Manhattan, the lower Eastside: Wolverine was giving chase to Magneto’s agents on his motorcycle. Now he finds that he is chased himself by helicopters. The SHIELD agents in the choppers warn him; they have him surrounded and the X-Men are being taken care of even as they speak. His two remaining options are a swift arrest and transfer to Camp X-Factor in Cuba or a thousand shells from Uncle Sam and an unmarked grave. So what’s he gonna say? Hearing the noise “snikt,” one of the agents wonders what he just said. Having reached sufficient height, Wolverine jumps off his cycle and straight onto one of the choppers with his claws out.
Elsewhere, Control informs Iron Man that they just lost contact with all four units deployed to bring in Wolverine. Is he in any position to investigate? Iron Man lets them know that he just fond two more possible escape routes for the X-Men and has to swoop the place again. Fury tells him that he needs a final assurance that the neural scramblers are up and running to disable the telepaths before he deploys ground troops. Neural scramblers are on, an agent assures him, and all six mutants are reacting as per simulation.
The six X-Men are leaving their destroyed hideout with Kitty and Beast taking care of the disabled Marvel Girl and Professor X. Storm tells the others that she and Colossus can keep them covered if they want to make a break for it.
Fury radios Iron Man telling him they just got a visual of what Wolverine did to those pilots. Could he please head up there and tear him a new one? In the meantime, Colossus decides to tackle Iron Man while Storm intends to take care of the SHIELD agents outside the building. Peter changes to steel and lets Iron Man fly right into him – he can take it. Smashing Stark into the ground he tells him to “stay down, idiot!”
Control radios Hawkeye and Wasp, informing them about Iron Man’s troubles. Wasp replies that all agents outside are paralyzed until someone feeds them a sat–trace on Storm. The non-stop lightning is keeping them out. Control addresses Storm, warning her that this is her one chance to surrender peacefully before they send Thor after her. Does she really think her weather powers compare with those of a real life god of thunder? Storm rudely tells them what she’s going to do with Thor. Admitting that she has nerve, the thunder god attacks. With Ororo focussing on Thor, Captain America and the SHIELD teams are free to storm the building.
In the meantime, Beast takes Xavier through the bowels of the building, taking a detour through the training area and setting the fight-simulator for “ninja assassin” to slow their hunters down. So Hawkeye and the other SHIELD agents suddenly have to face orthodox ninja rabbis who are out for their blood. The other team, led by Black Widow in another part of the tunnels, is expecting the two X-Men to come their way, but Beast and Xavier are already in the X-wing, flying straight over them. Henry believes they are already home-free, unaware that the Black Widow is hanging on to the plane and depositing a few explosives. Before the plane explodes, Beast ejects both Xavier and himself and, up in the air, they are already expected by Iron Man, who captures them.
Suddenly, Fury screams for him to gain altitude as fast as he can. Before Tony understands what’s wrong, Wolverine jumps at him from a skyscraper roof, slashing at his armor and forcing him to drop the two X-Men on the roof. Beast shouts at Logan to go save Kitty and Jean, who will probably have run into trouble by now. Cutting into Stark one final time, Wolverine leaves to go help the two girls. The ladies have indeed run into trouble – two overtly trigger-happy SHIELD agents, one of whom has lost his cousin in the Brotherhood’s attack on the Brooklyn Bridge. As a result, they wouldn’t mind taking it out on them.
Wolverine arrives in the nick of time, tears into the soldiers and shouts at Jean to cover Kitty’s eyes. He doesn’t want the kid to see his stuff. A voice announces that Wolverine has about the most screwed-up sense of morality he ever encountered. Finished with the agents, Wolverine turns around to face a disgusted Captain America. Somehow, he had a hunch, this thing would come down to the two of them, the mutant announces.
Doesn’t he remember them having met before in Normandy in 1945 and in Africa in 1944 Cap asks, calling him “Jim.” That’s not his name, Wolverine contradicts him. He is Corporal James Howlett of the 1st Canadian Parachute Battalion, Cap insists. Did they wipe all those memories when they redesigned his brain to hold all those fancy fight maneuvers? Why is he unlocking all that messed up stuff in his head, the obviously confused Wolverine demands. Tactical advantage, Cap coldly replies and shoots him with the firearm he hid behind his shield. Now they’ll see if that healing factor is as good as he remembers…
Cap radios the others telling them that Wolverine is down and they are bringing in Pryde and Grey as well. How are they doing with the Russian? Badly, actually, as Colossus is just busy wiping the floor with Thor. Hawkeye is trying his luck with a small-scale, localized nuke-arrow. The tiny nuke hits Colossus and finally knocks him out, while the other SHIELD agents have found Beast and Xavier on the roof and are about to pump them full with tranquilizer darts.
As Fury tells them to get it over with, another agent in Control warns him that something big is heading towards the teams, at a speed in excess of one hundred and twenty miles an hour. People near the block start screaming in panic as around them everything freezes up. Ice suddenly covers the SHIELD vehicles. It’s Iceman to the rescue. With everything frozen, SHIELD’s tech fails, including the neural scramblers, Xavier once more takes up telepathic contact with his students and paralyzes every non-mutant mind on the block.
Xavier urges Jean, Kitty and Iceman to grab the others, get out and leave him behind, before SHIELD figures out a way to close him down. How are they supposed to survive without him, Jean asks. Didn’t he teach them anything, Charles inquires impatiently. They have to carry on without him.
In the meantime, the SHIELD agents debate what to do. Every agent sent in automatically gets zapped. But Fury has a black belt in thinking ten steps ahead. Isn’t that right, he asks the Wasp. Jan sarcastically replies that now they know why he keeps his little secret mutant on the books. Being a mutant, she can enter Xavier’s psychic bubble without coming to any harm. Closing in on Xavier, she admits that she’s not happy with this. Fury tells her to think of the dead in the East River and hit him with the biggest Wasp sting she’s got –which she does. A moment later, communications are back on and Cap angrily demands to know why there’s an eight-minute time lapse and why those X-Men just disappeared. A satellite check doesn’t help either. The X-Men are gone.
Later at the Triskelion, Fury inquires about Stark’s health. He’s well enough to sweet-talk the nurses while they stick his arm in a cast, Cap replies while he watches the bound Xavier in his cell. Is Fury still beating himself up for not getting all of them? At least he got the brains of the operation. A couple of weeks from now, the X-Men will also be locked up in camp X-Factor with their old master and every other rogue mutant on the run. The hardest part is over.
In Xavier’s cell, Magneto (or a very convincing simulacrum) floats before him. All right, Xavier admits, he’s managed to pique his curiosity. How can he be standing there without their video cameras detecting him? All that matter is that he is here, Magneto cheerfully replies. All that matters is that kind offer he makes him in the hour of his greatest embarrassment. He has told him a hundred times, that he is not interested in anything Magneto has to offer, Xavier snaps. Must Xavier actually be executed before admitting that Magneto was right? He offers to remove those psychic blocks and free him. If Xavier joins him, he can have the southern hemisphere when they are done. A hundred and one times, Xavier replies. not interested.
Well, that doesn’t really surprise him, Magneto admits, hence the reason he engineered the distance between Xavier and his disciples. How long before they will come looking for a new master? That’s what this was all about: setting his opponents at war with an eye to feeding in those well-trained scraps. A new era for the X-Men begins, but Charles is no longer a part of it…