The X-Men are in Valencia, Spain, where they all get attacked by the local guardia forces. Rogue is shot into the sea, while Storm, Bishop, Beast, Psylocke and Thunderbird are caught; only Sage manages to escape. The Deputy Minister of Justice arrives at the high tech base of the guardia where she is met by the commanding officer. He tells her about the testing and diagnostics they are performing on the X-Men team. Meanwhile Vargas and his henchmen kill some local police who are hoping of capturing Rogue when she washes ashore. The rest of the team wake up to find themselves in a maze and after a short battle fall through a hole in the floor.