In the Ghost Zone, the Box Ghost was practicing his catchphrase.

"Beware!" He shouted before trying again. "Beware!"

He passed through the Ghost Zone as he tried to find someone who was terrified of him, but it was a failure. He didn't have any fangs or claws. He was just the ghost of some dockworker who got crushed by one of the shipments.

Looking around, he saw a portal appear. Curious to see where it went, he went through it and ended up in some kind of temple. He spotted a geeky-looking archeologist exploring the ruins.

"I knew it." The man said as he pulled out a tablet from the ground he was digging under. "The legends are true. They laughed at me. But you're real, and you're mine." He pulled out a tape recorder. "March 29th. Eugene Turbot Weiderspan. Location, Cave of Cyttorak! I am holding the fabled Tablet of Cyttorak."

"Beware!" The Box Ghost appeared in front of him.

Eugene screamed in fear as he dropped the tablet. "Who are you?" He screamed.

"I am the Box Ghost, and I demand to know why you are trespassing in my new lair." He looked around. "This place looks really nice. Needs more boxes, though."

"I have come searching for the tablet of Cyttorak." Eugene explained. "The power of the ages! Legend has it that Cyttorak endowed his faithful with unearthly, mystical powers! Virtual immortality! Whosoever touches the ruby..." He stopped when he realized he was missing the ruby. "The ruby! Oh my gosh! Where is it? It won't work without the ruby! Where is it?"

"Powers?" Box Ghost was intrigued.

Juggernaut was stomping through the ocean as he made his way to his destination. Several sea animals passed by him, and he had to punch a shark that got too close.

He climbed up onto a bridge as the cars passed by.

A nearby mother was trying to calm her boys down when she slammed the breaks. All the cars stopped as people ran for their lives. Juggernaut was attacking them as he threw one empty car off a bridge.

"I'm gonna make you pay for this, Charles!" Juggernaut shouted. "It's time to come out and play." He grabbed a park cab and carried it. "Who says you can never find a cab when you need one?" After putting it down, he pulled out the driver.

"You don't mind, do you, pal?" Juggernaut asked jokingly. "I'm late for a family reunion." He threw the drive into a truck that was carrying garbage.

Juggernaut ripped off the top of the vehicle and got in as he started driving.

"Come back with my cab, you stinking mutant!" The driver shouted.

"I'm not a mutant!" Juggernaut cried as he turned around to avoid oncoming police cars. "But I know where one lives."

He made a sharp turn as he brought down a lamppost, blocking the police from pursuing him.

"Beast, you are needed immediately." Xavier said to Beast telepathically.

Beast arrived in the War Room to meet with Xavier. "What happened, professor?"

"The Juggernaut has returned." Xavier said ominously.

"Given our limited numbers, we shall need an inventive strategy with which to dissuade Cain from his aggression." Beast said.

"Yes." Xavier agreed. "And we shall need it soon."

Juggernaut drove through the gates as Xavier pressed a button in the War Room, causing turrets to emerge from the grass as they opened fire on the big man.

They only destroyed the vehicle as he leapt out and was caught in an electric net.

He ripped through it as he knocked the front doors down. "Here's Juggy!"

"I found it!" Eugene said as he pulled out the ruby. "The power of the ages!"

Box Ghost snatched it from him. "Will be mine!"

"Hear me, X-Men!" Xavier called out to his students. "I need you in the War Room immediately."

Rogue and Storm were in the mall shopping for new clothes when they heard his message and went out to help the professor.

Scott and Wolverine got on the Blackbird as they left Muir Island, where they were visiting Morph.

Danny and Jubilee were visiting Steve and Martha when Danny heard Xavier's voice over his communicator.

"X-Men come in. Over."

Remy didn't hear the message as he was fixing the engine of a school bus and his communicator was currently on his motorcycle.

"X-Men. X-Men!" Xavier called.

"I'm here, professor." Danny answered. "What's the situation?"

Xavier sighed in relief. If anyone could stop Cain, it was Danny. "The Juggernaut is invading the mansion."

"I'm on my way." Danny said as he turned ghost and headed to the mansion.

"Hey, Charlie!" Juggernaut called as he made his way through the underground corridors. "Why don't you come when I call? I'm hurt." He jumped on the floor, dropping into the Danger Room. "Charlie, I hope you don't mind. I let myself in. Come out, come out, wherever you are!"

