Tango... on Nov 16, 2009


Good point Alex! But, I still have to saw that I was entertained by X3. Though, I would have like the version above far more. Comic movies are becoming trite (at least the major ones). It make-a me sad.

Angry Chief on Nov 16, 2009


Your excellent movie review was the very first thing I read this morning. My cat babies were gathered around me as I chuckled and giggled and almost nearly cried, and I do believe they also appreciated the review mightily.

Natallia on Nov 16, 2009


#11 - X-Men 1-3 did not have as the climax Magneto raising the sub. That was the first act. #30 - Just about 100, actually. Even less when you consider that many issues from the first 100 were reprints.

Colin on Nov 16, 2009


On the serious note most 90% of the people that didn't like X-Men 3 were the Comic Book nerds that think it needs to be more like teh comic or wew cry about it till we die type of thing...Pretty pathetic imo.

MAster Bait on Nov 16, 2009


@#20 thats not was he was saying, you douche. "if they wanted to never get to that point, they should've never introduced Jean Gray as one of the characters in the first X-Men." are you being serious #20? he was saying IF they didnt want to introduce dark phoenix or the idea, then they shouldnt have debuted her in the first movie. STUPID!

justin on Nov 18, 2009

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