Written by: Len Uhley
After reviewing his various plans that were thwarted by the X-Men, and learning that he is the non-mutant son of Sabretooth, the Friends of Humanity Board of Directors have decided to have Graydon Creed kicked out of the organization due. Creed pleas for another chance to prove himself to them and that he is still loyal to their anti-mutant cause. When the leaders reveal that they have lead an investigation into Creed's family and discovered he has more mutant relatives, Creed promises to eliminate them all to prove his devotion to his fellow mutant-haters.
Later on, Nightcrawler visits Xavier's Mansion to ask for help from Wolverine, Jubilee, and Rogue. He reveal he has received a message from his birth mother, who he hasn't seen since he was a baby, who is in danger. Nightcrawler is interested in the prospect of reuniting with his mother, but the X-Men sense something off about this, so they decide to go with Nightcrawler to where his mother wanted to meet him.
Arriving at a large hydroelectric dam, when Kurt hears his mother on the other side of a large metal door, he teleports inside, while Rogue is forced to tear the door away to join him. It is then that Kurt's mother emerges from the shadows, revealing herself to be Mystique. However, it turns out that Mystique had been led into a trap herself, by none other than Graydon Creed, who is revealed to be Nightcrawler's half-brother by blood, and Mystique is Creed's mother as well. Creed, sickened by how he was the only member of their family born without the mutant gene, and disgusted to be related to them, had lured them to his Friends of Humanity hideout to destroy them once and for all. To do this, he begins flooding the room that Mystique, Rogue, and Nightcrawler are in with gas. However, Kurt is able to teleport up to confront Creed, only to be forced to retreat when fired on by the Friends of Humanity soldiers Creed brought with him.
Meanwhile, having tailed Rogue, Wolverine and Jubilee nearly fall into the trap as well, but Jubilee is able to destroy the gas emitters with her mutant power. In the confusion that follows, Mystique is able to slip away, disguising herself as a wounded Friends of Humanity member to lure Creed in the wrong direction so she can escape herself.
Outside the dam, Rogue and Nightcrawler spot Mystique fleeing across the top of the dam, but while Kurt goes up to confront her and get the answers he wants from her, Rogue is prevented from following when she is shot and knocked out by the Friends of Humanity soldiers. After Wolverine loads her into his jeep, Jubilee spots Creed attempting to escape in a helicopter.
On the dam, Mystique continues to flee until Kurt appears in front of her to ask her why she abandoned him when he was a baby. Faced with no other alternative, Mystique explains to Kurt what happened back then.
While she was disguised as a young European peasant, Mystique fell in love with a baron and gave birth to Kurt, but when Kurt's father saw Kurt's demonic appearance, it led to Mystique taking Kurt and fleeing into the woods. However, cornered at the top of a small waterfall with the angry mob of villagers closing in, Mystique had to make a difficult decision.
Back in the present, Mystique makes it clear that since then, she tried to turn her life around, but with all the evil acts she has committed serving Apocalypse or the Brotherhood of Mutants, she feels she is beyond redemption. Kurt doesn't believe this, stating that his faith in God has convinced him that there is hope for his mother, and would pray for the Almighty Father to forgive her for her sins. Mystique is brought to the point of tears at Kurt willing to forgive her and ask God to do the same, but the moment is interrupted as Creed appears to shoot at them and accomplish his mission. Mystique pushes Kurt out of the way of one shot, but is wounded herself in the arm or shoulder by it. Staggering backwards towards the edge of the bridge over the dam's floodgates, Mystique offers some final words of how proud she is of Kurt, remembering when she held his baby self aloft, tears streaming from her eyes as she prepared to drop him into the waterfall, before falling backwards over the railing and into the falls below, to Kurt's horror.
Shortly thereafter, Creed's helicopter is shot down, but he escapes the crash landing, escaping in a second one with the Friends of Humanity soldiers with him. Afterwards, Kurt and Rogue look over the river, wondering about Mystique and if she truly is gone, only for the shape-shifting female mutant to reveal herself to still be alive as she resurfaces quietly behind them and manages to walk to shore under her own strength, but as she overhears them talking, she can't help but cry as she knows this is the last time she will possibly see them before vanishing to parts unknown so she can't be found again. At the same time, Wolverine and Jubilee watch from a distance, and while both are sympathetic for Kurt and Rogue regarding Mystique, Wolverine knows that Creed won't be a threat to them anymore as well.
He's proven right as, aboard the helicopter, Creed is told by the soldiers under his command that he blew it and is out of the Friends of Humanity, throwing him out of the helicopter, thankfully with a parachute, only for Creed to land right in front of the cabin where Sabretooth is currently residing. Graydon Creed Sr. comes out to see his son, and bring him inside for some father-son "bonding", as Creed is reducing to a whimpering, sobbing, hysterical mess.
