Recap: The X-Men and Bastion Battle to an Epic Conclusion in “X-Men ’97” Season Finale

The stage has been set for an epic conclusion to a wildly successful first season of X-Men ‘97 on Disney+. After some truly crazy moments at the end of last week’s episode, “Tolerance is Extinction – Part 3″ is finally here to wrap up the story and answer the dozens of questions we might have.

The final episode intro brings us the iconic theme song one last time for this season. There is still no character title card for Magneto as he is currently opposing the X-Men and the one new clip we see if one of a young Charles Xaiver and Magnus working together to disarm some soldiers.  

The episode begins with Xavier and Magneto talking in a bar. It becomes clear this is their younger selves, as they are discussing the possible existence of mutants. Charles eventually lets Magneto know he is a mutant and he reciprocates. Charles shares his dream to his reluctant friend.

Magneto hears Rogue’s voice calling to him and he stands to find a boat outside the window, shattering Xavier’s illusion. The professor reveals that they are inside Magneto’s mind and he tries to convince him to undo the damage he has done to Earth. He refuses and Xavier attacks him to try and take over his mind and do it himself. The result is a psychic attack that looks very reminiscent of a moment in the comics that led to the eventual creation of another major X-Men villain.

Another shockwave makes its way through Earth, undoing the damage Magneto had done and reawakening all machines, including Bastion’s Prime Sentinels. We see the Silver Samurai, Captain America and Iron Man, Daredevil and Doctor Strange witnessing the power coming back on.

Bastion monologues to the captured X-Men (Storm, Beast, Forge, Morph and Cable). We get a brief glimpse of Jean’s hair at the bottom of a body of water after her fight with a mind-controlled Cable, which seemingly killed her (what else is new?). Bastion reveals his plan is to wipe out humanity and we see the Prime Sentinels attack the White House, where Captain America and Iron Man are meeting with the President. They also attack King T’Chaka in Wakanda and Daredevil in Hell’s Kitchen, though Cloak and Dagger come to his aid. We also see Omega Red, Crimson Dynamo and Darkstar oppose the Prime Sentinels in one location and another team of mutants led by Psylocke face them in another. It’s unclear what this second team might be as it is primarily made up of members of Alpha Flight (Northstar, Aurora and Puck), a team Psylocke was never a part of.

Bastion turns his attention to Cable and brings some of his Primes in to kill him. Sinister interjects and opposes Bastion, saying he was promised Cable would be his prize. Bastion explains Cable is too dangerous because he will never stop trying to undo his future.

Their conversation is interrupted by a rumbling before the Phoenix emerges from the water. She puts the collar on Bastion, severing his tie to the Primes. We see them drop all over the world as the various heroes watch on. She then telepathically lifts Sinister and rips the various mutant DNA from him from his years of experiments, turning him into a hideous visage. Sinister asks Morph to show him what he looks like and his former prisoner taunts him into running off in shame.

The Phoenix force leaves Jean, having successfully protected her son. The fight is not over though as Bastion emerges with a surge of energy that sends the team flying. Bastion attacks Cable and rips his cybernetic arm from his body. He then uses the technology to take on a new form, with wings reminiscent of Archangel’s. It also appears as though it could share some features of Onslaught, perhaps setting up that this could be the villain’s physical body in the future.

On Asteroid M, we see Rogue tending to Magneto and the Professor while the rest of the team checks on Wolverine. Inside Magneto’s mind, after Xavier’s psychic attack, the Professor checks on his friend, who seems to be suffering from amnesia.

Cyclops urges an unconscious Wolverine to recover, telling him not to break Jean’s heart and to be “the best at what you do.” This is a reference to Wolverine frequently being referred to as “the best there is at what I do.” The X-Men begin to plan to get to Muir Island but Jean interrupts by telepathically contacting Cyclops to let him know Bastion hurt Cable. Xavier then breaks in to let him know what’s happening to Magneto and that he is risking his own mind to save Magneto’s. Jean lets Cyclops know Bastion is on his way to Asteroid M and that he plans to bring it down on Earth, creating an extinction event.

