Near White Plains, New York. Archangel and Husk find themselves seriously outnumbered against Maximus Lobo and his mutant werewolves. As Maximus battles Warren, he tells the winged X-Man that while he doesn’t have claws and strength like Wolverine and them, he is tougher than he looks. Archangel agrees with the werewolf as he punches him. Maximus, knocked back, orders one of the others to hold Warren and the werewolf bites into Warren’s thigh. Warren spins free and Maximus Lobo orders him to stand still and die! He asks Archangel who he is, and holding onto his arm injury he received earlier, he tells the mutant werewolf that he is Archangel of the X-Men – Warren Worthington the third – the man who pays his salary! With that, two other werewolves sneak up behind Warren and bite into his shoulders, Warren lets out a loud cry of pain. Maximus tells Warren that the next generation has improved then – his father was much easier to kill!
Warren stares at Lobo in shock…though he is brought back to attention when Paige Guthrie, a.k.a. Husk, wannabe X-Woman calls for Warren’s help, as the werewolves are attacking her. Several werewolves have her surrounded and threaten to kill her and eat her bones. Pushing one of the wolves against a tree, the former Generation X member tells the werewolf to ‘Eat this!’ More keep coming at her, and Paige can only hold so many off. Two werewolves push her down to the ground, and her screams are only heard below those of Archangel’s, as he calls out to her, concerned for her safety.
Warren recalls how he found Maximus Lobo and the other werewolves running one of his subsidiaries, when he and several other of the X-Men responded to a mutant death in White Plains. Warren thinks he has to stop thinking about how he didn’t turn out to be a very good boss, and focus on rescuing Paige. And if he does get her killed, then it means that she was right all along, it is just about survival of the fittest and meanest. Warren shoves his way past some werewolves, and decides that it cannot be all about survival – that life has to mean more, because if there is a species that should be dominant – it should be Paige’s.
Werewolves begin to maul Paige and she cannot change her skin to a stronger form. Warren thinks that Paige deserves to survive, to thrive, because she will change the world for the better. Paige goes limp and her eyes shut as blood trickles down her face.
If Paige doesn’t inherit the Earth, if someone as good and kind and loving as her doesn’t grow and multiply and inherit the Earth – then there is no God.
Warren appears like and angel, rays of light beaming down from behind him, and a big stick in his hand. He knocks the stick against the wolves, bashing them, and picks Husk up. He urges her to stay with him, to stay alive, and she manages a feeble ‘Warren?’ Gaining height in the air, Warren tells her not to talk, just to let him get her to safety. Paige mumbles that Psylocke says she is sorry. Archangel thinks that if there is a grander plan, then Paige must be a part of it.
Inside the X-Jet, Iceman tells Northstar and Juggernaut that Warren and Paige are moving, and the signal from Warren’s communicator is moving north. Bobby asks Jean-Paul why he doesn’t fly ahead, especially as he is faster than the plane, and then he can help Warren and Paige out. Northstar, of course for Bobby, obliges, and caustically remarks to the man he has a crush on, that because Warren is alive, he wont have to kill him now ‘-eh Chilly Willy?’
Sitting in a chair further back from the X-Men, Juggernaut tells them that it could mean Warren and Paige’s communicators are inside the stomach of one of the werewolves. Iceman and Jean-Paul just turn and glare at their not-so-welcome companion. Cain grins and as Northstar says ‘Nice Juggernaut. Real classy,’ the trio fall victim to the stench of brimstone, as Nightcrawler teleports in.
Out of breath, Kurt Wagner gasps out ‘Teleported four miles Northstar. Never write me off as useless.’ Jean-Paul smiles and as he flies out of the aircraft he tells the others to keep up - as lives depend on it!
