Night time in Japan, where the X-Men are still staying after Wolverine’s aborted wedding to Mariko Yashida. Kitty Pryde is doing her homework on her computer while keeping several news and game windows open and musing aloud why Mariko dumped Logan at the altar. Logan would never fall for such a person. Which means there are reasons. All she has to do is find out.
Wolverine has snuck up on her and snaps that some things are none of her business. He points at her global display and tells her to wake the others. There’s trouble in China.
Soon, the other X-Men, as well as Xavier’s lover Lilandra and Cyclops’ girlfriend Madelyne Pryor, are gathered. Kitty explains the location’s an unusual city, totally remote, very hush-hush, likely military research. They have panicked calls for help, then nothing. The complex is off-line. Heat blooms suggest explosion leading to major fires. Whatever happened is bad.
The X-Men call the Starjammers for help and remove Xavier, Lilandra and Madelyne to the spaceship. They stay in touch via holograms and telepathy. The Starjammers’ leader, Corsair, notes that none of this feels right. They cannot get a decent reading of the site. Some sort of inhibitor field is disrupting their scans. Lilandra tries to calm Madelyne. Xavier tells the X-Men he cannot read any minds from the crisis zone.
Aboard the Blackbird, their new member Rogue sits alone. When they first met, she tried to kill the X-Men, but Kitty figures Logan trusts her and in Japan she almost died alongside them. She is still recovering from her wounds but wouldn’t stay behind. Kitty notes Rogue isn’t much older than her.
Kitty walks up to her and praises her fight against the Silver Samurai and Viper. Rogue warns her not to touch her with bare hands. Otherwise she’d absorb her powers and memories. Kitty didn’t know Rogue couldn’t shut her power off. Rogue explains that’s why she’s always covered. Especially now, after she touched Carol Danvers and the effect was permanent. She doesn’t want to risk this happening to someone else. Kitty empathizes and suggests the Professor might be able to help.
Cyclops announces they are coming up to a target which unfortunately turns out to be a giant Sentinel. The X-Men are horrified but know they have to deal with it.
The Sentinel recognizes a threat and decides to respond with lethal force. Cyclops orders everyone out and tells Corsair to have the Starjammer get the Blackbird away from here.
Storm flies Cyclops out, Colossus jumps in his armored form, Kitty phases Rogue, Wolverine and Lockheed out of the plane. Nightcrawler teleports to join them. Rogue flies off to attack the robot. Nightcrawler teleports himself and Wolverine away and asks Kitty to evacuate the civilians.
Cyclops wonders why the Sentinel is that big. Storm gets him into position and he fires an optic blast at it.
On the ground, Colossus tries to fell it but gets stomped for his troubles. Rogue tears off its arm. Nightcrawler teleports Logan to the Sentinel’s face, where he begins clawing at it. However, he realizes it is too big for him to do any real damage. He climbs up, hoping he can get inside before it upgrades its defenses.
The robot announces it detects an additional threat in orbit. The Starjammer, Logan realizes. It detaches and sends its arm to attack the Starjammer.
Storm fells the Sentinel with her stormwinds. It falls apart, only for smaller Sentinels to come marching out in various stages of construction. The large Sentinel was a factory.
Kitty leads factory workers outside but they are surprised by the smaller robots. Lockheed melts some to slag. Kitty phases through another one, destroying it and realizing they are works in progress. She tells Xavier she has an idea…
Some of the smaller Sentinels attack the Starjammer. Corsair announces the auto-cannons need backup. Lilandra kisses Xavier and asks him to keep the telepathic communication up, before she heads into battle.
Ch’od asks Madelyne if she is any good with guns. Consider her a quick study, she replies, while thinking this is crazy. Nevertheless she does her best, shooting Sentinels.
Rogue is downed by the Sentinels and Nightcrawler rushes to her defense.
Cyclops finds he cannot concentrate as he worries about Maddie. Storm tells him to focus. They need him right now!
Xavier warns them that these Sentinels are constantly improving themselves. They have to stop them now! Kitty comes running and announces she has a plan. Xavier relays it to the others telepathically. Wolverine protests it is too risky. Undeterred, Kitty phases inside of him. Colossus swings him around while Lockheed breathes fire at him heating both of them up.
