In Russia, Wolverine, Nightcrawler and Colossus are attacked while they sleep by three mechs that seem to have been designed to neutralize them. The X-Men do some damage, but are eventually captured. Meanwhile, in San Fransisco, Scott and Emma are investigating the retro nature of the town. Before they can complete their investigation, the Goddess manipulates her minions into hunting them down. They escape the first batch, but are still on the run.