Jean and Scott stare at the remains of the penthouse at the X-Factor complex. Jean notes that the place is a shambles and Scott says X-Factor is a shambles…and a sham!
Jean knows that she and Scott are mutants, but did they have to fight like mutants, using their powers against each other? Scott says they sure made a mess of his penthouse with the dramatic way they expressed themselves.
Jean remarks that Professor Xavier probably wouldn’t have called it dramatic, but immature. Scott agrees that this is not the sort of spectacle Xavier would approve of, except for in battle.
As they clean up the rubble, Scott asks Jean how they ended up pretending to be mutant hunters, when they were trained by Xavier to be mutant saviors. Jean replies that it was Cameron Hodge, their treacherous public relations expert, who convinced them it would make it easier to find and save mutants.
Rusty approaches them and tells them they searched the whole complex but they can’t find Cameron Hodge anywhere. Skids and Leech follow behind Rusty and Jean cries out as Leech’s powers make the rubble she was telekinetically lifting fall all over her.
Leech starts to cry, sorry that his powers caused any trouble. Jean scoops him up in a hug and tells Leech his powers are a great gift and she and Scott would have killed each other if his powers hadn’t stopped them.
Rusty grabs Leech and puts him up on his shoulders, cheering him up by telling him X-Factor will teach him how to control his powers, just like they did for Rusty and Skids. Skids chimes in that mutants have to look out for each other and X-Factor is like a family for them.
Jean tells the kids to go downstairs and eat while she and Scott finish cleaning up. Leech is nervous about leaving, but Rusty assures him is ought to be safe now with Hodge gone.
After hearing Skids talk of family, Scott berates himself for walking out on his wife and son and their subsequent deaths. Scott had convinced himself that it would be better if they had never existed, if Jean never existed and they had all been manifestations of the Phoenix - imitations that couldn’t die!
Scott apologizes to Jean for his behavior. Jean says that his guilt may have driven him to the edge, but Hodge’s image manipulations pushed him over. Scott cries that it was his guilt, his fault that Maddie died because he wasn’t there and Jean almost died because he was.
The only reason Jean wasn’t killed was because of Leech, says Scott, and because of this he should leave. Jean tells him this is what Hodge wants and he set them up to destroy each other.
Scott’s mind is made up and he’s through blaming others. He is dangerous and doesn’t belong here and is starting to think he’s losing his mind. Scott suggests they should just forget the whole thing and disband X-Factor.
Meanwhile, Hank, Caliban and Bobby are up on a rooftop on Manhattan’s upper east side. Hank warns Bobby that if he keeps making ice slides, he’ll freeze into a lump. Loki may have upped his power potential, Hank scolds, but it wasn’t easy to thaw Bobby out the last time.
Bobby responds that his new power scares him as well, but he’ll be fine as long as stays in control. Bobby thinks Cameron Hodge sent them on a wild goose chase to search for Boom-Boom, almost like he wanted them out of the complex.
Wild goose chase, indeed, replies Caliban. Even his mutant detection powers can’t locate Boom-Boom. Hank jokes that the little twerp irritated him when she was around and now she’ aggravating him even more that she’s run away!
Bobby tells Hank he chased Boom-Boom into a closet and when he opened the door she wasn’t there. Frustrated that his friends don’t believe him, Bobby’s ice powers flare up, causing ice to spill down the sides of the building.
Hank yells for him to calm down and Bobby complies. The ice has destroyed the X-Factor mutant hunting sign on the side of the building, so Bobby thinks it couldn’t have happened to a more deserving sign.
A voice from the street below hollers up at them, recognizing Bobby from the speech he made on television, in the role of an X-Terminator. Another onlooker sneers at their secret identities and how they mess up the city. That Cameron Hodge from X-Factor says mutants are a menace, another shouts.
Irate, Bobby yells that if they don’t like mutants, they should do as the sign says and call X-Factor! Caliban questions Bobby’s actions, as they only seem to be fanning the flame of their hatred and encouraging Hodge’s anti-mutant advertising.
Bobby replies that he has thought about it and if these people call and X-Factor doesn’t come, the ads will be discredited. Caliban and Hank speed along behind Bobby on his ice slide, with helicopters pursuing them.
Hank yells that the ice trail is giving away their location but Bobby can’t turn it off without freezing solid. Bobby tells his friend and Caliban to go and he’ll face the police alone, but Hank insists that they are a team and they’re sticking together.
From his ship cloaked high above the city, Apocalypse watches the pursuit and laughs that the mutant-hunters have become the hunted. War says they are obviously not in shape for a chase and Famine scoffs that he has some nerve talking about shape, as War eats a hamburger.
