The Uncanny X-Men (1981)

While aboard a flight to Alaska, Scott and Jean are attacked by agents of A.I.M.!

During a flight to Alaska, Jean Grey tries to psychically pinpoint the location of Charles Xavier, but fails when she feels another presence probe her mind and she discusses it with Scott Summers. Soon, another passenger begins raving about somebody else being is his mind, and the flight attendants arrange to get him a sedative.

At the Xavier Institute, the X-Men are cleaning up debris from the latest mess, as Archangel arrives, too late to see Scott and Jean off. He receives a very cool welcome from his teammates who feel he's not making an effort to be an X-Man, so he departs. Later, Sam Guthrie receives a letter from Tabitha Smith, and decides to join her at the "Colossal Man" gathering in Texas.

Back in the skies above Canada, Jean gets up to find Scott some aspirin to ease the pain of his recent surgery. Unexpectedly, A. I. M. agents board their aircraft and locate Dr. Sibelius, a scientist who has tried to elude them. They demand from him the location of "the entity", but they stun him when he refuses to cooperate. The entity then begins to probe the minds of those aboard, and they are forced to recall traumatic memories.

Jean enters the cargo hold to find the "entity", and locates it in an armored container set to explode if tampered with. Mentally, she communicates with it, learning it has been held captive and tortured by A. I. M. scientists. She has to hide when the A. I. M. agents escort Sibelius' companions into the hold to find the "entity". Again, the "entity" invades the minds of all aboard, and the plane's wing collides with the A. I. M. cratf which plummets to its doom. In the confusion, Scott tackles the agent guarding the cockpit, while below, Jean decks the one agent left standing. She again reaches out to the "entity", and begs it to calm the crew and passengers so the plane may land safely, and it complies.

The aircraft comes to an emergency landing in Manitoba, and Department H agents take the container holding the "entity" into their custody.

The team comes across the power-drained body of Wolverine. And standing over the body is Rogue. Is she truly to blame?

At Xavier's Mansion, Rogue wakes from a nightmare in which she absorbs Wolverine's powers then engages him in a fight to the death. Storm, who came by to invite Rogue to the pond with the rest of the team, comforts and assures her.

On the rooftop of his New York City home, Warren Worthington ponders his place in life, with or apart from the X-Men. Psylocke tests him by dropping off the roof, and he swoops down to catch her before she hits the pavement.

At the mansion, while the rest of the team prepare to walk down to the pond, Logan senses a stranger approaching and intercepts her. She is Margaret Stone an inspector for the school board, there to review the school, much to Logan's consternation.

In space, Deathbird watches over the severely injured Bishop as they continue their return to the Shi'ar Empire.

Inside Xavier's, Rogue visits Joseph who destroys his TV set after watching a news report on one Dr. Agee who claims he has a cure for mutations. She offers to absorb some of his mind to reconstruct his memories, but he rudely refuses, and she runs out of the mansion. Behind her, Joseph crumples in pain, yelling, "He is near!", just as Logan and Mrs. Stone pass by his room. Disapproving of the state of the building and the behavior of the 'students', she puts the school on probation and promptly leaves.

At the pond where storm has dispelled the winter cold so she and her teammates can enjoy some swimming, Logan rejoins the rest. Innocent horseplay takes a bad turn when Logan does not take kindly to being hit by Bobby Drake's snowball, and tackles him, both tumbling into the pond. Logan storms off, as Bobby realizes his leg suffered a cut on something metal under the water. The team discover the original Blackbird, scuttled years before.

As Logan lies on the ground apart from the rest, he comes under attack by someone who absorbs his mutant energy, and he lets out a scream that attracts his allies. They run to find Rogue kneeling over him, and assume she's responsible. Hurt by the accusation, she runs off as the real culprit, Sauron, reveals his presence.

In Alaska, Scott Summers and Jean Grey arrive at the Summers' cabin.

After draining Wolverine's lifeforce, Sauron attacks the X-Men!

A day of relaxation at the pond on the grounds of Xavier’s Mansion is interrupted by the arrival of Sauron, who has just absorbed ’s mutant energy. The X-Men fight back, but Sauron grabs Cannonball in midair, then drops onto electrical lines, temporarily stunning him. Iceman launches icicles at Sauron, who briefly recalls stowing away in one of Ka-Zar’s crates as the jungle lord was relocating from the to . Coming out of his reverie, Sauron shoots Storm, grazing her, then Maggott dislodges the villain’s pistol and has his slugs destroy it.

As Iceman re-engages his reptilian foe, Sauron hypnotizes him into attacking his own teammates, then encasing Jubilee and himself in ice. Next, Maggott leaps from a treetop onto Sauron’s back.

Meanwhile, in space, Deathbird continues to use her spacecraft’s medical equipment to heal the injured Bishop, but he questions her statements that the rest of the X-Men had perished, and that he is paralyzed. Without warning, they are fired upon by a spherical spacecraft, and their disabled ship begins a freefall toward a nearby star.

Inside Xavier’s Mansion, Rogue, hurt by the accusation of her teammates that she attacked , finds Joseph unconscious. Using CPR, she revives him as Marrow slyly accuses her of trying to absorb Joseph’s powers. She again runs out of the mansion.

On the grounds, the battle continues as Sauron hurls Maggott toward the ground. His slugs devour enough of the soil of soften the impact, which nonetheless stuns him, Storm and Cannonball. Jubilee breaks free of her ice prison, but Sauron knocks her cold and crows in triumph as the X-Men lie unconscious about him.

In , Scott Summers, recovering from recent injuries, tries to fine tune his control over the strength of his eyebeams. Jean Grey enters the room, shocking Scott when he sees his wife wearing her original green costume.

Outside Xavier’s, comes to and groggily challenges Sauron, who shows signs of exhaustion. The villain is finally defeated when Jubilee also revives and sets off her mutant fireworks by Sauron’s ears, knocking him out.

Later, as Rogue recalls how she found unconscious, then indeed absorbed some of his power, she hires a taxi to . Her destination is the Agee Institute where Dr. Agee claims to have a cure for mutations.

Alpha Flight has come to America. Their mission: bring Logan back to Canada. Wolverine has a counter-offer; chances are Alpha Flight won't be too happy about it..

[Note: The events in this story are also depicted, from other perspectives, in the story in ALPHA FLIGHT Vol. 2 #9.]

The phone answering machine at the Xavier Institute records calls from Kurt Wagner, Margaret Stone of the Department of Education, and Jean Grey while the X-Men are out.

On the road to , is on his motorcycle, transporting Sauron, who is bound in a burlap sack, to drop him off with someone better equipped to handle the reptilian menace. Without warning, a jet swoops down above them, causing them to skid. picks Sauron up off the pavement and they continue down the road.

In , Rogue visits Dr. Agee, a scientist who claims to have “cured” his mutant sister. Dr. Agee takes a sample of Rogue’s DNA and she leaves.

At the Summers’ cabin outside , , Scott Summers and Jean Grey discuss his worries about her wearing her green costume. Jean explains it is to empower herself, and to exorcise the evil and fear it once represented.

In the woods, is soon confronted by Alpha Flight, who block the road. He exchanges a few words with them, then gets back on his bike and resumes his trip. Guardian flies after him and Sauron, forcing them to crash. retaliates, while Sauron tries to hop away to freedom, only to bump into Sasquatch and Murmur. battles the rest of Alpha flight as Rogue, returning from the city, flies overhead and witnesses the melee. She tells she will return with the X-Men.

The Canadian super-team corner at a service station, when Vindicator notices ’s claws are bone, not adamantium, putting lie to the perception Alpha Flight had that their jet’s sensors located by tracking his metal-laced skeleton. Suddenly, is decked by Sasquatch (at Murmur’s command). He leaps to his feet and the conflict resumes, just as the X-Men arrive. The two teams immediately face off against each other. Cannonball launches himself at Flex, but stops short when it’s apparent the Alphan doesn’t seek a fight. They instead talk.

The battle goes on with Storm disabling Vindicator, Maggott challenging Murmur, Rogue tackling Radius, and fighting the rest, until Cannonball shouts to get everyone’s attention. He’s learned from Flex that Alpha Flight’s mission is to apprehend for a murder Department H claimed he committed, but the X-Men know was with them at the time. Vindicator believes them, and her mistrust of their superiors at Department H grows. makes peace with his one-time teammates.

Back at the mansion, the phone recordings continue: Scott leaves a hesitant, troublesome message.

