|Season Three, 8|
|Air date||November 16, 2002|
|Written by||Greg Johnson|
|Directed by||Curt Geda|
The Toad, the Witch, and the Wardrobe
Under Lock and Key
- "Because... she may not live long enough to fulfill it."
- —Destiny referring to Rogue's possible future.
Rogue witnesses her infatuated crush, Cyclops, date Jean Grey. She's consoled by her British friend, Risty, but when she accidentally touches and absorbs everything from her at a concert, Rogue finds out that Risty was really Mystique all along in disguise. Absorbing Mystique's power, Rogue's alter-egos from inside that she has absorbed in the past, use the shape-shifting ability she accidentally borrowed from Mystique to break free from Rogue's inner self, fighting to take control over her body and mind. Thinking that everybody hates her, Rogue's latent multiple personality disorder breaks through and she loses her sanity. The X-Men have to stop their friend and colleague, who has all of their mutant abilities combined and in the verge of burning herself out.
Rogue and Scott are playing a game of squash, or racquetball. Scott attempts to hit a difficult shot by Rogue, but he falls over and Rogue wins. She helps Scott up afterwards suggesting a rematch the following night. Scott says that the concert is that night, and when Rogue asks shyly if he is going with anyone, he tells her he is going with Jean. Scott leaves, saying they will play again next week. Rogue tries to act cheerful but is visibly disappointed. As Scott leaves, she has a flash of Jean sitting on the benh and Scott bringing her roses.  She clutches her head and slides down the wall, shivering.
Meanwhile, a limo pulls up outside a house, and a brown cat jumps in the back window. The cats morphs into Mystique and addresses the other passenger as Destiny, the blind mutant who sees visions of the future. Destiny has requested this meeting with Mystique, to warn her. She says she has always foreseen that Rogue will play a key role in the future of mutants, but now her visions suggest Rogue may not live to fulfill that destiny.
Rogue, who has continued hitting the ball against the wall, suddenly hits it so hard in smashes through the wall. She gets a flash of touching Blob and clutching her head with one hand, she throws the racquet hard into the wall with the other, smashing a hole in it. She falls to her knees, sweating.
Next morning, Rogue brushes her hair in front of the mirror. She gets another flash of Scott giving Jean roses and rubs her head. She looks at her hands briefly before pulling her gloves on. Logan is about to knock on her door when Rogue opens it and gets a fright to see him standing there. She is jumpy and awkward, not her usual tough, sarcastic self. Logan says he was wondering if something was wrong, and shows her the twisted, destroyed racquet she threw into the wall the day before. Rogue is spared answering by Kitty, who walks between them and drags Rogue off by the hand, announcing that Jean is going to give them a ride to school in her new SUV. Rogue waves at Logan, obviously pleased to be off the hook.
In the garage, which has far too many cars to be allowed, Jean is meticulously polishing her already gleaming silver SUV. As she polishes the wing mirror, Rogue and Kitty come running up in it. Kitty says that Jean should carpool to the concert, but Jean self-consciously admits that's she's going with Scott. Kitty takes a moment or two to understand why that should make a difference, but it's Jean's umming and ahing that turns the proverbial light on in her head. She and Kurt, who ports into the front seat as they drive out of the garage, begin to tease Jean about going on a date with Scott. This fails to impress either Jean or Rogue, but while the former's weak protests only cause Kitty and Kurt to laugh, it is the latter who shuts her teammates up.
At school, Rogue walks symbolically alone through a corridor full of chatting groups of teens. She goes to enter a girls' bathroom, only to get a flash of touching Kitty and phases through the door instead. She is greeted enthusiastically by Risty. Rogue calls her on this disappearance, to which Risty responds that she was kept in England by her parents due to the outing of the mutants. The girls apologie's in turn, Risty for not being there for Rogue, and Rogue for hiding who she was from Risty. Rogue goes to take a drink from a fountain, but gets a flash of touching Storm, causing lightening to hit the fountain and water to spray everywhere. Rogue runs away.
