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Jason Aaron, Brian Michael Bendis, Ed Brubaker, Matt Fraction, Jonathan Hickman (story), Brian Michael Bendis (scripter), Oliver Coipel (penciler), Mark Morales (inker), Laura Martin (colorist), Chris Eliopoulos (letterer), Jim Cheung & Justin Ponsor (cover artists), Sara Pichelli & Justin Ponsor (variant cover artists), Jake Thomas (assistant editor), Lauren Sankovitch (associate editor), Nick Lowe (consulting editor), Tom Brevoort (editor), Axel Alonso (editor in chief), Joe Quesada (chief creative officer), Dan Buckley (publisher), Alan Fine (executive editor)
Captain America enlists the assistance of the Hulk in the battle against the Phoenix X-Men. Rogue and several other mutant “refugees” seek sanctuary with the Avengers. On Utopia, Emma Frost jibes Cyclops into burning the world down and starting from scratch, but Cyclops tries to resist her - until he realizes that Professor X is on the beach. Cyclops goes to confront his former mentor, who urges him to stop what he is doing. Members of the Avengers and X-Men arrive and engage Emma and Cyclops in combat. Professor X gets quite forceful with Cyclops, while Storm launches a full-on attack against Emma. Cyclops attacks Professor X, but Captain America and the Scarlet Witch come to his rescue. Emma challenges the Scarlet Witch, before she is smacked down by the Hulk. Magneto tries to reason with Cyclops, but Cyclops isn’t interested, so he attacks Magneto. The Scarlet Witch goes to her father’s defense. Iceman attacks Cyclops, but soon after, Cyclops attacks Emma, and steals her half of the Phoenix Force in a spectacular display. Cyclops proceeds to kill Professor X, afterwards turning Dark Phoenix.
Captain America stands on a ridge overlooking valleys and more ridges. ‘I’m sorry to come to you like this. You know I respect you and your space and I would never come to you unless I was at the end of my rope. And I am the end of my rope’ he tells someone. Several of Captain America’s teammates from the Avengers can be seen standing nearby - Wolverine, Ms Marvel, Iron Man and Thor. ‘I don’t know if you know - we’ve been at war with the X-Men over - no, we’ve been at war with Scott Summers, Cyclops’ Cap announces, explaining that Cyclops has a cosmic power called the Phoenix Force and they cannot win the fight in front of them. ‘We can’t win it’ Cap admits, explaining that everything keeps escalating and he is worried about what is going to happen next.
‘I’m worried that the power they are holding is more than they can handle. In fact, I know it is. We all do. Everyone seems to know but Scott Summers. What happens when they aren’t able to handle it any longer?’ Cap remarks, explaining that he needs more than he has, he needs more firepower, so he is coming to everyone. ‘I’m coming to you’ he calls out. ‘I don’t know what you feel about what’s been going on with the X-Men, but I was hoping that with our history together - I was hoping you would join us’. Cap declares ‘I know you - I know you only fight a fight worth fighting. And I’m telling you this is one of those fights. If we lose this we lose everything. Will you help us? Please?’ he asks. Looming over Captain America, at the edge of the ridge, the Hulk simply replies ‘Yes. Hulk will smash for you’.
Meanwhile, in Wisconsin, the sun shines down on a field so brilliantly that an orange glow seems to engulf everything. Standing in the field is Rogue. She holds a hand up to shield her eyes from the glow, and calls out ‘Hello. You know me as Rogue of the X-Men. Ah come here for asylum!’ Rogue admits that it was a huge mistake following Cyclops and the others. ‘He’s never led us wrong before. There’s loyalty, y’see…’ Rogue begins, before calling out ‘Y’all were right. Completely, terrible right’. Rogue explains that Madison Jeffries tracked them here, as he was able to follow the Stark tech signature, or some such thing. ‘But it brought me to ya. I’m here to help. In any way y’all want. Any way. But please - please, we gotta right this wrong’..
Suddenly, there is a blinding light, and Professor Charles Xavier appears. He smiles and promises Rogue that no one here is going to try to subdue or hurt her. ‘Your thoughts cannot lie, so I know your words are true’ he adds. Rogue is surprised to see Professor Xavier, and suddenly, more Avengers appear around him - Cap, Iron Man, Ms Marvel, Spider-Man, the original Spider-Woman, the Black Widow and Thor. Xavier tells Rogue to tell the others that they have his word, this is safe harbor. ‘Others?’ Spider-Woman asks. Many mutants can be seen hiding in the long grassy field - Gambit, Warlock, Cannonball, Psylocke, Polaris, Havok, Iceman, Warpath, Sunspot, Boom-Boom all make their way towards the large ship where the Avengers wait.
