Wolverine and Mystique fight Maverick and Sabretooth to protect Maverick's daughter Christie. Wolverine discovers some pieces of his past at Weapon X.

When Cyclops' visions of Jean Grey get in the way of a battle against Juggernaut, Emma Frost offers to erase all of his memories of Jean. When he accepts, Emma delves in his mind and is shocked by what she sees.

In the future, Marrow has developed a strong friendship with the re-programmed sentinel.

Information from Professor X suggests that a key event that will lead to the bleak future is imminent: The X Men have to prevent Magneto's helmet from being stolen.

Jean Grey has been abducted, but as the X-Men begin the search a new problem arises. Magneto has forced the hand of Senator Kelly into launching a Sentinel attack on Genosha so that he can strike back and begin the war! Meanwhile in the future, Mastermold has captured Xavier and is forcing him to reveal the locations of mutants all over the world!

Sentinels begin their attack on Genosha causing dissension in the ranks when Scarlet Witch makes an important decision about which side she's on. Plus, the Inner Circle's true intentions with the Phoenix are revealed causing Emma Frost to question her loyalty. Meanwhile in the future, the future X-Men form their plan to take down Mastermold.

The Inner Circle manage to draw the Phoenix out of Jean Grey but it proves to be more powerful than anyone could have imagined. Now Cyclops, Emma Frost and the rest of the X-Men must find a way to stop it before it destroys the world! Plus, the future X-Men begin their assault on Mastermold and the Sentinels!