In Ferro's fortress, Wolverine tells Maverick to get out of the way. Maverick tells Wolverine that Aldo Ferro is under the protection of the Federal Government. Sabretooth tells everybody that it looks like the whole team is there. Ferro uses this opportunity to initiate memories in everybody’s mind about the old team.

In Wolverine's mind, The old team, SilverFox, Sabretooth, Maverick, and Wolverine make their way throw fields of spikes. Then Wolverine is back at the Weapon X lab as Weapon X. Cornelius, Professor, Hines listen to Ferro and how he can help the project. The Professor tells Hines that Ferro is the most powerful psi-talent that they had ever come across, but Hines didn't want to use Ferro because he was a known criminal mastermind. Ferro's had his own reasons for wanting to get involved in the project.

Present, Wolverine breaks out of the flashback, and sees that Ferro is still messing with Maverick, Sabretooth, Silver Fox, and John Wraith. Hines throws a brick into Ferro's face, suddenly they all come out of their flashbacks. Hines tells the group that Ferro was a psi-borg and that he was after their.... Ferro kills Hines and suddenly begins to swell, then blows up and disappears. Wolverine realizes that Ferro didn't blow up, he is still messing with their minds. Maverick confirms that Hunes is dead. Maverick finds a trap door in the floor, Wraith uses some explosive to blow a hole in the floor, they discover a huge underground facility, they proceeds underground to find Ferro.

Salem Center in the X-Mansion, Jean Grey and Professor X monitor a sudden surge of psi-energy on Cerebro, Professor X is amazed at the power of the psi-surge, that the person must have been masking themselves from cerebro for years, they trace the energy to an island off Seattle, Washington.

In Ferro's fortress, They advance as a team, Wolverine is point-man, Sabretooth is slack-man, Silver Fox follows as commander, Maverick is security and Wraith takes the drag and provides extraction cover. They make Jubilee stay above ground. Wolverine and Sabretooth pass a bunch of computers. Silver Fox looks on one of the computers and fins that they are all running genetic decoding. The computer turns into a blob with Ferro's face and grabs Silver Fox and swallows her. Wolverine cuts and slashes at the blob, but it all disappears and Wolverine is left standing next to a busted up computer. Wolverine yells out for Ferro to come out and fight, he lost Silver Fox once he doesn’t want to loose her again. Jean Grey and Professor X showed up, Jubilee yells down the hole to tell Wolverine that Jean Grey and Professor X are here to help. behind Jubilee's back Jean Grey and Professor X grow spikes out of their faces, their really Ferro.