In Seattle one man climbs over a pile of dead bodies and as he climbs he thinks to himself that it should be raining. The man’s name is Bishop and he wishes it was raining so at least the smell of blood and flesh would not be so strong. For years Bishop, who is dressed in a gray hooded shirt with tattered gray rags from head to toe, with a solitary red scarf around his neck, has followed the trail of cullings caused by Apocalypse’s Infinities. As he travels across the sea of dead bodies Bishop thinks of a time and another place that he can not totally remember. He thinks about how all the humans in North America were warned to flee and how most of them did but many refused to leave their homeland and stayed behind. As Bishop closes the eyes of a dead man only in his thirties Bishop can not help but feel pity for these people. He invokes a moment of silence on their behalf though it does not last long. A girl around ten years of age runs into Bishop, running like hell itself is chasing her, as she cries for her Mamma. Bishop cradles the young girl in his arms, with a ticked off look in his eyes, he listens to her tell him of how the Infinities killed her Daddy and her Mamma. As he cradles her, giving her hope, a flash of light blasts its way towards the direction of them and the girl cries out “they’re here”!
The Infinities stand around their Captain Unus as he berates them for not being able to fulfill their orders to kill every human in Seattle. Unus asks them why they had not killed the girl’s friend, the gentleman in gray rags, before. One of the Infinities claims that his Homo Sapiens detector must be malfunctioning and Unus blasts the Infinite killing him. Unus chides him telling him how a good workman never blames his own tools for his personal failings. Unus tells the Infinite that he will kill the girl and the stranger himself. Unus sends a crushing forcefield towards Bishop and as he rambles on about how every flatscan with a brain is heading North, he wonders why this one is not. Unus is surprised to notice that who he thought was a human is actually a mutant with the ability to absorb and rechannel the powers used against him. The girl watches and is surprised to see a mutant instead of the kind man she thought she had met. Unus gets ticked off and as he calls Bishop a gene-traitor he commands the Infinities to kill Bishop. One of the Infinities hits Bishop knocking him off his feet and as the Infinite gets closer he boasts of how he and the other Infinites are enforcers of Apocalypse’s laws and how they will carve the flesh off of Bishop. Unus screams to the Infinite that they are on a clock and he needs to just shut up and kill Bishop.
With that said a voice comes from behind Unus saying “Not so fast”. The voice belongs to Sabretooth who, as he picks one of the Infinites off the ground, tells Unus that “we traitors like to stick together”. The X-Men standing behind Sabretooth are Blink, Wildchild, Morph, Rogue, Magneto, Quicksilver, Storm, Iceman, and Nightcrawler. Rogue asks her teammates if anyone recognizes the stranger dressed in rags. Magneto tells her that they only recognize him for what he is a “mutant persecuted and hunted by his own kind”. “Step away from him Unus”, says Magneto, “So say the X-Men”!
Sabretooth claims that they will not listen and he sends Wildchild to back the Infinites off. As the Infinites charge the X-Men, one worries for his life, and the other one claims that today is a good day because they will be greatly rewarded for bagging the traitorous X-Men. As one of the Infinites gets close to Sabretooth he commands Blink to get behind him. She pleas for Sabretooth to show mercy on the Infinite soldier but her pleas go unnoticed. Sabretooth is as savage as he ever was and watching Rogue in action, Blink thinks to herself that Rogue is even more savage than Sabretooth. A spear comes hurdling towards Rogue’s back but Nightcrawler teleports in and removes the spear from the Infinite soldier’s hands. Rogue turns to see the Infinite and the soldier begs to her that he wants to just surrender. Unemotionally, Rogue hits the Infinite away from her, the soldier probably would have ended up in the Pacific Ocean if Morph had not shape changed into a wall and stopped the soldiers pace. A few feet away another Infinite is being taken care of by being sandwiched between Quicksilver’s gale forced winds and Storm’s lightning attacks.
