The Scorpion King starring Dwayne "The Rock" Johnson, Michael Clarke Duncan, Kelly Hu, Steven Brand, Ralf Moeller and Grant Heslov, and is directed by Chuck Russell. It is a spin-off prequel to The Mummy series, following the story of Mathayus the Scorpion King, the character who was featured in The Mummy Returns. The character and plot are to a large extent influenced by the fictional character, Conan the Barbarian.
The events of The Scorpion King take place 5000 years before the events in The Mummy Returns, and shows Mathayus' origins and how he rose to power as the Scorpion King. The name itself is a reference to a real king during the protodynastic period of Ancient Egyptian history, Scorpion II.
Mathayus, the last true Akkadian mercenary, is assigned to kill Memnon's sorcerer, whose prophetic powers allow Memnon to rule his empire with an iron fist. He sneaks into Memnon's camp and finds his way to the sorcerer's tent.
However, his plans change when he discovers that Memnon's sorcerer is actually a beautiful sorceress called Cassandra. He shoots one of the guards and is about to kidnap her, when he is discovered and his brother is killed right in front of him. Just as he is about to be killed, Cassandra protests, saying it wouldn't be wise because the gods favor him and to kill him would bring misfortune.
Mathayus ends up half-buried at the point where Memnon's men set off the fire ants. He manages to escape alongside a horse thief named Arpid. Now free again, Mathayus decides to avenge his brother and kill Memnon.
At Memnon's palace, Cassandra tells Memnon that his armies will conquer the west and that Queen Isis and her soldiers will scatter to the four winds. Memnon then gives orders to his men to have his soldiers prepare for the final campaign. Memnon then tells Cassandra that she has forgotten what life was like outside Gomorrah's walls and that he will bring a new order that will last for centuries.
When Cassandra tells Memnon that rivers of blood will never bring peace, Memnon responds that they can bring obedience and that when he becomes the King of Legends, Cassandra will take her place beside him. Cassandra tells him that if she has sexual intercourse with him, she will lose her gift and Memnon will lose his advantage, but Memnon says that he will no longer need her gift then.
Mathayus gets into Gomorrah with the help of Arpid. With the help of the thief and a little boy, Mathayus sneaks into Memnon's castle. After evading the guards upon saving, he gets into Cassandra's bath house and kidnaps her upon going through its drain and Cassandra emerging from the fountain naked.
Mathayus manages to wrap her up and get her into another outfit. He discovers he can use her as bait to catch Memnon. During one of Memnon's attempts to kill Mathayus, he is stabbed by an arrow dipped with scorpion venom, thus the term Scorpion King. Mathayus faints from the venom, but his life is saved by Cassandra, who believes he can save the people and free them from Memnon's tyranny.
Later that night, Cassandra tries to escape only to be tripped by a rope that is tied from her sandal to Mathayus. During their struggle, Cassandra tells Mathayus that she's not planning on returning to Memnon since he had her since she was a child. Mathayus frees her, but warns her that as long as she remains with him, she will be protected against even more dangers.
The next day, in the Valley of the Dead, Mathayus spots a small group of Memnon's soldiers looking for them, led by Memnon's right-hand man, Thorak. Mathayus hides Arpid and Cassandra under a blanket, and rides off to challenge the soldiers, with a huge sandstorm as his army.
Mathayus, with his leather mask, brings down scores of them until Thorak is apparently the only one left. After a brief struggle, Mathayus impales Thorak in the stomach, but Thorak uses his last moments to use his secret weapon: an arrow drenched in scorpion blood, which he uses to stab Mathayus in the leg before dying. The sandstorm passes, and Arpid and Cassandra find Mathayus half-dead from his wound. That night, Cassandra manages to heal him with her powers, despite the risk it poses to her own life.
Deeper in the desert, the trio catch up with Philos, Memnon's court magician, who briefly aided Mathayus during his time in Gomorrah and hid him from Thorak in his lab, and who has now abandoned Memnon to perfect his explosive powder in the desert. Overjoyed to see Cassandra safe, Philos joins forces with Mathayus.
As their journey continues, they meet up with Balthazar, the leader of Memnon's enemies, and the two join forces. During a celebration at Balthazar and his people's camp, Cassandra has a vision of Memnon destroying the people and killing Mathayus. After an intimate night with Mathayus, Cassandra is seen to have lost her powers of sight when she lost her virginity. Now powerless, Cassandra returns to Memnon to keep him from attacking the camp.
Mathayus and Balthazar go after her and a huge battle between Memnon and his armies and Mathayus and Balthazar and his people takes place. At one point in the battle, Mathayus gets shot by another arrow but miraculously recovers, and uses the same arrow to kill Memnon (throughout the film, Mathayus' Akkadian bow has been portrayed as releasing arrows faster and more powerfully, so Memnon mistimes the block as it is not a normal bow).
The battle ends in victory for Balthazar and his people and Mathayus is crowned king with Cassandra by his side as queen, and it is revealed that in fact she has not lost her powers of sight, and that pretense was in fact employed by her to keep Memnon from taking advantage of her.
Directed by Chuck Russell
Produced by Vince McMahon, Stephen Sommers, James Jacks, Kevin Misher, Sean Daniel
Screenplay: Stephen Sommers, William Osborne, David Hayter
Story: Jonathan Hales, Stephen Sommers
Starring : Dwayne "The Rock" Johnson, Kelly Hu, Bernard Hill, Steven Brand, Michael Clarke Duncan, Grant Heslov
Music by John Debney
Cinematography John R. Leonetti
Distributed by Universal Pictures