Here we meet the rest of Generation Next. Angelo, a grey-skinned mutant with several feet of extra skin, the pale skinned, wild purple haired Clarice, a hulking blond boy named Gregor who's personality most resembles that of one taken from "Leave It To Beaver", the previously shown Paige Guthrie, sister to Cannonball, and the catatonic Monet St. Croix. When Paige awoke from a sleep, she met them all, sort of, and immediatly began trying to find a way out. A task, naturally, already attempted by the rest of them with no success. At some point, a member of the Phalanx called Harvest, entered to take another mutant to test on, similar to what they tried on Monet in the previous part. You see, the Phalanx can assimilate just about any organic and inorganic being, except mutants. This attempt by the Phalanx was not only orchestrated to destroy the next generation of powerful mutants, but to also learn how they can accomplish such a task so it can be done against all mutants.

While Harvest spoke of the young mutants' undeniable doom, Clarice, who stayed fairly quiet and simply cryed until now, used her power against him. Without knowing eaht exactly her power was, the Phalanx had no way of preparing to shield themselves against an attack that, seemingly, temporarily displaced Harvest. What would have most likely been a successful attack, was stopped by Gregor who believed Clarice was going to get herself hurt. It was also revealed that the Phalanx' attempt to inflict mutants with the techno-organic virus, now seems to be noticeably effective as Paige is now infected.

After Harvest backed away, leaving the kids again, Monet came to. She told of things she has noticed in order to escape and things that must be done in order to have success. The first act, kill Gregor. Monet knew they were being monitored somehow, and that somehow was Gregor, a now revealed member of the Phalanx collective. So she destroyed him by using pieces of the organic material their suits were made of and turning it into a weapon. Thus, the escape began, but it will be much harder than that.

Meanwhile, Banshee, Frost, Jubilee, and Everett arrived at Emma's house which rested atop the massive Frost Enterprises building. This visit showed that Banshee still did not trust Ms. Frost, especially after Sabretooth excape. This, in turn, was justified by Sean destroying all the surveilance systems focused on him and the two kids that Ms. Frost "forgot about."

Banshee and Emma then proceeded to break into Shield in order to pinpoint the location of the kidnapped mutants, leaving Everett and Jubilee to have a nice chat in the rain. However, Sean and Emma were caught, despite their telepathic shielding, but escaped easily with the information they needed. They were now ready to head off to save the next generation of mutants.