The kind folks at Creative Screenwriting Magazine hosted a screening of X-MEN: THE LAST STAND on the lot at 20th Century Fox last night. Afterwards, screenwriters Simon Kinberg and Zak Penn answered questions about working on the film. Digital video of the session was shot for a podcast that is supposed to be available at Apple Computer's iTunes.

For those who don't have high-speed Internet access for video viewing, here are a few highlights. I've extensively edited, condensed, and rearranged the comments; the flow of spoken conversation does not always translate well into the written word. Warning: As the conversation took place in front of an audience who had just seen the film, there was no concern about avoiding spoilers....

Working on the theory that it's best not to have all your eggs in one basket, 20th Century Fox hired Kinberg and Penn to write competing drafts of the third X-Men script -- a fairly common practise for Hollywood summer blockbusters. Penn had suffered through similar situations -- he pitched an idea for rewriting X-MEN and wrote a draft of X2: X-MEN UNITED -- and did relish a repeat, so he called Kinberg and proposed that they work together instead of separately.

There was a power vacuum after the departure of Bryan Singer, who left after directing the first two X-MEN movies, relocating to a rival studio to do SUPERMAN RETURNS. Fox was locked into a Memorial Day release date in order to beat Singer's Superman movie (which opens in time for the July 4 weekend) into theatres, so the studio needed someone to step in and fill the vacuum. Penn and Kinberg became, in a sense, the "continuity" on a project without a driver and by presenting a united front, they managed to convince Fox to go in a different direction.

ZAK PENN: The studio did not want to do Phoenix, period. They were like, 'No no, we're not going to do Phoenix. We're going to do Magneto versus the X-Men.' We spent three months saying, 'We have to do Phoenix. That's what the first two movies set up.' We spent a lot of time talking about, 'How are we going to do it?' I had my own ideas from X2. I felt like we had to make this more realistic. We had to bring the idea of this woman with this unbelievable power out of the realm of crazy, cosmic magic stuff.

Kinberg and Penn had seven months to write script before production began. In order to get the ball rolling, they wrote the first eighty pages in a week – the first two-thirds of script. Unfortunately, this incomplete draft created a bit of a stir online when it got leaked at Ain't It Cool News, which reviewed it and complained there was no resolution to the story!

Fox was more interested in focusing on the story of a mutant cure, which provides a dramatic conflict between Professor Xavier's X-Men and Magneto's Brotherhood of Mutants, along the lines of that seen in the previous pictures. Kinberg and Penn managed to meld the two stories in the first half of the film, but the second half runs into problems, with Jean Grey (Famke Jansen), who is reborn as the Phoenix, mostly standing around on the sidelines during the climax.

PENN: If you see the first half of the movie, we won every fight. If you see the second half of the movie, we did not win every fight.

KINBERG: In the second half I do not think Famke Janssen speaks out loud.

PENN: That was not our intention; that was not our choice; and that was not the way it was written. That's life in the big city. That's one thing we fought for. Now we have a lot of discussions on line with fans who talk the essential thing about the Dark Phoenix saga is Jean and Scott's love. I don't think that's true. It is essentially about a woman who cannot control her power, until she becomes horrifying.

KINBERG: I think the thing we feel really good about is the characterization of Phoenix – not necessarily how it manifests in the second half of the movie – is very close to our imagining of it.

PENN: We would not have chose to have Jean stand around silently. [...] It wasn't like we shot it and cut it out. It was more like everyone put their foot down.

Penn believes that the Fox studio executives were concerned that the Dark Phoenix story (one of the more famous ones in the original X-Men comic books) was too dark for a mainstream summer movie, and that its appeal would be limited to hardcore fans rather than a general audience.

Penn: The people who argued against us won those arguments. But I actually think that, if subjected to duress, [they] would fully admit that they made a mistake now. We argued and argued and argued and argued to the point where I know I almost burned all my bridges. [...] I think the thing going through the minds of the people arguing with us is, 'This whole Phoenix thing is great for you fan boys.' I think they were very nervous about the scenes contained in that story and how dark it was and the fact that it ended in her death. When you're making a $200-million movie, it's very hard to embrace the details of such a dark story.

The details of this dark storyline included the controversail scenes wherein Jean Grey, in her Phoenix persona (sort of her Mr. Hyde) kills first Cyclops (James Marsden) and later Professor Xavier (Patrick Stewart). To some extent, getting rid of the characters was a studio decision, based on the availability of the actors. For example, James Marsden was available only a week and a half because he left with Bryan Singer to work on SUPERMAN RETURNS. But it was the team of Kinberg and Penn who insisted on having the Cyclops character killed by the woman he loves; the studio was actually considering killing him off-screen, with nothing more than a dialogue reference.

PENN: I think Simon and I would have said, 'This is too much. Fans will come and shoot us!'

Xavier's death was supposed to match the impact of Spock's demise in STAR TREK II: THE WRATH OF KAHN, because the script needed some dramatic turning point to replace comic book elements of Phoenix destroying an entire galaxy. Kinberg and Penn were leary at first but grew to like the idea of killing off Xavier; still, their ambivalence expressed itself in the post-credits scene that suggests the character will be back for any future X-Men spin-offs.

The film's melodramatic conclusion has Wolvering (Hugh Jackman) killing a remorseful Jean Grey, who welcomes death because she cannot control her own destructive power. The scene is effective, but audiences have to wonder why the mutant cure -- which is such a bit part of the film's storyline -- is never considered as an option to stop her. Apparently, at one point, Matthew Vaughn (who was assigned to direct before Brett Ratner took over) wanted Wolverine running through the final battle with the Jimmy/Leech character -- who cures all mutants who come close to him -- on a backpack, but Kinberg and Penn thought the idea was, to put it mildly, a bad one.

PENN: That would have been the ultimate cop-out. To me it's essential that she [Jean Grey] has to pay for what she's done. I don't think either of us would have been comfortable having everyone say, 'Oh, thank god that's over.' ... By the way, it wouldn't cure her: she'd still be the screwed up person that she was before.

The other element that generated controversy was having Rogue (Anna Paquin) take the cure -- a decision that was up in the air until almost the last minute. In fact, an alternate version of final scene with Rogue was shot, in which she hadn't taken cure. The debate over how to handle this plot point was based not on whether it worked dramatically but ow it impacted the film's political theme.

PENN: It's ambiguous. A lot of people are upset that Rogue took the cure. What's nice about it is, in a movie like this, you do not expect characters to do the wrong thing. It's right for her personally but wrong from the overall point of the movie.

KINBERG: There was an argument between Hugh Jackman and Ian McKellen about whether or not she should take the cure. It didn't get too violent, but the claws came out. Once we saw it could spark that kind of fight between people who had been living with the film a long time, I felt at that point we should have her take the cure because anything that sparks discussion is interesting. Especially in a summer action movie, it's pretty rare. POSEIDON didn't spark a whole lot of discussion!