Famine laughs that with the way War eats, he’ll get too fat to fit into his armor and she can’t believe Apocalypse chose him for a Horseman. War yells back that he was a soldier, injured in a battle before she was born and Apocalypse found him lying in a hospital. Apocalypse repaired his body and now he is his soldier War and no ugly skeleton of a girl is going to stop him!
Apocalypse tells War that the government forgot about him, like they forgot their other soldiers, but they will not forget him now. Famine screams at War for yelling at her and calling her ugly, just like her parents used to.
Apocalypse reminds Famine that now her parents would not dare yell at her. She’d stop them, Famine says, just like she’ll stop War. She uses her powers to obliterate War’s burger and War lashes back angrily, clapping kinetic energy towards her.
Apocalypse stands with Pestilence, the former Morlock known as Plague. Apocalypse tells her the Morlocks feared her power and discouraged its use, but Pestilence lives where they died. Now teach War and Famine to live, Apocalypse instructs.
Pestilence throws herself between the fighting Horsemen, telling them to stop before they kill each other. They haven’t had a chance to use their power on the enemy, she reminds them, so stop!
Pestilence’s touch knocks both War and Famine to the ground, violently ill. Apocalypse reprimands them for not acting like a team, but War and Famine insist they could defeat their enemy without each other’s help.
Apocalypse gives them the antidote for Pestilence’s touch and decides to test their theory. He tells the three Horsemen to mount their beasts and defeat X-Factor…if they can!
Apocalypse goes into the adjoining room as the others leave and his fourth Horseman, Death, accuses him of drugging them all and messing with their minds. Apocalypse replies that he offers them all salvation, what they most desire. They have accepted it without reservation and in time Death will, as well.
Down below, the police yell for the X-Terminators to halt or they will shoot, as they are wanted for the attempted destruction of San Francisco. Swell, Bobby says, first news helicopters and now the cops.
Caliban worries about all the people milling about below on the sidewalks and Hank replies that is why the cops haven’t opened fire on them yet. A bright flash of light appears ahead of them and the three Horsemen appear: War, Famine and Pestilence!
Bobby remarks that they sure look like the end of the world, but aren’t there supposed to be four of them? Hank certainly hopes not, as the three horsemen may be more than they can handle.
Back at the complex, Jean, Leech and Scott enter the training room. Jean tells Leech they want him to have powers, but having control over them wouldn’t hurt. Jean asks Scott to help her with Leech before he leaves.
Scott says that he owes Leech that much, if they don’t mind having a crazy person around. Jean tells Scott that he’s not crazy, that he believed what Hodge set him up to believe, just as Hodge set up the world to believe mutants are dangerous.
Jean levitates a bowl of candy in the air with her telekinesis and encourages Leech to retract his power field. Leech tentatively inches towards Jean and she comments that Professor Xavier would be so proud of the work they are doing.
As Leech moves closer to Jean, the bowl of candy crashes to the floor. Leech berates himself for being unable to hold back his field. Scott tells him that the professor was never able to teach Scott to completely control his optic blasts, either.
Without his ruby-quartz glasses, Scott says, he would still punch holes through anything he looked at. He congratulates Leech on getting close to Jean, telling him that in a way, Leech has come further than Scott ever did.
As Jean rewards Leech with a piece of candy, Rusty and Skids rush into the room and tell them that the other X-Factor members are in trouble. They saw Beast, Iceman and Caliban on television in a big fight.
Jean calls for Scott to go with her to help them, but Scott hesitates due the delusions he’s been having. He almost killed Jean and feels like he is one of the dangerous mutants Hodge warns society against.
Jean understands how Scott feels, but how can he stand by and let Hodge destroy Xavier’s dream, as well as let their friends die? Scott relents and they take off to help their teammates.
Above in Apocalypse’s fortress, Death asks what is being done to his mind, as all he can remember is his lost wings. Apocalypse tells him new wings are starting to grow, wings that will strike terror into even the strong. He will use them, Apocalypse says, for destruction, as a tool to test their worthiness, as Death, the fourth horseman of Apocalypse!
Below, War orders Famine and Pestilence to circle around their quarry. Famine yells who died and left him in charge? He isn’t in the army anymore, she snarls, so bug out!
Hank, Bobby and Caliban start to run across the roof while the horsemen continue to squabble. War claps his hands and the force bursts the water tower on the roof, knocking the X-Factor members down.
Bobby’s powers freeze the water and says they better go somewhere else that will minimize the damage to the city. Caliban suggests Central Park, and Bobby agrees as they set off on one of his ice slides.
