Shola Inkose struggles to his knees in the pouring rain, trying to summon the strength to fight on after a serious beating by the Dark Beast. The Dark Beast clutches his head and flings him out of the empty swimming pool where they had been fighting to the deck above. He chides the boy, saying that heroes never learn even when beaten to a pulp as Shola has been. Stripmine and the Appraiser look on in shock and surprise as the Dark Beast introduces himself as “Doc, Doc McCoy.”
He takes Shola into the building where Stripmine’s crew have Karima held prisoner and locks the boy up next to her. Stripmine clearly has no idea who McCoy is. The Dark Beast playfully pinches the pirate’s cheek and tells him that he can be the best friend he’ll ever have or his worst nightmare. At this point, McCoy shakes his wet, grayish fur dry spraying Stripmine and the Appraiser with the rainwater clinging to him.
Despite being held in shackles, Karima introduces herself as a detective-inspector of the Indian National Police and defiantly demands that they release her and announces that they are all under arrest. The Dark Beast notes that her weapons array is rendered inoperable and that she will be such fun for him to play with. He compliments the pirates on a job well done as he bounds across the room. He also reveals that he was their true employer all along, though they were unaware of this fact. He squeezes the Appraiser to his body and asks for a further evaluation of his new property. He is particularly interested in whether or not Karima’s Omega Sentinel programming is indelibly locked. The Appraiser assures him that Karima’s mind and soul are wholly human and cannot be changed.
The Dark Beast marvels at the current state of Genosha where technology cannot function. He notes that while this may be frustrating for those like the pirates who rely on gadgets and technology, for a geneticist-anthropologist like himself it is simply fascinating. He then gingerly uses his clawed fingers to examine Karima’s teeth, as one would an animal bought at auction. Tears run down her cheek as she calls him “Monster!”. He replies “Absolutely” with a toothy smile as he wipes a tear from her cheek with his thumb.
As the Dark Beast turns to the pirates to inquire on Unus’ whereabouts he finds that they have drawn their guns on him. He compliments them on this move before bounding into action and disarming all three of them with utter ease. He returns the weapons to the pirates and reminds them that their commission was for all six members of Xavier’s mutant crew. Stripmine replies that the trolls are dealing with gathering the rest and reminds the Dark Beast that their nannites have rendered the mutant fugitives powerless. McCoy is less than confident given the nannite’s failure to fully contain Shola’s powers. The Dark Beast returns to examining Karima, a single lens of his spectacles telescoping into magnifying tool with tiny blades and claws at the end. He notes that he likes some music while he works and suggests to Karima that they start with some Schubert.
On the grounds below, Magneto, Callisto and Xavier decide what to do with the troll that Callisto has managed to subdue. As they consider the troll’s strength and durability, music can be heard playing in the compound above. Magneto identifies it immediately as Franz Schubert and notes that he has not heard this piece in longer than he cares to remember. This sparks memories of Magneto’s time at Auschwitz.
He tells Xavier and Callisto of a man there who played that particular piece. The man worked with Josef Mengele in the medical section. The children of the camp called him “Nosferatu” because of his pale, white skin and because he would give candy to those children who gave him a sample of their blood. He notes that “Nosferatu” would pick people at random and that he even had the authority to spare people from the gas chambers. Even the guards were terrified of the mysterious doctor.
He continues to tell the tale to his comrades. He reveals that many in the camp believed him to be their own Oskar Schindler, sparing the prisoners from death and helping them escape the camps. But Magneto learned better. He became a member of the Sonderkommando to avoid Nosferatu’s attentions. While cleaning out furnaces in the crematoria, he discovered the bodies of those Nosferatu had saved. They had been turned into monsters and Magneto now realizes that he had been looking for mutants.
He notes that when he began hunting Nazis years later, he tried to locate Nosferatu to no avail. But the music reminds him of the monster he encountered at Auschwitz and every time he hears it, he wonders if he has finally found him.
As Magneto completes his story, Freakshow comes stumbling into the clearing. He begs Professor Xavier for help as he has been shot. Xavier moves to help him but Magneto easily removes the bullet with his powers. Freakshow warns Magneto not to touch it due to the nannites inside which can burrow through your skin and neutralize your powers. Magneto easily renders them inert with a magnetic pulse.
Xavier apologizes to Freakshow that he cannot provide better warmth or shelter. But the mutant telepath has devised a plan for dealing with the pirates. He asks Magneto if he is fully recovered, to which Magneto replies that he can at least try. Xavier says that they will hold Magneto in reserve then.
He asks Freakshow to copy the form of the troll they have captured, which the boy does with relative ease. Xavier notes that the trolls are Stripmine’s primary muscle and that it will be up to him, Callisto and Freakshow to take them out. He asks Magneto if he can use a sling or his fists, to which Magneto reluctantly confesses that as the Master of Magnetism he had always relied on “flunkies” for such tasks. Xavier asks Magneto to look after Wicked and help her. When Magneto insists that he is capable of helping in the fight, Xavier says that he can help by being there for Wicked who needs him far more than they do.