Risty finds Rogue sitting alone on the tables outside, and asks tentatively if that was Rogue's mutant power. Rogue says it's too hard to explain, but when Risty goes to leave, Rogue seems to realize she does want to talk about it and explains her powers to Risty. She says that her head is getting 'a little crowded' with all the personalities she's absorbed. Risty glosses over the seriousness of this and suggests playfully that they go to the concert to make fun of the people there. Rogue says that she missed Risty.
At the concert, there are a great number of teens there, including Kurt and Amanda, Tabitha, Kitty and Jamie, and of course Scott and Jean. It is a huge venue with a lot of rainbow flashing lights and huge lighting scaffolds. As Kitty and Jamie enter, Jamie is trying to convince Kitty to wear his corsage, claiming that Roberto gave him a suit to wear and "wants a full report." Kitty is disgusted but agrees to wear the corsage on the understanding that it does not make the outing a date. She drags Jamie through the crowd, giving him a continuous flow of instructions. They pass Jean and Scott, the former teasing Kitty about being on a date the same way she was teased in the car that morning. Scott asks the meaning behind this, and Jean begins to explain, only to cut herself off uncomfortably when she realizes explaining will mean she has to say the word 'date' in front of Scott. The pair are awkward and both try to suggest that they are only going out as friends. Jean seems particularly reluctant towards the idea of dating Scott, but Scott asks Jean hopefully if it really is a date.
As Jean keeps Scott on tenterhooks about the date/non date status of their night, Rogue and Risty come up a few feet away from them. Rogue gets a flash of Scott  and her eyes turn red. Risty softly observes that Rogue still has 'a thing' for Scott. Rogue denies it, badly, adding that Scott and Jean are pretty much together anyway. Risty is genuinely unimpressed when she says the two deserve each other, and it is obvious how she cares for Rogue, and how little she cares for Scott and Jean.
She takes them closer to the stage, but Rogue is becoming more distressed every minute, saying she doesn't like crowds. Risty points out that she is covered up, but it is not that Rogue is worried about. She holds her head with both hands, groaning and getting bumped around by the concert-goers, when a girl sitting on a boy's shoulders suddenly loses her balance and falls back onto Rogue, ripping her sleeve clean off. Three people are downed by her bare skin as she stumbles around, panicked and disoriented, until she finally staggers back into Risty, both of them screaming as the transfer kicks in and Risty morphs into Mystique.
Rogue gets a flash of grabbing Mystique's arm , and as Mystique falls to the ground, unconscious, Rogue morphs into Risty, then back into herself as she sees Mystique's prone form on the floor. She pushes through people, trying to get away but hardly in control of her own actions. She stops a few feet from Mystique, has a flash of Sabretooth  and falls on all fours, morphing into the animal himself.
Mystique wakes up in time to witness the transformation and calls out to Rogue, who is too far gone to hear.
Rogue/Sabertooth explodes out of the crowd and storms the stage, leaping onto a huge stack of speakers and knocking them towards the crowd. She tears down light rigging and causes general havoc, causing the crowd and band to flee and the X-men to step in to protect the people from falling and flying speakers. Jamie bravely tries to tackle Rogue/Sabertooth, but his contact with the Sabertooth-yet-still-Rogue skin knocks him out, though several duplicates are shaken out of him in the process.
Scott blasts Rogue/Sabertooth into a wall. Underneath a whole lot of rubble and a piece of lighting rig, Rogue gets a flash of hanging on to Juggernaut , and as Kurt prematurely announces that 'he' is out of it, Rogue/Juggernaut blasts up out of the rubble. She/he charges through a wall of the venue, escaping, followed closely by Mystique. The X-men are surprised to see what they think are three of their enemies in one place and decide to regroup at the mansion, Kitty half-carrying a dazed Jamie.
A police car tears around the streets, passing Rogue/Juggernaut lurking in the shadows. She/he steps out onto the street, only to have another police car come up behind. Rogue gets a flash of touching Pietro. 
Rogue/Pietro zooms off down the street but gets cut off by another police car. Rogue has a flash of Arcade, the computer playing kid, and morphs into the shifty-looking but ordinary form as the car drives past. She/he runs into an alley, where Rogue turns back into herself and sinks to the ground, hugging her knees and shivering.
