After yet another training session, the X-Men celebrate their anniversary. Elsewhere, four other mutants gather at another, secret location. Mastermind, Scarlet Witch, Toad and Quicksilver await the return of their leader, Magneto who launches his scheme to take over the small country of Santo Marco. The Professor attempts to communicate with an evil mutant telepathically and discovers his plan. After Magneto and his Brotherhood easily take over the country. The X-Men travel to a South American in hopes of defeating them and freeing the country. Although the X-Men are able to drive off the Brotherhood, Professor X is injured during the battle and the day is actually saved by Quicksilver who does not share his leader's beliefs and deactivates his nuclear device.