High above New York City, Marvel Girl telekinetically carries X-Factor’s students over the ruined city, surveying the damage done by Apocalypse’s ship. Skids notices that the antenna has been knocked off the Empire State Building, and Rusty wonders what Jean meant when she said X-Factor’s going to do something about it. Nothing permanent, she replies, though it will be something keeping with the season.
They land on top of a nearby building, Jean coming to rest in Scott’s arms, embracing and kissing him. Seeing that they’ve finally gotten together, Rusty says that it’s about time, as Scott’s wife died ages ago, and he only married her because he thought Jean was dead. Skids quickly hushes him, however, before Scott and Jean overhear. Nearby, Beast greets Trish Trilby by lifting her over his head with ease. She asks if he’s alright, saying he looks funny. Beast claims he’s fine.
The celebratory mood is interrupted by a mob of humans who want to ask questions. You the kids X-Factor rescued? They trained you to control your powers? What exactly is a mutant? Rusty takes the opportunity to educate the mob with some encouragement from Cyclops. He demonstrates his ability to make things burst into flame, while Skids shows them that she is surrounded by a force shield, and “dangerous stuff” just skids off her. Rictor tells them that Artie talks in pictures, wishing them a “Happy Christmas” with an image of a Christmas tree, and that his own power is to “shake things up. . . or down,” as an icicle breaks off from a ledge.
Boom-Boom is about to demonstrate her ability to create balls of energy when Leech shows off his own power by canceling Boom-Boom’s. He tackles her at the knees and she goes down as her time-bomb goes up in smoke. Iceman, however, puts everyone’s exhibitions to shame by creating a giant ice-sculpture Christmas tree in place of the Empire State Building’s destroyed antenna. The crowd is amazed; Iceman declares it X-Factor’s gift to New York.
Cyclops tells the group that they’re going to take the fast way down—via Marvel Girl’s telekinesis – and asks if anyone wants to join them. All pass except the curious Trish Tilby. As they all float down, Trish thinks that X-Factor seem pretty normal, despite their power, but the little ones. . . Her thought trails off as she cracks a smile, seeing how much fun they’re having, and thinks. They’re just kids, after all!
Descending to Fifth Avenue, which has been turned into a mall for the evening, the group decides to take a stroll along and give the kids a chance to see the Christmas displays. However, Jean just sees it as a chance for the public to gawk at mutants. Still, the kids enjoy the Christmas displays, especially Leech, whom Cyclops believes has never had a real Christmas before.
Meanwhile, looming like a cathedral’s gargoyle on a ledge high above the street, the mutant once known as Angel scoffs at their revelry, disgusted at the prospect of mutants basking in the humans’ adulation. “I can wait no longer!” he says ominously, and flies off into the night. . .
As Cyclops walks by a shop’s window display of television sets, a passer-by recognizes the X-Men on TV, grabbing Cyclops’s attention and asking if he didn’t used to know them once. Cyclops turns around to look at the television display and sees stacks of television sets, all showing the same image: a distraught Madelyne Pryor, giving her goodbyes to Cyclops and their son.
Cyclops is stunned, the bright glow of his optic blast barely contained by his visor. He’d been wracked by grief for so long, under the impression that both Madelyne and the baby were dead, only to learn that she had been alive. And here she is saying farewell to her husband. She tells Scott, “wherever he is,” that she wishes him all the best. She asks him to find their son, keep him safe and raise him well. She concludes, telling him that she loves him and goodbye.
Cyclops watches in horror as Forge begins chanting and the X-Men are transformed into pure energy. The newscaster describes how he then threw the star of energy and, with a war cry, it was over. Jean hears Scott’s cries and comes to console him, but he rebukes her, babbling that the X-Men were killed… she was alive… was with them… And now she’s gone… She said to find his son! Saying can’t digest this in front of all of the reporters, Cyclops departs. He has to be alone for a while.
As he disappears behind the mob of reporters, Jean turns her back and a tear forms in the corner of her eye. The news has her physically shaken and she props herself against a wall to gather her thoughts. She laments the loss of her friends: Storm, Wolverine, Colossus, Havok. . . all of them, gone. Iceman walks up behind her and puts his hand on her shoulder, asking if she is OK. She tells him that Cyclops just saw the X-Men’s demise on TV. But Iceman is not fazed. So they turned into a big ball of light, he says, big deal. The X-Men have survived worse fates than that. He’s confident that they’re still alive, but Jean is inconsolable.