Prelate Unus though has a different plan of attack. He sneaks up to Magneto with a gun and places it to Magneto’s head and Unus tells Magneto that the plastic gun is filled with non-ferrous bullets and if he does not call off the X-Men he will die. “C’mon make a choice” Unus tells Magneto but Unus is shocked to feel his body freezing and as ice travels up his body and he shatters into pieces. Iceman appears and asks Magneto why he let Unus get so close to himself. Magneto informs Iceman that Quicksilver would have intercepted the bullets with ease anyway. Iceman asks Magneto to lose his death wish and just be happy that they won. Magneto walks up a hill and looks out at the desolation surrounding him. He tells Iceman that the X-Men’s victories always seem shallow. The dream still loses everyday somewhere else, as the Infinites still keep moving and killing humans in their path. Magneto admits that a long time ago even he himself believed that mutants should rule over humans. Quicksilver is shocked, apparently not hearing that account of his father’s past before, and he asks his father about it. Magneto says it was only a brief period in his life and the death of a friend named Charles Xavier helped him see a different dream. Magneto thinks aloud though that if it was not for his death Magneto might be one of Earth’s greatest enemies. Twenty years ago he made a promise to a friend as he was dying and now he wonders if Charles Xavier is watching from heaven and is disappointed in him for failing Xavier’s dream.
Blink comes in as Quicksilver and Magneto look out on the masses of dead bodies in a ravine near where their battle had just taken place. She tells Magneto that Sabretooth is having problems talking to the unknown mutant. Magneto asks her to take him to them and as he comes closer to them he asks Sabretooth what the stranger’s name is. Sabretooth is holding Bishop by the neck and Sabretooth tells Magneto that the stranger will not talk. Sabretooth then rips the hood off the stranger’s head, revealing that the man is Bishop. There is a good reason Bishop has not talked for two decades - because he has had nothing to say. Till today, when his eyes catch the eyes of Erik Magnus Lehnsherr. Magneto, shocked says “you…?” and Bishop screams back that Magneto is a murderer and that everything is his fault. Magneto doesn’t know what he is talking about. “ Legion!”, “Warped Time!”, “Killed Xavier!”, “”Let him die!”, “Not our world!”, “All twisted!”, “Your fault!”, Bishop replies to Magneto’s question. Though as Bishop says the word “fault” he collapses thanks to Magneto slowing the blood to his brain and causing Bishop to fall asleep. Sabretooth asks what Bishop was babbling about. Magneto replies that they will learn in time. Sabretooth thinks that Magneto had recognized the stranger, but Magneto replies that he was mistaken and that the X-Men must leave the area. Sabretooth though does not believe Magneto, but he does as he is commanded and the X-Men follow Magneto to their secret compound in Westchester.
Meanwhile in a lab in Apocalypse’s palace, the Beast is secretly working on one of his newest experiments. The person he is experimenting on is Fred Dukes, who is in great pain. As Dukes tries to break free, the Beast tells him to calm down, and to allow him to try to amplify his mutant power. The Beast jokingly tells Dukes that no matter what he does to him it will have to improve his looks. To the Beast‘s surprise Dukes breaks free of his restraints and he attacks the Beast calling him a butcher. Fortunately for the Beast Havok walks in and fires a blast at Dukes cutting a chunk of skin off of his shoulder. Beast afterwards asks Havok to destroy Dukes to teach him a lesson and Havok tells him that he will gladly do it. Before Havok can get another blast out Fred Dukes throws the Beast at Havok knocking them both to the ground. Havok asks the Beast what he did to Duke because a fat man should not be able to move that fast. With Dukes fixing to flatten them the two mutants prepare themselves for Dukes’ attack. Like Havok saved the Beast a few minutes earlier Cyclops comes in and destroys Dukes with a powerful optic blast from his one good eye. Beast thanks Cyclops for coming to their rescue but Cyclops chides the Beast for not stopping the experiments like Apocalypse had ordered him to do weeks ago. He tells the Beast that human and mutant relations are already strained to its limits and the Beast has to go against the Kelly Pact that Apocalypse is trying to get signed with the Human High Council in Eurasia. Maybe, Cyclops thinks aloud that he might need to tell Apocalypse of the Beast’s illegal operations. Offended, Havok grabs Cyclops by the shoulder and tells him that he has no right to report anything to anybody because Havok is head of security and only he has the right to report any illegal activities.