Magneto goes to Wicked and comforts her against the raging storm. He tells her that he wishes he could offer more and that she deserves more. He looks out at the ruins of Genosha and his eyes spark with rage and power as he angrily demands to know how so many dreams could have come to this. He reins in his rage and says, mostly to himself, that he has tried rage and been mad and that those paths have only led him here. He admits to Wicked that he needs to find another way. She in turn, asks why he’s being so kind to her. She adds that she is everything her name says she is and that she can’t even help her friends. Magneto replies that there are times when there’s nothing you can do.
As he says this, Magneto recalls the moment when he was unable to save his first child, Anya. A younger Magneto looks up at a burning tenement building. He screams that his daughter is trapped as he is restrained by two Russian police officers. One of the officers punches him and tells him she is better off dead if she is a mutant like him. In anguish, Magneto calls out his daughter’s name as his body is surrounded by power arcs of electromagnetic energy that strikes out at the officers restraining him.
Wicked recalls the last time she saw her parents alive. Her mother was yelling at her about the way she was dressed (in black leather and fishnet outfit). Wicked’s mother told her she was not leaving the house in that outfit. Her father was ignoring the entire scene while reading his paper. Wicked tells her mother “I hope you die!” and her mother replies, “You wicked, wicked…!” but her words are cut off as Wicked’s father abruptly asks what is happening down in the harbor. A flash of light and bolt of energy rips through the house at that moment, tearing through Wicked’s parents. Wicked herself is apparently protected by some kind of glowing, yellow energy field.
Magneto clasps his hand over Wicked’s mouth as two more trolls arrive on the scene looking for their fallen compatriot (who they name as Yalo). They are distracted by Callisto who is using her feet to raise Yalo’s sidearm against the two arriving trolls. As one of the trolls easily bats Callisto aside, Xavier attacks him from the ground with a sling. The troll laughs as he catches the projectile, which turns out to be a nannite bullet. It sinks into the troll’s hand and he immediately falls unconscious.
The remaining troll moves in to attack Xavier and Freakshow, still in disguise as “Yalo” rises to confront him. The troll attacks Freakshow with a sneer reminding him that he is no warrior at all and less than a babe. As the troll takes out Freakshow in a single blow, Callisto strikes from behind. As the troll falls, she says that Freakshow is not the one the troll needs to worry about.
Having handily defeated the remaining trolls, Callisto notes to Xavier how handy all the equipment caches he has hidden about town have proven. Xavier replies that he learned his military tactics in a guerilla war but didn’t think he’d have use of those skills again. Callisto complains that if she could use her arms this would be easier. Xavier retorts that if he could walk things would be easier and that Callisto has to just deal with it, as he does every day. Callisto smiles and notes that Xavier was much more of a stiff in the old days. Xavier retorts that if he had a decent roof over his head again and he may revert to type. Their brief banter ends as Xavier straps himself once more to Callisto’s back and they move on to the next phase of their attack plan.
Freakshow, still disguised as the troll Yalo, is thrown through the window of Stripmine’s compound. The brief moment of surprise allows Callisto to make her entrance, landing square on top of the Appraiser who is knocked unconscious by the blow. Xavier then attacks the troll with his slingshot, but the troll manages to block the nannite bullet with his sword. His gloating smile disappears when the seemingly unconscious “Yalo” knocks him off his feet. Once downed, Xavier hits the troll easily with the next nannite bullet from his slingshot. Stripmine notes to Callisto that he is impressed. Callisto in turn encourages him to end this before any more are hurt. Stripmine says that he’ll happily accept Callisto’s surrender. Callisto scoffs at him and asks Freakshow to help her free the others.
Freakshow moves to release Karima but is caught by the Dark Beast. Stripmine orders Xavier and Callisto to drop their weapons or Freakshow will suffer. They immediately comply much to McCoy’s disbelief. He asks what their game is, unaware that at that moment Wicked’s spirits are rising from the floor to free Karima. Xavier assures him that “Whatever the game, sir… I always play to win.”
The sound of a click signals Karima’s release. McCoy covers his eyes and utters his trademark phrase “Oh, my stars and garters.” before turning to see a fully free and lethally armed Omega Sentinel with all her weapons trained on him. Karima tells him once again, that he is under arrest.
Back in their living quarters, Xavier and Magneto share a toast at their victory. Magneto comments on Xavier’s strategy, realizing that Xavier intended for Magneto to neutralize the nannites suppressing Wicked’s powers. Xavier clarifies that he left Wicked in Magneto’s care because it was what they both needed. He reminds Magneto that not every battle is fought against a super-villain. Magneto replies that Charles is “ever the good shepherd.” Xavier corrects him saying he is a teacher and sometimes a physician but nothing more.
Magneto points out that they now have a police officer in the form of Karima and prisoners, now all they are lacking is a government. Xavier asks Magneto to take his hand. The two shake and Xavier welcomes Magneto to the Republic of Genosha. He tells his old friend that all it takes to build something better is a pledge of fellowship. Magneto smiles and says to Charles, “Ever the dreamer” before asking who’s in charge. Xavier in turn, asks Magneto if he wants the job.