Jean defends the school against an army of U-Men. While she repulses the invasion, Jean uses her power in uncharacteristically vicious ways and emanates an aura of flame, reminiscent of Dark Phoenix.

Wolverine (who has arrived with Angel) notices the change in Jean, but she assures him that everything is fine.

Cyclops and Emma free themselves from the U-Men’s clutches and confront John Sublime, the man behind the U-Men. Sublime seemingly commits suicide, but it`s actually a murder committed by Matha Johansson.

Meanwhile, Beast awakens and reveals that Professor Xavier is trapped inside the mind of Cassandra Nova.