Xavier appeared as Juggernaut advanced towards him.

"Hey! That was fun!" Juggernaut beamed.

"Cain, I do not understand your hunger to hurt me." Xavier said as he pressed a button on a remote, changing the environment to one of a jungle as he left.

"Quit hiding, you chicken!" Juggernaut cried. "Get out here and fight me like a man!"

He was then surrounded by holographic copies of himself.

"Talk to me, Cain." Xavier requested.

Juggernaut destroyed the imitations. "I'm not gonna fall for stupid carnival tricks!"

The jungle then changed into a desert as the Hulk came out from the ground as the two fought.

"Why have you always been compelled to hurt me?" Xavier asked.

"You know why!" Juggernaut smashed the fake Hulk to pieces.

"Hey dickhead!" Danny appeared in front of him. "How about you fight me?"

"You!" Juggernaut snarled, remembering the time that Danny had beaten him really badly. "I'm going to make you pay for what you did to me!"

"And what did I do?" Danny asked as he stroked his chin. "Oh, right." He snapped your fingers. "I kicked your ass all the way to the hospital!"

"I'm gonna destroy you!" Juggernaut tried to punch him, but Danny caught his fist.

"You're still that same meathead who only knows how to smash stuff." Danny said as he threw him back. "I thought you would know when to call it quits, you idiot. I suggest you hightail it out of here, Juggernaut. Unless you want me to give you another beating."

Juggernaut tried to punch Danny again, but he only went through the hybrid as he hit the wall of the Danger Room, causing the simulation to end as the ceiling started to collapse.

"So how does this work?" Box Ghost demanded of Eugene as he held the tablet and the ruby.

Eugene started to translate the words. "Whosoever possesses the sacred gem... " He stopped, as this part was a bit trickier to translate. "Shall prepare himself to receive the power of the crimson bands of Cyttorak! Read these words, and go from this place..." He took a couple more seconds to translate the last phrase. "A human juggernaut."

"Very well." The Box Ghost said. "Whosoever possesses the sacred gem shall prepare himself to receive the power of the crimson bands of Cyttorak! Read these words, and go from this place a human juggernaut."

Box Ghost started to glow red as Eugene ran away in fear.

Juggernaut was fighting Danny when he started glowing red. "Stop it!" Juggernaut shouted. "What are you doing to me?"

"I'm not doing anything." Danny said. "Yet."

Juggernaut fell to the ground as he screamed in pain. "My powers! No!" A red aura left the Juggernaut and burst through the roof of the institute.

Danny saw that the professor was still in the room and that the ceiling was collapsing. He went to the professor and turned them intangible as the ceiling fell.

He then took the professor out of the room.

Danny looked back to where Juggernaut was. "Professor, what happened to him?"

"I'm not certain." Xavier answered. "But I know this. He's scared to death!"

Storm and Rogue then arrived as they landed in the remains of the Danger Room.

"What is happening, professor?" Storm asked.

Rogue went up to Danny. "Danny, is anyone hurt?"

"If you count the Juggernaut, then yes, someone is hurt." Danny replied.

Rogue kissed him on the cheek. "Nice work, honeybunch."

Danny rubbed the back of his neck. "Actually, it wasn't me."

"The Juggernaut is trapped beneath the collapsed ceiling." Beast said. "The professor insists we free him."

"Are you crazy?" Rogue said in disbelief. "In a second, he's gonna be knocking us around like play toys!"

"Cain Marko cannot." Xavier said. "Something absorbed his powers. My brother is pleading for help. I can sense his mind."

"Well, I say, let him plead." Rogue replied angrily. "After all the misery he's just caused."

"That is not your decision to make!" Xavier snapped. "I'm not asking, I'm telling you. Help him now!"

"He's right, Rogue." Danny said. "We can't just let him die. No matter how much he makes us wish he would just drop dead."

Rogue rolled her eyes. "I swear, sugar, that obsession you have is going to get you hurt someday."

Danny had told her about his ghostly obsession with helping people. Just one of the things she loved about him.

"He was somewhere in this vicinity." Beast said as they looked over the wreckage.

Danny phased through the ruins and pulled him out. "I found him. And he looks different. I'm not gonna lie, I kinda prefer him like this."