As the two brothers argue Sinister walks in and asks them if he had not raised them better than to fight amongst themselves. Alex tries to make an excuse but Sinister, very paternally interrupts him by saying that he does not care who started the fight he will end it. Sinister then turns his attention to the Beast and greets him asking him if he has been tinkering again? “It is not what it looks like!” the Beast stutters. Sinister tells the Beast that he needs to make sure that it does not happen again. Sinister commands Havok to clean up Dukes‘ mess, as he and Cyclops need to talk. As they walk away Havok’s eyes look angry and cold. Sinister tells Cyclops that he had hoped that Cyclops would one day follow in his footsteps. He next explains to Cyclops that he has to go away. Cyclops, shocked asks Sinister if it is his fault. “Not everything is about you“, Sinister interrupts and he tells Cyclops that madness has infected one of their own and his madness might bring about Armageddon. Cyclops asks if that really can happen and Sinister tells Cyclops that after a dozen lifetimes creating hell on earth he will not be able to enjoy it because Apocalypse’s schemes will destroy the Earth. Cyclops naively asks Sinister what he means about hell on Earth. Sinister, walking away apologizes for sheltering Cyclops for too long and he tells him that for the first time Cyclops will have to find the answers to all his questions himself. As he walks away he also calls out to Cyclops and tells him “farewell my son”. Cyclops with his head bowed and contemplating what Sinister has told him is startled to hear the roar of Eurasia style Sentinels passing over head.
Elsewhere in a nightclub called Heaven, Angel, the owner of the place, and his customers watch as the Sentinels fly overhead of them. “How does he hide us from the Sentinels?” One of the customers asks, and another customer replies to him that the Angel must have cut a deal with the Human High Council to have Heaven programmed as an immune spot to the Sentinels. “What does it matter” asks the Angel? Then he invites everyone human and mutant alike to enjoy the singing of his employee, the human Scarlett. The Angel walks off stage and Karma comes up to him and tells him that the “Cajun” has arrived and he is at the back table. While Angel walks away Karma tells him to count the silverware before he leaves. The Angel walks to the back table and welcomes Gambit to his club. He tells him that it has been a long time since he last saw Gambit at the Louisiana Cullings. Gambit interrupts and he tells the Angel to cut the bull and tell him where he can find Magneto. Angel, in defense asks Gambit what makes him think that he knows where Magneto lives? Because “Angel” spelled sideways is “Angle” Gambit replies, if anybody knows how to contact Magneto it would be him. Showing anger, Angel tells Gambit that he does not deal lightly with genetic terrorists like Magneto. He asks how important it could be, and now it is Gambit who gets angry, as the Angel should know how hard it is for him to return to Magneto after what Magneto had stolen from him. So it must be important for him to open his old wounds once more. “You owe me for Louisiana” Gambit tells Angel. With that said Warren tells Gambit where to find Magneto, but also that he never wants to see Gambit again. The two mutants are unaware of them being spied on. Sebastian Shaw stands in another room and watches the pair through a window with blinds.
In Westchester County or at least what is left of it the X-Men reside in their secret base at Xavier’s former estate. Over time a dozen mutants and more have lived here and some are even buried here. One child though was born here and that child Rogue is going to visit right now. Nanny, a robot made by Magneto to watch over his own son, is telling little Charles Lehnsherr a bedtime story. Rogue startles Nanny and at first it thinks Rogue may be an intruder. Rogue just tells Nanny that she was taking notes because of late Nanny has been more of a paternal figure to Charles then she has. Rogue next asks to see Charles and Charles is happy to see her and he cries “Mama”! As Rogue holds Charles in her arms he asks her where his Daddy is just as Magneto walks in, still in his armor minus his helmet, and he tells Charles that he is right there. “Play wif’ me?” Charles asks. Magneto tells him he would love to, but it is time for Charles’ bedtime. Magneto also says that Nanny will put him to bed as Mommy helps him say his prayers. Magneto tells Charles that he looks so bright and cheerful and how wonderful it is that he is turning out to be like the man he was named after. Rogue puts her gloved fingers to her mouth and kisses them laying her fingers on Charles’s head. While doing this she says Charles’ prayer, “Now I lay me down to sleep I pray the Lord my soul to keep if the Madri come before I wake I pray the Lord my soul to take.” Rogue becomes very sad and tells Magneto that she wishes she could touch skin to skin with Charles. Magneto tells her that one-day she will be able to, just as they can now touch one another.