Cyclops thinks it may be time to reassess Professor Xavier's dream and so he invites the X-Men to his new home in Alaska. But Scott has another motive for gathering his teammates: Jean Grey's recent interactions with the Phoenix Force may be spiraling out of control...

Bobby Drake, Warren Worthington and Hank McCoy are in a four-wheel drive taxi outside Anchorage, Alaska, heading toward Scott Summers' cabin to visit him and Jean Grey (and in response to Scott's troubling phone message about Jean). A crow hits the windshield, and the cabbie swerves, first hitting a moose, then crashing into totem pole. Chris Miller of the Anchorage Police (and a neighbor of Scott and Jean) soon arrives to assist. He euthanizes the moose, while Bobby catches a brief glimpse of a "strange guy", who abruptly vanishes. Miller then drives them to Scott's cabin.

Meanwhile, at the Xavier Instituite, Rogue flies toward the city, while Wolverine awaits G. W. Bridge of S.H.I.E.L.D. to finally take Karl Lykos (Sauron) off the X-Men's hands. Rather than meeting face-to-face, the agent merely teleports Lykos off the grounds.

In Alaska, the group arrives, and Bobby, Warren and Hank meet Miller's wife, Staci, and her sister Melissa. Soon, the X-Men are catching up with each other, but there is a tension, as Scott leaves his concerns about Jean unspoken. While Scott shows Hank to his room, Warren talks to Jean about his rocky relationship with Betsy. Upstairs, Scott shares with Hank his fears about Jean possibly coming under the influence of the Phoenix Force. During this time, crows gather outside and watch the house.

Later, the five discuss how to proceed with their search for Professor Charles Xavier. Jean says that though she's pushed her power to limits in a worldwide psychic search, she's found no trace of him. Then the room beings to fill with smoke, and they clear the chimney of what's blocking it. Warren flies to the roof to check, finding a dead crow, and while he's up there, he's spotted by Melissa who is out for a walk.

In New York City, Rogue spots Dr. Agee, whom she's seen about a cure, coming out of a genetics lab named "Mutopia". She confronts him, and he stammers that Mutopia is a group that tried to recruit him, but he declined.

Back in Anchorage, the X-Men are in town for dinner out. On the way, they encounter a protest by local Inuits, demanding the return of their ancestral lands. Bobby again sees his "strange guy", dressed in some sort of ritual garb, but again he disappears before the rest see him. Later, in the restaurant, Scott prepares to tell his teammates his ideas for a new direction for the X-Men. Outside, the crows ominously continue to gather

In Alaska, the X-Men battle a strange swarm of crows. Does this signal the coming of the Crow God? Meanwhile in space, Bishop and Deathbird are on a collision course with a planet!

As the five original X-Men, in their civilian identities, are about to enjoy dinner at an Anchorage, Alaska, restaurant, the crows that have been gathering in the area begin to attack the people on the street. Witnessing this, the five go into action, but not wanting to blow their cover, they keep the use of their powers to a minimum. Amid the chaos, a local Inuit rants about the coming of Chulyen, the Crow God.

Soon, Officer Chris Miller arrives to lend a hand, firing his rifle to frighten the birds away. Bobby Drake yells that the Indian is responsible, but Miller is skeptical, pointing out that the man, who calls himself "Moon Wolf", is seen by the citizens as an eccentric.

In New York City, Dr. Agee continues to study Rogue's DNA, determined to "cure" her as he did his sister. He speaks to Rebecca, his sister, who is now a hideously deformed creature kept in a tank in his lab.

In outer space, Deathbird's damaged spacecraft hurtles toward a star. Bishop demands that she end the charade of trying to convince him he is paralyzed, and release him from the medical equipment to which he's bound. Deathbird relents and Bishop succeeds in altering the ship's course, but can't avoid freefall toward a nearby planet.

The X-Men are back at Scott Summers' cabin, and have regrouped and decided to go into action in their heroic identities. For a moment, Jean Grey has a flashback to the early years of the X-Men, visualizing her teammates in their past outfits. Re-entering the fray, Iceman snatches up Moon Wolf, thinking he controls the crows. Angel and Beast fly over a refinery where the crows drink from and bathe the waters into which pollutants pour. As Cyclops and Phoenix battle the birds, she notices one of the crows is a mechanical construct and presumes they are being directed by an unseen source. And, as the X-Men had feared, several citizens express anti-mutant biases upon seeing them, although some, including Chris Miller, change their minds when their lives are saved.

Eventually, the X-Men gather at the same point, where Moon Wolf rants as the crows amass to form Chulyen. Using all his power, Cyclops blasts into the center of the flock, finally dispersing the birds. As the physically drained Cyclops tries to recover, the rest argue about the cause of the attack, each with his own conflicting theory.

Deathbird and Bishop have crash-landed on a planet full of murderous aliens.

It's Deathbird and Bishop like you never seen them before. Cornered! Outnumbered! Stranded on a hostile alien planet! Will their alliance hold or will betrayal and loyalty separate them forever?!

*Spoilers*

Bishop and Deathbird have managed to survive being shot down by that deathstar-like ship a few issues back. Unfortunately, they have arrived on a war torn planet of freakish monsters and a whole lot of sand. Once there, they are almost immediately attacked by the nomadic locals.

They manage to stay alive with the help of another off-worlder named Karel who saves them from certain death. The three of them try to find a way off the planet as it is overrun by smugglers and thieves. They learn of a way off the planet and rush to its location, braving the harsh deserts and surviving attacks by strange creatures.

When they get there, the death star wannabe aliens arrive. They are called Chnitt and they stage an attack on Bishop, Deathbird, and Karel. The locals get slaughtered and Karel and Deathbird want to flee while they can. Bishop, ever the hero, decides he must stop the aliens before they cause any more harm to the natives so he rushes off to save them.

Deathbird is then torn; should she stay with her “love” or flee for her life? Bishop eventually downs the alien mother ship on the planet. After the ship is destroyed, Bishop races back to the gateway they were to escape through, but it closes before he can reach it. He can't believe that Deathbird abandoned him. Luckily for him, she had a change of heart and had not actually left. Bishop and Deathbird then make plans to escape now that they are together again.

Light years back on Earth, the original X-Men are packing up to go back to New York. As they say their goodbyes, Jean senses the battle between the Shadow King and Psylocke, but before she can do anything she experiences a psychic backlash and is rendered catatonic.

Rogue is having a dream in which she is touching Remy LeBeau barehanded, but not absorbing his powers or memories. Having dozed off, she is awakened in the waiting room of genetic researcher Dr. Aubrey Agee when his assistant summons her to the laboratory to begin the procedure that is to remove her mutant abilities. Unknown to Rogue, she is being observed not only by Dr. Agee, but also by anti-mutant Senator Miles Brickman and his wife, and Special Agent Henry Peter Gyrich. They are there to witness the effectiveness of Agee's device, and Rogue is the guinea pig.

After the nurse, Katherine, asks Rogue if she's having second thoughts, which Rogue denies, Dr. Agee enters. He asks Katherine to fetch an anesthetic syringe, so he can begin the procedure. Instead, she returns with a machine gun with which she begins shooting up the lab. Rogue blocks the rounds from hitting Agee, then chases down the assailant, who reveals herself as Mystique.

Meanwhile, in Anchorage, Alaska, Jean Grey visits Dr. Michael Twoyoungmen after having suffered the psi-negating shock wave of the Psi-War. Physically, she is fine, but the loss of her psychic abilities has left an emotional void. Her husband, Scott Summers, tries to comfort her, but with little success.

Later, Rogue has joined Mystique at the latter's Manhattan penthouse. Mystique expresses anger and disgust at Rogue's intent to neutralize her powers, but Rogue vehemently defends her choice and her desire for human contact. Mystique tells her Agee is at the command of anti-mutant forces within the government. Doubtful, Rogue touches Mystique to absorb her thoughts and determine the veracity of her claim.

Soon, at the government's Mutopia Building, Gyrich, Brickman and Agee await Rogue's arrival, having left clues at Agee's lab to direct her there. Brickman's wife enters the building and is told where she can find her husband. Upon entering the lab where the men are waiting, she drops her guise, revealing herself as Rogue, using Mystique's borrowed powers. She destroys the weapons meant to keep her from leaving again, and Gyrich is about to issue orders when he's knocked out by Mystique, who has followed Rogue.