Cain Marko was now just a regular man, no longer having the inhuman muscles of the Juggernaut.

"Don't blame you, sugar." Rogue said. "At least like this, he's quiet."

He was taken to the infirmary as Beast looked over his vitals.

"His vital signs are weak, professor." Beast reported. "He is losing strength rapidly. Without his Juggernaut healing powers, Cain will not survive."

"Then his powers must be restored." Xavier said.

"Damn it." Danny muttered. He wished the Juggernaut would stay powerless, but it seems they just can't have nice things.

"You got to be kidding." Rogue said.

Storm agreed with Rogue's reaction. "He has sworn to destroy you. Professor, consider what you are saying."

"Do you think I don't know that?" Xavier responded. "His very existence tears at me. But he's still my brother, and I must do everything in my power to save him."

"I understand how you feel, professor." Danny placed his hand on Xavier's shoulder. "I've had to deal with my parents, who always vowed to rip me apart molecule by molecule, so I know how complicated family can be."

"Maybe it's a good thing I never got to meet the in-laws." Rogue mumbled to herself.

"Thank you, Danny." Xavier said appreciatively. "I want you to meet up with Cyclops and Wolverine and search near the Cyttorak ruins for the sacred ruby and this new Juggernaut."

"Cyttorak?" Danny asked.

"He is a mystical being that I have researched." Xavier told him. "Apparently Cain had stumbled upon his gem, which gave him his powers. I theorize that someone else has found the gem and has become the new Juggernaut. If we find that gem, we can save my brother."

"He wants what?" Cyclops said as Danny arrived at the Blackbird and explained the situation. "Give me one good reason why we should help the Juggernaut."

"He's Xavier's brother." Danny said.

"I don't believe what I'm hearing." Wolverine said.

"Look, I know he's a prick, but we X-Men have a duty to help people even if they're jerks." Danny replied.

Cyclops saw Danny's point. "We're gonna save the Juggernaut's sorry life." He turned to Wolverine. "And don't bother telling me you don't like it."

"I don't like it." Wolverine said.

"You and everybody else." Danny added.

The new Box Ghost flew toward the village that was near the Cyttorak ruins. He looked much different. No longer was he a pudgy dockworker, but a dockworker that clearly did overtime, as he had huge, blue muscles that made him look intimidating.

His attire had changed as well. Instead of overalls, he wore the same outfit as the Juggernaut.

Despite that, he still had his annoying voice and personality. "I did it! I am the new and improved Box Ghost! The world will tremble!"

He saw a couple pass by him, and he said his catchphrase.

"Beware!"

The couple paid him no mind as they continued with their stroll.

"Any change?" Xavier asked Beast.

"His condition is declining." Beast said as he listened for Cain's heartbeat. "A probe of his mind may reveal a way to help him."

"I'm afraid you're right." Xavier then connected his mind to Cain's. "Cain, it is Charles." He said telepathically.

"Get out!" Cain replied.

"You are dying." Xavier said. "Let me help you."

Cain refused. "Never!"

Xavier then found himself seeing one of Cain's memories.

"This is great." A young Charles said as he rode a horse with a young Cain. "I've never had a brother to ride with before."

Cain pushed him off the horse. "Get this. We're not brothers. We're stepbrothers." He placed his foot on Charles' chest. "And I'm gonna step on you every chance I get."

Charles couldn't understand his brother's hostility. "Why? I didn't do anything to you."

"Cain." Cain's father and Charles' stepfather, Kurt, approached the boys. "Leave him alone." He pushed Cain aside as he helped Charles to his feet. "Charles, are you all right?"

"Yeah, I'm ok." Charles answered. "I think Cain was just trying to help me get down."

"Charles, go up to the house and get ready for dinner, hmm?" Kurt requested. "Cain and I have to have a talk. Alone."

Charles left as Kurt sneered at Cain. "You fool!" He berated. "I told you to be nice to the kid. If his mother dumps me, we'll be out all that money. I have to get rid of you fast, or you'll mess up my plans."

"What plans?" Xavier asked before he saw another memory.

Cain joined Charles and Kurt at the dinner table. "Sorry I'm late. I was packing."

"Where are you going?" Charles asked interestedly.

