Shadowcat is fast asleep when she is suddenly awoken to a barrage of hands patting makeup on her and grabbing her out of bed and dressing her in her outfit. She walks out of her dressing room and finds she is on the set with the X-Men in a studio by Mojo. She cannot believe her friends are alive.
She walks over to Psylocke and sees that she has no eyes. She steps back and all the X-Men act as if they are not themselves. Shadowcat does not understand but soon runs across Rachel Summers who is attacked by the rest of the X-Men and bound. Shadowcat goes to touch her and phases her out of her bonds. Phoenix blasts out of the room. Shadowcat turns to see the X-Men are really wolves in disguise and the director, Professor X, tells his pack of Warwolves to attack. Shadowcat screams, trapped against a wall. She then wakes up and realizes it was all just a dream.
She continues to phase through the wall and Lockheed and goes outside. While walking the beach, she sees the sunrise as the Phoenix sign. In the Celtic Sea, Meggan also sees the Phoenix sign and races into the lighthouse base. She flies past a TV where it is announced that the X-Men have been killed in Dallas, TX and Psylocke was among those dead. She begins to cry and finds Captain Britain mourning his sister by making himself drunk. He yells at Meggan and she goes off to her room and finally decides to seek out Shadowcat at Muir Island.
Meanwhile, Shadowcat finds Nightcrawler fighting robots in a "danger room" sequence on Muir Island. She stops the sequence by phasing in the panel to the room. They then discuss their dreams as they walk to the main house. They realize they both had the same dream and decide maybe Phoenix was trying to send them some sort of mental distress call. When they reach the house, there is a knock at the door. They open it to find a large being walk in. She announces her name is Gatecrasher and as she is saying why she is there, Meggan flies in. She is taken back by the guest and Gatecrasher decides the only way to tell why she is there is for Saturnyne to do it. She pulls out a crystal and a holographic projection of Saturnyne appears. She says that she has sent her contracted employees, Technet, to gather the being known as Phoenix since she causes some chaos to universe.
Shadowcat refuses to hand over her friend and starts to get ready to fight Gatecrasher. Suddenly, the rest of Technet teleports in and begins to attack the three, Scatterbrain subduing Kitty. A lizard-being called Bodybag "eats" Meggan and the KO'd Shadowcat while Nightcrawler teleports away.
Meanwhile, Phoenix appears in what looks like another Mojo-set and she falls into a party of clowns. They begin to bind her and the Warwolves suddenly teleport in behind her and attack. She starts to fight back and finally escapes outside and realizes she is on Earth and in England. She goes into the subway and finally makes it to a train and blasts off the back as the Warwolves are just getting aboard. They begin to howl in the subway tunnels. Outside, Gatecrasher and the rest hear the howling and Yap senses Phoenix.
Nightcrawler makes it to the lighthouse and finds the drunk Captain Britain. He takes him out to the sea and throws him in. Brian wakes up and flies back to the lighthouse where he confronts Nightcrawler. He is so angry over his sister's death that he hits the floor and Nightcrawler tells him that he and the others need help.
Phoenix roams the London streets. She goes to a department store window and is suddenly "eaten" by Bodybag. Gatecrasher says that he can let the other two women go but keep Phoenix. They are about to leave when the Warwolves attack. They take out a couple of Technet's gang and then Nightcrawler joins in and uses one of the Warwolves to cut open Bodybag's storage of the three women. They help fight both the Warwolves and Technet.
Captain Britain arrives and is quickly caught off guard by Thug. Meanwhile, Phoenix is quickly subdued by Ringtoss as she tries to escape. Shadowcat attempts to help, only for Joyboy to decide to take her fondest desire: to be solid again and make it rude reality. Within seconds, thanks to Joyboy's powers, Kitty goes from a skinny teenager to becoming enormously overweight.
Nearby, Meggan tries to help Brian upon seeing him fighting Thug, only to be taken down by Waxworks, whose touch renders Meggan as limp and wiggly as a noodle due to her body losing its' firmness. Seeing his girlfriend in trouble, Brian becomes distracted, allowing Scatterbrain to take him down fairly quickly.
Nightcrawler finally decides they should act as a team if they are to win. He helps free Phoenix who takes down Joyboy, restoring the overweight Shadowcat to normal (to Kitty's surprise). They all finally break free and attack together. They get the Warwolves running, and Gatecrasher finally gives up and teleports her team away.
Back in the Scottish Highlands, the group gathers around a campfire and tells old stories of past battles and memories. As they talk, they realize that the dream Professor X had shouldn't be left even though the X-Men are gone. They all determine that it's their duty to take up their swords like King Arthur drew Excalibur and be a team. They all agree and together form the team Excalibur.
