In this level, The X-Men are finally formed and must stop a mutant who can send his foes into a digital world called Murderworld. In fraction 1, there is a Piano Bridge where you must jump on the black parts, for if you fall on the white parts you die and Piano music goes "Dun Dun Dun!" While on the Piano Bridge, the X-Men must dodge incoming spikes and fireballs. After passing the Piano Bridge, the X-Men face a group of Sentinels. After facing the Sentinels, the X-Men drop through a trap-door and find themselves in Arcade's secret lair. Arcade orders a giant robo-claw to come and attack the X-Men. After tdefeating the robo-claw, the X-Men are sent through another trap-door by Arcade as he escapes through a secret escape pod. The X-Men try climbing up the hatch while a bunch of metal crates drop down. After climbing up, the X-Men chase Arcade through a huge maze with Sentinels around every corner. After going through the maze, they see Arcade jump on a helicopter and fly off into the Murderworld sky, only to be accidently blasted by his own laser-blaster.