Elsewhere in the mansion Nightcrawler and Sabretooth watch Bishop pace from one end of the room to the other. Nightcrawler wonders why Bishop will not talk and Sabretooth announces to Bishop that Magneto has entered the room along with Rogue. Bishop angrily tells Magneto to tell the rest of the team what really happened to Charles Xavier at his death. Rogue asks Magneto what Bishop is going on about. Magneto has other plans though as he causes Bishop to fall asleep again he asks Rogue to use her power of touch to read Bishops mind; since their psi-powered mutants are no longer with them she is their only choice.
In Apocalypse’s palace Sinister walks in on Abyss playing with mental illusions of Sinister’s face. Sinister asks if Abyss is amused and he replies “always”. Sinister asks where Mikhail Rasputin is and Abyss answers him that he does not know. The four horsemen of Apocalypse Abyss, Holocaust, Mikhail Rasputin, and Sinister have been ordered by Apocalypse to join him in a meeting about future events. Abyss jokes about Sinister needing more sun as Holocaust walks in and stops their conversation. Holocaust tells them not to take Mikhail’s snub so lightly because as he is the fourth horseman of Apocalypse Mikhail’s responsibilities are grave indeed. He will surely be punished for his tardiness, Holocaust exclaims! Abyss tells Holocaust that he, “Holocaust: Truant Officer of the Damned” takes these meetings way too seriously. Apocalypse walks in and tells Abyss that Mikhail will be punished for his lack of judgment. Not now though because he will be punished when they find him as they sift through the ashes of the Earth. Sinister asks, “then the moment has truly come?” Apocalypse answers that he has all his soldiers in place for a final strike and since the humans think they have gained hope from the Kelly Pact, now is the perfect time to remove every human from the globe. Sinister interjects and asks Apocalypse if he truly understands what a war between humans and mutants might cause, such as the end of both races. Apocalypse angrily defends himself and tells Sinister that his only concern now is what seems to be Sinister’s newly wavering loyalty to him. Sinister asks Apocalypse to forgive him for his rashness and that he merely wondered if a lot of mutants would die in the coming Armageddon. Apocalypse tells Sinister that he does not care how many mutants or humans die because all he cares about is forming those who do survive into a powerful Army. “Certainly there will be unexpected losses,” Holocaust says. He also says that it will be interesting to see who lives and who dies. As Holocaust begins to show Apocalypse some of the plans he has for the attack on Europe, Sinister ponders if giving information to the enemy earlier was a good idea. He also hopes that Apocalypse’s planes do not destroy the secret schemes and plans he has spent a lifetime creating.
In London two hooded figures walk around the neighborhood and one of them asks how the other expects to find the Human High Council. He replies that they don’t need to, as the Council will surely find them. “Mutants!“ screams a man wielding a knife and hopping down from a fence followed by other members of what looks like a gang. The hooded figure then reveals himself as Weapon X and threats to cut the soldier with his claws. The other figure that is actually Jean Grey asks Weapon X if he cut the soldier. Weapon X informs both her and the soldier that he will not hurt the soldier, providing that he will take them to the army’s leaders, the Human High Council. Inside the clock tower once called Big Ben the Human High Council’s head members consisting of Bolivar Trask, Moira MacTaggert-Trask, Brian Braddock, a lobotomized Emma Frost, and Mariko Yashida have made their base of operations here. Weapon X greets Moira as he enters the tower’s clock room and Moira asks if Weapon X was able to retrieve the data rods from Sinister. In answer to her question Weapon X hands over the rods and tells Moira that the only thing he wants as payment for his services is to know what the data on the rods reveals. As Emma takes the rods from Weapon X, Moira morbidly tells Logan (Weapon X) that if the information is what she suspects, then it would not matter if he knew it or not because everyone could soon be dead. Emma, Brian, and Moira leave the room to examine the data rods for themselves. After they have left, Jean Grey comments on how they seem like good people. Logan agrees and Jean asks Logan if Sinister can be trusted. Logan tells Jean that out of everyone in the world she should know Sinister the most and she should know also that Sinister will have a lot to lose if Apocalypse’s plans are successful. With that said Jean and Logan embrace and kiss but unknown to Jean, Logan is staring at a woman who is watching them in the shadows and trying to hide from the two mutants, her name is Mariko Yashida.