Colossus swings around Wolverine, who can bear the heat thanks to his healing factor. Kitty suffers too but holds on. His claws white-hot, Wolverine cuts through the Sentinels. The heat inhibits the repair systems and Kitty grabs their internal grids and phases them free. They do this to all the Sentinels.
Nightcrawler teleports himself and Rogue to the Sentinel factory which is still producing small ones, constructing them from raw material around them. The two of them smash them to bits.
Storm creates a lightning storm, cutting loose and destroying the Sentinels. As Kurt teleports Rogue clear, Lockheed drags Cyclops away and Colossus covers Wolverine and Kitty.
The saved humans are astonished to see a hole in the ground where the factory used to be.
The news calls it an industrial accident but the X-Men celebrate on the Starjammer. Xavier and Lilandra have withdrawn, with Xavier just joining the party psychically.
Storm worries the Sentinels might be a premonition of the future. Xavier tells her to let the future take care of itself and Madelyne jokes she hopes her future involves a handsome man refilling her glass. Scott kisses her.
Xavier is hopeful, whatever comes, that the X-Men will always find a way to win. Nightcrawler welcomes Rogue to the X-Men.
Kitty asks Wolverine if he is okay. He’ll survive, he replies and tells her she did good against the Sentinels. Just following his lead, she jokes. For as long as he needs it, she’ll be there to watch his back, she promises.
The four male original X-Men race towards the Danger Room. Marvel Girl promised to date the first one to reach it. It’s great being the only female on the team, she states satisfied. The perks are terrific.
Iceman is sure no one can beat him. Beast remarks who would want a walking popsicle instead of an inspiring, inimitable icon? Angel scoffs any chick would prefer a handsome high-flying hero. Cyclops glumly remarks he thought they were going to a training session, not a dating game.
Beast slips on Iceman’s iceslide. Angel grabs Iceman to put him off balance and tosses him toward Beast, who spins him on his feet. Angel believes he is home free now but Beast kicks Iceman at him, entangling the three of them.
Jean comes in, announcing she is here to date the incredibly lucky winner. Enough! a voice cries and Cyclops uses his eyebeam to blast them apart.
Professor Xavier strictly announces that he told Cyclops to do this. Their training in the Danger Room is serious business. Not an excuse for clowning around!
The X-Men apologize and begin training. Cyclops grimly thinks his power is far too dangerous. He must never let the girl he loves get too close to him.
Jean senses his anguish. She would move heaven and earth to ease his pain, for only then would hers lessen as well.
Memphis International Airport: a plane lands late in the evening. It is soon to continue to Tokyo. As Sean Cassidy walks off, he clumsily hits the line, blaming himself for not sleeping on the plane. Americans! a young Japanese man, also in the line, scoffs. Both men take a taxi to 706 Union Street.
When he sees Sean alighting at the same destination, the young Japanese man angrily accuses Sean of following him. Sean doesn’t understand. He introduces himself and announces he is here for his own good reasons and that’s God’s truth.
Like all Americans, he would choke on the truth, the young man shoots back. Sean points out he is only a visitor but the other man’s manners make are making him angry. He uses his sonic scream on him.
The Japanese man grins nastily, burning off his street clothes to reveal a colorful superhero costume reminiscent of the Japanese flag as he reveals himself to be Sunfire. Banshee reminds him of several others he met in this accursed country, and he liked them no better! He fires a heat blast at Sean, who can barely shield himself.
As the two battle, Sunfire accuses Sean of being sent by the infernal X-Men. Sean explains he knows the X-Men but is not one of them, though their quarrels are over. They have naught to do with why he is here. He stopped here to have a look at the birthplace of Sun Records and he is sure that Sunfire had the same purpose.
Sheepishly, Sunfire admits he is right. Like many Japanese, he is fond of the music of Elvis Presley. Sean replies he is more of a country music fan but Sun besides young Elvis had Johnny Cash, Carl Perkins… Sunfire suggests they discuss their various connections over a cup of tea.
And so they do. Sunfire tells him the story of his encounter with the X-Men. Finally, they tell each other goodbye as Shiro plans to continue his flight to Tokyo while Sean is heading for Nashville, when Shiro has an idea. There is one other place in Memphis he would like to visit.
