Seth has been taken away by Dr. Childs. Christine warns Nightcrawler about it, who fears the worst. He borrows Christine’s phone, and tells her that he needs her for something. Meanwhile, Seth is sitting in Dr. Child’s limo. Seth’s scared and asks Childs if he’s a good person, and if he’s going to hurt him. Seth explains that he isn’t a good man, and that Seth really is going to get hurt. Child explains to Seth that it’s not going to help to fight or hurt him, since the windows of his limo are soundproof, and his chauffeur isn’t someone who, well… will care about it. Seth takes a closer look at the chauffer, who’s revealed to be a demon.
Childs asks Seth if the demon Pazuzu really lies within him. A scared Seth says that he doesn’t know. Childs informs Seth that he has made a pact with the Prince of Lies, so it’s no time for fibbing. He explains that it’s about fourteen children, whose blood was needed to act as flesh tunnels for the demons to come through. That’s what killed Seth’s thirteen friends. But as long as Pazuzu lies within Seth, Childs can’t force anything to do beyond the so-called menial task. But that will change, once Seth will give up hope. The car stops.
They get out of the car, and enter the Dakota building. Childs explains to Seth that the building dates back to the early 1800’s, back when everything was more countryside. They go deeper inside the building, into an elevator. Childs tells the clerk to go all the way to the top floor. While waiting, Childs reveals that he learned about the fourteen demons from a book he found at Barnes & Noble, of all places, in their occult section. The book described the ritual to set the demons free. Childs finds it to be a real simple ceremony. All it required was fourteen victims and fourteen sponsors. They are needed to control the demons once they had been loosed upon the world.
Childs says that evil is a relative term. He tells Seth that he would be surprised if he knew how many of Child’s friends and neighbors were willing to sacrifice the life of a child to have a demon in their service. Seth isn’t interested and is certain that Nightcrawler will stop Childs. Childs isn’t so sure, as he knows about the infernal dimension Kurt teleports through. He tells Seth that, as soon as they arrived in the building, he disrupted it with a spell. It will only last for a little while, since that’s the longest Childs can manage it, but he’s confident that’s all it will take. They arrive at the top floor, and find all the transformed kids, who are now all demons.
Childs introduces Seth to his fellow demon worshippers, who salute Seth for having caused them so much trouble. Miles, one of the worshippers, asks Childs to stop stalling and just go through with it. A part of Childs feels sorry for Seth, he admits, but nonetheless he takes out a knife to kill the boy. Miles asks Childs to stop. Childs doesn’t see why. Childs stops talking. He knows that Miles isn’t his real self. Childs demands Miles to reveal himself. Miles steps forwards, and transforms into Nightcrawler! Kurt has used his image inducer to infiltrate the building, but apparently the masquerade is over now.
Childs doesn’t bother to ask Kurt how he managed to infiltrate or the building or what he has done with the real Miles, and just goes over to the confrontation. They fight, and Kurt immediately strikes out with a hard punch in Childs’s face! Kurt knows that he shouldn’t even think it, but that actually felt good. The other demons and worshippers surround Kurt, telling him to give up. “Never,” Kurt replies. He won’t let Childs cut the boy open. Childs smiles, and tells Kurt that he doesn’t need to cut Childs open to free Pazuzu. He takes out a knot, which was the one in Seth’s rope, the rope that helped him lock things, and cuts it through!
Seth suddenly feels bad. Kurt turns to the boy, and realizes what’s going on. The boy screams in pain. Kurt knows that Pazuzu is coming through. But he’s got a plan. Kurt has brought a friend with him. He calls out to Shadowcat, who finally reveals herself through the crowd. Kitty has been in the building for as long as Kurt has, disguised and hidden among the guests. Childs panics. Kitty phases through Seth, allowing the demon to come through the boy’s body without bursting his insides.
Finally, Pazuzu has arrived! And that’s not good news. Childs’ guests panic, since Pazuzu doesn’t stand in the circle where he was supposed to stand, and so the humans can’t control him. They run down the stairs, down to the lobby, where the X-Men were already awaiting them, and place them under arrest for questioning about the fourteen children.
While back upstairs, the trapped demons were clamoring for Pazuzu to break the circle. Pazuzu demands from Childs to set them free. Childs won’t do that and explains to Pazuzu that he belongs to him and is in his service. He says that the pact he made with the Morningstar binds Pazuzu to him. The demons know that isn’t true, and inform Pazuzu that the blood can be spilled, because Pazuzu’s escape was bloodless. The only thing Pazuzu has to do is kill Childs, and his blood will set the demons free.
Nightcrawler tries to protect Childs, who isn’t scared of Pazuzu. He doesn’t think that the demon will harm him after all he has done for him. Pazuzu smiles, telling the doctor that he has no idea. Pazuzu tears Childs to bits. Then, he stands before Kurt, Seth and Kitty, who can literally feel the magical circle begin to dissolve. Luckily for Kurt and friends, the cavalry arrives in the forms of the lovely Magik and Christine! Kurt notices how tightly Christine holds the fourteen clay statues Seth had been melding since his friends were killed.
Magik has discovered that the statues were actually locks the way the knots in Seth’s robe had been. And although her magic alone isn’t strong enough to command the demons back into the hollow figures, the combination of hers and Seth’s strength melds into those bits and prove to be amazingly potent! A big flash appears, and when the flash is gone, all of the demons, including Pazuzu, are gone and only Kurt, Kitty and Magik are left standing in the room.
Later, back at the Xavier Institute, Kurt tells his story to Storm. She asks Kurt if Magik trapped the demons back into the statues. Kurt confirms that. Ororo wants to know what happened to the statues themselves.
Elsewhere, in Limbo, Magik has returned to her castle, and has placed the fourteen statues above her fireplace, knowing that she can keep them safe.
Storm informs Kurt that the X-Men were able to put the rest of Child’s followers into jail, and that Christine Palmer has been transferred to St. Vincent’s. Ororo asks Kurt if he can teleport normal again. “Perfectually,” he answers. He explains that, after Christine had told him that Childs had taken Seth, he called Ororo and Amanda and then teleported to the Institute to get Kitty. Then, Kurt continues, he teleported both him and Kitty to the Dakota building. He guesses right before Childs had blocked his teleportation power, as well as his way into the building.
Ororo asks Kurt if he means his physical body, since Kitty told her that once she had made Kurt intangible, they both fairly strolled right in. Kurt confirms that they did that. He reveals that he recognized two of Child’s accomplices in the building’s lobby. Kitty and he incapacitated them and then used image-inducers to take their place in the ceremony.
Storm smiles, and asks Kurt if he knows that, mostly of all this event, he improvised on the solutions. Of course, Kurt smilingly answers back. And, Storm adds, the only reason Seth is alive at the moment and is able to learn to control his powers with Emma, is all thanks to him. Kurt knows that. Ororo asks Kurt to follow her, and invites him to come see how Seth is doing with the “ice queen.” Nightcrawler will soon follow her, he says, but first… he wants to stay in the light a while longer.