The X-Men take Jean to the Mansion. Professor X explains that Jean is not dead because he would have sensed it. Professor believes that Jean transfered her mind into Emma Frost's body. Trevor Fitzroy bring Shinobi Shaw Donoald Pierce's head and takes the place as King. Fitzroy uses the life energy of the captured Hellions to open a portal. The X-Men arrive and battle Fitzroy. Bishop, Malcolm, and Randall come through the open portal.
* Cameo appearance and 1st cover appearance of Bishop (Lucas Bishop)
* 1st appearance of Xavier Security Enforcers AKA X.S.E. (Team)