Iron Man asks Xavier if he is sure about this. Xavier points out that he can read their thoughts, each and every one, and they have what the Avengers need. ‘Numbers’ Captain America remarks. ‘Passion’ Xavier smiles. The mutants and the Avengers begin to mix and talk. More Avengers can be seen - Iron Fist, She-Hulk, Valkyrie, Luke Cage, Hawkeye, Giant Man and the Falcon. Storm and the Beast are already with them. The Scarlet Witch is there, too, but she hangs back, away from the others. A shirtless Iceman approaches his old friend Spider-Man, while Rogue and Havok approach Captain America, who shakes Havok’s hand.
Iceman approaches Xavier and asks him to look into his mind, ‘I want you to see what I have seen and feel what I feel’ he tells his former mentor. ‘I have, Iceman’ Xavier replies. ‘I know Scott is like a son to you and he was like a brother to me’ Iceman remarks. ‘I love him. And I love you. I love all of you’ Xavier replies. Iceman tells him that he knows. ‘And I’m telling you…it’s time’ Iceman adds. Frowning, Professor X replies that he knows, while standing away from everyone, on the ramp of the large ship, Hope Summers remains silent.
Meanwhile, on Utopia, the floating home of the X-Men Emma Frost sits on a “throne”, while Cyclops paces about the ever-changing room. ‘I know what you’re thinking Scott Summers’ Emma calls out. Cyclops tells Emma to stop poking around in his head, as it annoys him. ‘I’m not. But I know what you’re thinking: There were five of us. Five Phoenixes. And each of shared the Phoenix Force. And now there are two’ Emma points out, adding that every one of them that falls, the others gain power. ‘Now it’s just us. It’s just you and me splitting the Phoenix. And you’re thinking: If I could only get the rest of the Phoenix Force from Emma, then I’d be the Phoenix’ Emma remarks. ‘No. But, clearly, that’s what you’re thinking’ Cyclops tells her.
Flames surround Emma as she tells her lover that to be honest, she is thinking it would be so much easier to burn this world down and start from scratch. ‘And every time I close my eyes…I see it. I see it so clearly. And I just feel so…’ her voice trails off, before Cyclops announces that he sees it too. They approach each other, both engulfed in swirling flames, and Emma tells Cyclops that they can do it - they have the power to remake the world the way it was always supposed to be. ‘We have the power. If not us, who? This is how things like this are done. He who holds the power…’ Emma begins, but Cyclops tells her to stop it. She continues, though: ‘If it was Captain America or Wolverine or Xavier who held this power…we would have already ceased to exist. They would have -’ she tells Scott, who shouts ‘STOP!’, but Emma continues: ‘They would have burned us to the -’ ‘Emma, STOP!’ Cyclops booms.
‘Tell me I’m wrong’ Emma calls out, engulfed in flames, while Cyclops turns from her, the flames no longer surrounding him. ‘Get away from me’ he tells Emma, who calls out ‘You want to kill me and burn me. And all I’ve ever done…is love you’. Cyclops looks at her, concerned, and asks her what is wrong. ‘I - I don’t know’ Emma replies. ‘Wait! Do you feel that?’ Cyclops calls out. ‘What?’ Emma asks, before Cyclops tells her to stay here. ‘What is it?’ Emma asks again.
Down on the shore of Utopia, Professor Xavier stands and looks out at the sun, glistening just over the horizon, glowing on the ocean. ‘It’s over, Scott. I warned you if you continued down this path I was going to stop you. You need help and I will help you’ Xavier calls out. ‘I will help you any way I can’ Charles adds, turning to where Cyclops has arrived. ‘How dare you, Charles!’ Cyclops booms, fists flaming with cosmic energy. Charles tells Cyclops that he is not here to argue and not here to fight - but help. ‘Admit you need it and this will all go -’ Charles begins, but a furious Cyclops exclaims ‘The ego on you. I finally put the world the way it’s supposed to be. I did it. Me. And it kills you’, to which Charles points out that Cyclops sits as judge and jury of the human race, even though he specifically taught him patience.
‘No! You sat in the chair of yours for years and did nothing! And instead of praising me for my bold vision, instead of thanking me for saving our people…you come here and threaten me? Shame on you!’ Cyclops exclaims. Professor X quickly reminds Cyclops that he is not going to argue with him, and states that he will shut him down. ‘You don’t have the power’ Cyclops replies. ‘I do, Scott’ Charles warns him. Energy starts to surge around Cyclops, who exclaims ‘You’re going to make me do this? You’re going to force my hand against you?’ to which Professor X begins ‘I’m not forcing you to do -’, but Cyclops interrupts him and exclaims ‘I’m not going to let you ruin what I’ve created’.
