Mystique sees an opportunity to get a spy in Xavier's institute when the morally shady Todd Tolanski starts exhibiting mutant powers. Kurt Wagner, Xavier's latest recruit, arrives and tries to familiarize himself with his new life as part of the X-Men.

Ororo's nephew starts exhibiting mutant powers, but he's more interested in settling a rivalry with a fellow mutant than hearing about a ""school for freaks"".

Rogue's nightmares seem to show images from Kurt's past, but in them he's far too young to remember. So where did they come from?

Magneto steals plans for a top-secret project that produced super soldiers. Wolverine worked on it during World War II.

Rogue and Wolverine duck a squad of soldiers when the nationwide alert goes out against mutants, while Storm and Beast go into a meeting of Congress to defend themselves. Meanwhile Juggernaut goes on a rampage and the X-Men feel obliged to take him down.

Hate crimes against mutants in Bayville prompt Spyke to return to stop the violence.