Sean Cassidy and Moira Mactaggert discuss Xavier’s disposition regarding Moira when they hear a scream coming from Charles’ room. Inside, The Juggernaut tosses Charles around the room. Lilandra tells him to leave him alone, he hits her and asks her to make him. She extracts an energy weapon and begins to fire at him, to no avail. The Professor tells her to aim for his helmet at full power. She obliges and after several shots dislodges it.

The Professor reaches out with mind and causes Juggernaut to experience first hand all of the pain he has caused over the years. Unbeknownst to Xavier, behind him, Black Tom Cassidy climbs through the window; he channels energy through a wooden stick and blasts Xavier unconscious. He does the same to Lilandra, he tells Juggernaut to collect the women so hey can go. But Juggernaut states that he first wants to do something. He picks up Charles’ body and hurls him out the window.

Outside, Moira and Sean are still running toward Charles’ room. They see Charles fall out of the window. In response, Sean begins to scream loudly and flies down and catches Xavier inches from the waters below. Back inside his room, Charles attempt to explain to Moira and Sean what had happened before they arrived. But they don’t believe him as they think he has just had another attack similar to the one in New York. But Xavier refuses to believe that this is true, when Moira asks him how he can be sure, he says that it is because he loves Lilandra.

Back in America, Cyclops sits next to Jean in her Hospital room. She sits up and starts to glow; the Phoenix raptor appears behind her and she states that she and Phoenix are now one. Afterward, she collapses again. The other X-Men walk in, Rogue is now with them, she blames herself for Jean’s condition as she feels that she should’ve been the one trying to pilot the shuttle. Upon hearing of the Professor’s summons to go to Muir Island, Cyclops states that he will not leave Jean. Wolverine says angrily that he is not the only one who is worried about Jean, but that they have to go to Muir Island anyway. However, Storm states that she spoke to Moira Mactaggert who believes that the Professor has just had another episode.

But Cyclops sides with Wolverine and says that he and Storm will remain in New York while the rest of the team go and investigate. Upon arrival, Moira tells them that they should not be there, as they will only reinforce Charles’ radical beliefs. Wolverine tells her that no-one except maybe Xavier understands what is going on. Sean Cassidy attempts to reason with Wolverine, who simply walks away. He says angrily that someone needs to teach Wolverine some manners. In response Wolverine stops in his tracks, Jubilee anticipates that Wolverine’s reaction. But Wolverine states that he will be able to tell for sure if the Professor is in fact seeing things.

Nearby, Black Tom Cassidy stands atop a castle; he is waiting for Eric the Red who arrives later than they agreed. He asks about Lilandra, but Black Tom Cassidy asks for his money first. In response, he receives a blast from Eric the Red. Juggernaut grabs him from behind and threatens to squeeze the money out through his ears if he doesn’t pay. Eric then commands the mind-controlled Shuttle crew to blast Juggernaut. They do, but their weapons have no effect. Finally, Eric agrees to pay. Inside, Black Tom gloats loudly about the ten million dollars he just received. Juggernaut brings Lilandra, who is still a little under the weather. Eric blasts her and she wakes up. She calls him Shikari, and identifies him as one of her brother’s spies. He asks her where the crystal is, but she doesn’t answer. She contacts Xavier telepathically. Above her she can see a huge stone crest. It is of a stag fighting a dragon.

In Xavier’s room, Wolverine states that Juggernaut was there. And that he can identify two other people as well, one of them isn’t even human, proving Xavier’s claims. Suddenly Xavier receives Lilandra’s telepathic distress call. Back at the castle, Eric asks why she doesn’t answer, suddenly, he realises that she is trying to contact someone and blasts her with his gun. Before the tie between them is cut, Xavier sees the crest of the Stag fighting the Dragon, and repeats what he sees loudly, while it doesn’t make sense to anyone else, Banshee recognises it as his family crest.

Back at the castle, Eric is worried that she may have had enough time to contact Xavier and the X-Men. But Juggernaut, still under the impression that he killed Xavier, laughs it off. Outside, Rogue carries Gambit and Jubilee, while Banshee carries Wolverine. Considering that Banshee has to scream in order to fly, Wolverine covers his ears. They land atop the castle, and Wolverine sates that they might as well have brought a marching band, as Sean made so much noise. Rogue states that they have to focus on the mission and Jubilee asks what Lilandra looks like. Wolverine tells her to simply look for a woman who looks like she’s from another galaxy.

Just then, the mind-controlled Shuttle crew attacks them, but Banshee quickly disables them with his deafening talents. Unfortunately, Black Tom and the others heard him below, and they make ready for a fight. The X-Men burst into the room and start fighting. Wolverine tries to get to Lilandra, but Black Tom blasts him. Before he gets another chance, Banshee jumps in front of the beam, absorbing it without harm, seconds later Banshee and Black Tom begin to fist fight. While Rogue and Jubilee battle the Juggernaut and Gambit fight Eric the Red.

Juggernaut grabs Lilandra and they make for the door. Before he leaves, Eric drops a grenade, which coats everything in the room in glass. Wolverine states that they must not be allowed to leave with Lilandra. Rogue bursts free and states that they wont. She flies through the roof and pops up in front of Black Tom and the others, as they are about to board the ship. Behind them, the X-Men command them to let Lilandra go.

In Space, we see a person fly into Earth’s atmosphere, and approach the castle of Cassidy Keep at great speed. He lands in front of Eric and asks him why he has not completed his task. The Man is identified as Gladiator, Juggernaut attempts to punch him, but Gladiator doesn’t budge. He instead hurls Juggernaut into the distance. The X-Men attempt to engage Gladiator in battle but he defeats them easily, first, he breaths in deeply and blows out the air at great speed, forming extremely powerful gust of wind. Rogue tries to fly in form behind, but he blasts her with rays from his eyes. Gladiator grabs Lilandra and tells her that she has to give her brother the crystal. She in turn, cries out telepathically, and contacts both Xavier and the Phoenix.

In her Hospital room, Jean wakes up abruptly and starts to glow, she leaps into the air and her clothes change into the costume she was wearing when she rose out of the harbour. She assumes the Phoenix raptor for the first time and flies around the earth to Cassidy Keep with great speed. Gladiator attempts to fight her, but she encases him with fire and hurls him into the depths of space.

Lilandra asks Jean if she is the child of the crystal, Jean, or rather Phoenix says that she is. She collapses onto her knees, and states that Lilandra’s brother is here. When asked where, she points to the moon. In space, Gladiator is still hurtling through space, finally, he is able to break the fire encasing around him, and he is just about to fly back to earth when a wormhole opens behind him. Through it comes a huge ship, revealed to be the Imperial Star Cruiser. On board, D’Ken sits on his throne, and says to himself, that he knows the crystal is here, as he can feel its power.