Rogue confronts Agee and uses her powers to absorb his memories and learn the truth behind his project. She determines that Agee experienced a series of failures, including one that left his mutant sister severely deformed, but now he's convinced his device is a success. However, although Rogue says she still wants to get rid of her powers, she decides not to and sets about to destroy the machine.

Later, Rogue is welcomed back to Xavier's school by Logan, who knows more about her decision than he lets on.

The program Newsminute America broadcasts a report from Cape Citadel where a rocket with a top secret payload is about to be launched. The event provides a backdrop to telejournalist Paula Reinman’s examination of the perceived threat of mutants. The progam is being viewed by Kurt Wagner (Nightcrawler) as he and his fellow X-Men Kitty Pryde (Shadowcat) and Piotr Rasputin (Colossus) travel via ocean liner from England to New York.

Traveling around the world, an individual who appears to be Professor Charles Xavier approaches several super-powered mutants, inviting them to become his new team of X-Men. He gathers Addison Falk (the Grey King), a telepathic genius, Dan Dash (Chaos), an autistic reality-warper, a metallic shapeshifting mercenary codenamed Mercury, Cristal Lemiuex (Crux), a young girl with powers over fire and ice, and Lee Broder (Landslide), a crude bruiser.

Aboard the liner Titania, Kurt activates his image inducer to appear normal and joins Kitty an Piotr on the sun deck. Without warning, the new team of mutants invades the ship, causing major damage and endangering lives. Nightcrawler, Shadowcat and Colossus, shocked and angered when the assailants call themselves the X-Men, go into action to protect the ship and its passengers.

While Nightcrawler saves children and crewmembers, and Colossus repairs a brwach in the hull, the Grey King uses his power dampening ability to make Shadowcat, to whom they refer as “the savior”, tangible. Landslide grabs her in a bear hug and Chaos teleports them elsewhere.

Meanwhile, in the sewers beneath the Pentagon in Washington, DC, the true X-Men (Storm, Wolverine, Rogue and Marrow) are covertly making their way to a rendezvous with their scientist ally at NASA, Dr. Peter Corbeau. They sneak toward Corbeau’s office through the ventilation system. Just outside the scientist’s office, they overhear Pentagon officials investingating Corbeau’s disappearance as they’re gathered around a gaping hole in the floor. A fragment of a recording indicates he was abducted by the X-Men, news which puzzles the hidden mutants.

Sixty miles from Cape Citadel, Shadowcat is held captive within an abandoned government facility the bogus X-Men are using as a base. To her surprise, the mutants exhibit an extensive knowledge about the X-Men, which they explain they learned from “the Founder”. The man they refer to arrives, and Shadowcat sees it is Professor Charles Xavier.

At the Lincoln Memorial, ostensibly closed for cleaning, government liason Valerie Cooper meets covertly with the X-Men, responding to their summons. She tells them that until he recently transferred himself off the project, Dr. Corbeau was heading the “Benassi Rocket” program. Evidently, he intended to warn the X-Men its payload had something to do with mutants. Before she leaves, Cooper provides the heroes with a cell phone, a portable TV to monitor the launch reports, and the promise of transport to Florida.

Having finally reached New York, Kurt and Piotr arrived at their former home, the Xavier Institute for Higher Learning. They find the mansion deserted, except for Cecelia Reyes who confronts the pair.

At the Florida base, Kitty is thrilled to be reunited with the Professor, but her doubts remain as she doesn’t trust these new X-Men, not to mention she finds Xavier’s demeanor cold and distant. As he leads her through the complex, they pass by chambers Xavier explains are for storing mutants who are “no longer viable”. He further shocks Kitty by stating he is dying, and she agrees to help however she can.

At the mansion, Cecelia recognizes Kurt and Piotr as former X-Men and lowers her guard. She tells them the team is on a mission to Cape Citadel. In answer to Kurt’s question as to how they can aid the X-Men, she leads them to the hangar where Hank McCoy has been trying to restore the team’s original aircraft, the Blackbird.

As Storm, Wolverine, Rogue and Marrow speed toward Florida in their borrowed jet, the televised coverage of the launch, and the protests against it, continues with a press conference by a NASA director. As he is about to announce the nature of the secret payload, he falls to an assassination attempt. But behind the scenes, launch officials discuss the event, revealing the act was faked in order to divert the public’s attention from the launch.

Within the Founder’s base, Kitty works to repair computer code under the direction of Professor X. Finding an odd familiarity to the code, she locates and shuts down a computer virus. Immediately, the “Professor” states he is “whole again”, puzzling Kitty. Feeling her purpose has been fulfilled, he orders his ersatz X-Men to place her into one of the storage units. But then he senses the approach of the true X-Men and instead dispatches his team to face them.

Chaos generates massive turbulence which tears the jet apart. The two teams clash in freefall, just as the Blackbird zips by. Nightcrawler brings the craft around to catch Storm and Rogue, but then they’re immediately intercepted by a jet piloted by Mercury, who shoots them down.

The story continues in X-Men #80.

Storm (Ororo Monroe) and Shadowcat (Kitty Pryde) are in Seoul, South Korea, responding to a request for aid from their enemy, Black Tom Cassidy. Just prior to meeting with him, they are beset by a team of warriors who are devotees of the deity Cytorrak. After dispatching their assailants, they make contact with Tom, who denies that he set up the ambush.

Back in New York, at Xavier's school, Rogue returns from another fruitless search for Gambit. She steps into an altercation between Piotr Rasputin (Colossus), Kurt Wagner (Nightcrawler) and Sarah (Marrow). Sarah had stolen a sketchbook from Piotr, having taken a liking to one of the drawings, but when Kurt took it back, she turned violent. Rogue and Logan (Wolverine) defuse the situation. Then, Logan announces that Colossus can have his room back because he intends to move back outdoors.

In Seoul, Black Tom leads Storm and Shadowcat to the flat where Juggernaut is waiting. On the way, Tom explains that Juggernaut had learned of a second power gem hidden in South Korea. Intrigued by the thought of doubling his powers, he sought it out, but that gem had no powers, and was bait for a trap set by the cult of Cytorrak. They withdrew Juggernaut's gem from his body, leaving him partially depowered.

Upon arriving at the apartment, the trio find Juggernaut missing. As Storm and Shadowcat follow the damage left in his wake, Gambit (Remy LeBeau) clandestinely lurks in the shadows watching them. The pair find the rampaging Juggernaut in the streets of downtown Seoul, somewhat weakened, but still powerful. They are about to confront him, when Gambit makes his presence known, taking Juggernaut out with a well-placed kinetic charge. Gambit admits that he has been hired to hunt for and steal the second power gem. Gambit and Storm agree to join forces in the search, but also that whoever first finds the gem, keeps it. They find Juggernaut's map and set out for the island of Cheju-Do.

Meanwhile at Xavier's Institute, Colossus enters Marrow's room, surprising her, and sees pictures of models and celebrities pinned on her wall. Marrow gets infuriated that he invaded her privacy and kicks him out. He tells her he just came to apologize about earlier, and slips a drawing of her under her door.

Back in the far east, having reached the island, the three X-Men come to a temple where they are confronted by warriors sworn to defend it. While Storm faces the brunt of the attack, Gambit and Shadowcat are forced retreat into an adjoining chamber. There, she falls into a piranha filled pool, while Remy finds himself cornered, dodging spears. He uses the spears embedded in the wall to climb out of the chamber and rejoin Storm, but then a large statue come to life and grasps them. Using their combined forces of lightning and kinetic energy, they destroy the thing.

Gambit locates the cloister that houses Juggernaut's gem and finds Kitty, who managed to phase her way out of the pool into the cloister. Gambit tells her to fetch Storm, but when Kitty leads her back, they find Gambit and the gem gone, leaving Storm disappointed that Gambit would deceive them. Hidden in the shadows, he overhears Storm express the hope that Gambit is the honorable man she would like him to be.

When they return to Black Tom's flat, Gambit is already there, having given the gem to Juggernaut. After the two villains leave, Storm and Shadowcat persuade Remy to rejoin the X-Men. He agrees, and Shadowcat asks him how he made his way out of Antarctica (where the X-Men had left him months earlier), but he remains secretive; apparently, he had not managed it alone.

A frenzied Pyro tears across the farms and fields of Nebraska, leaving burning crops and houses in his wake. The S.H.I.E.L.D. Helicarrier arrives, but its agents, unable to withstand his heat, ask his demands. In a panic, Pyro replies, "Xavier." Soon, S.H.I.E.L.D. director Nick Fury is briefing the X-Men, whom he's summoned for assistance.