This episode contains examples of:
- Actually Pretty Funny: Creed is openly amused by the idea of a demon-looking mutant praying to God.
- All-Loving Hero: Nightcrawler is not only willing to try to forgive Mystique - his birth mother for abandoning her, but is willing to try and reason with his brother, Graydon Creed - who's a genocidal madman.
- Antagonistic Offspring: Graydon loathes his mother Mystique and delights in pointing out her many moral failings to his Wide-Eyed Idealist brother.
- Beyond Redemption: Kurt's anguished parting words to Grayson, "God help you, brother", clearly conveys that he knows his brother will never be redeemed after the latter shot their mother.
- Big "NO!": Creed when the water from the busted dam envelops his helicopter.
- Big, Screwed-Up Family: The episode focuses on the dysfunctional family of evil mutant Mystique and Sabretooth, and their children Rogue, Nightcrawler, and Graydon Creed.Jubilee: (to Nightcrawler) If I were you, I'd stay away from family reunions.
- Break the Haughty: Downplayed with Graydon Creed, who is just as genocidal and remorseless to mutants as before, but now comes at them with a large dose of self-loathing due to his mutant heritage being exposed for all to know. Highlighted when he meets with the Friends of Humanity council that's replaced him — he's initially indignant, citing that he not only led the Friends of Humanity but founded it, only to prostrate himself when the council reminds him of his mutant heritage.
- Break Them by Talking: Mystique is unapologetic and brutal in saying Nightcrawler was inconvenient and unwanted. Nightcrawler then floors her by simply saying he will pray for the grace to forgive her and then pray for her to be able to forgive herself.
- Brutal Honesty: Doesn't get much more brutal than a mother telling her son that she didn't want him.
- Calling the Old Man Out: Subverted, as Sabretooth is the only family member that Graydon doesn't target, clearly still being absolutely terrified of him. The Friends of Humanity council notices and decides in the wake of his failure to send him to Sabretooth gift-wrapped.
- Cain and Abel: Graydon and Nightcrawler.
- Continuity Nod: While talking about being a shape-shifter, Mystique takes the forms of Robert Kelly's secretary and then Gambit.
- Cornered Rattlesnake: Graydon Creed has lost all of his previous political authority and prestige, and is reduced to working alone and trying to kill all the other members of his family. And that's precisely what makes him so much more dangerous because the FoH makes it very clear to him that this is his last chance to absolve himself and return to the hate group's good graces.
- Deadly Dodging: After managing to shoot Mystique and send her off the dam, Creed turns his attention to Nightcrawler. Just as a missile is fired, Nightcrawler simply teleports to safety, leaving Creed's helicopter to be downed by the released water.
- Demoted to Dragon: Previously the leader of the Friends of Humanity, Graydon Creed is reduced to a desperate lackey working for the FoH's new leadership.
- Didn't See That Coming: Wolverine over the Friends of Humanity being back in operation.
- Don't You Dare Pity Me!: Mystique's Brutal Honesty is in response to Nightcrawler admitting that he feels sad for her.
- Emerging from the Shadows:
- Nightcrawler when appearing on the mansion's doorstep.
- Mystique after Rogue knocks down the door.
- Even Evil Has Loved Ones: Mystique finds she does actually care about her son.
- Even Evil Has Standards: The Friends of Humanity council members despise all mutants, but the leader specifically notes how disgusting and reprehensible Sabretooth is.
- Faux Affably Evil: "Come to Papa."
- Flashback: Mystique telling Nightcrawler about how he was born and abandoned.
- Forgiveness: Nightcrawler knows it won't be easy, but he's willing to work towards forgiving Mystique and wants her to forgive herself, as well.
- The Gadfly: Logan happily puts a scare into some trick-or-treaters by using a mask of Beast's face. It's the part of handing out candy that he considers fun.
- Gold Digger: Mystique notes that Nightcrawler's father was not handsome but had enough money to make up for it.
- Halloween Episode: Downplayed. We get one scene of trick-or-treaters getting scared at the mansion and Wolverine lamenting getting stuck on this detail. Otherwise, the episode just takes place on Halloween night and has nothing to do with the day outside featuring a character that looks like a demon and Jubilee getting in the FOH's door by pretending to be a trick-or-treater. Still didn't stop Fox Kids from premiering the episode during a Halloween marathon.
- Heel–Face Door-Slam: Nightcrawler appeals to Graydon to let his hate go, but Graydon's too far gone for that.
- Humiliation Conga: Offscreen version, as it's revealed that following Graydon's Villainous Breakdown in his last appearance, he was sent to a psychiatric hospital where he remained for an entire year.
