Charles Xavier is at Hank McCoy’s place. Xavier looks at the mess that Hank is living in and says he has gone into hiding all the way. They are playing chess and Xavier tells Hank that his gift is telepathy. He says Hank’s powers are a gift. Hank is still upset over Ruben dying practically by his hands. Xavier says Ruben died because of his hate, and that people will keep on hating until they are shown a different way. Xavier wants Hank to join his school and makes a bet with him. If Hank wins the next game of chess he can do what he wants, but if Xavier wins he joins the school. Hank looks at Xavier and says “Telepathy huh? You go first.”
At the hidden F.B.I. facility, Arthur’s arms and legs are locked into the transformation machine. Metzger and Agent Cain are observing from an observation booth. Metzger says this is humanity’s greatest triumph. Cain tells Metzger that they got the tracking system working long enough to find one more test mutant to go with the one Chad has told them about. Metzger asks where it is. “Annandale-on-Hudson, New York.” Cain says.
At Xavier’s school, Warren is watching birds from his window. Hank is in the kitchen making breakfast when Bobby walks in. Bobby thanks Hank for protecting him at school. Hank says it was no problem and asks if Bobby wants some breakfast. Scott is in the library picking out the book “Beyond Good and Evil” by Nietzsche when Xavier mind-calls all the students to the lecture hall.
Once they have all arrived Xavier tells them that the lives they used to have are over. The world wants them dead and they are there to train their powers to defend themselves. Warren asks if they are at war. Hank asks if they are going to be able to educate people about mutants. Bobby asks if there are going to be girls in the school. Scott says people will see the school as militant. Xavier bows his head with a small smile as the students begin converse on the subjects.
Metzger is on another TV show. He is denying rumors of him being involved with federal agencies and saying that he may be thinking about a run as president.
Xavier sits at a table alone in a tavern. Magneto walks up to him. Xavier asks if they are going to fight right now. Magneto sits down and Xavier asks why he is there. Magneto says he is getting to know his enemy.
At the Grey residence, Jean is sleeping when vans pull up and soldiers break in to her house. She wakes up and goes to see what is happening. The soldiers crash into her room before she reaches the door.
Xavier asks Magneto when he is going to give his speech. Magneto says he will state the obvious, “Alliance or death.” Xavier tells him to imagine the agony of a knife being thrust into his brain and then tells Magneto to threaten him again. Magneto says the world is changing and that the humans are rising against them.
At the same time Starkey is in a night club when he is approached by Chad. Starkey says he is ready to kill some muties and asks Chad to help him up. Chad does nothing.
Magneto is losing his patience and says Xavier needs to claim his destiny and join him. Xavier tells Magneto he is going to have to accept that they are nothing alike.
Starkey says he can feel the hate off of Chad. Suddenly soldier grabs Starkey. Starkey yells at Chad “You sold me out man!”
Magneto announces the lines have been drawn. Xavier replies he knows what is coming and he will be prepared for it. Magneto warns him Xavier is not the only one who has been preparing and that there will be three parties in this war. Magneto tells Xavier “Mutants die just like the peasants do, Charles… …When your time comes, remember that,” as he leaves Xavier to sit alone.
On Who Wants to be Omnipotent, the game show host asks what William Metzger says to do if a mutant lives beside you. The contestant answers C. kill them.
The next morning, Xavier’s students are in a metal gymnasium wearing their new uniforms. Xavier tells them this is where they will train and that they will be in real danger. Xavier goes to the control room and tells Hank to jump and snatch a wire that is above the room. He does so easily. Next Xavier tells Scott to get ready to use his optic blasts.
Ball-like projectiles shoot at them from out of the walls. Warren flies up out of the way asking where the danger is. His wing hits Hank and knocks him off the wire. Bobby cushions his fall by making a pile of snow under Hank. Xavier yells at all of them to get it together and tells Scott to shoot. He does and strafes Warren’s wing. Hank catches Warren and yells at Xavier to stop the program. Scott reiterates the command to shut it down. Xavier does so and then he hears the security alarm.
When Xavier goes to see who is in the mansion he finds Agent Duncan bursting in. Duncan says that he saw a mission report he wasn’t supposed to and tells Xavier something has happened to Jean Grey.
The students are still in the gym. Hank says they need to practice more and work as a team. Warren tells him to spare him to football talk. Scott says Hank is right. Scott starts to tell them how he has never had anybody when Xavier mind-calls them to his office.
Xavier tells them he is leaving. Warren says the he is not going to go save the world without them. Scott tells Warren to calm down and tells the professor that they want to help. Xavier explains that they can’t. It’s personal and they are too inexperienced. Warren retorts it is personal to all of them. Xavier points out he is the teacher and they are the students and that are to do what he says, and then he leaves.
Jean wakes up in a dark room. A voice asks who is there. The voice asks if she is a mutant. It says they hate mutants and will kill her. Jean asks the voice to show her how. The voice says he can feel her fear. Jean asks if he is a mutant and what his name is. Starkey steps from the shadows and says “Ain’t got one anymore… … I’m just a scab… …and we’re both dead.”
The students watch Agent Duncan and Charles Xavier leave. Hank says that they are stuck on the bench. Warren says they are all thinking the same thing. They are not helpless and this is what they were brought to the school for. They shouldn’t sit this one out just because Xavier says so. Scott stands up and says “Alright, then… …Let’s go.”