An amnesic Jean uses her incredibly strong and powerful telepathic and telekinetic abilities while at the hospital, which allows Emma to locate her using Cerebro. Emma and Scott go to the hospital and attempt to take Jean back to the mansion when Archangel intercepts Scott and Jean and takes them to Mr. Sinister where he extracts their genetic codes, stating that combined they will create the very strongest and most powerful force in the world. Before his men can dispose of Scott and Jean, the X-Men arrive and save them. Later, Emma appears to double-cross the X-Men and the Hellfire Club arrives to take an unconscious Jean. Meanwhile, Mister Sinister gives Jean and Scott’s DNA to his master, Apocalypse.
Introducing characters: Apocalypse, Sebastian Shaw, Selene, Donald Pierce and Harry Leland
Note: Beginning with this episode all episodes began to air on Nicktoons (formerly called Nicktoons Network)