- I Owe You My Life: Wolverine says he owes Nightcrawler for their last encounter.
- Internal Reveal: We learned in Nightcrawler's debut that Mystique was his mother, but here, he and Rogue learn the truth.Mystique: They just want your brother!
- Irony: Jubilee muses that Beast and Nightcrawler look alike and might be related. Rogue remarks that's about as likely as her and Nightcrawler being kin. Rogue soon finds out that's actually the case.
- It Has Been an Honor: In case anything happens, Nightcrawler thanks Wolverine for his and the others' help.
- Jerk Justifications: Mystique tells Nightcrawler that she's the way she is because as a shapeshifter, she has to be:Nightcrawler: I am sad for you.
Mystique: Sad? You want to talk about sad? I'm a shapeshifter - an outcast even among mutants, trusted by no-one! I don't have a life of my own, I just steal little bits from everybody else's lives! But that's how I survive! - Little "No": Graydon when he finds out where his former supporters are sending him.
- Long-Lost Relative: Nightcrawler, Graydon, and Rogue are each surprised to learn they've all been siblings through Mystique (the first two being blood relatives, the third by way of adoption).
- Never Say "Die": The episode ends with Graydon being dropped in to his father's cabin, and it's implied as clearly as a children's cartoon possibly could that Sabretooth means to violently murder his son. Wikipedia's article on Graydon Creed says that it's likely Sabretooth tortures Graydon...which knowing Sabretooth is not much better.
- No True Scotsman: The Friends of Humanity towards Graydon for being the child of mutants. The fact that he deliberately covered up being Sabretooth's son and that it came out the way it did certainly don't help.
- Not Quite Dead: The X-Men aren't sure what happened to Mystique and Graydon, but viewers see both alive in the end (though Graydon likely for not much longer).
- Origins Episode: Though Nightcrawler's first episode covered basic details, he learns everything here and finds out about his other family members.
- Parental Favoritism: When called out for being willing to hand over Nightcrawler to the Friends of Humanity, Mystique claims she was doing it to protect her favorite child, Rogue. Creed accuses her of just looking out for herself and lying to save face.
- Police Are Useless: Jubilee is irritated that the police arrested the Friends of Humanity members for destroying the dam instead of for attacking mutants.
- Properly Paranoid:Jubilee: What happened to Creed?
Wolverine: What didn't? - Sequel Episode: Follows up on "Beauty and the Beast" by showing what's become of Graydon since his breakdown and exploring more about his family. It also follows up on Nightcrawler's debut, specifically Mystique's cameo in that episode's origin flashback.
- Shocking Voice Identity Reveal: While Rogue and Nightcrawler are searching, a woman suddenly calls out for help. Nightcrawler rushes in, but Rogue tries to stop him on the grounds she knows that voice.
- Shout-Out: One of the trick-or-treaters is wearing Daredevil's red and yellow costume.
- Taking the Bullet: Well, laser blast. Mystique pushes Nightcrawler aside as Graydon opens fire and falls off the dam.
- Tears of Remorse: Mystique after Nightcrawler gets through to her.
- The Bus Came Back: Graydon Creed, who was last seen in Season 2, returns for one last hurrah.
- This Cannot Be!: Graydon upon learning that the rest of his surviving family are mutants.
- Villain Has a Point: Mystique tries to play off the trap Graydon Creed arranged by saying Rogue wasn't meant to be caught in it as she was the "favorite." Graydon, however, calls her out by pointing out it only worked because Mystique was too interested in saving her own skin than leaving her extended family out of the whole affair.
- Villain: Exit, Stage Left: Played with. Mystique (predictably) runs off at the first chance she gets, leaving the X-Men and Nightcrawler to fight off the Friends of Humanity themselves. However, Nightcrawler isn't going to let her run off so easily. Shortly afterwards, she takes a bullet for Nightcrawler, falls off a dam, and survives - walking off in tears.Wolverine: Time we got outta here!
Nightcrawler: Not without Mystique.
Jubilee: (looks around) She's gone!
Wolverine: Ahhh. Nothing more touching than a mother's love. - What You Are in the Dark: One of the flashbacks shows Mystique atop a waterfall about to throw baby Nightcrawler over the side, as the baby exposed her as a mutant and left her running from an angry mob. However, she cries because she can't go through with it.
- Written-In Absence: Wolverine remarks early on that the rest of the team took the night off and left the mansion.
- You're Not My Father: Defied. Nightcrawler fully acknowledges the pain Mystique has caused him, but he can't pretend she's not his mother.
- You Have Failed Me: The Friends of Humanity council members punish Graydon by sending him to the last place he'd ever want to be: Sabretooth's house.
