(Cover Date: October, 1988)

Summary: Following S'ym's command to find 13 power-filled babies, N'astirh's demons kidnap Artie & Leech from their private school. The rest of X-factor's charges, along with the young mutant Takeshi, regroup to look for them.

Comments: Takeshi's mutant power is basically the same as Madison Jeffries' power in Alpha Flight.