Elsewhere in the world, Professor Charles Xavier is dreaming of a peaceful utopia. Within the dream, Magneto arrives, telling the Professor there are two of him, and that he must wake up.

Meanwhile, in the Salem Center clinic of X-Men associate Dr. Cecelia Reyes, she begrudgingly accepts delivery of a large wooden crate. With no one at the X-Men's mansion to sign for the parcel from Moira MacTaggert in Scotland, Cecelia was designated as an alternate recipient.

Back in Nebraska, while Storm, Nightcrawler, Shadowcat and Marrow assist firefighters and emergency responders in putting out blazes and rescuing civilians, Wolverine, Colossus and Gambit track Pyro. Wolverine begins to clear away a firebreak in the field, while the other two get close enough to hear Pyro shouting at some unseen person to leave him alone. Thinking Pyro's being driven mad by the Legacy Virus he's infected with, Gambit and Colossus try to approach him, but are held back by the intensity of his flames, greatly increased by the disease. Adding to Gambit's difficulty is the ethereal presence of a woman he calls "Bebette"

Throughout the ordeal, Marrow asks each of her teammates about the Professor, expressing a mixture of wonder at the respect he commands, curiosity about the man, and the same disdain she exhibits toward others. The X-Men's responses emphasize Xavier's kindness, humanity, wisdom and devotion to his ideals.

As Storm brings down rain to put out Pyro's flames, Nightcrawler joins in on the chase which finally ends with a well-placed punch by Wolverine. The X-Men that see a metallic figure within Pyro's inferno, and Wolverine hears its robotic voice. Pyro intensifies the blaze even further and forces the figure to liquify.

As he lies prone, the weakened Pyro still asks for Xavier, while also claiming the Professor sent him. Fury then steps in to take custody of Pyro.

Later, the X-Men have returned to their mansion and have set up the contents of the crate that had arrived, a smaller Cerebro system on loan from Dr. MacTaggert. Kitty Pryde (Shadowcat) operates it, and locates the Professor's genetic signature in not one place, but two points on Earth: San Francisco and Tajikistan. Suddenly, feedback from an unknown source shorts out the device, ending the search. With two leads to go on, Storm decides to split the team to investigate both locations.

Meanwhile, something falls to earth in Tajikistan, as another splashes down in the bay by the Golden Gate Bridge. Shortly, the Cerebro entity emerges from the waters, locked in on Xavier's bio-signature.

[Note: This story arc continues in X-Men #82 - The Hunt For Xavier! Part Two: Charley]

[Note: This story arc continues from X-Men #82 - The Hunt For Xavier! Part Two: Charley]

An object splashes down into the San Francisco Bay, and soon, the Cerebro unit designated Cerebrite Beta rises onto the shore, intent on locating Professor Charles Xavier. Xavier is currently in hiding within the former prison on Alcatraz Island, along with the Toad and other members of the Brotherhood of Evil Mutants.

Also searching for the Professor are the X-Men, Nightcrawler, Wolverine, Shadowcat and Marrow, who have set down their aircraft in Golden Gate Park. Nightcrawler cloaks the jet, and, with Wolverine tracking Xavier’s scent, they continue their quest in Berkley. They come to a condemned building, which Shadowcat phases into. Inside, she finds the mangled remains of the Professor’s wheelchair. After that, Wolverine continues to trace the scent, which dead ends at the shore. He then mentions a local contact who can help them pick up the trail again.

Meanwhile, in a top secret holding facility in Utah, Cerebro Prime stealthily sneaks in and back out, taking with it a secured sample of Bastion’s nanotechnology.

In Chinatown, Wolverine leads his team to the pharmacy of Black Crane, his clairvoyant acquaintance. Black Crane tells them he ‘sees’ Xavier and the Toad on Alcatraz, but also to beware of another who poses a serious threat.

The team sneaks into the former prison, but are immediately set upon by the Toad, the Blob, the Mimic and Post. As they battle, the Brotherhood exhibit new fighting tactics that seem familiar to the X-Men, as they are similar to those taught to them by the Professor. Acting on that hunch, Shadowcat and Marrow dodge the scrap, quickly finding Xavier in a nearby cell.

As Xavier tries to explain that, at least temporarily, the Brotherhood has allied with him, a wall caves in and Cerebrite Beta makes its entrance.

[Note: This story arc continues in X-Men #83 - The Hunt for Xavier! Part Four: Tomb of Ice]

This story arc continues from X-Men #83 - The Hunt for Xavier! Part Four: Tomb of Ice.

Within his Florida facility, Cerebro Prime proceeds with his plans to 'catalog' all mutants, and, most significantly, capture Professor Charles Xavier. However, he receives a notification that his base has been detected by human air surveillance, so Cerebro uploads all his data to his mobile unit, and then initiates a destruct sequence. He also discorporates his surrogate X-Men, stored in stasis tubes, minutes before the facility explodes behind his escape jet.

Within the prison on Alcatraz Island, the X-Men (Wolverine, Nightcrawler, Shadowcat and Marrow) and the Brotherhood of Evil Mutants (the Blob, the Toad, the Mimic and Post) unite to protect Professor X from Cerebro's proxy unit, designated Cerebrite Beta. Wolverine severs its arm, but it pins him under its foot. As it regenerates its hand, Shadowcat tries to tend to Xavier who was partly caught in the collapse of the wall through which Cerebrite Beta burst, but Post, claiming some right to the Professor, warns her to leave him to the Brotherhood's care.

As the battle proceeds, Cerebrite Beta 'catalogs' the Toad, who disappears, apparently disintegrated. Nightcrawler allows Mimic to borrow his teleportation ability and together they shift the construct to a lower level. Nightcrawler makes it back, and with the Cerebrite gone, Shadowcat phases herself, Xavier and Marrow through the floor in an attempt to escape the renewed attention of Blob and Post.

Cerebrite Beta then collapses the floor from below, and all the mutants, save Nightcrawler, fall into the gaping hole. He teleports to the X-Men's jet, which is cloaked and parked in Golden Gate Park, and tries to contact the other X-Men, unaware that they, too, are currently in combat against Cerebrite Alpha, another of Cerebro's agents.

As Cerebrite Beta re-engages the other mutants, Shadowcat tries to lead Xavier and Marrow out of the prison, but inadvertently re-enters the battlezone. Marrow confronts the construct to provide a distraction and Shadowcat and Xavier make good their opportunity to escape again. The Cerebrite follows, with the mutants chasing after it, but it finds Shadowcat and Professor X. As Wolverine catches up, he witnesses the Cerebrite 'catalog' her, and, thinking her dead, he goes berserk, decapitating his opponent.

Mimic explains to the X-Men that the entity is an agent of Cerebro, which had been Xavier's mutant locating computer until Bastion's meddling resulted in the system's gaining self-awareness. He then attempts to fly away with the Professor, but the Cerebrite, having reconstructed itself, 'catalogs' Mimic. Wolverine rushes to his fallen mentor, who tells his students he still feels Shadowcat's mind, meaning she's not dead, but rather, has been somehow moved to Cerebro. He concludes the best way to get to her is to allow themselves to be 'cataloged' as well.

At that moment, Nightcrawler, piloting the jet, arrives above the prison in time to witness Xavier, Wolverine and Marrow vanish in a flash of light emanating from Cerebrite Beta. With no other option, he sets a course for Tajikinistan in hopes of finding the rest of the X-Men.

This story arc concludes in X-Men #84 - The Hunt for Xavier: The Conclusion! Dream's End

Magneto has an ultimatum for the United Nations - a haven for mutants or total destruction.

We open on television coverage of the Acolytes laying waste to a genetic research laboratory, their fourth target in half as many days.

The X-Men watch the coverage from the cockpit of the Blackbird, which has been unable to catch up with the terrorists. In his base in the Arctic Circle, Magneto prepares to strike, directing his automaton servant Ferris to visit the United Nations.

Meanwhile, on a military base in Israel, Joseph learns that he is an absolute genetic match to Magneto – but that the match is forged, down to “every single strand” of his DNA.

Dismissing the comfort of his companion Sabra, Joseph strikes out on his own to contemplate the news. His solitude is interrupted by a woman who paralyzes him with a blast of energy. She says he should call her, “Mother.”