"What's it to you?" Cain replied nastily before he remembered his father's words. "Boarding school."

"But you just got here." Charles pointed out.

"Oh, yeah." Cain said as he remembered their little skirmish outside. "Sorry about before."

Charles accepted his apology. "It's all right."

"He'll be back before you know it." Kurt assured Charles. "It's a good school, and this way there's less of a burden on your mother."

"Isn't my mother getting well?" Charles asked worriedly.

"Why, sure." Kurt said. "She's getting better all the time."

Charles felt a pain in his head.

"I see her." He said. "She's very ill."

"There, there." Kurt tried to comfort him. "You're imagining things. Your mom is fine." He turned to one of the maids. "Charles is having one of his headaches. Take him to bed and call the doctor."

"My father sent me away because of you." Cain accused Xavier.

"But that is not true." Xavier argued, refusing to believe Cain.

"Yes it is." Cain said.

"How long do I have to stay at that dumb school?" Cain asked his father.

"Until you learn to be nice to that sickly little geek, Xavier." Kurt snapped at his son. "His mother isn't going to be around for much longer. If you cause trouble, you could blow the whole deal."

Xavier couldn't believe that his stepfather was that cruel. He thought he loved him and his mother.

Cain chuckled at Xavier's pain. "My old man was a real piece of work."

Xavier refused to believe it. "It isn't true."

"What did you learn?" Beast asked him as he pulled out of Cain's mind.

"More than I bargained for." Xavier confessed. "My stepfather married my mother for her wealth. She loved him. He never cared for her or me."

"How very sad." Beast said in sympathy. "The sins of the father."

'Are visited upon the son.' Xavier thought. 'Or, in this case, the stepson.'

"Beware, all of you!" Box Ghost tried to scare more of the people who only looked at him in annoyance. "Tremble before the new and improved Box Ghost!" He realized that nobody was scared of him. "Why is no one trembling?"

Danny sighed as he, Wolverine, and Cyclops found the new Juggernaut. "Oh, great, it's this idiot again."

"Another old enemy?" Cyclops asked.

"Please." Danny snorted. "He's more of an annoyance than an actual threat."

Box Ghost recognized Danny. "Danny Phantom! We meet again! Together we shall have the most frightening battle ever seen in this realm!"

"Give us the gem, Box Ghost." Danny demanded, not in the mood to put up with him.

"Never!" Box Ghost declared.

"Looks like we're going to have to do this the hard way." Cyclops said.

"Now you're talking." Wolverine tried to charge at Box Ghost, who slapped him away.

"You don't have to make it that hard." Cyclops deadpanned.

Danny fired a ghost ray at the Box Ghost, which caused him to trip and drop the ruby.

"Hey!" Box Ghost saw Scott grab it. "Give that back!"

Danny punched Box Ghost, knocking him to the ground.

"My power!" Box Ghost cried. "How can you still beat me?"

"What makes you think you can beat me with the powers of the Juggernaut, a guy that I beat before with no problem?" Danny asked.

Box Ghost took in what Danny said. "Oh, yeah, you can't argue with that logic."

Danny then pulled out a thermos and sucked him up.

"Professor, we got the ruby." Cyclops said over his communicator.

"And not a moment too soon." Beast said.

Xavier connected his mind to Cain's once again. "Cain, recall the day you returned from boarding school."

Xavier then saw another memory.

"Why didn't you ever visit us during the summer?" Charles asked Cain as they were riding horses.

"I had better things to do." Cain said.

Charles gripped his head as he heard Cain's thoughts.

"Father won't let me come home." Cain ranted. "He likes Charles better than me."

Charles turned to his brother. "Cain, Father doesn't like me more than you."

"How did you know what I was thinking?" Cain demanded before he realized the answer. "You read my mind! You're a mutie!"

"I'm sorry." Charles apologized. "I didn't mean to. Please don't tell anyone."

"Mutie!" Cain called him. "Mutie! Mutie!"

"Cain, I was too young to control my powers." Xavier said. "Can you forgive me?"

"Forgive you?" Cain replied. "You're still doing it! Messing around where you don't belong! I made sure everyone hated you."

Xavier then saw another memory where Cain pushed him into a puddle of water as he and his friends laughed at him.

"Mutie!" Cain chanted. "Mutie! Mutie!"