She is startled by Mystique coming into the alley, unaware that she was followed. Mystique expresses concern for Rogue and wants to explain, but Rogue is furiously angry and hurt and won't have a bar of it, preferring to morph into Mystique herself and fight her. She is convinced Mystique was using her, though Mystique insists she only wanted to be near her, saying that if Rogue searches Mystique's own memories, she will see why - Mystique adopted Rogue when she was four years old, making her effectively Rogue's mother. Rogue is deeply distressed and confused. She refuses to listen and runs away (in her own form).
She uses Kurt's power to get up on a roof and conceals herself there, crying. She hears Wolverine's Harley Davidson and morphs back into Sabertooth.
As Wolverine rides past (wearing dark glasses at night, one might add), Sabertooth/Rogue jumps off the roof and tackles him off his bike. She/he is looking for a fight, but Logan can tell by her scent that she isn't really Sabertooth. However, Scott, Kurt and some of the new mutants arrive in the X-Van and Scott doesn't listen to Logan's warning before he blasts Rogue/Sabertooth through another wall. Logan informs him that "Sabertooth" is really Rogue, and they enter the building to find her while the others wait outside.
As Scott calls out to her, Rogue shifts back into herself and struggles, crying out and holding her head as she gets flashes of Scott  , finally morphing into Scott. She blasts Scott with his own power, and he surmises that it hurts more than he thought. While Logan concludes that Rogue is shapeshifting (genius, Logan), she shapeshifts into Avalanche and causes a shelf to topple onto Logan and Scott before shifting back into herself again. Desperate and scared, she asks them to help her, which Logan promises to do, but Scott telling her that they are her friends provokes flashes of Risty, and she says she has no friends, morphing into Storm and throwing the boys out onto the street with a lightening/tornado storm inside the warehouse.
Lightning blasts the roof off the building, and Rogue flies up into the air, changing back into herself and simultaneously using Scott and Storm's powers. Logan observes that she's controlling all the powers inside her at the same time, which is not a good sign for them. Rogue proves his words right as the X-Jet comes towards her and she throws it out of the air with Magneto's power. Beast is knocked unconscious. Rogue continues tearing up the street and scattering the X Men with Scott's power, and Storm gets permission from Charles Xavier to intervene.
Rogue nearly takes out Kurt and Kitty with Scott's eye-beams, and Scott tells Jean to bring her down. Jean manages to drag Rogue down a few feet, but then she gets a flash of touching Jean and uses her own powers against her, sending her flying. Angry, Scott tries to blast her, but she protects herself with a psychic bubble and then throws a lightning bolt at him. Kurt ports her away, but she ports back again alone and Kurt lands with a tumble on the ground. Storm joins Rogue in the sky and tries to take her down with a lightning bolt, but Rogue takes it and gives it back threefold, and Storm plummets to the ground, unconscious, saved just before hitting the ground by Jean.
Logan tells everyone to fall back, as he can take the beating better, and has Bobby ice him up to Rogue's level. She is still struggling with the chaos in her head and hugs her knees in midair, giving Logan the opportunity to tackle her down. They land on a car, Logan underneath, and Rogue produces several duplicates, ready to fight. Logan tries to talk her out; she uses Magneto's and Scott's powers on him respectively, sending him flying into the van. She and the duplicates surround him and hold him in the air with Jean's power. He tells her that the Rogue he knows wouldn't let anyone push her around, which gets through to her and she retracts the duplicates and lets him down. She now looks scared, desperately struggling. Logan kneels beside her, telling her to stay tough, but she's losing it again, seemingly unable to fight against the personalities inside her much longer. She cries out in great pain, and Xavier approaches, imploring her to help him wipe out the personalities inside her. She collapses to all fours at Logan's feet and screams, morphing into Cody Robbins, Nightcrawler, Quicksilver,  Storm,  Cyclops,  Blob,   Mystique , Risty Wilde, Shadowcat,  Sabretooth,  Avalanche,  Arcade, Magneto,  Jean Grey,  Toad,  Beast and Juggernaut.  , who all scream, gasp or grunt in their own voice until Rogue finally morphs back into herself and collapses into Logan's arms. Logan demands of Xavier whether she's going to be all right, and Xavier, looking anguished, says that he doesn't know. The other X Men approach and Logan carries Rogue to the van. High above, on a rooftop, Mystique watches sadly.
