After teasing the beautiful Kitty Pryde with a dead rat, Marrow lets slip that she has seen some terrorists in the subways underneath New York City. The X-Men question her before deciding they can’t sit back and do nothing, especially after Logan theorizes that Flag-Smasher and Ultimatum are probably to blame. Storm splits the X-Men into teams, one team will head for the tracks whilst the other goes and checks the underground. While Storm and Rogue fly to New York carrying Gambit and Colossus, Marrow, Kitty, Wolverine and Nightcrawler head into the city on an old garbage sweeper train, using Marrow’s stolen radios to communicate with each other. Marrow has a chip on her shoulder about humans and taunts Kitty about her beauty and being able to fit in with ‘the fleshbags’. Kitty hates this accusation and tries arguing her point in return. Reaching the place where Marrow saw the terrorists, Marrow is paired with Kurt before Kitty asks if she can go with her instead, which more than surprises her after their earlier confrontation. They check one track while Kurt and Logan check the other, where they run into some Ultimatum, troops and engage in a short fight. They escape the battle but Logan has wounds that need time to recover from. Colossus and Rogue meanwhile split up from the others in their team and followed a suspicious group of men aboard a train. Indeed they too are part of Ultimatum, but the two X-Men easily win the fight, being bulletproof and all. Kitty and Marrow finally arrive on the train where the bomb they are searching for is located but are taken captive by some Ultimatum goons. Luckily, they are saved by Storm and Gambit who help them rout their captors. The others arrive shortly after and have to decide what to do about the bomb which is set to blow up beneath the United Nations. Marrow realizes something is wrong with the situation and heads off, followed by Shadowcat. They discover that Flag-Smasher, Ultimatum’s leader has another bomb beneath...