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Iceman, a former X-Man, is caught sneaking into a federal warehouse. He is captured by his former team, but Jubilee tries to help him.

Quicksilver of the mutant team X-Factor and his sister, the Scarlet Witch of the Avengers, learn from their dying father, that they were adopted. Magneto, who is looking for his estranged wife, may hold a clue to the Maxinoff twins' past.

When Professor X suffers a slight concussion, his powerful psychic mind is suddenly open to manipulation.

As Magneto plummets helplessly to Earth, Fabian Cortez assumes control of Asteroid M and sends hundreds of missiles towards Earth.