Tears meander down her face. Her mind drifts to the fate of Maddie and her son. She was alive when she was presumed dead, and now seconds after learning she was still alive, she really is dead. It’s too much for Jean to handle. She asks Iceman if he and Beast can take the kids home. Before he can finish his response, Jean thanks him and flies away.
She rises into the night sky, still trying to make sense of it all. Scott and Jean were going to look for the baby’s murderer, but now they are going to have to find the baby himself. Together, if Scott will have her. Her thoughts then turn to her own parents. They don’t even know she’s alive.
Minutes later, Iceman, Beast, and the kids are riding the Iceman express through New York’s man-made canyons of glass and steel. Their journey takes them past scores of ruined buildings. The kids are talkative, commenting on the terrible state of the buildings, as well as the people who once lived in them. Their homes have been destroyed, and right before Christmas! Iceman takes a detour past the children’s ward at Roosevelt Hospital, hoping the sight will cheer up the kids who are in there because of the recent battle. It does the trick: children gather by the windows and wave to the heroes.
As they approach the ship, Boom-Boom remarks that it looks neither “homey” nor “Christmassy.” But for Rictor, it beats spending Christmas on the streets, something both he and Boom-Boom have experienced. When they touch down, they are greeted by Sgt. Miller and Lt. Craig. The cops come bearing gifts: a Christmas tree, complete with a box of ornaments. While Boom-Boom admires the tree, one of the officers notices that the ship looks less damaged than it did earlier today. Iceman agrees, saying it must be the light.
Behind police barricades, anti-mutant protesters armed with picket signs heckle the police, saying that there are human kids in the hospital because of those “muties” and that they’d be better off looking after their own kind, not protecting mutants. The kids are hurt by the display of prejudice, hoping (and perhaps expecting) instead to see gratitude. After all, X-Factor saved the city. “You can’t expect everybody to change overnight,” Skids says as Rusty puts his arm around her, “but it would sure be great if they could.” Artie and Leech mimic the older kids’ gesture, shooting glances of contempt and sadness to the mob as they board the ship.
Unfortunately, the police officers remain outside. As Iceman reminds the kids, there’s a force barrier that only lets mutants enter the ship. Once aboard, the kids are bowled over by all the high-tech stuff onboard. Rictor says it’s like something out of a Star Wars movie. Boom-Boom wishes she could’ve been there during X-Factor’s fight with Apocalypse. They try to figure out what all the buttons control--computers? TV? What are the weird symbols on the keys?
Iceman wonders if the kids should really be pushing all those buttons. Rusty then asks Beast how it works. The question throws him into a rage. He doesn’t know how it works, he yells as he wantonly destroys whatever is in front of him. “I used to know lots o’ stuff. But now I don’t know nothin’!” Rictor and Iceman try to subdue him as he flails about wildly. Rictor asks Iceman what’s wrong with Beast. Iceman tells him that it’s been happening since Pestilence touched him. She infected him with some kind of virus, and every time he uses his strength, he loses more brainpower.
Boom-Boom is exasperated. “You mean he’ll just get dumber an’ dumber till—oh gross!” But Rictor doesn’t want to hear any more from her. He leans toward her, face screwed into a scowl, shaking his finger. He says that it happened fighting the Horsemen, saving the world, fighting the fight Boom-Boom wished she could’ve been in. It just as easily could’ve been her in Beast’s situation, he reminds her, except that no one would notice if Boom-Boom got any dumber!
But Beast finally comes to his senses, embracing Rictor with a huge hand. They begin decorating the tree, but their attention is diverted by a news broadcast by Trish Trilby. She recounts X-Factor’s defense of New York, as well as their losses: the loss of their home, the loss of one of their members, and the loss of one of their members’ intellect. Boom-Boom scoffs when Trish says that the outcast children whom X-Factor rescued “lost Christmas.” Rusty takes umbrage at Trish’s use of the word “outcast” to describe them. Beast hangs his head, mouth drawn down at the corners, and sheds a tear. He confided in her when he told her that he was losing his intellect. He didn’t expect her to tell the world! He thought they were friends.
In their home in Annandale-on-Hudson, John and Elaine Grey are sitting on the couch, watching TV. John has his arm around Elaine, who is in her bathrobe. She notices that the red-haired girl on TV – undoubtedly the same clip of Madelyne Pryor that Cyclops saw earlier – looks so much like their Jean. She puts her head in her hands, devastated at the thought of her deceased daughter. John tries to console her. It can’t be, he says, don’t get yourself all worked up. . .
