A stormy night. Kitty Pryde is seen sleeping. We see her dreaming that she's flying over a city, and then suddenly falling. Just as she's about to hit the ground in her dream, she awakes to find that she's hit the ground in real life. Her parents, awoken, rush down to the basement and ask her if she was sleepwalking, but Kitty, frightened, says something about falling through the ceiling. Cerebro signals an alert that a mutant has been detected, the second in the vicinity, 15-year old Kitty Pryde. Kitty's mother comforts Kitty and says it must have been a nightmare, but her father looks up at the ceiling and says he doesn't think so. There he sees sheets, hanging down, stuck halfway in the ceiling.

Kurt, late for class again, hurries towards the school. He risks teleporting and runs straight into Principal Darkholme. She looks at his image inducer and says his clock doesn't seem to be running slow, but threatens him with making him stay after school if he's tardy again. Kurt and Scott go off together and Darkholme watches.

Kitty sneaks out to school, although her mom stops her and reminds her that they'd agreed for her to stay home today. Kitty begs her to let her go, because her parents don't want to talk about it and she doesn't just want to sit around all day. Kitty's mom lets her go, although Kitty thinks her father would be very against it.

Jean and Professor X are in the Blackbird, heading to Kitty's town. The Professor tells her that she can help Kitty more than the others could, by connecting with Kitty. He says that he'll handle Lance Alvers, the other mutant in that area who is currently in a foster home. The two of them talk to Kitty's parents and the Professor asks them if they'd like to tell him about what happened last night, but Kitty's father says it's none of their business and slams the door in their faces. The Professor tells Jean she'll need to contact Kitty directly, at her school.

Logan is cleaning his bike when he hears another bike. He stops and smells and recognizes that it's Sabretooth. He puts on his costume and goes looking for him. He whizzes by Scott and Kurt who decide to follow him.

Kitty is at her locker and feeling down. Two girls notice her, Reilly and Amy. Reilly says that Kitty's probably dreading PE, probably the only class that she's not acing. They shove Kitty into her locker. Kitty yells for someone to let her out, but nothing happens until Lance, who is spraypainting the lockers, walks by. As Lance walks by Kitty suddenly finds herself on the floor outside the lockers, to the amazement of both of them. Kitty is freaked out by what just happened, but Lance tells her that she's like him, and demonstrates his powers by causing all the lockers to open. Kitty runs away.

Kitty makes it to PE, and tells the coach she "was having trouble with her locker". They're doing the long jump. Meanwhile Lance's two cohorts, one named Griff and the other a dark-haired guy, check out the roof of an office and see that they can't get in that way because it's wired to the alarm system. He asks Lance how they're going to get the answers to the midterms which start the next morning. Lance says that Kitty is the key, and bullies one of them, and then tells the two to just line up the customers.

Kitty completes a very bad long jump, and then Reilly follows her. Lance causes the sand under Reilly to leap up and completely cover her, which freaks Kitty out. She runs straight into Jean, and ends up on the school auditorium's stage where a play's set is up. She accidentally phases through the fruit bowl on the table, and then tries to do it on purpose and succeeds. Just then Jean walks in and tries to talk to her. Kitty says that it's not a gift, it's a curse, but Jean says only if she lets it be. Jean explains that she too woke up one morning to discover she was different and then demonstrates her ability by moving an object, but Kitty says she doesn't believe her. Jean says, yes she does, and then explains that she can also read thoughts. This upsets Kitty even more, and she bolts. Lance roughly grabs Jean and warns her to stay away.

Lance talks to Kitty at her locker. He says that he's had the same confusing feelings as her, and tells her that she can control it. He says he'll show her how if she meets him outside of the office in an hour. The Professor and Jean talk on their cell phones about how Lance might prevent them from reaching Kitty.

Scott and Kurt think they've lost Wolverine, but then they see him near the top of a parking garage. He and Sabretooth duke it out, trashing Scott's car in the process. Cyclops and Nightcrawler get involved, and Sabretooth leaves. Wolverine barks at them that "he doesn't fight their battles, so don't fight his."

Kitty meets Lance. He tells her that to take control she should admit that they are outsiders and that there is something wrong with them, but that they should use it to their advantage. He says the first step for her is to phase through the wall to the office. Kitty phases through and is excited by her success. She lets Lance in, and gives him a hug in her excitement.

Kitty's parents arrive, having been warned by the Professor. Jean tells them that Kitty has broken into the office, and Kitty's mother says that Kitty has never done anything like this. Lance surprises Kitty by saving the test answers to a disk and then telling her he's going to change grades. He tries to persuade her that this is "evening the score". Kitty's parents and Jean come in just as Lance grabs Kitty. He uses his powers against Kitty's father by toppling a bookcase on him. Lance grabs Kitty and makes an exit through one of the walls while Kitty's parents plead with Lance, but he says it's too late. Kitty phases through his hand and runs to her parents. Lance in his frustration buries Kitty in rubble and topples the whole building on all of them. Jean has put up a protective shield around Kitty's parents and herself, but Kitty emerges from the rubble and says that they should all hold onto her and that she can get them out. They emerge from the rubble and Kitty says that she trusts Jean and the Professor. Kitty's father says that he does too and would like to talk to them.

Lance watches the damage he has caused from a nearby hill. Darkholme meets him and says she's made an opening for him at Bayville High and that she has much to teach him. She calls him, "her young Avalanche" as she shifts to her form as Mystique.