The Winter Guard and X-Men members came to this abandoned warehouse to save Colossus’ baby sister, Illyana, from the evil Cossack. Instead, they find her transformed again into her teenage self and wielding her dark magical powers, which she seems to embrace. One magical blow has already flattened the heroes. Kitty, who knows what Illyana is capable of, warns the others they are in trouble. ‘Ro doesn’t know Illyana, but is frightened by her.
What has he done to his sister? Colossus demand of Cossack. Restored her to the life and the future that are rightfully hers, comes the reply. The Black Widow tells him to have faith. They will find a way to set things right.
Cossack snaps his fingers and several of his strongmen surround the few heroes. They are outnumbered, Cossack adds unnecessarily. He would hardly consider these goons a number. More like a fraction, maybe, Gambit quips.
At that moment, Cossack’s Tartars show their enhancements by transforming into werebeasts and attacking. Gambit orders ‘Ro to get clear and asks Kitty to keep her safe while he throws charged cards at the beasts. The Widow and Colossus attack as well.
Kitty grabs ‘Ro to get her out but Magik’s spear glows with magical energy in her hand and, a moment later, Kitty runs facefirst into a box, finding she cannot phase. Kitty swears that Illyana is making it really hard to remember that they were friends!
With some werebeasts after them, Kitty orders ‘Ro to run while she fights them with her adamantium claw. She catches up with ‘Ro and suddenly finds herself grateful for the claw. She tries to tell herself to think of those creeps as monsters, not people. Several of them cut off their path. Logan would go berserk, Kitty muses. ‘Course, he had six claws. She just has one!
‘Ro wants to do something. Lightning crackles from her eyes and flattens the three werebeasts. Both girls are surprised and ‘Ro is exhilarated, but doesn’t think she can repeat that stunt at the moment. Still, Kitty announces she bought some time and they should use it. They head for the crates labyrinth.
In the meantime at Xavier’s, Beast is playing some Jazz and Rock records for Jean, currently Nazgul. He reminisces how they attended the concert long ago. Jean wore a leather skirt that made her old Marvel Girl mini look positively demure. She was young, she had no shame, Jean replies. Beast tells her she was gorgeous and asks her to dance. He makes her smile and, for a moment, she doesn’t know what to say. She breaks off. He puts away the record, telling her it was a lovely moment though. Yes, Jean agrees, silently calling him a lovely man.
Nick Fury and Moira MacTaggert are meeting with Charles Xavier in his study. Moira has correlated Charles’ data with the bioscans of the oldest members of the X-community and they agree with his findings.
Hank isn’t being shy about that aspect of his thoughts, Charles remarks. He is determined to find a cure where older more famous minds have failed. What are his chances? Fury asks. Minimal, which drives him harder.
Charles announces that the team’s decided that of all the school’s students only the eight of them will remain active. The rest are shepherded by Archangel and will keep low profiles. Works for him, Fury replies. He could always reopen Manzanar, Moira points out. Fury reveals internment camps have been suggested. What happens when these kids lose their temper, when they realize they have no future? Think of Storm, if she decides to get even with the world? They’ve already had a taste of what that means and she’s just a single mutant.
Deep beneath Xavier’s mansion, SHIELD agent Mike Brown walks the corridors near Cerebro. He’s spent weeks to uncover the mutants’ secrets. He decides to make his move but then is nailed by Sabretooth, who moves incredibly fast despite his blindness.
The SHIELD agent fire and misses Sabretooth who ducks. Sabes hits him and breaks his neck. A moment later, Sabretooth finds himself threatened with a gun to the head courtesy of Daisy Dugan. Angrily, she berates him for killing a SHIELD agent. He explains he’s been ghosting this mook all week. He’s been systematically working his way through the entire X-underground complex. And he was planting these monitors all around Cerebro. He’s thinking he worked for the Consortium. Daisy agrees and wonders who to tell. Who can they trust, and that includes Sabretooth. He tells her he has a plan for just the two of them… She decides she’s in.
Back in Russia, Gambit, the Black Widow and Colossus are still fighting Cossack’s werebeasts, which have driven them out of the factory and away from the girls. Colossus finishes them off and the Widow tells them they have to find a way to catch the foe by surprise.
‘Ro and Kitty have sat down between the crates. They are stuck and are unlikely to be rescued. ‘Ro notes that Kitty doesn’t look great. Kitty admits she’s feeling poorly but doesn’t know why. She can’t figure out what’s happening to her. ‘Ro tries to tell her everything will be okay. Kitty exclaims that Illyana was her best friend. She’s always watched her back. Cossack did this to her. It isn’t her fault! If she fights Illyana now and reacts from instinct, her claw could take off her head!
‘Ro doubts she’ll be that easy. She doesn’t think Illyana is as innocent in this, sorry. Kitty reluctantly agrees. And adds that there is something about Illyana –she can’t keep these awful thoughts out of her head.
They begin entering the crates maze. She’s tired of playing Cossack’s game. They have to find a way to change the rules. Right thought, Illyana announces, unless the other side has beaten her to it. She steps out of a teleportation disk. Kitty begs her not to do this. She is stronger! Illyana agrees, but what makes Kitty think she wants to fight this? When Kitty pulled her out of Limbo she didn’t save Illyana, lllyana was supposed to pull her in. She loves who she is. That’s why she wants Kitty to join her.
‘Ro wants to kick her but Kitty orders they run. That moment, Magik animates several ribbons which tie up and gag ‘Ro. Illyana tells the girl to enjoy the show. As soon as Cossack and she are finished with Shadowcat, it will be her turn. Kitty refuses to let her do this. She’s doing nothing, Magik replies. She’s just clearing the path, opening the door. Why else does Kitty think she chose the name Shadowcat? Magik is giving her what she truly wants!
A circle of brimstone begins to engulf Kitty as Cossack joins Illyana. Magik tells her it’s her own choice. She can keep things as they are, nice and secure and safe or pitch her soul across the Karmic Rubicon and join her! Kitty goes through the change, beginning to emit unholy flames. Now they’re gonna have some fun, Illyana announces.