"Even Sondra!" Cain spoke cruelly.

Xavier saw how his old crush had run away from him in fear.

Xavier had enough as he disconnected his mind from Cain's.

Beast saw Xavier in distress. "What happened?"

"I thought I was over all of this." Xavier said. "But I was so young, and it hurt so much."

He then left the room.

Xavier was in the front yard when Danny came up to him. "Professor."

"Do not ask me to forgive my brother." Xavier said. "Cain is nothing but a sadistic bully. He deserves no sympathy from anyone."

"Professor, what did you see in his mind?" Danny asked.

"I saw my stepfather." Xavier admitted. "I always saw him as a kind man who loved me very much. But Cain showed me his true side through his memories. He didn't care for me or my mother, only our money."

Danny saw how that set Xavier off. He felt the same way when he thought Sam and Tucker were going to abandon him. Only this time, this was no trick.

"He sent Cain away to a boarding school so he wouldn't ruin it." Xavier explained. "That's why he hates me so much. He even outed my mutation to my classmates and made sure they all ridiculed me." He turned to Danny, as he had an important question for his student.

"Danny, when you thought your friends hated you and were consumed by your darkness, how did you fight back? How did you emerge from all that bitterness to put an end to your other personality?"

"Well, professor, I realized that even if they did hate me, it wasn't the end of the world." Danny revealed. "Despite it all, I realized I had people who did care for me and accept me. You and the X-Men. You gave me the strength to fight back against the Dark Phantom Phoenix. Your stepfather or brother may not have cared for you, but who cares? You don't need them. You never did. You have us, the X-Men. We care for you, professor. We love you. And when I was a kid, I would've been psyched to have a brother like you."

Xavier smiled at Danny as he felt his spirits invigorated by Danny's speech.

"Tell Beast I shall be with him shortly." Xavier said. "And thank you."

The X-Men were in the infirmary with Cain as Xavier held the ruby in his hand.

He decided to talk to Cain telepathically one last time to try and mend their relationship. "Brother, we must talk. I will meet you in our mind."

Xavier found himself in front of his brother in the mindscape.

"The X-Men have brought the Ruby of Cyttorak to give you back your powers to save your life." Xavier informed him.

Cain folded his arms. "Hah. What's in it for you?"

"The satisfaction of knowing I saved your life." Xavier replied simply.

"That changes nothing!" Cain roared. "I'll always be your living nightmare."

"That is my burden to bear." Xavier said.

"I don't care." Cain grabbed Xavier. "Can't you get that through your thick skull?"

"Perhaps one day you will." Xavier said to him as he left his mind.

Cain knew what to do next. "Whosoever possesses the sacred gem shall prepare himself to receive the power of the crimson bands of Cyttorak." He recited. "Read these words and go from this place a human juggernaut."

A red light shot from Danny's thermos and into Cain's body.

Cain screamed as he transformed back into the Juggernaut.

He smirked as he got out of bed.

"Well?" Xavier prompted.

"Nobody's ever gonna mess with my powers again!" He threw the ruby out the window and into the sky, where no one could ever find it again.

He then turned to leave, only to find Danny blocking his path.

His confidence shattered as he paled in fear of going against Danny again. "Oh no."

"I think you owe your brother a thank you for saving your sorry ass." Danny said.

Xavier tried to stop him. "Danny, I..."

"No, professor." Danny cut him off. "You went through a lot of emotional pain saving this asshole. The least he can do is thank you." He glared at Juggernaut as he cracked his knuckles. "Thank your brother, or I'm gonna break every bone in your body."

Juggernaut slowly turned toward Xavier. "Thank you, Charles." He mumbled quietly.

"Now was that so hard?" Danny asked. He then smirked at Juggernaut. "Now let me show you the door."

Juggernaut screamed as he was thrown into the air by Danny.

Danny dusted his hands. "That takes care of one annoyance." He pulled out the thermos. "Now to deal with another."

Juggernaut groaned as he found himself in some kind of desert. He then saw Danny appear in front of him as he pressed the release button on the thermos, letting out the Box Ghost.

"He's your problem now." Danny said as he flew back home.

Box Ghost got up in the Juggernaut's face. "Beware!"

The Juggernaut groaned in irritation.

It was going to be a long night.