Flashback to four weeks ago, Cyclops, Marvel Girl and Beast disguised themselves as Quicksilver, Scarlet Witch and Toad of Magneto’s Brotherhood of Mutants, infiltrated the Sentinels’ lair in a mountain in upstate New York and believed they had destroyed Sentinels. They will soon learn that it was not to be the case.
Presently, Scott, Jean and Hank are still shocked at the apparent intrusion of the Fantastic Four. Reed Richards explains that they seek the help of the X-Men. There is a danger that threatens the “continued safety of the whole human race”, “one which Professor Xavier has confirmed”.
The three X-Men get dressed in their uniforms. Jean finds her dirty laundry still unwashed, so she puts on her original uniform. Jean is concerned about the Professor, sensing that something is not right. She meets him in the hallway and he spaces out during a brief exchange. Jean plans to discuss the Professor’s odd behaviour with her team mates.
With everyone gathered and dressed, Xavier explains his findings. Over a week ago, he used his telepathy to create a mindlink with every person on Earth to defeat the attack of the Z’Nox. The alien race of Z’Nox originated from the Andromeda Galaxy, and had developed a powerful weapon “which allowed them to transport their entire planet across the cosmos” to “savage and pillage their target planet”. The Fantastic Four’s instruments in the Baxter Building too had picked up on alien readings.
Xavier further elaborates that he detected the Z’Nox’s presence months ago. He needed to “devote all [his] energies to finding a defence”. A dying changeling approached Xavier “to find his own kind of redemption”. Xavier planned for the changeling to assume his identity so Xavier could conserve his energy and the changeling would lead the X-Men on he field. Xavier only shared his plan with Marvel Girl, and he would share his powers with the changeling and Marvel Girl to guide them. (The changeling as Xavier was later killed in battle with Grotesk.) Xavier had his X-Men trained specifically to take on the Z’Nox. Xavier would combine the power of all the minds on Earth and channel it into Marvel Girl. On site, all the X-Men would focus their powers into Cyclops, whose optic blast caused the Z’Nox to flee. He believes that the Z’Nox are still out there.
Meanwhile, the captain who held Angel and Avia captive made a deal with Krueger: wealth in exchange for his captives.
The three X-Men follow the Fantastic Four to a private airfield in upstate New York. The Fantastic Four have a replica of a Skrull ship which they will use in their pursuit of the Z’Nox.
On board the ship in their pursuit, Cyclops senses that something is wrong with Marvel Girl. He expresses his concern, and Marvel Girl tells him that she has the feeling that she’s being watched.
Candy Southern returns to the mansion with “disturbing news” for Warren. Xavier had reprogrammed the robot sentries to permit her limited entry into the mansion.
Back in Antarctica, Havok, Magnetrix and Ka-Zar are cruising over the Savage Land after their encounter with the previously enslaved natives. They discover the energy signature of Iceman in the Savage Land.
On board the Fantastic Four’s ship, the team had completed the hyperspace jump and entered the world of the Z’Nox. The ship was constructed to include a force field that kept air in but allowed large bodies or energy out. The Fantastic Four, Cyclops and Beast plan their infiltration and attack on the Z’Nox. Meanwhile, Marvel Girl senses the growing presence of an alien entity assuming her body.