The team prepares for Bastion’s arrival and Rogue attacks him at the asteroid’s gravity core, paraphrasing Gambit while doing so. The fight takes them to the blue side of the moon, a familiar site for the X-Men as this is where the Shi’ar combatted the Phoenix. It is also the home of Uatu the Watcher and the Inhumans in the comics.

Bastion eventually overpowers Rogue, but Roberto comes to her aid and finally adopts the name Sunspot. People on Earth watch this conflict and President Kelly contemplates enacting the Magneto Protocols, to bomb Asteroid M. King T’Chaka and Captain America urge Kelly not to do it, but he gives the order anyway.

We do get a brief look at a Magneto Protocols file that features some fun details. First, there is a power ratings chart very similar to those we see on character pages on We can also see a list of his children: Quicksilver, Scarlet Witch and a third, redacted name. That third name would likely be Polaris, another mutant with magnetic abilities like her father. And perhaps them ost fun detail in this file is the list of aliases. We see four names here, the first being Erik Lennsher, Magneto’s real name. The next name is David Hemblen, the voice actor who brought the character to life for X-Men: The Animated Series. The last two names see the majority fo the surnames redacted, so that all we can see is “Ian M” and “Michael F.” This would of course reference Sir Ian McKellen and Michael Fassbender, the two actors who portrayed Magneto in the X-Men films.

The bar in Magneto’s mind begins to be surrounded by water, which Xavier explains is the dark pain he has endured over the years. He also admits to having these waters too, another hint to the eventual introduction of Onslaught, which is a cosmic entity created by the darkest parts of the minds of both Xavier and Magneto. As Charles explains this, Magneto can see a boat on the water in the distance. On it are Rogue, Quicksilver, Scarlet Witch and the aforementioned Polaris.

Magneto resists Xavier’s attempts to save his mind and he begins to panic as they are overcome by the water, Rogue and Sunspot continue to battle Bastion but he is too much for them. Nightcrawler, Cyclops and Jubilee join the fight and while they give the villain some trouble, he eventually takes them down as well. However, Jubilee gets some well-deserved time in the spotlight, challenging Bastion on her own and momentarily winning the fight. Eventually though, Bastion reemerges and face the X-Men again.

A Sentinel breaks in and Bastion thinks it is there to aid him but the chest opens to reveal Beast, Jean, Storm and Morph inside. Bastion lifts the foot of the Sentinel, leaving him exposed to an attack from the X-Men. The team readies themselves to end the fight, but Cyclops gives the order to stand down. He attempts to welcome Bastion into their ranks. Bastion points out that humanity can never be trusted as missiles are headed for the asteroid.

The missiles hit the asteroid, knocking it out of orbit and seemingly killing Bastion. The team holds on to not be sucked out into space and Morph briefly takes the form of Reed Richards to do so. Sunspot saves Jubilee, catching her in space at the asteroid plummets towards Earth.

Cyclops tries to order the team to evacuate as he plans to sacrifice himself to blow the asteroid. Beast comes up with another plan instead, though he doesn’t explain it for us to hear. Cyclops and Jean telepathically reach out to Cable to say goodbye. Interestingly, Cable mentions the legends of his parents and how they didn’t do them justice. This seems to briefly sever their connection, creating a bit of static that visibly surprises Jean. They quickly move on though and Cyclops and Cable share an emotional family moment.

Cyclops begins to break up the asteroid from the inside while Storm, Rogue and Jean slow it down from the outside. On Earth, everyone watches on as they face their potential extinction. We see someone listening to the reports on a radio station 1996.06. This reference could go a lot of ways. It could be another reference to Onslaught, who debuted in 1996. It could be a reference to “Adventures of the X-Men #6,” which was released in 1996 and saw the X-Men teaming up with Magneto to challenge Apocalypse (more on that later). It could just be a reference to the original animated series wrapping up around this time. We also see Peter Parker and Mary Jane Watson, as they appeared in the ‘90s animated series, watching the news report. Flash Thompson also passes in the background.