Charles tells Cyclops that he is ashamed of him. Cyclops raises a hand, energy swirling, while Charles calls out ‘You think you know me. You don’t even know that we’re inside your mind. You don’t even know the final battle is already being won’. ‘What are you -? No!’ Cyclops screams. Charles tells Cyclops that he loves him, and promises to get him help. ‘Get out of my head!’ Cyclops shouts.
Suddenly, numerous heroes appear on the beach - Havok, Hope, the Hulk, the Black Widow, Dr Strange, the Vision, Hawkeye, the Scarlet Witch, Storm, Magneto, Spider-Woman, Iceman, Wolverine, Iron Man, Polaris, Captain America, Rogue, Ms Marvel, Spider-Man, Red Hulk and Thor, while Emma Frost, surrounded by cosmic flame, hovers overhead. Charles remains calm, and just looks at Cyclops, as Dr Strange casts magical bonds around Cyclops’s hands.
Captain America tells everyone to keep the fight on Cyclops and Emma Frost. ‘Don’t let up! Not for a second! Keep it contained and focussed!’ he calls out. ‘Keep them off-game so Xavier can regain control and shut it down!’ Wolverine and Rogue are at Captain America’s side, when suddenly, ‘ENOUGH!’ booms Cyclops, and a massive cosmic flare swallows the beach. Xavier frowns, ‘Sit down, boy!’ he tells Cyclops, who falls to the sand. ‘I asked you, I begged you and now I’m making you! Stop this madness!’ Xavier shouts at Cyclops. ‘SCOTT!’ Emma calls out as she hovers overhead. But, before she can go to his aid, Storm flies towards her: ‘Emma…something I’ve always wanted to say to you…’ she begins, before attacking Emma with a powerful surge of lightning, which forces Emma backwards.
Cyclops looks at Emma, before turning to Professor X and asking him ‘How could you do this to us? You’ve betrayed your people! You’ve betrayed us all!’ Cyclops then fires a massive optic blast towards his former mentor, but Captain America steps in front of Xavier and deflects the optic energy with his trusty shield, the energy blasts backwards and knocks Cyclops over. ‘You’re forcing me to do something I don’t want to do, Charles!’ Cyclops shouts as he gets up. But, before he can act, the Scarlet Witch releases her own powerful energies towards Cyclops, which surge through him and toss him about, causing him to scream in agony. ‘What’s wrong with you mutants? We’re doing this for you!’ Emma exclaims, while Cyclops struggles to get up from where he has landed in the shallows of the water. The Scarlet Witch stands near him, when suddenly, Emma moves in an attacks her with the Phoenix Force.
The Scarlet Witch screams as she falls back, when suddenly, the Hulk pounds the ground, sending everyone scattering. The Hulk stands behind Emma, who powers down, while Charles tells Cyclops to stay down. ‘I mean it!’ he calls out. But Cyclops ignores him, and rises, the Phoenix Force surrounding him, ‘If you could have stopped me, you would have!’ he booms. Magneto looks on, concerned. ‘Dear Lord’ he utters, before Cyclops releases a surge of energy that knocks several of the heroes aside. He then flies down towards Charles: ‘Last chance, Charles. Magneto?’ Cyclops calls out. Magneto calls out to Cyclops: ‘You don’t want to take it this far, Scott. I brought Xavier here!’ Magneto exclaims. ‘You’ Cyclops frowns. ‘Listen to me, Scott -’ Magneto begins, but through clenched teeth, Cyclops asks Magneto what he is talking about. ‘They’re here to kill us!’ he shouts, before engulfing Magneto in cosmic energy, and telling muttering ‘You of all people. What good are you?’
‘FATHER!’ the Scarlet Witch exclaims, concerned for Magneto. She leaps into action once more by mixing her energies with the cosmic flames around her father, clearing them from him, while she screams at Cyclops: ‘GET AWAY FROM HIM!’ Magneto drops to the beach, and the Scarlet Witch rushes over to him, while Thor approaches Cyclops - only to be knocked aside with ease. Suddenly, an arrow strikes Cyclops in the back of his neck. ‘Nice shot, Hawkeye’ Spider-Woman calls out as she and Hawkeye run towards Cyclops. ‘He’s going to kill me’ Hawkeye tells her. ‘Probably, but still’ Spider-Woman replies. However, Cyclops pulls the arrow from his neck, ‘You see that, Xavier?’ he shouts. ‘They’re trying to assassinate us! This is who you side with!’ he booms.