Bobby yells that War’s powers are smoke and noise and he’ll show War power! Hank notices that the slide is thickening rapidly and warns Bobby to calm down. Pestilence swoops down, trying to touch Hank but he manages to duck out of the way.
War teases Pestilence that maybe the X-Factor members will die, but she actually has to touch them first. War claps his hands again and shatters the ice slide, sending the team hurtling to the ground below.
Hank catches Caliban and yells for Bobby to grab for the tree branches, but Famine uses her powers to disintegrate the tree. They hit the ground hard and Famine says they don’t need to bother with teamwork against them.
A red blast of energy sends the horsemen off their course as Scott and Jean arrive. Scott orders Jean to get the others out of danger while he mops the floor with the horsemen. He fires a blast but is stunned when it simply bounces off their armor and ricochets in to nearby buildings.
Scott realizes their armor is designed to reflect his optic blasts and is upset over blowing out the windows in the buildings, fearing he may have hurt someone. Jean tries to telekinetically disable the horses their enemies ride, but her powers are useless against their protective field.
Iceman tries throwing huge ice balls at the horsemen and manages to knock Famine off her mount. As they fight, news helicopters fly overhead with Trish Tilby reporting on the warring mutants.
War spots the helicopter and uses his powers to blast its tail off, sending it plummeting towards the ground. Jean manages to catch the copter with her tk and sets it down in the park.
Pestilence warns that they should stop worrying about busybody bystanders and start worrying about themselves. Caliban warns Scott of Pestilence’s approach and he fires a blast at her.
Pestilence laughs as the blast ricochets back at them. Jean moans as she is hit by a stray blast, but tells Scott it just grazed her side. Meanwhile, Pestilence approaches the other team members. As Hank tries to knock her away from Bobby, Pestilence touches him on the chest.
Hank falls to the ground in agony from her touch and the others rush to his side. Caliban calls for Scott to blast her, but Scott worries that the damage caused by the ricochets would be too risky.
Bobby creates a huge sheet of ice to shield them from the horsemen’s attacks. Caliban says Beast is burning with fever and looks as though he may be dying! Enraged, Jean lashes out, using her tk to hurl a tree at Pestilence.
As she falls to the ground, curious onlookers in the park approach Pestilence. She touches several of them, making them terribly ill. Jean cries that they have to stop her, but most of X-Factor is out of commission.
Jean asks Scott what they should do and he replies that they will do as they’ve always done-keep fighting until they are dead. Scott realizes Iceman isn’t out of commission-he’s over commissioned!
Scott yells for Bobby to freeze the horsemen, freeze everything! Jean worries that after the hard time they had thawing Bobby last time, this might kill him. Bobby lets loose, sending ice everywhere to try and freeze any germs Pestilence may have set loose.
The ice catches War, preventing him from clapping his hands. In a new copter, Trish Tilby can’t believe the giant glacier that has formed in the park. Her pilot, Earl, warns that ice is building up on the copter’s blades and they can’t maintain altitude.
Trish tells Earl to do his best as she tries for a good shot of the scene in the park below. She reports that no one seems to be able to stop this reign of terror or predict when it might end, but one thing is certain: when mutants fight mutants, all of humanity is the loser!
Watching the battle and hearing the news report, Apocalypse notes that while humanity loses, his frozen horsemen feel an even deeper loss. This demonstration will show them the value of teamwork, more so than his coercion.
The mutants of X-Factor are indeed strong, Apocalypse says, but soon he will send Death and they shall fall into his hand. X-Factor shall serve Apocalypse, as the world shall serve them. He presses a button, teleporting the defeated horsemen back to his fortress.
Jean cries out as their foes simply disappear and the growing crowd is astonished. One onlooker yells that he called X-Factor, but they are all talk and never show up. Scott says Hodge can try and P.R. his way out of this one. Caliban replies that is what Bobby wanted to happen and hopes the plan did not succeed at the cost of Bobby’s life.
An onlooker says that the Iceman had said to judge mutants by their deeds, but a cop interjects that they’ve created a huge glacier and the park is a mess. Scott replies that Bobby saved the team and probably the whole city.
Scott blasts a hole in the glacier and Jean lifts them all in the air, rushing home to save Hank and Bobby. Jean commends Scott on coming up with the ice idea, as it was the only way to stop the horsemen.
Scott replies that it’s not the neurotic part of him that leads this group-it’s the bit of Xavier that’s in him. That bit is made of sterner stuff and is trained to react automatically in a crisis, as they all were trained. Mutant hunting, mutant saving - that stays. But Cameron Hodge has got to go!