Beast, having been kidnapped by Tower for Dr. Carl Maddicks, has been subjected to experimentation to reverse the genetic cause of mutation and is on the brink of death as a result. It is revealed that Dr. Maddicks has a son, Arthur, or 'Artie', who has as a result of his mutant powers lost the ability to talk and ended up horrible disfigured.
Meanwhile the rest of the X-Factor team, having defeated Tower, begin interrogating him to discover Beasts location when Arties powers place the mercenary in a trance like state, though Beasts screams of pain end up distracting the young boy allowing Tower to free himself and reveal Dr. Maddicks's location to the team who offer him a position with them which he promptly laughs off.
The team reaches the Bio-Chemical compound where Beast is being held and they split into two teams, with Angel and Cyclops flying to the rooftop where security surveillance notices them. Cyclops cuts the door open, only to open it to reveal a large mob of armed security guards. Fighting their way through , the pair make it to a lift which is promptly filled with gas, though Cyclops blasts the floor out from underneath them and Angel flies them down safely.
Meanwhile Artie realizes Jean and Iceman are sneaking in on the ground level. Iceman freezes one of the entrances which Jean blasts open telekinetically, though this sets off the alarm system. As guards approach them they also escape down an elevator shaft, meeting up with the others on the bottom floor.
Coming across an impenetrable door, Cyclops merely destroys the wall next to it, revealing Dr. Maddicks, Artie and a completely bandage wrapped Beast. Scott is enraged at the sight and threatens the doctor, demanding he explain himself.
Dr. Maddicks states that he was the head-geneticist at the Brand Corporation when Beast, then merely Hank McCoy was hired. Maddicks had been trying to steal the formula Hank was working on which would isolate the chemical cause of mutation for a criminal organisation called the Secret Empire, but after his attempt failed, Hank somehow ingested the serum and transformed into a furry blue anthropoid. As payment for his failure, Maddicks was shot and left in a ditch, though he recovered and tried to begin his life anew with his son. However Arthur's mutant powers soon developed and Maddicks dedicated himself to returning his son to normal and McCoy was the only person he knew who could provide a solution, so he hired Tower who his new company had recruited to experiment upon, to capture Beast.
Artie reveals that the security guards are on their way, a fact which horrifies Maddicks as this level is classified so the gaurds will have orders to shoot to kill, especially as he has been carrying out his experiments clandestinely and he fears for his sons life.Dr. Maddicks begs X-Factor to take his son with them and instructs them to leave. When they do he pulls out a gun and Artie reveals holographic images in the resulting shoot out in which is father is killed.
Back at headquarters Cameron Hodge is told that X-Factor may be doing more harm than good by Senator Thompson, before the team arrives back with Hank and Artie in tow. Hank is unwrapped in the morning to reveal that his appearance has been altered, he is no longer blue and furry but a normal looking human.