In a roadside diner, Angel dumps a strawberry shake on Wolverine’s face. Fed up with Angel’s attitude, Wolverine gets on his motorbike and threatens to leave her behind. Angel has a change of heart and tries to change Wolverine’s mind. Wolverine tells her that he’s her only hope of surviving human hostility toward mutants.
Elsewhere, Cyclops and Emma lie on operating tables at the mercy of a band of U-Men. The U-Men use a disembodied psionic brain called Martha to telepathically immobilize the two X-Men, preventing them from using their powers. Since the U-Men plan to decapitate Cyclops, they focus their attention on him, allowing Emma to switch powers from diamond hard skin to telepathy. Emma uses her telepathic power to force Martha out of hers and Cyclops’s minds.
The freed X-Men quickly defeat the U-Men and Emma complains about her nose, which the U-Men broke two issues ago.
Far away, a small army of U-Men prepare to ambush the Xavier Institute and dismember the legions of mutant occupants inside. With several young students close behind her, Jean stands in front of the mansion doors, ready to defend the school. The U-Men warn Jean to surrender and she tells them that they’re surrounded by invisible mutant guards, which they’re not. A young student is using her power to project voices near the U-Men, making it feel as if they’re surrounded by something. Soon, the U-Men see through that ruse and prepare to fire their scalpel guns at Jean and the mutants. Then, a group of telepathic students attack the U-Men and make them hallucinate. However, that attack fails and the U-Men fire their scalpel guns. Before the scalpels strike, Jean telekinetically freezes them in mid-air and sends them to the ground.
Jean subsequently wreaks havoc on the U-Men’s internal organs and bodily functions, using her telekinesis to make them throw up and then swallow their own vomit. Then Jean tears their uniforms to shreds and her body glows with stunning flames. Jean causes a small explosion and sends the U-Men running in fear.
Angel and Wolverine arrive outside of the mansion just in time to see bursts of fire and half-naked U-Men retreating. Wolverine heads through the broken mansion gates to investigate and balks when he sees Jean standing unharmed with her body ablaze, reminiscent of the old days when she had been replaced by the celestial Phoenix Force.
In the Sublime Pharm Solutions office, Emma bursts through the doors of John Sublime’s high rise office and grabs him by the throat. Emma breaks a window and dangles Sublime out of it, threatening to drop him so he can fall to his doom several stories below. Sublime’s toupee falls from his head and Emma fumes at him since he’s responsible for her broken nose.
Cyclops enters the office and tries to calm Emma down. He tells her that killing Sublime would be wrong and bad for the mutant public image. Instead, Cyclops thinks the X-Men should expose Sublime as a fraud. Sublime starts talking about Martha and how she’s telling him that he should just let go. Sublime forces himself from Emma’s grip and plummets until he smashes onto the top of a bus below, right in front a television news broadcast. Emma suspects that Cyclops thinks she just let Sublime fall, so she tells Cyclops that Sublime “practically somersaulted” from her grip, which he did. Cyclops wonders why Sublime was talking about Martha and hopes that no one saw the man fall.
Back at the Xavier Institute, Jean becomes normal again and her flames fade. Wolverine questions her about her latest display of power. He remembers Dark Phoenix from years before. Jean says that she feels “amazing” and that she had bad feelings about Cyclops, but they left. Wolverine asks Jean to take Angel off his hands. Before the situation can return to normalcy, Beast emerges from inside the mansion carrying Cassandra Nova's body. He tells Jean that Professor Xavier is trapped inside Cassandra’s head.