Mastermind has his two assistants engage the X-Men while he enters the breach in the massive door that had been sealed. Emma, Hisako, Beast, and Cyclops attempt to protect Sasaki from the long-haired, gray-skinned mutant’s spit-wad attack and ability to morph into the ground and appear in other places.  Storm and Wolverine engage the yellow-skinned “hedgehog” mutant. It is a stalemate until Wolverine takes “hedgehog” down and gets large spines stabbed into him as a result. However, “hedgehog” is secured, allowing Storm to fry them both, knocking out “hedgehog” and annoying Wolverine. Gray-skin retreats as Riko and Kaga come down from the infirmary, full of questions. Beast explains that the medication they’d been taking was ineffective but he’s given them a vaccine to stop them from losing control.

As Xavier continues his mental battle, Beast and the others enter a room where there is a massive machine-computer that is designed to purposefully block Cerebro’s scans. When Beast proves this, there is anger among some of the X-Men but Cyclops is more concerned about what Mastermind was after. Emma tells them what Mastermind had told her before the X-Men arrived and how his infiltration of the Sasaki Institute was to gain the power behind the mutant incidents in the Tohoku region. Sasaki says nothing as Emma speaks but when Wolverine starts heading to the door at the other end of the massive Cerebro-blocking machine, Sasaki stops him, telling him that what lies behind that door is not only terrifying and the origin of the problems, but also very precious to her.

Beast recalls what U-Men leader Obosuki said to him before he died about real monsters being in the area and combines this with the fact that Obosuki had a mutant detector with him. Thus, Beast concludes that Sasaki was working with the U-Men. Sasaki confirms this, stating that the mutants the U-Men hunted were harvested for their organs to make the Damon Hall suppression serum. In return, she not only developed the anti-Cerebro machine, but created the mini-mutant detectors for the U-Men to use. Hisako is horrified to hear this while Wolverine’s anger grows. Storm suspects there’s more to the story and Sasaki confirms this as well and briefly tells them of her son with Xavier, Takeo, whom Xavier only just learned about.

In the next room, Mastermind greets them outside of a giant, glass container holding a sleeping teen child and tells the story of Takeo, the child of Xavier and Sasaki. Sasaki is stunned that Mastermind knows so much as he explains that all of Sasaki’s research was tied into suppressing Takeo’s powers and saving her son, even at the cost of other mutant’s lives.  To the horror of everyone, Mastermind reveals that the U-Men Sasaki collaborated with are in fact part of the Inner Circle. Although the U-Men and Inner Circle have different objectives, they agreed to join so they could kill more mutants and Mastermind, as “Jun-kun,” made sure Takeo was no longer given suppressant drugs and began destroying his mind telepathically so that his power would grow and Inner Circle would then have mutants rule over all humanity, U-Men included.

Another mutant arrives, whom Emma identifies as Neuron, and kills Kaga and Riko. Emma explains that Neuron’s power amplifies senses, which Neuron confirms by saying he can make it so that dropping a pin can shatter an eardrum. Neuron creates a sealed cone with himself, Wolverine, and Beast inside and attacks them, causing them great pain. The gray-skinned mutant emerges and trap Hisako, Emma, and Storm in his goo while Mastermind warns Cyclops not to do anything lest his friends die. Mastermind explains that even now, the people outside are experiencing a strange phenomenon thanks to his manipulation of Takeo. Meanwhile, Xavier emerges from the telepathic trap, but the Blackbird is now out of control and about to crash.

One of the frustrating things about this anime series has been naming some of the opponents. Despite a few battles with the U-Men before ultimately defeating their leader, it wasn’t until this episode that Beast provides the name “Obosuki.” That would have made things kinda nice to know earlier on, as well as the name of the other U-Man that was with him.  I still don’t know what the names of the gray-skinned and yellow-skinned mutants are.  I want to say that the gray-skinned guy was called “Marsh” at some point but without rewatching previous episodes, I can’t confirm this.  I’m stunned that Neuron got a name but thankful because I would have had to have tried to name him by description. *_*

Speaking of Neuron, this is another unknown character to me and might just be made up for the anime.  I can’t say that I really care for how the Inner Circle is being portrayed here.  I always remember them as being much more sophisticated with the males dressed as 18th Century men and the women dressed like Victoria Secret models (or the like), Emma Frost included.  Now, Mastermind is oddly dressed in garb that sorta resembles what he’d wear in the comics. However, his cronies are nothing but the weird mutants described above as well as the U-Men.  Thus, there’s a complete lack of elegance and sophistication — instead, there’s just brute ugliness. Not that I need or want to see scantily clad, hot mutant babes but I’m just saying. ^_^;

With answers starting to come forth, one can tell the anime is nearing a conclusion. Blog reader Junior was on target as this story does indeed seem to be an alternate telling of the Dr. Moira MacTaggert tale in the comic books, only Moria becomes Yui for Japanese audiences. I’m only very marginally informed of the tale, but I’m guessing there are some other differences as well, but it would appear that Takeo is like Proteus at some level. Here, mutants are being slaughtered to keep Takeo’s power in check but at this point, I don’t know what that power really is other than creating some psychedelic atmosphere. Having Sasaki do anything to save her son makes sense but it doesn’t lessen the fact that she’s responsible for a ton of murders.

So, I predict that Mastermind will seem to have won the day next episode and then the X-Men will triumph the following episode. It wouldn’t surprise me if Sasaki-sensei is killed along the way.  We’ll see though.