Meanwhile, in the infirmary at the Xavier Institute for Higher Learning, Professor Charles Xavier, founder of the institute is screaming. Recently awakened from his coma, the former X-Man Havok asks Xavier what is wrong, but Charles just keeps on screaming. Lorna Dane another former X-Man, asks Havok, her former lover, what is wrong with Xavier. Alex tells Polaris that he doesn’t know, as one minute Professor X was helping Carter, the next he – a blinding flash sends Xavier flying across the room, separated from young Carter Ghazikhanian. Annie calls to her son, and Havok to the Professor. Carter manages a feeble ‘Mommy,’ and Annie embraces her son. Alex tells Carter he is glad he is alive, and Annie dotes upon her son, telling him she was so scared, Carter says he was too.
Across the room, still on the ground, Xavier tells Annie that it is time they had a conversation about Carter…Annie turns away from those present in the room, and says nothing as Xavier finishes his sentence ‘…and about Carter’s father.’ Wordlessly she hugs her son.
Near White Plains again, Warren flies through a forest, talking to Paige, trying to keep her alive. He asks her to tell him again what Betsy said. Before Warren realizes, the werewolves have herded them back to Lobo-Tech, and Warren can barely fly. He wonders if things could get any worse, and tries to get Paige to talk some more. Warren tells Paige what Betsy had said to him when he died in Scotland. Psylocke had said that Warren was following the wrong path in his life, and that they were never meant to be together forever. Betsy was only there to guide Warren away from his playboy mentality, and anger over what Apocalypse had done to him, but perhaps most importantly of all – to help him learn to truly love someone.
Warren flies up the side of the building, and crashing through a window, takes refuge inside. He sets Husk down on the floor and asks her to tell him what Betsy said to her. Blood dribbles from Paige Guthrie’s mouth, and Archangel pleads again for her not to die. He tells her to yell at him again, that she knew the job was dangerous when she took it. Kneeling at her lifeless body, Warren thought it was he who had healed her before, that he had a healing factor of some kind, but it wasn’t…Warren looks at his arm. He notices that he has healed, or is healing anyway. The scratches are gone, and as he watches a bleeding scratch suddenly close up, realizes that his body is healing itself again.
Warren begins to put two-and-two together, and a he was bleeding the first time he healed Paige, he figures it must be his blood. Warren looks over at a packaging knife lying on a box, and guesses the healing factor is in his blood. He puts the knife up to his chest and cuts across his body. With blood trickling down his body, he lifts Husk up and tells her he is sorry, but for this to work he needs to get his blood to her wound, so he must take his shirt off her.
Warren prays to God for this to work…and Husk mumbles out that Betsy never loved him like she loved Warren…Paige continues telling Archangel what Psylocke told her. She says that Warren always kept a piece of himself hidden behind the blue, behind that reminder, a wall of anger, fear and sadness. But Betsy wanted someone to love her with his whole heart before she died. Husk says that Betsy had foreseen her death, so she returned the other man’s affections, dumped Warren and then he retreated behind the blue.
Paige looks up at Warren, she tells him he was not supposed to retreat. He was supposed to have learned how to really love from her. Quietly Paige tells Warren he is so handsome…and than quite shocked asks him if he just put his naked chest up to hers? ‘One last grope for the millionaire playboy before the end, eh Worthington’? The chilling sound of Maximus Lobo, with some harsh words. Paige clearly shows her fear, and Warren asks Lobo why he is doing this. He tells Lobo that whatever he was doing here in this plant could have gone on unnoticed by anyone for a long time if he hadn’t murdered those kids.
Lobo says that that is true, but he was tired of the world not knowing how much better he is than the rest of them. Though, Maximus says looking back on it all may not have been the best thing he did, and asks how often it is in lie that someone says that about something they truly enjoy? Archangel says he sees that by the boxes around the room – Warren suddenly realizes that many boxes in the room have the Stark label on them. He asks Lobo if he is selling Lobo-Tech products under the Stark label. Maximus tells Archangel that it is the other way round, for it is more profitable to sell Stark products under the Lobo-Tech label.
Warren presumes it is re-purposing, and asks what for – Weapons? That would go against the Stark contract. Sarcastically, Lobo tells Warren he must have missed that in the small print, though really it is not his company is it? For actually Warren is the one ultimately responsible, isn’t he?
The werewolves are startled by some noises above their heads, and suddenly, Juggernaut comes crashing through the ceiling above them, followed by Iceman and Northstar. Bobby tells Jean-Paul that they need a distraction, and obliging, Jean-Paul tells everyone to cover their eyes.
