Shadowcat has just stumbled upon the Brotherhood of Evil Mutants handiwork - Colossus super-heated and then flash frozen to near-absolute zero - a condition which almost certainly means Peter's death! Desperate, she mentally calls out to Professor X for help.

At the mansion, Professor X hears, and knowing that it is the Brotherhood, is careful not to alert Rogue. In the Danger Room, Storm and Wolverine are testing Wolverine's precision - he manages to nick her cape from her as she flies by at high speed without hitting her person. Storm is talking much like Yukio. The Professor contacts them, but their telepathic discussion is cut short by a powerful psionic scan. Storm carries Wolverine to quickly cover the distance between Salem Center and New York City.

Kitty is pulling herself together where Colossus stands as a mute statue when she remembers Reed Richards had a recent device documented in Scientific American that might help. She tries calling ahead from a pay phone only to discover the Fantastic Four aren't in. She hops in a cab and tells the driver to head for the Baxter Building.

Elsewhere, the Morlocks Callisto, Masque, and Sunder stand about the body of a homeless young woman in an alley. Callisto enigmatically predicts there will be one more Morlock before the night is through, and Masque goes to work on the corpse.

Outside Lincoln Center. Kurt and Amanda are making out, when they realize that everyone has gone inside and the plaza is empty. They wonder what happened to Peter and Kitty, when they are suddenly attacked by a great bird of fire! Kurt's quick porting saves them from Pyro's creature and Avalanche, and then Amanda counters the fire creature with sorcery. Blob, however, gets the drop on them, and only the sudden intervention of Storm prevents their deaths.

The Baxter Building. Kitty heads inside and phases through the robot secretary, disorienting it long enough to keep her ahead of the security systems.

Lincoln Center. The X-Men and the Brotherhood are fairly evenly matched - until Storm opens up the heavens and makes it rain so hard the combatants have problems standing.

Baxter Building. Kitty grabs the device and heads up to the roof. A little worried about the height, she tries to take it slow, but gets startled by something behind her as she's stepping out into oblivion! ...

Lincoln Center. Nightcrawler uses Avalanche to trap Blob, and the Brotherhood surrenders?

Xavier's School for Gifted Youngsters. Rogue brings Prof X tea, except its not Rogue! Xavier notices the psionic damper, and beats it at the last second to change what would be a fatal shot into a grazing hit. The real Rogue walks in on Mystique getting ready for the kill, and they have a confrontation. Rogue pours her heart out.

Lincoln Center. Mystique contacts the X-Men and offers to trade Xavier's life for the freedom of her Brotherhood. Storm agrees, and Blob laughs about how they still nailed Colossus. Destiny makes a dire prediction about Kitty Pryde and the Baxter Building.

On a sidewalk outside the Baxter Building, Kitty Pryde lies broken from the fall.