Madelyne evolves into the Goblyn Queen. She transforms John and Elaine Grey into her pet demons. With Nastirh’s help she searches for her son, but instead she finds out that she was created by Mr. Sinister in a lab. When the X-Men track the Marauders to their new hideout, the Morlock alley, a battle begins. All the Marauders who were killed before, have been replaced by clones. Psylocke tricks Scrambler into using his powers on Arclight, both of them are rendered unconscious or dead. Unnoticed by anyone, Blockbuster gets abducted by demons.