A new day. Rogue is unconscious in the infirmary. Logan is in a chair by her bedside, and Xavier is watching from outside the glass doors. Scott approaches and asks how long Logan has been there, to which Xavier replies that he hasn't left her side. He says that she is very fragile from having the personalities forced out of her and that her biggest challenge will be dealing with the truth about Risty and Mystique.
Inside, Logan tells her it won't be easy getting over a betrayal, but she can move on and let her real friends be there for her. He holds her hand and Rogue wakes up, squeezing his hand and smiling through tears.
The limo pulls up outside the institute gates. Mystique and Destiny are once again in the back seat. Destiny tells Mystique that Rogue is back in their future, but that a powerful mutant will rise again and hold both Mystique and Rogue's fate in his hands.
Jamie: Come on, Kitty, just wear it for a while.
Kitty: Jamie, I said no.
(Jamie makes a sad face)
Kitty: Oh alright, but this does not mean we're on a date.
Jamie: It doesn't? (places corsage on Kitty's wrist)
Kitty: Listen, you were the only one who didn't have plans. Besides you're, like, 12 years old.
Jamie: But Roberto lent me his suit and everything. He expects a full report.
Rogue: Logan, there's too many of 'em! No. No! No!
Xavier: Stop resisting me, Rogue, help me! We can wipe out those personalities together, one by one.
Logan: Rogue, come on! You can do this!
Rogue: Help me.
Logan: We will Rogue, just stay calm.
Cyclops: We're your friends.
Rogue: (starts having flashbacks of Risty) I have no friends!
Kurt: Who's going out?
Kitty: Jean and Scott. Can you believe it?
Kurt: No way! Really? It's about time!
Mystique: Admit the truth, Rogue. I adopted you when you were four. Search your memories. You are my daughter.
Mystique: I know I've hurt you, but I only posed as your friend so I could be near you.
Wolverine: Something about Betrayal that always sticks with you.
Destiny: (about Apocalypse) An ancient mutant will rise to once again walk the Earth. Your faiths, both yours and Rogues, are in his hands...
- It is revealed that Mystique is Rogue's foster mother, and adopted her when she was four.
- This is the second episode to hint at Apocalypse. The first was in Season Two's Mindbender.
- Jean Grey got a new SUV from her parents.
- Multiple is the first New Recruit to be touched by Rogue.
- Tabitha Smith, Amanda Sefton, Iceman/Sunspot, Magma, Berzerker and Beast all make appearances, but have no lines.
- Jean & Scott have their first date.
- Ellen De'Gen can be seen walking by right we see Kurt & Amanda at the concert.
- A list of all of the people Rogue has touched was shown: Cody Robbins, Nightcrawler, Quicksilver,  Storm,  Cyclops,  Blob,   Mystique , Risty Wilde, Shadowcat,  Sabretooth,  Avalanche,  Arcade, Magneto,  Jean Grey,  Toad,  Beast and Juggernaut. 
- This episode makes Rogue the fifth character to lose control of her powers. The first being Jean Grey, followed by Beast,  Scarlet Witch,  and Spyke. 
- Jean & Scott declined they were on a date, but 2 weeks earlier,  confessed their feelings for each other.
- Rogue has flash backs of Blob,  Jean Grey,  Herself and Kitty,  Storm,  and Cyclops, 
- After touching Risty Wilde Rogue got her memories as Mystique. 
- Rogue turned into Mystique,  Sabretooth, Juggernaut,  Magneto,  Quicksilver,  Arcade,  back to Mystique, transported with kurt's ability,  transformed back to Sabretooth, than had a flush of memores of Jean & Scott,    turned into Cyclops,  Avalanche,  followed by a flood a memories of Risty,  then turned into Storm. She also accessed Jean Grey's power. 
- This episode marks the last appearance of Risty Wilde.
When Cyclops arrives and blasted Sabretooth, Sunspot and Berzerker was with him. Then Sunspot burned into Iceman and Magma all of a sudden appeared. He later turned back into Sunspot but turned into Iceman when Wolveirne called upon him.
- Similar to the comics, Rogue also began manifesting abilities absorbed in the past. She had to wear sunglasses similar to Scott's, to prevent using optic blast.
- This was because she couldn't control the power.