Binary Star Carol Danvers becomes Binary. But will she join the X-Men or try her luck amongst the stars? The good guys fight the sleazoids in a big space battle. Storm calls on some lightning to disable the Brood ships, but accidently destroys some of them. She's upset since she knows the ships are living creatures (these look like "sharks" not the "whales" we've seen before). During the battle, Carol completes the transformation initiated by the Brood's tests. However, she doesn't transform into a Brood, instead she transforms into a new superbeing, calling herself Binary. The spaceship got hit and Kitty had to go outside to fix it, but she is hit. Carol saves her and fix the spaceship, but Kitty is very injured. On Earth, Professor Xavier and realizes something is very wrong with Illyana after she come back from Belasco's domains, he can't reach her toughs and she even told him she has powers just like her brother Colossus. Kitty recovers herself very fast and Nightcrawler realizes something wrong is going on with their bodies. Meanwhile, Storm's losing touch with her elemental powers. Storm turns her senses inward, detects the egg growing inside her, and takes off in a small spaceship. Wolverine finally has to tell everyone that they have eggs growing inside them. They're all freaked, but Binary is especially pissed and flies off - punching a hole in the hull! The X-Men start to get sucked out of the spaceship...