Archangel keeps Husk safe, and they are both extremely relieved to see the other X-Men have arrived. Juggernaut, Iceman and Northstar all manage to hold their own against the werewolves, and Bobby asks the former Alphan for another distraction. Jean-Paul mocks the man he has a crush on: so now he’s nice, but he does what Bobby asked anyway. As a pair of werewolves move in on the wounded Warren and Paige, Nightcrawler quickly teleports in, and grabbing them teleports back out, just in time as the blinded werewolves miss their targets.
Maximus Lobo tells the other werewolves to follow the X-Men’s scents, and Juggernaut appears, asking him if he is saying he stinks? He beats up some of the werewolves, and tells them that that was rude, and he should know. He throws one through a window, and asks for another. Iceman tells Juggernaut that he has some frozen werewolves he can use. Suddenly, someone calls out ‘Maximus, no!’ as the villain stands atop of a flammable tank, with a hammer and a small fire stick.
Maximus just says ‘"No" what, X-Man?’ And as he shoves the hammer into the tank, green liquid spews out. ‘No don’t kill us all?’ Maximus says. Juggernaut holds up a wall, and tells everyone to get behind him, as he can cover them. A huge explosion follows, Northstar flies Archangel, while Nightcrawler carries Husk, and Iceman escapes on an ice-sled. On the street below, the five mutants stare back up at the flaming building, where Juggernaut was still caught inside.
Looking up at the explosion in the building, Warren thinks that Paige was right. That mutants do consider themselves the dominant specie, the "evolved" inheritors of the Earth. That we call ourselves Homo-Superior and somehow imagine that we deserve this planet above all the others. Being the superior species means being the dominant one. It is science versus the human need to believe in more than science – logic rising from the shadows of mysticism – versus emotion and spirituality.
As if the two are mutually exclusive – are they? Warren Worthington would have to say no.
From the broken building the Unstoppable Juggernaut emerges, and as he says ‘Man that was cool’ collapses. Warren and Jean-Paul set him on the ground. Warren thinks that there is a need in this world for all species, a need for all. Husk doesn’t think Cain Marko will survive, as his burns are so bad. Warren thinks that nature may guide directions or relationships oh her choosing – with pheromones, jealousy, rage, pretty smiles or similarities of design. But it is our brains, our minds and our hearts that allow us to learn from life and alter those directions for the greater good of all. Warren tells Paige that Juggernaut will survive, he can survive, with his help. Moral choices in opposition to physical drive.
Later, back at the Xavier Institute for Higher Learning. Warren flies high above the school grounds, seeing Juggernaut play baseball with his young followers, Carter and Samuel. He passes the healed Wolverine and Nightcrawler relaxing with a few cans of beer.
He thinks that a moral choice in opposition to physical drive is what can make anyone a "superior species." That when he learned Elizabeth loved someone else, he held on to agonizing hope. Asking questions that echoed strangely through his mind. Like "why didn’t she want me any more?" "What had I done wrong?" "Wouldn’t I have been better off never having loved her?"
When Archangel awoke from having died, he realized his words echoed – because they were the same words spoken to him so many times before – by women who had loved him when he couldn’t love them.
Floating by some clouds, Warren tells Betsy that he knows she is near him, and that she can hear him. He thinks that he now understands before Betsy he loved casually or not at all. He thanks Betsy, calls her a gift, and says goodbye, something he never got the opportunity to do.
Warren decides that whether Psylocke came to him in spirit, or it was his own subconscious finally clueing him in, he has finally, because of Betsy, let go of his anger, moved beyond his pain and learned to grow.
Warren knocks on Paige’s door. Warren decides that some would see the Karma in all of this – reaping what you sow. Paige seems surprised, yet happy to see Warren at her bedroom door. She asks him if he would like to come in. Warren hesitates at first, but then tells her he would like it very much. Smiling down at her, Warren thinks that Paige would see it differently, she would say that at last he had truly evolved.
And the door shuts behind them.