Magneto tries to sway Lorna into fighting by his side by virtue of the fact that she is his daughter. But the X-Men stand in his way. Iceman lunges at Magneto in a fit of anger, and has to be restrained by Cyclops and Beast. It is Cyclops who throws the first punch at Magneto instead.
Mesmero and the mutant squad rush forward to help Magneto. Iceman acts on his own affections for Lorna and carries her away from danger. Beast calls out to Iceman to get back and help out his team mates. Iceman does so by icing the floor before collapsing in exhaustion. The mutant squad grab Cyclops and place a metal helmet over his head but he is able to blast through the helmet. Beast successfully evades flying granades while Marvel Girl protects a fallen Iceman.
The X-Men regroup to take down Magneto. who creates missiles out of “every bold and iron plate” and flings them at the X-Men. Cyclops and Marvel Girl try to stop the barrage of metal with their optic blast and telekinesis at full force. But the X-Men are soon overpowered by Magneto and his “power-loaded freaks” with the “mutant power of...negative energy”. Cyclops punches one and the force is turned against him. Marvel Girl is getting buried by scrap metal pieces. Angel finds himself strangled by steel cables.
In an effort to distract Magneto so he would release his death grip on the X-Men, Cyclops randomly blasts at the lair’s ceiling, causing a massive amount of debris to fall. The X-Men plan their retreat while Magneto climbs out from under the rubble. Iceman spots Lorna helping to free Magneto.
The X-Men find a ship to escape in. Marvel Girl wished that they could have rescued Lorna. Angel pointed out that Lorna had betrayed them by helping Magneto. Iceman defends Lorna by saying that she did not have a choice. Magneto is livid that the X-Men have escaped.
After a few hours, the X-Men have regrouped in San Francisco. Scott is taking Bobby off the mission because he is exhausted and his feelings for Lorna are clouding his judgement. Bobby and Scott get into an argument, leaving Bobby to storm out on his team. The rest of the X-Men put Scott’s plan into action.
A few days later in the desert, another mutant is discovered by the mutant squad. It is Erik the Red, and he seeks an audience with Magneto.