Later, the X-Men have closed the gap with the Acolytes, catching them at a facility on the Hudson Bay. However, it's an elaborate trap – first slowing the team while the Acolytes make their getaway, then drawing them into waves of electromagnetic interference emanating from Magneto at his base in the Arctic Circle. Despite Storm's best efforts with her powers and as a pilot, the Blackbird goes down.

At the United Nations, the obsequious Ferris explains the EM disruption to a startled UN assembly. Magneto wants to unite the world in fear so that they take his new request for peace very seriously. Either they will grant him an earthbound sanctuary for mutants (to replace Asteroid M), or he will maintain an EMP wave that will disable every piece of electronics on Earth!

The X-Men battle the Acolytes while Joseph and Astra confront Magneto.

The Acolytes are prodded by the telepathic suggestion of Xavier to leave the safety of their jet to ensure that the X-Men have been killed by the nuclear blast unleashed against Magneto.

The X-Men play dead long enough to draw the Acolytes from the plane. The two teams engage in fierce combat, but the X-Men are holding back – trying to draw the last of their opponents out of their vehicle. Colossus activates his power to act as a lightning rod for energy built up in the atmosphere from Magneto's electro-magnetic pulse wave. The resulting shock dispenses of the Acolytes on the ground, while Kitty eliminates their pilot in the jet.

Seventy-five miles away, Magneto is concentrating on repelling the nuclear explosion and repairing the Earth's magnetosphere when he feels something slip through his defensive shield.

The intrusion is Astra and Joseph, riding through the air in a magnetically shielded bubble. Astra dispenses of Joseph and heads into Magneto's sanctum. She taunts him and destroys the elements of his structure that regulate his exposure to the EM energy in the atmosphere.

At the United Nations the general assembly debates their response to Magneto's actions – possibly a devastating nuclear strike? They're interrupted by Dr. Alda Huxley, ambassador from Genosha. She professes to have a solution to Magneto's demand for a mutant sanctuary.

Magneto recovers and lashes out at Astra, overwhelming her alien technology. Joseph interrupts him before he can deliver a finishing blow.

The X-Men mourn a fallen friend while Wolverine prepares to assassinate Magneto.

The Magneto War has come to an end and like any other war that occurs in the X-Men's lives......a life has been lost, Joseph the biological clone of Magneto, the stopper of Magneto's reign of destruction, the man Magneto could have been made an impact on each and every single person he knew, today the X-Men mourn him, all the X-Men except for Wolverine, he is off finding new ways to find the demise of that man who created that war:Magneto, but as if everything hadn't already reached a breaking point in the X-Men's lives at the end of Josephs funeral they get teleported into a space by a mysterious creature, where are they now?

The Juggernaut continues to crash from dimension to dimension...but how can the X-Men stop the unstoppable?

Today for the X-Men the term that would be best to describe their location would be "Lost in space" but for the X-Men they're half a Universe away, in time, the X-Men realize that they were called by the mysterious creature Ejulp to help stop the rampaging Juggernaut on one of his rages as he managed to get himself into the damaged dimension, little does he know the longer his rampage goes the more damaged the dimension gets, Professor X and the rest of the X-Men do their best, with Wolverine and Charles snapping Cain down, Kitty Pryde, Colossus, Night-crawler and Gambit figuring out how to get themselves out of the dimension before it's too late and Storm finding out what's behind all this, but the answer and the conclusion may shock her and the X-Men more than they expected.

The X-Men find themselves on a Skrull world. But things go from bad to worse when Galactus shows up to consume the world.

As the X-Men hoped their departure from Ejulp would be the last they ever saw him, they were wrong, very wrong, Ejulp accidentally teleported them back in time to the Skrull home-world in time for a life changing event that would have fatal repercussions in Marvel universe for years to come, as the X-Men fought off against the foax Fantastic Four they were brutally damaged forcing Night Crawler to teleport the remaining team to a make do sanctuary, conveniently finding Wolverine who was in no state to be fooled and was ready to kill Night Crawler on the spot if he wasn't the real deal, Kurt managed to convince him that it was truly and Wolverine told Kurt to go off with Storm and locate the Professor while Wolverine dealt with some business, they were able to find the Professor along with Colossus and made plans to escape the Skrull home-world before the massacre of millions would occur, Kitty had been taken captive by a group of Skrulls who among them she thought was a reincarnated Warpath, seeing as how they were merely misguided Skrulls they immediately saw her as a fellow Skrull trying to commit treason so then they held her for questioning as this was going on the Skrulls got a message being Broad-casted by Professor Xavier to alert them for an attack by the "World-eater" as he knew what was going to happen to them, they took no notice of it as they thought it was just more Skrull infiltration trouble, previously Gambit had accidentally Injured marrow while the X-Men were on Ejulps dimension as their powers were unpredictably dangerous to the use, this left Marrow unconscious for a while and as Gambit was the only one with Marrow at the time he tried everything he could do to search for medical assistance, he found some but it wasn't what he had expected, the Skrull who assisted Gambit in Marrows recovery had suddenly got shot in the back by fellow Skrull people and were on their way to kill Gambit, Gambit desperately wanted to escape but could not go without Marrow still in her mid recovery process so he made the Skrulls go for someone else, as the X-Men tried to leave the Skrull homeworld they were assaulted by a group of more fake Super heroes, Storm had alerted Professor Xavier that his Broad-cast went to deaf ears as they were not even trying to leave or evacuate, as the few X-Men battled against the Skrull armada who seemed to have an infinite amount of members Professor X sensed something coming, and he saw it coming out of some sort of space-ship, it was the end of all life on the Skrull home-world.

The X-Men's concern grows as they fear he is no longer the man he once was.

In North Carolina, Mannite orphan Nina declares “they're comin'! It's jus' the beginnin'... and nobody's safe.” Dr. Renee is unable to quiet her tantrum, which results in Nina teleporting to an unknown location.

At the mansion, an alarm awakens the team before sunrise. The source of the alarm is not an intruder, but a very irate Professor Xavier. He admonishes the team for their slow response time. Unphased by Storm's gentle resistance, he puts the team through a series of vicious training exercises.

In space, Bishop and Deathbird continue to hurtle forward in a small craft. They encounter a peculiar, mutated planet.

Professor Xavier continues his brutal training regimen without a pause. When Xavier's one-on-one coaching with Marrow (to retract her bony growths entirely) becomes too intense, Gambit intercedes – only to have the Professor summarily dismiss him from the team, and the others from the training session.

Later that evening, Storm gains an audience with Charles, alone. Nightcrawler waits for her to emerge, and when she does she says, “we must call Jean Grey.”

In an unknown facility, Nina discovers she has teleported into a room full of her fellow Mannites.

Continued in X-Men #92

Original Solicitation: 
X-Men the Shattering, Part 4 of 12. Alan Davis/Adam Kubert/Mat Banning , Colossus and Marrow fight their fears as The Shattering continues! The X-Men have been splintered, setting the various team members on divergent paths. Now Colossus and Marrow travel to a place and person that holds great significance for them both, the wasteland ruled by Mikhail Rasputin! For Piotr Rasputin, it¹s a last chance to save his only surviving family member... his supremely powerful and tragically misguided brother. For Marrow, it¹s a return to the hell she hoped to never see again. For the world... well, that would be telling! Cover by Adam Kubert. 
 
Issue Summary: 

Marrow dreams of the relentless sunlight of the of her childhood home - Mikhail Rasputin's pocket dimension. It was meant to be a refuge to save the Morlocks when their tunnels were flooded. Instead, it became a battleground – and the constant struggle lead to young Morlocks becoming the ruthless Gene Nation.

Marrow awakens in a Massachusetts hotel, which to her is a foreign land. Peter Rasputin – Colossus! - reclines on the balcony, sketching the sunrise. The pair are on an impromptu vacation after Xavier disbanded the team – perhaps for good.

At a nearby museum, a night watchman is accosted by a ghostly image, hovering near a painting titled “Illyana, by Piotr Rasputin.”

In her hotel room, Marrow flickers between the real her and the brunette stranger projected by her image inducer. Staring down snapshots of the unfamiliar her at local landmarks, with great effort she subsumes the bony growths on her forehead into her scalp. Peter arrives, and complements her on tweaking the image inducer.

Half a world away, a portal opens in the sky. Deathbird emerges from it, as haughty and imperious as ever. She hauls a massive monolithic statue in her wake. Somewhere else, a shadowy figure surveys the crowd around the Illyana painting, and spots Peter.

