Stryfe and his Mutant Liberation Front attack X-Factor and free the Nasty Boys. Later, Cannonball shows up to "liberate" Rahne from the control of the government. Rahne, however, is making friends, and Polaris proves it by letting Cannonball escape the questioning Havok has planned.
A pregnant couple visits the Tucker Free Clinic in hopes of finding out if their unborn child has any problems. With all the normal tests of the day, the baby looks fine. With Dr. Tucker's new test, however, it appears that there is a chance that the child will be born with a mutant ability. The wife is upset that her husband had worked at a nuclear plant but, in the end, she agrees to keep the baby.
In an office, an attorney named Ms. Wang tries to convince Val Cooper and Mr. Claudius that the Nasty Boys (recently captured by X-Factor) need legal counsel. They counter that these prisoners aren't the regular criminals. Ms. Wang refuses to believe that these prisoners should be treated any differently.
Wolfsbane watches over one of the Nasty Boys, Hairbag. He attempts to attack her but the barrier is charged and holds him back. Just then, a hole appears in front of Wolfsbane. It is the Mutant Liberation Front and they are there to free the Nasty Boys. Wolfsbane calls for backup. As it shows up, Tempo slows time enough for her team to take out the X-Factor troops. The X-Factor mutants, however, weren't there and Quicksilver shows up and proves that Tempo's power has little effect on him. He takes Tempo out and the rest of the mutant team follows, quick lips and all. Strong Guy takes on Forearm while Polaris neutralizes Reaper. Thumbalina, however, sneaks off to free her brother, the Nasty Boy named Slab.
Elsewhere, Professor Vic Chalker has finally finished his exo-skeleton. It fits just right and it has enough power to light up South Dakota. As he steps out it begins to rain. Too late to turn back and check the generators' waterproof abilities, the Professor is electrocuted within his suit and dies. His exo-skeleton simply stands outside his laboratory. Cannonball zooms by and remarks on the odd statue before flying away.
Back at the X-Factor facilities, Tempo is still working at slowing Quicksilver down so that the MLF can make their escape. She finally succeeds and Zero opens a portal to the MLF safehouse. Not content with this result to the battle, many X-Factor members express a desire to run through the portal after the MLF. In the end, Polaris uses her powers of magnetism to grasp the closest metal thing on the other end. That metal thing ends up being Stryfe himself. Both sides of the portal pull on Stryfe while Zero does his best to keep the portal open. The MLF finally manage to pull Stryfe back while X-Factor manages to pull one of his gloves off. Wolfsbane can't place it, but she thinks Stryfe has a scent that she should recognize, though it alludes her at the moment.
Later, Madrox explains (with ample coaxing from Val Cooper) about his duplicate that was recruited by the Nasty Boys. X-Factor learns that Mr. Sinister appears to be in charge of them.
Outside, Polaris and Wolfsbane take a walk and discuss their relationship within the team. Wolfsbane still feels like an outsider because she's younger. Polaris notes that Wolfsbane is at least trying to be a friend when Cannonball comes and whisks Wolfsbane away. They land and Cannonball informs her that he's there to rescue her. Wolfsbane, however, doesn't need rescuing and she's upset that Cannonball thinks that she would. She needs to stay with Havok. Cannonball can't believe how cold Wolfsbane seems against X-Force, especially when he asks about Rictor and she admits she hardly even thinks of him. Thinking she's brainwashed, Cannonball attempts to take Wolfsbane by force. Polaris shows up and magnetically holds Cannonball. Wolfsbane steps in and begs Polaris to let him go. Polaris is hesitant, but she sees the need to be a friend to Wolfsbane and lets Cannonball leave. Havok arrives and sees Cannonball and tells Polaris to nab him because the government has some questions for X-Force. Polaris lets him get away anyway.
At the MLF base, Stryfe plans something for the next day: the destruction of the Tucker Free Clinic, its contents, and the good doctor himself.