‘X-Men ‘97’ Episode 7 Explained: OZT, Bastion, and More

There’s nothing like an adrenaline-fueled episode of X-Men ’97 to give you the burst of energy you need to tackle the back half of the week. Yeah, adrenaline and energy — that’s what X-Men ’97 delivers! It definitely doesn’t deliver intrusive thoughts about our own mortality, nor does its storyline center an urgent need for the preservation of human rights that mirrors our own reality. Nah, you feel totally pumped after watching the X-Men kick ass! You’re not at all worried that you’re gonna ultimately watch all of your childhood heroes bite the dust in the most tragic way possible. That just happened to Gambit. That’s it! They can’t do that to all the heroes, right? Right?

I swear, X-Men ’97 is the most fun TV show on-air right now. It’s also just a bit of an intense watch — and it only hurts so much. This is the event television we’ve all been missing for the last little while.

And like all event TV, X-Men ’97 contains plenty of details that you can get totally obsessed with. Do these clues lead to future storylines? Maybe! We just think it’s fun to theorize sometimes. Below you will find a whole bunch of X-Men Easter eggs from Episode 7, “Bright Eyes.” SPOILER warning, obviously, but you knew that! What are you waiting for? Our deep dish — I mean deep dive into X-Men ’97 Episode 7 awaits you!

1. “Bright Eyes”

   Move over Conor Oberst because now there’s a new top Google result for “Bright Eyes.” The title of this episode might sound odd, but it’s actually a reference to X-Men ’92; Rogue called Cable “Bright Eyes” right before she decked him real good in Season 2’s “Time Fugitives: Part II.”

   And appropriately enough, this episode centers Rogue and features the last-minute return of Cable to the show after briefly popping up in Episode 5, “Remember It.”

2. The funeral of Remy LeBeau

   Just in case you’ve healed at all from the horrific events of Episode 5 two weeks ago, X-Men ’97 is here to remind you that Gambit is dead and everything is terrible. Attending the funeral are the X-Men, of course, sans Rogue.

   Also in attendance are some of Gambit’s friends and family from the Thieves and Assassins Guilds.

   From left to right, they are Gambit’s friend Pierre, his ex-fiancée Bella Donna Boudreaux, and his brother Bobby LeBeau.

   Then there is one mystery woman, because of course Gambit’s going to have a mysterious woman at his funeral. My best guest, going off of the white/black hair and quasi-elfin appearance, is that it’s Aurora.

   But why would Aurora, a French-Canadian mutant and member of Alpha Flight be at Gambit’s funeral? We know that the two of them were both prisoners of Genosha back in Season 1’s “Slave Island,” so maybe the Cajun and the Québécois struck up a conversation (or more — I don’t know, he’s Gambit).

3. Marvel Universe ’97

   The massacre on Genosha has taken X-Men ’97’s story to a global scale, meaning that we’re now getting to see more of the world that these X-Men inhabit. In this episode, that means we get to see X-Men ’97’s General Thaddeus “Thunderbolt” Ross and Captain America. So, what exactly is up with the Avengers in this animated reality?

   First up is this mustachioed military man with the last name “ROSS” on his shirt. This is Thaddeus Ross, played by William Hurt in the Marvel Cinematic Universe and recast with Harrison Ford upon Hurt’s passing. He mentions that the base they’re in is strong enough to cage the Hulk, so we know that there’s a Hulk in this reality (a robot version of the Hulk was briefly seen in X-Men Season 4’s “The Juggernaut Returns”). This is this reality’s Thaddeus Ross’ debut.

   Then there’s Captain America.

   Captain America debuted in a flashback in the X-Men Season 2 episode “Red Dawn.” His World War II team-up with Wolverine was further explored in the Season 5 episode “Old Soldiers.” That episode ended with Captain America stuck in a time vortex rather than frozen in ice. Following that, this Captain America appeared in most of Spider-Man Season 5, where he aided Spider-Man in the “Secret Wars” conflict and presumably left it freed from the time vortex.

   This appearance in X-Men ’97 establishes that Steve Rogers seems to be working with the government or United Nations — and he has a team. Is that team the Avengers? Maybe? While the Avengers have been mentioned once in passing in the very first episode of Spider-Man, they’ve yet to be seen onscreen. It’s possible that Cap has joined the Avengers since last we saw him, but we can’t assume.

   Also there’s a Roxxon sign next to the OZT outpost in Madripoor, but there are literally Roxxon signs all over everything Marvel.

4. The last survivor of Genosha

   As in the comics, Emma Frost — the Inner Circle’s White Queen — was the last survivor found in the ruins of Genosha. And like in New X-Men #115, we find out that Emma survived because of a surprise mutation that turned her skin into diamond.

   This was a turning point for Emma in the comics. While she had been an ally of the X-Men for much of the ’90s as the co-headmaster of the Xavier school in the pages of Generation X, it was this moment in New X-Men that earned her a pretty much perennial spot on the main team and elevated her to A-list status. Will the same happen on X-Men ’97? With Xavier in space, the X-Men are down one telepath…

5. OZT — Operation: Zero Tolerance

   You can find out a whole lot more about OZT in our explainer, but we can run through the highlights here too. OZT stands for Operation: Zero Tolerance, which was the name of the X-Men’s big summer comic book crossover event in — you guessed it — 1997. In “Operation: Zero Tolerance,” a sinister government task force spearheaded by a mysterious figure named Bastion launched a covert war on mutants by turning seemingly ordinary humans into killer robot sleeper agents dubbed Prime Sentinels. If all that sounds familiar, well…

   As for Bastion (voiced by Theo James of White Lotus and Netflix’s The Gentlemen), we only see a little bit of him this week — but we can assume a whole lot about him based on what we know from the comics and Sinister’s remark that Bastion himself was a foe for the X-Men in 1992. If you don’t know, you don’t know! Let the story surprise you! If you do know or want to know, we have more info in our explainer.

   As for the Prime Sentinels, the version we see on X-Men ’97 is pretty much the one we got in the 1997 comics — except way, way more zombie-like. The X97 team seems to have really leaned into the whole corpse-as-robot thing and made the Prime Sentinel a horrific, almost psychological villain rather than a physically imposing one. I’m sure we’ll get some jacked Prime Sentinels, though. It’s not like Bolivar Trask was gonna get an eight pack after falling to his death and coming back as a killer robot. Oh — also, in the comics, some Prime Sentinels got to wear fun headbands and outfits that made them look like Bastion’s backup dancers. Fingers crossed we get those, too!

6. X-TRA FACTS

   We get a brief moment of connection between news reporter Trish Tilby and bouncin’ blue X-Man Beast. In the comics, these two were an on-and-off couple for most of the ’90s. Considering that we leave them in the episode with Trish having fully swallowed her foot, heel and all, this might be all we get with these two.

   During Rogue’s attack on a military base, she pulls out a move straight from 1996’s X-Men vs. Street Fighter.

   If this was a different storyline where a bunch of mutants were slaughtered, Bolivar Trask would have had the titular line when he said “mutant massacre.” “Mutant Massacre” was the very first Marvel Comics crossover event, published in late summer 1986. In it, Mister Sinister’s Marauders ransacked the Morlock tunnels, murdering almost all of them in the process.