At the art museum, a young artist won't stop flirting with Marrow. In her frustration, bones grow unbidden from her face and arms. The artist recoils while Marrow flees into a restroom, where she re-engages her image inducer to become the dark-haired stranger. 
 
Peter is surprised to see her return as the strange woman, realizing that she had previously been mingling in public under her own power! Before he can say much else, the two of them fall into a strange portal that appears on the floor in front of Peter's painting of Illyana. 
 
Marrow instantly recognizes their destination – it's the dimension she used to call home. She runs away, chasing a silhouette she believes to be Callisto. 
 
With her gone, Mikhail Rasputin emerges from the shadows behind Colossus, declaring, “Together, we will re-make the world as it should be... and our sweet sister Illyana will soon live again!”

Can the X-Men stop Mikhail before his crazy plan for a new world is achieved?

Peter Rasputin and his brother Mikhail look out across the barren landscape of Mikhail's alternate dimension. Mikhail explains how he came to this dimension with the Morlocks as they fled their flooded tunnels. After years of isolation, Mikhail believes himself to be a god – and with his greatly enhanced powers, he wants to resurrect their sister Illyana.

Marrow barrels through the tunnels underneath the sanctuary, chasing a ghostly image of Callisto. She witnesses events of her youth played back before her eyes – when she came of age she was torn from Callisto's side to go to “the outlands” and fight her way back to the sanctuary.

Mikhail insists that Peter's imperfect version of Illyana in the painting is exactly the inspiration he needs to bring her back to life. He wants to tap into Colossus's mind to draw out that humanly flawed version of their sister. When Colossus resists, Mikhail heartlessly blasts him across the room.

Marrow sees the version of herself that returns from the outlands – a terrifying warrior, hideous in her rage. In her memory, Mikhail challenges her to defeat his personal guards. She makes quick work of them, and he invites her to remain in the sanctuary.

Colossus strikes out against his brother. His efforts are futile. Mikhail's powers have been magnified since they last met, seemingly at the expense of his sanity. Mikhail crushes Peter in a prison of living rock, but before he can do any further harm he's interrupted by a vicious slash by Marrow. Mikhail barely recognizes her, remembering her as a mere child. “I did only what was necessary,” he claims, “to prepare you for the cruelty of the real world.”

Finally, Marrow confronts her idol for an explanation for her years of suffering – and the reason behind it is a madman's whim!

Mikhail is at once angered and aghast at Marrow's accusations. In his turmoil, his powers lash out – seemingly uncontrolled. An amorphous entity of green energy emerges from him; Colossus theorizes it is a symbiotic that has been possessing him, forcing him to wage an ongoing battle to promote the survival of the fittest.

Mikhail opens a portal back to the museum with the last of his power. It quickly sucks in Marrow and Colossus, but before Peter can be enveloped he grabs Mikhail.

They emerge from Illyana's painting into the deserted museum. Peter carries Mikhail's prone form – unconscious, but alive.

In Egypt, Deathbird gloats about the anachronistic tribe, worshiping their monolithic idol. She is cut down in a blaze of energy. Her attackers are unseen but for a massive blue boot. From somewhere above it, a voice commands, “Take her for conversion.”

Wolverine is dead. But Xavier has found out that this isn't Logan. So where is the real Wolverine and how did this imposter take his place?

He was a soldier, he was a fighter, he was a warrior, he was an animal, he was an X-Man,he was Wolverine and now he's dead, The X-Men have recently learned of their beloved teammates death and immediately unite for their the loss of a friend, but as the investigation of Logan death goes on the conclusion may well shock the X-Men more than ever before.

Kurt, Kitty and Rogue are discussing their previous adventure while they went off on their vacation over in New York and conveniently found Mystique who happened to get her self into a little mess, Kurt raises concerns over his previous meeting with Lorna Dane who seemed a little uneasy as she thought she was being followed, while Kitty mentions what she found in Destinies diaries when she suddenly gets a call that shock's her to the core.

Colossus ,Marrow and Mikhail are driving on their way to Boston from New York, Peter Tell's Marrow that she keeps on staring back at Mikhail, she reminds him of her life on the hill and how he was the master and with all the power, seeing him helpless like that put her in an awkward position, Peter then get's a call and is immediately prompted to go to the Xavier Institute.

Professor Xavier was briefing Cannonball and Danni Moonstar on recent affairs, telling them how as mutants they all need to stick together, he also alerted them that how they are an off-branch of the core X-team they may be a liability for infiltration so they need to keep a watchful eye, Danni lets the Professor know that she's heard it all before and that what she's telling him isn't anything new but still the Professor cautions her, he then informs them that he has a meeting with Emma Frost of Generation X and that he must soon leave, Danni asks if he's going to mess with her mind too the Professor answers her but get's interrupted by Storm who gives him the sorrowful news, Wolverine is dead.

The X-Men meet in the medical lab alone with Cable and X-Man, Charles asks Cyclops how it all happened, Cyclops explains to the Professor of what happened while they went to go and help the Mannites and of how a mysterious villain who was exactly like somehow killed him in a one on one duel, a crying Kitty asks why his healing factor didn't save him as it always had but she gets no replies, Charles tells the X-men that he and Moira will be running an autopsy on Logan's body to figure out how he died, Marrow tells the medical team that Wolverine is already dead so there's no point on working on him but Mikhail is alive at the least and he can still be saved, Moira assures Marrow that Mikhail will be fine and that all he needs is rest but Moira tells Marrow that she's more concerned about her after her little transformation in the Skrull-home world, Kitty still weeping confesses her guilt for studying too much Destinies Diaries while she could have helped him, Rogue then tells her that none of the X-Men would have made a difference and that all they can do is just avenge his death, as the times are dangerous for the X-Men she mentions that Destinies Diaries may be the only weapon they have against enemies of the X-Men.

Kurt brings up Lorna's case again while Cyclops adds on it and says he hasn't been able to get through to her either after Havok's death, Jean re assures the matter telling them that at least they know she's safe and in no danger but she adds that she more concerned about Iceman as the X-Men haven't heard from him even after the Death of Logan, Archangel says that he's more concerned of his lover Psylocke and that this little gathering is nothing that he can contribute to, he storm's off without a word in hopes that he finds Betsy.

