|Date||June 6 - 27, 2009|
|Team||Alex, Amber, Bahir, Bianca, Christoph, Julian, Kelsey, Kitty, Nadia, Parker, Pete, Remy, Sal, Tom, Will, Wolfe|
After rumors of people being able to pay to have their consciousness transferred to a newly grown clone body, agents locate and take out the lab where the switches are being performed. In the course of the mission, several agents' minds end up transferred into clone bodies waiting for their buyers.
- X-Factor investigates several possible recipients of the rumored fresh cloned bodies:
- Nikolay Glazkov, who "died" and transfered his fortune to a previously unknown and mysterious "nephew"
- Dea Hudson, who "died" in a car accident, only to have her husband start dating a cousin of hers immediately afterwards
- Victor Lopez, who disappeared when under investigation for drug trafficking by his government, while meanwhile his family suddenly hired a new manager
- The team discovers that the Fountain Project mentioned by those connected with the people above who were questioned is funded by Senator Ashlock
- On sneaking into Senator Ashlock's house, the team stumbles on his daughter, who tells a story of being sick and waking up feeling healthy. On examination, her mind shows evidence of untrained psychic surgery.
- The team investigates a stem-cell research facility in Iceland that Ashlock had given sizeable amount of money to. It turns out to be a legitimate facility, which he invested in when his daughter first fell ill with her cancer.
- Though unable to find a location for the lab, the team discovers the channels used to contact the Project by clients, and Remy and Jess pose as criminals wishing to buy new identities.
- The woman who met with Remy and Jess is tailed back to the lab in a suburb of Richmond, Virginia. She shows withdrawal symptoms from some sort of addiction.
- During the assault on the lab, Neil orders Joey to defend them, and so the telepath begins transfering agents' minds to nearby empty clone bodies. Two agents end up in the half-grown clones of Remy and Jess.
- Neil and Joey are captured, but the agents remain in clone bodies, their real bodies comatose.
- On questioning, Joey reveals the he was unknowingly being controlled by a chemical dependancy Neil had created in him after finding him soon after manifestation.
- After being partially weaned from the dependancy and given time to recover, Joey returns everyone to their rightful bodies.
- Neil - the mastermind of the project, a biokinetic who grew the clones and biochemically controlled Joey
- Joey - young limited telepath used by Neil to transfer people's consciousnesses into the new bodies
- Nikolay Glazkov, becoming Vladimir Glazkov
- Dea Hudson, becoming Amanda White
- Victor Lopez, becoming Santiago Cabanes
- Cindy Ashlock, receiving a new body without a change of identity
- Manchester, England
- Richmond, Virginia