Deathbird, recently discovered by the X-Men as the last survivor of a massacre aboard a Shi’ar space station, has been in a coma for three days. When she recovers, she is surprised to find the X-Men as her saviors but thanks them anyway. Yet she becomes angry when Bishop points how strange it was that only she survived. Gambit and Joseph arrive to interrogate Deathbird, who immediately fires on them for no apparent reason. Gambit and Joseph turn out to actually be Phalanx copies of the real ones, who have been captured aboard the station, and Deathbird could tell by their smell.
Aboard the station, the Phalanx have Gambit and Joseph in stasis tubes, but are attacked by Rogue. She wonders since they look completely different than the Phalanx that appeared on earth and the aliens tell her that they are the pure, true Phalanx, while those on earth were only foreguardians. Rogue almost manages to beat them, but one of them starts infecting her with the Transmode Virus, which will turn her into a Phalanx. Gambit, who has escaped from his imprisonment, saves Rogue and Joseph frees himself as well. Rogue now knows the Phalanx’s plans due to her temporary link with their collective mind.
At the same time on earth, Bastion arrives at a secret base to meet Harper. He has his men bring in a stasis tube carrying Jubilee (captured in Generation X 25).
Back on board the X-Men’s starship, Beast has a plan for them to go into an escape pod and try to get a Phalanx cruiser to blow up the ship. Then they will use the debris as cover to go to an abandoned mining station on the surface of a near moon. All goes according to plan, with Joseph guiding the pod to the surface with his powers. Along the way the X-Men discuss strategies with Deathbird, who judges these hide and run tactics as cowardly. As they approach the station’s teleportation device, which should bring them to Chandilar, the Shi’Ar throne world, the X-Men question whether to trust a former enemy like Deathbird, but actually they have no other choice.