A recovering Wolverine mutters for Jean and Morph takes her form to comfort him. Sunspot and Jubilee meet Forge to watch whatever is coming next. Everything seems to be going wrong as we rejoin Xavier and Magneto inside his mind. Magneto remembers Xavier, himself, their dream and everything else begins rushing back to him. Magneto awakens and he emerges from the Blackbird, swallowing the asteroid in a forcefield and pulling it back away from Earth. Humanity celebrates as they watch the asteroid pull away and suddenly evaporate into a colorful sort of explosion. Forge looks at a device to find no signal from the asteroid.

We jump ahead six months after what is now being called “E-Day.” Forge works in the shuttered X-Mansion, which is still damaged from Bastion’s attack. We see he has a wall with photos of mutants as he appears to be rebuilding the X-Men. While the team we’ve gotten to know is largely missing/presumed dead, there are plenty of other interesting names on the board. Some of them include Quicksilver and Scarlet Witch, who are “off world,” perhaps as members of the Avengers. Among those available are Colossus, Iceman, Havok, Magik, Exodus, Shadow Cat, Emma Frost and others.

A news report also explains that Graydon Creed is rising in polls for the presidency. Creed is a leader of the Friends of Humanity and has appeared in the original animated series. However, in the comics, he is also a villain known as Bad Seed and the son of Sabretooth and Mystique. Forge reaches for a clock radio, which shows the time to be 1:11. Perhaps this is a tease of more episodes to come, with this season finale being season 1, episode 10.

Bishop arrives, catching Forge off guard. He explains that the X-Men are missing, not in space, but in time. We see Rogue wake up in Egypt in 3000 BC. She sees men with weapons attacking people and leaps in to save them. Nightcrawler eventually joins the fight. We then join Cyclops and Jean in 3960 AD as they are surrounded by mysterious people in robes. We cut back to Egypt to see that Beast and Xavier are there as well and they watch as the men with weapons surround another man. Magneto arises to quickly put an end to the fight. In the future, a woman emerges as the leader of the mysterious people and refers to herself as Mother Askani. A boy emerges and Mother Askani refers to him as Nathan, reuniting Cyclops with his son. In Egypt, Magneto asks the mystery man his name, to which he replies “En Sabah Nur.” The X-Men turn to find an unexpectedly technologically advanced ancient Egypt as the episode comes to a close.

Let’s get some answers before we move on to the mid-credits scene. First, in Egypt, this mystery man’s name might sound familiar. En Sabah Nur is none other than Apocalypse. Suddenly, that potential comic reference to Apocalypse makes more sense. In the future, Cyclops is reunited with his son, who was designed to destroy Apocalypse. It seems the X-Men have found themselves on different sides of a war.

But that’s not all that’s exciting about what we found in the future. Mother Askani is an alternate version Rachel Summers, the daughter of Cyclops and Jean Grey. This version of Rachel exists in a dystopian future after Apocalypse had conquered the world.

A mid-credits scene takes us back to present day Genosha, where someone wanders the ruins from the attack that killed Gambit and so many others. That man is clearly Apocalypse, who utters the words “so much death” as he picks up a queen of hearts from the rubble. Is Gambit going to return as one of the four horsemen of Apocalypse?!

This was everything you could ask for in a finale. The action was wildly fun, the story wrapped up in a satisfying way, it left us clues for what’s to come and there were plenty of Easter Eggs scattered for fans to enjoy. X-Men ‘97 was a massive hit in every way and we cannot wait for a second season!

The complete first season of X-Men ‘97 is now streaming on Disney+.

Mike Mack
Mack is the Editorial Director for Marvel and ESPN content and he has covered comic cons, theme park events, video game showcases and other fun events. He is a fan of theme parks, sports, movies, Marvel Comics and is a self-proclaimed "nerd."