At that moment, Jean knocks at the door, wondering if her parents ever think about her. John answers the door and is bewildered at the sight of his daughter. He calls for his wife to come quick as he stares at Jean, mouth agape and eyes wide in disbelief. Elaine comes to the door and touches Jean’s face. She doesn’t believe this could be happening. Jean apologizes for not bringing a gift, but for her parents to know their daughter is alive is the greatest gift they could receive.
The hours pass. Jean’s parents are finally coming to terms with her survival when they are reminded of another grief. Jean tells her parents about seeing her sister, Sara, giving a pro-mutant speech on TV. She knows that, sometime after, her house was firebombed, but she and her family escaped. But she doesn’t know where Sara is now. Mr. and Mrs. Grey don’t know, either. They think she might have gone into hiding, but they expect much worse as Sara hasn’t contacted them. All they have is hope. Jean closes her eyes, fighting back the grief. She feels she’s endangered her family by visiting them. She leaves them, not knowing for how long, and promises to find Sara.
Meanwhile, on the ship, parts snap together, gears click into place. . .
In downtown Manhattan, truckloads of Christmas gifts are being delivered to the ship, which X-Factor is temporarily calling home. As Rusty and Skids carry huge piles of gift-wrapped boxes, Boom-Boom, Artie, Leech and Rictor dive into another pile. But the joyous mood soon turns somber. Leech thinks of all the kids they saw in the hospital, kids who lost everything because of Apocalypse. While Leech and his friends have all the gifts they could want and more, those kids have nothing.
Boom-Boom, however, is quick to reject that idea, striking an indignant pose, hunched over, hands on hips. She doesn’t want to give up her presents, but Rictor lays into her once again. He urges her to get in the Christmas spirit and give a little. Finally she capitulates, but with one condition: she gets to keep the sweater. They begin hatching a plan to sneak off the ship, as Santa Claus travels in secret in the middle of the night.
Boom-Boom creates an explosion to distract the two police officers guarding the ship and the kids sneak away with a mass of gifts. But soon after they leave, Jean returns to the ship, only to find the kids’ beds empty. Fearing the worst, she wakes Bobby and Hank. Her worry over the kids starts to spread to the other worries occupying her mind, and she wonders about the whereabouts of Sara Grey and her kids, Scott’s baby and grandparents, Candy Southern. . .
Jean’s fear for the kids’ safety isn’t unfounded. They wind up lost and in a dark alleyway, wondering if they are on the right path to the hospital. They are confronted by a gang of thugs. One of them remarks that they could send them to the hospital real quick. Rusty tries to negotiate as Rictor begins to “shake things up.” Just as one of the thugs pulls a gun, it is snatched out of his hand by some unseen force. They all look up and see Marvel Girl, Iceman, and Beast streaking down on them out of the night sky. The thugs recognize them as X-Factor and attempt to flee, only to be trapped in a cage of ice courtesy of Iceman. They leave the would-be assailants for the police, and Jean lifts the kids and all the gifts into the air.
She promptly takes to accosting the kids for disappearing, taking on the tone of an angry mother. They insist that they had the situation under control, but Boom-Boom lays the blame on Leech. Pouting, he takes responsibility. Jean tries to stay mad, but Bobby is laughing behind her. Leech explains that they only wanted to help the poor children. Jean hears the sincerity and innocence in his voice and can’t bring herself to stay angry. She was feeling sorry for herself earlier, but how could she, she says, when she’s got such a great crew with her? With that, they all head for the hospital.
And on the ship, more pipes, wires, and sundry alien devices click and snap and move. . .
At the hospital, the young patients are overjoyed by a visit from Santa Claus (Beast in a red hat and beard) and an elf (Artie), as well as Frosty the Snowman (Iceman). Scott arrives on the scene, and Jean wonders how he knew to find them at the hospital. Every time you breathe, he says, it’s a media event! As she throws her arms around his neck, so happy to see him again, he announces that he’s leaving for the airport. He has to find his son.
Meanwhile, one more piece zaps into place on the ship, with Apocalypse and his Horsemen looking on from a giant viewing screen in some unknown location. The ship has repaired itself, and is better than it ever has been. Apocalypse calls it his gift to X-Factor, one that they have fully earned. Famine, War, and Apocalypse all hold up glasses in a toast. Caliban is also present, holding up his glass, but with an uneasy countenance. “Merry Christmas, X-Factor,” Apocalypse says with a huge, beastly smile on his face, “It may be your last!”