Cyclops tells the Professor yet again the whole story of Wolverines death in a harsh tone and states that all there is and nothing else, the Professor argues back and tells him that that decision is not his to make Scott was the leader of that team and protecting it was his full responsibility and that he will answer for the loss of one his X-Men, Scott disagrees with the Professor and questions why he thinks that he runs everything the X-Men do, Ororo tries to calm the tension down and pleads with them to put their differences aside in hopes of ending the quarrel, suddenly the power goes out causing some of the X-Men to panic, Charles tells The X-Men that it was a minor power outage adding that the type of panicking they portrayed shows him that they have not been listening to what Xavier has been warning them about, Scott angrily tells the Professor that they were only being human he adds that a friend has just died so they won't be at full operating to what happens, Charles tells Scott that it was his choice to lead that team of X-Men and that he could not hide himself in self-pity, Ororo knows that Charles just pulled the last straw with Scott and gets in between them before things get out of hand, Charles reminds him of Magneto, an evil person in the world who needs some unification and that Charles will be proven right, Scott adds that being right is all Xavier cares about Ororo tries to ease the situation and tells them both to calm down in Scott's annoyance he accuses Ororo for taking sides with Xavier, Ororo then tells Scott that what he's saying is insane and that the matter at hand is about reuniting the X-Men once more, Scott tells Ororo that the team are in no shape to reunited, he points to Cable, Kurt, Kitty and Peter and then tells her that that part of the X-Men are blindly following Xaviers dream as well as caring for his well being, he then points to Jean, Rogue, Gambit, X-Man and Marrow with reference to himself showing her that they all have lives of their own and would love to live those lives without following the dream, Kurt steps in and confirms to Scott that he can speak for himself he then adds that the arguing is pointless and that the X-Men should be working together to find the enemy instead of fighting themselves, Professor Xavier confirms Kurt and announces to the X-Men that Jean was controlling Scott's mind as how he recognized the psi patterns that she was using followed by a psychic assault to Jean, Scott felt the pain that Jean was going through and ordered the Professor to release her but the Professor did not listen, Scott then ordered him once more and yet again Charles didn't listen, Scott went out for one last order until he took off his visor and unleashed an optic blast headed straight for the Professor, Kitty managed to get to the Professor in time to save him but the optic blast went straight through to Storm who fell unconscious due to its massive force, the other X-Men tend to Storm while Kitty tells the Professor she only had time to save him, Charles tells her not to worry as he believes Scott has inner rages within him and is finally ready to let them out, he then assualt Scott with a psionic barrage almost killing him, Jean see's this and Orders Charles to release him and then hits the professor with a telekinetic attack in the process destroying his wheel chair, Cable then attacks Jean with fury of attacking the Professor but X-Man backs her up and states that they had every reason to defend themselves as much as the Professor did and attacks Cable back, Jean thanks Gambit for saving her but alerts them that they need to leave the place before something bad happens but it's too late, Cable and X-Mans fight caused the whole room to fall in on them separating the X-Men into 3 different groups, Colossus is with the Professor and Storm and says that they need to get help immediately, Cable then adds that they should try to get to the medical room as soon as possible, as soon as that suspicions on who the real traitor is rises, Professor calls Gambit out a the traitor seeing as how he made a deal with Sinister and even abandoned the X-Men at one point, the X-Men then start to worry if Professor Xavier is well in the head, Marrow wonders if his imprisonment with Bastion made him revert back to Onslaught again or worse, X-Man suspects Cable, he wonders if his battle with the techno virus has been lost causing him to be alienated, Gambit suspects Kitty as she had previously spent some time alone with the Skrulls on their home-world wondering if they could have done something to her, Kurt slightly agrees with Gambit but says he is more concerned about Marrow and her run in with the Skrull technology, wondering if that may have done something to her, Kitty adds that she may not even be the real Sarah, Colossus states that she is the real Sarah and as real as they get, but he says someone who he really is concerned about would be Rogue, he sensed something different about her after their vacation as well as her added talk of conspiracies, Kurt wonders if Mystique may have done something to her, Cable storms off saying that the suspicions are getting them no where, Jean wonders if it's Kurt who may have been the traitor seeing as how he didn't mind Scott leaving in the first place, Rogue wonders the same as well but says that she trust's him except for Colossus who she thinks may have defected to the bad side again as she once joined the acolytes before, Jean states that he was just in shock and nothing more but she said she was much more concerned about Mikhail who can alter reality to anything he wishes, Marrow adds that Mikhail should be of no concern as he already knocked himself put previously.

Warren continues his search for Psylocke and notices something following him, he wonders were it might have came from and if it knew where he was coming from, he then tries to avert its attention and succeeds but then he notices its going back to its trajectory path and he realizes that the thing knows far more about him then Warren does about it, he then continues his search again.

Gambit runs impatient and agrees with X-Man as he wants to get to the bottom of it himself, Rogue ushers him to stay, Gambit is surprised that she still cares, suddenly Cable blasts the whole place down again cause more destruction, Jean tries to plead with him over Scotts injuries he then tells her that he cannot take any more risks and shoots her with a telekinetic blast, Marrow reacts and manages to scratch Cable in his face damaging an artifact of his, he then tells her that her attack was of no use and used his telekinesis to fatally knock her out, Rogue see's this and gives Cable a kick to the wall in anger of killing Marrow, Cable then notices that his grenades are about to explode,, he tries to tell Rogue but she does not listen and the grenades explode right in-front of Rogue giving her the full impact knocking her out, Colossus goes to help but then gets submerged in flames coming from X-Man, Kurt immediately teleports to Peters side in hopes of saving him but then gets killed as well by X-Man, a staggering Colossus attacks X-Man with a body of flames killing them both in the process, Kitty see's this and quickly rushes to his side.

Warren manages to find his lovers destination along with a Warren imposter? the 2 battle it out.

Gambit pleads with Rogue not to go bu she tells him that she can't hold on forever and also tells him that they would never be together anyways, leaving him speechless holding her in his arms.

A crying Kitty tries to restore Peter back to life but to no avail he gives her his last words and departs and then suddenly Kitty hears a loud booming voice, she looks and see's it is Onslaught and realizes that Charles had turned back into him, Gambit yet again tells Rogue to hold on and then suddenly a flash of bright red light befalls him and he see's none only but the Dark Phoenix, Gambit and Kitty go in for their last battles while questioning the defection of their teammates, they are quickly captured, examined and its finished.

The X-Men wake up back where they started as they started with Charles explaining what really happened, he had actually played out a pyscho-drama in their minds in order to fool them just to see if there were any more imposters as he had realized that the team had been infiltrated, Remy angrily asks why he put them all through that, Ororo answers with her beliefs that the team really has been infiltrated otherwise she would not had agreed to such a ploy, Xavier states the people who into his confidence from First to Last and explains it more to the X-Men, his reason was to exploit their deepest loyalties and passions, the X-Men are not amused and then Kitty asks who was the traitor in their midst.

Warren fights off against his doppelganger and as the fight goes on the doppelganger reveals itself to be in fact Psylocke and he is extremely surprised.

At the mansion Charles reveals who the traitor was to the surprise of all the X-Men it was Wolverine, he had been kidnapped and taken hostage by the skrull people and had a Skrull doppelganger take his place, Charles explains while it all happens while Warren and Psylocke share a romantic kiss after finding each other, Storm then wonders now that they have found the imposter then where is the real Wolverine?

The Twelve that were prophesized to usher in a new mutant age have been revealed. But why do all roads lead to Apocalypse?

The X-Men have finally reunited as a whole to battle a secret but upcoming threat, Professor Xavier briefs them on what he has learned about Destinies diaries, he states that what is written in her diaries are truly coming to pass and that they must prepare for the up-coming event's, suprisingly there is a stranger among the X-Men, a Skrull, the X-Men assault it with everything they have until Kitty steps in and tells them that he comes in peace as she has learned the Skrull language while on their home-world, he explains that he only wants a safe haven and will try to help them anyway it can, Peter checks up on his brother Mikhail who's condition apparently seems to be getting better but he still fears for the worse, Moria assures him that all will be well and that he only needs some more rest, an angry Lorna says that she does not want to keep waiting around anymore and wants to find Havok as soon as possible as one of the evil Skrulls took his costume, the only thing Lorna had left of him after his sudden death and something that signals if he is alive or not.

the Living Monolith makes his boastful appearance but is halted by sinister who states that he serves only him, the Monolith states he serves no-body but Sinister makes sure that his allegiance is to him only by zapping his forehead with a fatal lazer leaving him dazed, Rogue confirms to the Professor that Lorna has agreed to stay with the rest of them for the night as well as Beast and Moira getting to work in the medi-lab so they may as well get started, Charles tells them that Destinies predictions may or may not have been real as the Skrulls explanation have only confused things more, Rogue then buts in and tells Charles that while she was under Irene's care she never heard of any diaries, she also states that Destiny only told people of premonitions if they were to happen immediately but not of those in the distant future as they could lead to destruction, Charles then says that the Journal is authentic as it gets but the information in it is too difficult for them to understand but he was able to get the names of 11 X-Men, Xavier, Cyclops, Storm, Iceman, Sun fire, Polaris, Cable, Bishop, Mikhail Rasputin, The Monolith and is then interrupted by Archangel who questions what the Monolith is doing in that list, Jean wonders if it's a new Monolith, Marrow questions why she and the other X-Men weren't part of the 11 X-Men, Jubilee tells her that it gets old fast, Kurt tells them that it is only a list so how would it help them, Storm says that the Skrulls and their leader are extremely interested in those people so they need to find out why quickly, Kitty and Warren figure out how they are going to contact the rest of the twelve while Marrow thinks that it wont work due to the Wolverine search, Kitty tells her that he is being masked by their tracking devices but she has not given up on him yet, Gambit tells them that if things go as they go then the bad guys will find them instead while Charles mentions that's why they need to be prepared, the rest of the X-Men then leave to go and train in the Danger room while Cyclops and Phoenix stay to talk with Charles, Scott mentions that the whole situation is yet again dragging Jean and himself back into the X-Men away from their ordinary lives even though the Professor could call upon other X-teams to save the world for him, the Professor says that he understands Scotts concerns and then mentions his nightmare on the Skrull space-ship and discovered that there was someone or something pulling the strings and of how they could have destroyed all of the X-Men but only took Wolverine, Scott mentions that just something else, then Charles states that all the more reason that he needs those two with the X-Men more than ever now as times are dangerous, he then tells them that he only previously mentioned 11 names from the list of the 12 and then announces to them that he needed to go to the twelfth mutant in person, Magneto.

