Angel spots Gambit stealing a mysterious artifact, but when he tries to stop him, Mesmero fights him off. When the Acolytes want to steal another artifact, the X-Men fight them and discover there is a bigger plan happening. Soon both teams face a spider-like being which is virtually unstoppable. Magneto and The Acolytes destroy the spider-like creature. However, it was actually a guardian to prevent Apocalypse's release and now that it is destroyed, the second gate will open.
Tropes included:
- The Bad Guy Wins: Much like his last episode, Mesmero was able to unlock the second key to open up Apocalypse's tomb.
- Batman Gambit: Mesmero doesn't have the power to destroy the spider and open the second gate. He brainwashes Gambit to into doing his bidding to get a relic, but also primarily as a means to get Magneto's attention. He then provides enough information about the situation to get Magneto and his team to destroy the spider for him.
- Bullying a Dragon: Magneto says as much when he learns Mesmero brainwashed Gambit into doing his bidding and intends to exact painful retribution. However, this was All According to Plan for Mesmero.
- Cool Big Sis: How Nightcrawler has been viewing Rogue since the last episode, much to Rogue's annoyance.
- Crouching Moron, Hidden Badass: Iceman may have a tendency to fool around, but he proves he can be reliable in a fight while battling the Acolytes.
- Giant Spider: Released during the climax, but destroying it turns out to be a very bad thing.
- Hero Antagonist: The giant spider, not obvious due to its rampage but its job is to keep Apocalypse locked.
- I Warned You: Xavier attempted to warn Magneto not to destroy the spider, but Magneto wouldn't listen.
- Little Stowaway: Iceman does this to join in the adventure. Xavier knew immediately and decided not to say anything (likely as the cramp conditions were punishment enough). Everyone else was completely fooled.
- Mind Rape: As before, Mesmero pulls this trick to get others (in this case, Gambit) under his control. Xavier also does this to Mesmero again to find out what's really going on and again suffers blowback from Apocalypse.
- Mythology Gag: The ones in the field this time are Cyclops, Jean, Beast, Iceman, and Angel—the original five X-Men from the comics.
- Previously on…: The opening recaps bother the previous and Mesmero's debut episode.
- The Reveal: The spider was the key, but also a guardian. Destroying it unlocks the second gate that was sealing away Apocalypse.
- Something We Forgot: There wasn't enough time in "Self Possessed" to go over what Mystique being Rogue's adoptive mother meant for Nightcrawler. In this episode, they share a scene in the infirmary, where Nightcrawler insists they're family and that he'll always be there for Rogue.
- Surprisingly Realistic Outcome: Rogue is still laid up in the infirmary after an extremely taxing physical and mental ordeal.
- Tagalong Kid: Iceman gets treated this way, due to his penchant for goofing around. In this episode alone, he uses his powers during a baseball game that was explicitly supposed to be a no powers game and caused everyone else to follow suit. He is explicitly told to stay at the mansion, but he stows away on the jet, anyway. He demonstrates he is capable of following orders in the field, though.
- Unwitting Pawn: Xavier realizes that Magneto and the Acolytes were this to Mesmero the entire time.
- Written-In Absence: Nightcrawler says Wolverine and Storm are out searching for Mystique.
