Continued from Uncanny X-Men #270. Storm, Rictor, Rahne, Boom-Boom, and Warlock are prisoners of Genosha, a country waging war on the X-Men. It seems, however, that Cameron Hodge is the one pulling the strings. Nasty things are prepared for the mutants and even worse things are planned for Warlock. X-Factor is called in as Genosha draws first blood.
Story continues in X-Factor #60.
In Genosha, the Citadel flashes with the arrival of new, potential mutates. Two current mutates notice the arrival but hurry back to work. Inside the Citadel, Boom-Boom, Rictor, Wolfsbane, and Storm arrive naked. They watch as Warlock is teleported in, though his transition was a bit more difficult. Everyone is welcomed by Cameron Hodge, a being with a human head and large mechanical, spider-like body. Despite their nudity, the young mutants put up a fight. It is short lived, however, due to Wipeout negating their powers. The young mutants are then taken into custody.
At Xavier's, the rest of the X-Men and New Mutants try to figure out what happened to their comrades. Gambit is a little calloused, only caring for Storm. Forge finds out that whoever attacked was well off, having the best weapons money can buy. Stevie announces that X-Factor has been called and will join the teams shortly.
In the cell of the young mutants, they have been clothed as mutates and have been given numbers. They care little for their predicament, only that Warlock seems to be dying. During transport, Warlock hadn't been put back together properly. His life-force was depleted. Instead of letting him die, the young mutants offer their own life-force to sustain him. Warlock is moved but warns the teens about contracting the transmode virus that potentially had killed Doug Ramsey. Before the transfer can take place, Cameron Hodge phases through the walls and announces that he will be the one infected by the transmode virus. Being immortal, his head is stuck to the hideous body his bioengineers constructed for him. The transmode virus will allow Hodge to alter his form as he sees fit. The young mutants attempt to protect each other, but Hodge leaves with Warlock.
In the lab of Genosha's Genegineer, a young man is about to be assimilated into a mutate. Hodge barges in and demands that the young mutants be made mutates. The Genegineer does not understand the use of Warlock. Hodge lays Warlock aside and begins telling of the uses Warlock will be. While they are engaged, Warlock attempts to slither away.
In their cell, Boom-Boom and Storm quarrel as to the effect of Storm's actions back at Xavier's. Across the cell, Rictor recalls for Wolfsbane how Hodge had captured and tortured him once before. Just then, Warlock arrives and alerts the young mutants of Hodge's plan to turn them into mutates. Using the last of his energy, Warlock shorts out the cell door and the mutants escape. Warlock can't move and he can't be carried, so the young mutants leave him in hopes of finding help in time. Within seconds, however, Hodge is alerted by Havok that the mutants have escaped. The Genoshans go in pursuit.
In New York, X-Factor arrives and Cable vents his anger at Storm for having fused the hatch shut. Cyclops views the hatch an thinks the fusion looks like his brother's signature, but Havok has been missing for a while. Cannonball announces that Valerie Cooper has called about the execution of the captured mutants.
Under the Citadel in Genosha, Wolfsbane and Rictor flee from the Hodge. Wolfsbane convinces Rictor that they need to split up. He questions her motives, afraid she'll simply go back for Warlock. She convinces him otherwise, yet still goes back for Warlock. Once again in the Citadel, she hears the screams of Warlock. She attacks. She manages to somehow disrupt the transfer of Warlock's transmode virus to Hodge. This slight disruption is enough to doom Hodge to his hideous body, but also enough to kill Warlock. His body turns to dust.
At the X-Mansion, news reaches the assembled teams of Warlock's death. It's said to be the result of an escape attempt. Genosha recommits to punishing the mutants for their crimes. The phone rings and Forge alerts everyone that the President has called and wants to meet with them. Is it to help or hinder in getting the young mutants back?