Villain: Eric the Red/Davan Shakari

Guest Appearance: Firelord, Polaris (flashback,) Havok (flashback,) Mr. & Mrs. Grey, Lilandra

Cameo: Dave Cockrum, Chris Claremont

Innovations: Shi'ar Star Trek Enterprise homage, Star Gate, Jean reveals super-powers to parents

Letters Page: Letters page coming soon!

Cyclops leads the X-Men to battle against Eric the Red, who is in their headquarters and saying things like "Stop! I come in peace!" The X-Men press on with the attack, but are rudely greeted by Galactus' former herald, Firelord, who attacks them with energy staff. The X-Men are stunned why Firelord is supporting someone like Eric the Red in battle, and his heavy attack leaves them all unconscious after an energy bolt hits them. Firelord lands to check on Eric the Red, who thanks him for his support. Eric the Red thinks about his gambit to get someone like Firelord to help him defeat the X-Men: he had seen the cosmically powered man flying nearby his command base, and decided to dupe him into forming an alliance. He encouraged Polaris and Havok to attack Firelord, then pretended that he had been attacked by them as well in their mutant plot to take over the planet. Eric the Red explained that Xavier was bent on world domination and had to be stopped, and Firelord agreed to help him. Putting himself in a position to have the X-Men attack him only helped prove to Firelord that Eric the Red was speaking the truth.

An imperial cruiser ship tracks down the craft of Princess Lilandra, the space being who has haunted Xavier's dreams. They monitor her progress and are under command from the Emperor to destroy her. When they find out that the planet she is landing on- Earth- has beaten back Galactus on four occasions, they are intimidated from coming and closer. Lilandra teleports from her space craft down to Earth, landing in the middle of Jean Grey's living room, where she and her roommate Misty Knight are entertaining Jean's parents and Xavier. She takes her helmet off and Charles realizes this is the woman from his dreams. She passes out from exhaustion, and all of a sudden Firelord blasts into their living room. Misty draws her gun, but that will not be enough to fight off a herald of Galactus, so Jean turns into Phoenix and blasts him outside. She follows him outside to continue the battle, much to the amazement of her parents.

Eric the Red decides to press his advantage against a defenseless Charles Xavier while Firelord is keeping Phoenix busy. He makes his way into Jean and Misty's apartment, when Lilandra spots him and shouts out his real name- Shakari- a former exile from Lilandra's planet, who her brother has commanded to bring her back home. He fires a bolt at Lilandra and Xavier and knocks them out, then begins building a stargate to transport them back to his home planet. The X-Men have arrived from England in a hoverjet, which Shakari knocks out of commission with an energy blast. The X-Men bail out before it crash lands.

Phoenix uses her incredible powers to knock back Firelord, then heads back to help Xavier, who has contacted her via telepathy. Her Phoenix power makes her want to stay and actually kill Firelord, it has her in such a euphoric state, but she staves that off to do her duty. The X-Men try to stop Shakari from taking Lilandra through the stargate, but they are too late. He makes it through and then it powers down. Jean's parents flip out and demand somebody explain to them what is going on, but Jean has more important matters to attend to. She reassures Xavier that she can power the stargate back up and follow Shakari to get Lilandra back. Not knowing the risks, Phoenix and all the X-Men leap through the stargate, leaving Xavier behind with Misty Knight and Jean's parents to face Firelord, who has returned and is screaming for vengeance against Phoenix.

- -synopsis and panel images by Gormuu

- - panel scans provided by Jonathan Clarke, aka doesitmatter