Sean had the same idea and a short time later they stand before Elvis’ estate, Graceland. Shiro admits he would crush the X-Men should they accuse him of it, but even he who reveres an emperor pays homage to the king of rock ‘n’ roll. Sean muses he always imagined his home would look a wee bit more like the Heartbreak Hotel.
And two days later, they would meet again…
Professor X has gathered his all new X-Men and now introduces Cyclops to them. Wolverine watches the others, wondering if he made a mistake leaving Department H for this squad of screwballs. How far can they even be trusted?
As Cyclops and Professor X describe what happened to the other X-Men, Wolverine wonders how he would deal with this crowd if he had to take them down. He isn’t crazy about the idea but ought to be prepared.
Banshee’s power is in his throat, so a quick claw to the vocal chords, and problem solved. Same goes for Summers by clawing out his eyes. Thunderbird is strong and agile but hasn’t got a tenth of the combat experience he has.
Colossus looks like a block of solid muscle and his ability to transform into metal makes him formidable but when it comes to steel versus adamantium… It’s no real contest.
He could reflect Sunfire’s energy back at him with his claws and fry him in his own juices. Then there is Nightcrawler. He noted there is a trace of sulphur in the air at the spot where he’s about to materialize. So he could easily take him out.
Lighting a cigar, Wolverine smirks it wouldn’t be hard after all. Suddenly, a mini cloud extinguishes the cigar and Storm admonishes him she will not have this filthy habit around her. He recalls Storm and realizes he probably couldn’t nail her.
Penny for his thoughts? Xavier asks. Doesn’t he already know? Wolverine smirks. Xavier replies he doesn’t pry without permission. So? Not much, Wolverine shrugs. Just considering his options.
Magneto watches critically as Charles Xavier straightens his tie while looking into a mirror. Why does Charles always do the public speaking? He asks. Is he forgetting Helsinki? Charles replies. That was five years ago, Magneto protests. Ten, Charles corrects him. It took rescue crews two days to bring all those reporters off the spire of the Johannes Cathedral. Asking him about Magda’s cancer, Magneto grumbles. Vultures! People loved her, Charles reminds him gently. Their lives have long been open to the public. A small price to pay for paradise.
Charles leaves the futuristic compound in Hammer Bay, Genosha, with Erik floating behind him. They greet a gardener who addresses Magneto as General Lehnsherr. Why did he call him that? Magneto wonders. Charles reminds him it’s his rank and name. That’s not his name, is it? Magneto wonders aloud. Is he unwell of late? Charles asks. He doesn’t know. It feels like someone is running an eraser across his brain.
They pause in front of a statue group of fallen heroes including Cyclops, Marvel Girl, Iceman, Quicksilver and the Scarlet Witch. Charles asks if he feels well enough to teleport with him. Yes, is that Warren? Magneto asks as he sees a flying shape in the sky. Always runs away on business.
Metal collars engulf them. Magneto asks what that is. Charles reminds him they always wear Shi’ar exo-skeletons for teleporting. Hank and Reed are waiting for them in New York.
Soon Charles holds a speech in New York with Magneto and a human-looking Hank McCoy on one side and Reed Richards and Logan on the other. Charles reminds them they offered the world a better option. They offered hope and truth. Opportunity and accomplishment. Thirty years ago, when Magneto and he averted a nuclear showdown between the United Stated and the USSR, they made their mutant attributes and their desire to use them for good known to the entire world.
Hank notices Magneto isn’t feeling well. Logan rushes to Erik’s side as he announces today for him the curtain falls. Metal begins to stream out of Logan. As Erik falls, he groans he never thought Charles would--
Confused, Charles replies he thinks he’s sorry. Erik left him no choice. The time has come to let go. Knowing that they did it.
Among the panicking crowd stands Bastion with a sign proclaiming Onslaught is coming.
Charles cradles Erik, telling him together they have achieved so much more than they ever could apart. Together they made this planet a paradise…
The illusion gives way to reality where Charles has just switched off Magneto’s brain. Horrified, X-Men surround him. Jean Grey cradles Wolverine, whose Adamantium has been torn out by Magneto. The vision of what should have been dissipates and Charles realizes he destroyed the mind of the man who once was his friend. In the name of peace, he committed a barbaric act. And he can only wonder what price they will pay…