Apocalypse has assembled the Twelve and he's going to use their combined energies to make himself nigh immortal.

The X-Men have reached their destination, the location of the missing 12, little do they know that they have walked themselves right into a trap.

Apocalypse, his Skrull men and the Children of the sun are awaiting the arrival of the X-Men, as this is going on Apocalypse assures them that they have nothing to fear and that his plan for X-Men will go off without a hatch, he sees the X-Men arrive and the plan begins. As the X-Men unload their ship they notice they have an unexpected number, Magneto, while the other X-Men question his presence with them Xavier tells them that he was the 12th mutant that was not named the day before, Apocalypse in his waiting room commences the first phase of his plan, outside the X-Men suddenly fall to an earthquake of tremendous force which leads into a minor sand-storm but as quickly as it began it ends, suddenly the X-Men come under attack by Skrull men and ancient Egyptians and the battle begins, Storm summons a gust of wind to sweep the evident threat away but Xavier notices that it was just a diversion, he alerts her that she has some Horsemen coming from behind her through a portal, they suddenly take hold of her until Xavier fights them off with a psychic assault, Ororo briefs Xavier of what Fiz just told her that the Horsemen where just Skrull drones and were not the real deal, then Caliban and the Horseman named Famine attack the Professor, Magneto tries to fight them off but is distracted by what seems to be an Astra and Joseph, in all his anger he rushes towards them in hopes of destroying them both but is teleported with them along with the Professor to the unknown, Apocalypse again in his waiting room sees all this and wants the Skrull men to bring in Bishop from his time-stream, one of the Skrull adds that they wouldn't have had to call in Bishop now had it not been done earlier, Apocalypse tells him that this is no game, he needed Bishops power intact as it is a prime key for his plan to be a success, outside Bishop is transported into the battle field and is extremely shocked by what is happening, immediately he notices the X-Men are in trouble and rushes to their aid, Gambit then threatens to attack Bishop if he doesn't explain how he got here so fast after he left the X-Men in the past so quickly, he begins to explain but Gambit doesn't take it, Ororo cuts in and figures out that this confusion is exactly what their opposition intends of them, suddenly the teams of X-Force and Generation X appear, Cannonball tells them how the situation of the other members is going but is halted by Ororo who doesn't believe that they are really who they claim to be, Cannonball manages to convince her a bit but as the battle wages on the X-Men notice that they have no idea who is which anymore, Beast tells them that he has his own type of gizmo made for Skrull infiltrators if ever the need, he sprays the solution in the X-Mens area to see if it works and also states that it only works in a single area so the rest of the X-men are quite helpless, Rogue, Colossus, Fiz and Polaris are facing off against the Skrull armada who seem to be an endless amount, Lorna notices and explosion and recognizes the power signature, its Havoks, immediately she rushes to his help, Cyclops tells Lorna to stay back incase its a a trick but she does not listen, Phoenix recons she can stop her before its too late but gets sucked into the portal along with Lorna and the Skrull Alex, Scott tries to save Jean but fails, in anger Scott unleashes a full powered optic blast questioning where they have gone.

Apocalypse boasts about the recent capture of almost all the 12 mutants, he then explains what their improtance and purpose is in his grand scheme of things, Magneto questions how long he has been toying with them and threatens to put an end to his life after this is all done, Apocalypse tells hims that all will be clear in due time.

Outside Scott fights off against all the of the Skrull armada coming his way he then sees a Colossus falling out the midst due to his onslaught of optic blasts, he immediately rushes to his side in hopes of saving him all of a sudden the real Peter alerts Scott that that isn't him, suddenly Scott gets teleported with the foax Peter, As Henry explains the terms and conditions of his Skrull finding solution the X-Men come under attack by a Death bird, Bishop immediately lunges at her with an attack, then Henry's gas seems to be doing its stuff and Cannonball and co are turned back into their true Skrull selves, Gambit tries to warn Storm but it is too late, she gets taken by the Skrulls and then into the portal, Remy and Henry battle against the Skrulls and Egyptians while Bishop looses his fight against the Death bird he then gets taken in my her portal, the opposition seems to be closing in on the remaining X-Men until the cavalry arrives to help fight them off.

Apocalypse then orders the complete extermination of the remaining X-Men as they are evidently out-numbered, Remy and the rest fight back with the same brute force.

Inside the null chamber where each of the 12 mutants are being kept in, Apocalypse then announces the world that will be in his wake after his plan, The Age Of Apocalypse, he then explains to the 12 mutants individually the roles that each of the 12 mutants will play in his new world, starting with Sun fire Iceman and Storm then Phoenix, Cyclops and Cable then Mikhail and Bishop, Apocalypse boasts even more until X-Man states that if he can he will find away to stop him at all costs, Apocalypse then tells him that Nate stayed out of the null pods mainly because he played a crucial role in Apocalypse' plans.

Back at the Xavier Institute, the other X-Men find that the Xavier protocols have been re-emerged once again, Kitty states that she managed to trace the location of who-ever may be using them and the decision was made that the X-Men needed to track the user down as soon as possible.

The X-Men are in a reailty that is not their own. Have them found themselves in a new Age of Apocalypse?

Apocalypse has taken hold of the 12, mutants who's powers combined grant him what he needs to create the world the way he see's it, a world has been created but a member of the 12, Jean Grey is now living in that reality and she knows nothing is nowhere near well, in this issue of the Uncanny X-Men Jean Grey meets Professor X, Beast, Iceman, Gambit and Storm, they are the X-Men, she then encounters The Brotherhood of Evil Mutants, all this in the Ages of Apocalypse and nothing will ever be the same.

Cyclops, the original X-Man, has fallen in battle with Apocalypse. Now that the villain has been defeated, how do Xavier, the X-Men and Magneto move on from here?

Professor X leaves Earth to shepherd the young, mutant Skrulls to a new homeworld.

We visit mutants across the globe. The X-Men are enjoying a game of baseball at the Institute in short-sleeves, thanks to Storm. Jean is concentrating on a snowy mountain top, where she dismisses a morose Nate (who still blames himself for Cyclop's death). Blob plans a heist with Toad, Mimic, and Post. Mystique quietly infiltrates the NSA. In Genosha, Magneto uses a dubious-but-cooperative Polaris to augment his waning powers, confronting Fabian Cortez. Meanwhile, Iceman sneaks Beast onto Genosha to research the presently dormant Legacy Virus.

Suddenly, the High Evolutionary appears to the X-Men. He claims that – despite their great power – the small minority of evolutionarily advanced homo superior constitutes a threat to the long term evolution and survival of the human race. He summarily declares that mutants will be “eliminated.”

We revisit mutants around the world to discover that their powers have disappeared. Not only that, but those whose mutation includes their appearance – like Mystique, Nightcrawler, Toad, Penance, and Beast - are slowly reverting to a normal, human state.

Can the X-Men save mutantkind when the High Evolutionary sets out to destroy the entire race?

The depowered X-Men – Storm, Beast, Iceman, Nightcrawler, Colossus, Kitty, Gambit, Rogue, and Marrow – are reunited at the mansion. Beast, having recently returned from Genosha, presents evidence of rapid mutation in the Genoshan Mutates, a state which he theorizes will spread to humans in short order.

The team decides the only course of action is to stage an assault on High Evolutionary's satellite, made possible by recently acquired Skrull technology. An ailing Wolverine (sick with Adamantium poisoning) joins the X-Men in the hangar, ready for a final mission.

The team breaks Earth's gravitational pull in their Skrull craft. They stage a stealthy break-in to High Evolutionary's base, unaware that Mr. Sinister is now at the controls. He pits the powerless X-Men against a rapidly evolved set of New Men.

Wolverine, Storm, and Kitty are able to sneak away when Wolverine catches Mr. Sinister's scent (“Scent?,” wonders Kitty), and they corner him in the control room. Sinister easily dispatches Wolverine and Kitty, but when Wolverine doesn't perish from his wounds she realizes that their powers are slowly returning.

A barely-powered Storm and Wolverine are able to disable Sinister, and a humbled High Evolutionary takes back control of the satellite. He reverses the effects of his depowering wave, and offers the X-Men a shuttle back to Earth – as Sinister had already absconded with theirs.

Back on Earth, mutants quickly regain their powers – Mystique slips out of her prison cell undetected, and Lorna crushes Magistrate resistance disguised as Magneto by an image inducer.