Ralph Macchio (writer); Michael Edens (original screenplay);
Greg Adams; James Pascoe
X-Men [Wolverine; Rogue; Professor X; Jean Grey; Cyclops; Storm; Gambit; Beast]; Mr. Sinister; Veritgo; Magneto; Barbarus; Ka-Zar; Zabu; Brainchild; Shanna; Morph; Amphibius; Nasty Boys [Gorgeous George; Slab; Ruckus]
The X-Men show up in the Savage Land where they are all (minus Wolvie) promptly captured by Sinister's minions and thrown into a cell with Xavier, Magneto, Jean and Shanna. Sinister has developed a machine that can transfer powers from one mutant to another while increasing them exponentially and uses it on Magneto. Wolverine mounts a solo rescue and frees his friends. Magneto, unhappy at being experimented on, brings Mr. Sinister's stronghold down around his ears.