Suddenly, Cyclops is pummelled back to the ground but beams of powerful ice. ‘Not us, YOU!’ Iceman shouts as he slides towards Cyclops on an ice-sled. ‘It’s just you everyone is sick of. Damn you, Summers’ Iceman swears, before Xavier calls out ‘We‘re done here, Scott‘. Professor X moves towards Cyclops, the sun continues to glow across the ocean. ‘I blame myself. I put you on this path’ Xavier remarks as Cyclops looks up at him. ‘When you wake, hopefully you won’t have any -’ Xavier begins, but Cyclops shouts ‘I told you to get out of my head’, and Charles screams due to the psychic backlash. Captain America calls out to Cyclops and tells him that he is under arrest for crimes against humanity. ‘Shut up!’ Cyclops replies, while Storm begs Scott to stay down. Cyclops then tells Emma that he is sorry.
Cyclops flies into the air and launches an attack on Emma, who screams, and falls to the beach. She looks up at him, ‘I can’t believe you’ Emma utters. A Phoenix raptor can be seen around Cyclops, ‘What the hell is he doing?’ Iron Man enquires. ‘Oh, no…’ someone gasps. ‘Don’t -’ Emma calls out, but too late, as Cyclops slams down into Emma with full force. ‘He’s killing her’ Spider-Woman comments as she looks on. ‘No. He’s taking her half of the power’ Red Hulk explains. ‘He’s taking the Phoenix Force for himself’ Professor X remarks. Cyclops is relentless as he continues his attack on Emma, who reaches out to stop him, before there is a massive cosmic flare. Psylocke, Wolverine and Luke Cage look on blankly, and when the energy clears, Cyclops pulls away from Emma, whose body lies motionless, her eyes rolled back in her head, blood tricking from her mouth. Mockingbird frowns, while Hope looks on eyes wide.
‘Scott…look around you. I’m begging you, son, stop this now!’ Charles pleads. The Phoenix Force flickers around Cyclops, who turns casually to Charles and replies ‘You are not my father’. ‘THAT IS ENOUGH!’ Charles screams at Cyclops, who raises a hand, and Charles falls to the ground. ‘It is’ Cyclops mutters coldly. ‘NOOOO!’ Hope screams, but no one can act, as a massive Phoenix raptor fills the sky around them. Tears fall from Professor X, while Cyclops stares down at him. Storm and Iceman look on as Xavier’s body goes limp, and Cyclops stands seemingly triumphant. ‘Why? Why did you make me do this? Why couldn’t you leave me alone?’ Cyclops asks, crying. ‘Throw me’ Wolverine tells the Hulk, who picks Wolverine up and throws him towards Cyclops, who asks ‘Are you happy now, Captain?’, and as Wolverine nears him, Cyclops burns him away with ease. ‘I will stop this’ Thor remarks, but Cap tells him that it is too late. ‘This is - this is what Jean felt like…’ Cyclops remarks. ‘Oh, no…’ Emma utters, waking. Cyclops drops to his knees as the flames flicker and dance around him, then explode outwards in a dazzling display of brilliance.
‘Agh! What’s happening now?’ Spider-Man asks. ‘It’s our worst nightmare. It’s happening’ the Beast announces, as Cyclops hovers over the heroes, the cosmic energy now burning with darkness, energy crackles through Cyclops, as he boasts ‘I am fire and life incarnate! Now and forever - I am PHOENIX!’, while the Beast points out that Cyclops is Dark Phoenix….
Cyclops & Emma Frost(both Phoenix Five)
Magneto, Psylocke, Warpath (all X-Men based on Utopia)Cannonball, Gambit, Iceman, Karma, Rogue (all X-Men based at the Jean Grey School)Havok & Polaris (both members of X-Factor)Sunspot & Warlock (both New Mutants)Boom-Boom (resident of Utopia)
Beast, Storm, Wolverine (members of both the X-Men and the Avengers)
Black Widow, Luke Cage, Captain America, Dr Strange, Falcon, Hawkeye, Giant Man, Hulk, Iron Fist, Iron Man, Mockingbird, Ms Marvel, Red Hulk, Scarlet Witch, She-Hulk, Spider-Man, Spider-Woman, Thor, Valkyrie, Vision (all Avengers)
Xavier warned Cyclops that he would stop him in Avengers vs. X-Men #8.
Cyclops’s and Emma’s side of the battle can be seen in Uncanny X-Men (2nd series) #18.