In orbit around Earth, High Evolutionary monitors the results of his depowering energy wave alongside his longtime mentor, Dr. Essex.
On Genosha, Bobby and Hank's battered group of resistance fighters meet with Magneto, Lorna, and the Acolytes. Lorna convinces Bobby to join them in their offensive against the human Magistrates, who are intent on wiping out the mutate population once and for all.
Kurt works to maintain his acrobatic skills sans prehensile tail in a relatively deserted mansion. Piotr, stopping by to cook dinner for Kurt and Kitty, reveals that it has been several weeks since the depowering, and that the X-Men have used the opportunity to spread to the four corners of the Earth, enjoying the absence of their powers.
Kitty arrives, home from a seminar, with a postcard from the vacationing Warren and Betsy in hand. Ororo and Marrow are working as camp counselors for underprivileged youth, while Rogue is all that's left of an imprisoned Mystique's legal team. Jubilee is saved from a street gang by an ailing Wolverine, slowly dying of Adamantium poisoning. Elsewhere, lack of power has ravaged the hidden community of The Neo.
Back on Genosha, Hank observes that many of the artificially created mutates are undergoing further mutations. Lorna leads him and Bobby to a transport that can get them off the island, with Magneto commanding them to assemble the powerless X-Men.
Above the world, High Evolutionary notices another signal being deployed from his satellite. He is too late – Dr. Essex freezes the circuits of his armor, trapping him helplessly inside. Essex reveals himself to be Mr. Sinister in disguise. The only mutant left on Earth or in its orbit intends to use the entire planet as an experiment in mutation – in both mutants and human alike!