Back in Westchester Quicksilver asks Magneto if his plan is very wise because he is asking his own wife to go into the mind of a person they all consider crazy. Magneto informs Quicksilver that he has no intention of letting his wife come to harm. He also says he will help her control her powers by extending his bio-magnetic shield that protects him from Rogue’s touch, around all three of them (Rogue, Bishop, and Magneto) to buffer Rogue’s powers and protect her from drawing to much of Bishop’s memories. Magneto warily stares at Bishop, in so much that he does not notice a shadowy figure lurking behind the wall Bishop is slumped up against. The shadowy figure watches Rogue touch Bishop and he also sees that after the touch all “hell breaks loose”! Nightcrawler and Sabretooth watch and are surprised to see some kind of counterforce emanating from Bishop attacking Magneto and Rogue.
Unknown to the rest of the team Magneto and Rogue are seeing visions of another reality. As Magneto and Rogue watch, Magneto realizes this is how it should have been and the timeline they are living in is the wrong one. Back in reality suddenly the shadowy figure bursts out from his hiding place and knocks Rogue away from Bishop releasing the three from their mind link. The figure is actually Gambit and to save Rogue he moves so fast that even Quicksilver is caught off guard by his speed. “Father!”, Quicksilver cries out as he sees Magneto fall to the ground and he asks what Bishop has done to him. Bishop interrupts and tells Quicksilver that he showed Magneto the truth. As Quicksilver pulls Magneto to his feet he asks Magneto to tell Bishop that he still thinks he is crazy and to Quicksilver’s surprise Magneto does not answer him. Rogue asks Gambit why he is back and as Gambit asks her to take a deep breath Sabretooth lifts Gambit off his feet and threatens to kill him. In time to save Gambit, Quicksilver angrily tells Sabretooth to put Gambit down because Magneto has requested to see him. Gambit congratulates Magneto for the wisdom of keeping Sabretooth on the team and Gambit tries taunting Sabretooth. Magneto tells Sabretooth not to hurt Gambit because he has need of his skills and Magneto, still in pain asks Nightcrawler to come to his side.
When Nightcrawler arrives Magneto asks for him to find his mother Mystique so he can speak with her. Surprised, Nightcrawler bamfs away and tells Magneto that his mother will be very surprised to hear from Magneto. Magneto commands the X-Men to leave him alone so that he can think. Defiantly, Gambit tells Magneto that he did not come all this way to be excused without a word of why he was called in the first place. Rogue begs Gambit to leave Magneto alone for a while as she next turns her attention to Magneto and she asks him why he is trying to shun even her away. Rogue reminds Magneto of their promise that neither of them would allow anything to ever come between them. Still listening Gambit tells Magneto that even he is holding Magneto to that promise that Magneto made to Rogue. Rogue next talks to Magneto and mentions their son. Gambit is shocked, he didn’t know of them having a child and he questions Sabretooth, who does not answer his question but just taunts Gambit because he was not invited to the baby shower. With his head bowed in contemplation Magneto tells Rogue that he knows better than to stop their fight against Apocalypse because that would go against everything Xavier’s dream had once stood for. Rogue walks off and tells Magneto that they all are counting on him.
Elsewhere someone screams “Nooooo!” and an explosion is seen coming from the same area. Apocalypse asks Holocaust about Sinister’s disappearance and Holocaust informs him that he already has operatives looking for him as they speak. “Excellent”, Apocalypse says to Holocaust as he looks out a window towards the moon, he also says that everyone that betrays him shall be accounted for.
In Westchester Magneto stands on a hillside with the moon towards his back and Rogue informs him that all the X-Men including Colossus, Shadowcat and Gambit are awaiting his next words. “They still think of me as their leader?” He asks her, and she replies that they have never stopped believing in him. Magneto asks if Rogue saw Bishop’s visions as he had seen them and she tells him that she does not believe a thing about that being the true reality. As he embraces Rogue he tells her that he knows that the reality is not his, hers, or the strangers, but the reality is very hauntingly familiar. With that said Magneto and Rogue walk down the hill with the moon behind them to go to talk to the X-Men.
Galaxies away, a crystal wave hits planet after planet and slowly makes it way towards earth.