She walks over to Psylocke and sees that she has no eyes. She steps back and all the X-Men act as if they are not themselves. Shadowcat does not understand but soon runs across Rachel Summers who is attacked by the rest of the X-Men and bound. Shadowcat goes to touch her and phases her out of her bonds. Phoenix blasts out of the room. Shadowcat turns to see the X-Men are really wolves in disguise and the director, Professor X, tells his pack of Warwolves to attack. Shadowcat screams, trapped against a wall. She then wakes up and realizes it was all just a dream.
She continues to phase through the wall and Lockheed and goes outside. While walking the beach, she sees the sunrise as the Phoenix sign. In the Celtic Sea, Meggan also sees the Phoenix sign and races into the lighthouse base. She flies past a TV where it is announced that the X-Men have been killed in Dallas, TX and Psylocke was among those dead. She begins to cry and finds Captain Britain mourning his sister by making himself drunk. He yells at Meggan and she goes off to her room and finally decides to seek out Shadowcat at Muir Island.
Meanwhile, Shadowcat finds Nightcrawler fighting robots in a "danger room" sequence on Muir Island. She stops the sequence by phasing in the panel to the room. They then discuss their dreams as they walk to the main house. They realize they both had the same dream and decide maybe Phoenix was trying to send them some sort of mental distress call. When they reach the house, there is a knock at the door. They open it to find a large being walk in. She announces her name is Gatecrasher and as she is saying why she is there, Meggan flies in. She is taken back by the guest and Gatecrasher decides the only way to tell why she is there is for Saturnyne to do it. She pulls out a crystal and a holographic projection of Saturnyne appears. She says that she has sent her contracted employees, Technet, to gather the being known as Phoenix since she causes some chaos to universe.
Shadowcat refuses to hand over her friend and starts to get ready to fight Gatecrasher. Suddenly, the rest of Technet teleports in and begins to attack the three, Scatterbrain subduing Kitty. A lizard-being called Bodybag "eats" Meggan and the KO'd Shadowcat while Nightcrawler teleports away.
Meanwhile, Phoenix appears in what looks like another Mojo-set and she falls into a party of clowns. They begin to bind her and the Warwolves suddenly teleport in behind her and attack. She starts to fight back and finally escapes outside and realizes she is on Earth and in England. She goes into the subway and finally makes it to a train and blasts off the back as the Warwolves are just getting aboard. They begin to howl in the subway tunnels. Outside, Gatecrasher and the rest hear the howling and Yap senses Phoenix.
Nightcrawler makes it to the lighthouse and finds the drunk Captain Britain. He takes him out to the sea and throws him in. Brian wakes up and flies back to the lighthouse where he confronts Nightcrawler. He is so angry over his sister's death that he hits the floor and Nightcrawler tells him that he and the others need help.
Phoenix roams the London streets. She goes to a department store window and is suddenly "eaten" by Bodybag. Gatecrasher says that he can let the other two women go but keep Phoenix. They are about to leave when the Warwolves attack. They take out a couple of Technet's gang and then Nightcrawler joins in and uses one of the Warwolves to cut open Bodybag's storage of the three women. They help fight both the Warwolves and Technet.
Captain Britain arrives and is quickly caught off guard by Thug. Meanwhile, Phoenix is quickly subdued by Ringtoss as she tries to escape. Shadowcat attempts to help, only for Joyboy to decide to take her fondest desire: to be solid again and make it rude reality. Within seconds, thanks to Joyboy's powers, Kitty goes from a skinny teenager to becoming enormously overweight.
Nearby, Meggan tries to help Brian upon seeing him fighting Thug, only to be taken down by Waxworks, whose touch renders Meggan as limp and wiggly as a noodle due to her body losing its' firmness. Seeing his girlfriend in trouble, Brian becomes distracted, allowing Scatterbrain to take him down fairly quickly.
Nightcrawler finally decides they should act as a team if they are to win. He helps free Phoenix who takes down Joyboy, restoring the overweight Shadowcat to normal (to Kitty's surprise). They all finally break free and attack together. They get the Warwolves running, and Gatecrasher finally gives up and teleports her team away.
Back in the Scottish Highlands, the group gathers around a campfire and tells old stories of past battles and memories. As they talk, they realize that the dream Professor X had shouldn't be left even though the X-Men are gone. They all determine that it's their duty to take up their swords like King Arthur drew Excalibur and be a team. They all agree and together form the team Excalibur.