All-New X-Factor #3

Issue Date: 
April 2014
Story Title: 

Peter David (writer), Carmine di Giandomenico (artist), Lee Loughridge (colorist), VC’s Cory Petit (letterer), Kris Anka & Jared Fletcher (cover artists), Manny Mederos (production design), Jordan D. White (editor), Axel Alonso (editor in chief), Joe Quesada (chief creative officer), Dan Buckley (publisher), Alan Fine (executive producer)

Brief Description: 

Quicksilver reports the latest goings-on at X-Factor to Havok, who continues to want him to keep tabs on his ex-girlfriend, Polaris. Meanwhile, at Serval Industries corporate office, Gambit is making his living quarters more like a home with the presence of his three cats. Polaris tries to pet one, only to have it angrily hiss and claw at her, resulting in her almost losing control of her anger. Fortunately, she calms herself down before going too far. At that moment, Serval CEO Harrison Snow arrives and takes the duo down to the building’s sublevel where all of its computer servers are located. At the center of the network is Doctor Anton Wexler, the systems’ creator and administrator, who reports that their system has been hacked which has resulted in the theft of both information and millions of dollars. However, he has tracked the source of the hack to a previously unknown island in the Mediterranean, where he and Snow want to send X-Factor. Polaris and Gambit agree to the mission and are joined by the just-returning Quicksilver. However, as they are crossing the Atlantic in their new jet transport, the Raptor, Gambit confesses that the island is actually the headquarters of the Thieves’ Guild, of which he is the current king. Shortly after arriving, they are met by Jean Luc, a man who helped raise Gambit as a surrogate father. As requested, Jean Luc takes the trio to meet Nil, the island’s resident technomancer and the one most likely responsible for the hack. Rather proud of his ability to infiltrate Serval’s system, Nil eagerly takes the group to see the tool he recently acquired which helped him accomplish the feat. To the shock of all of X-Factor, it turns out to be a captive Danger of the X-Men. When Nil refuses to free her, Polaris does it herself. Unfortunately, the now-freed Danger seems intent on killing them all. Meanwhile, back at Serval Harrison Snow offers the captive Dr. Hoffman, recently captured by X-Factor for experimenting on mutants, a job and a promise of funding for his research.


Full Summary: 

In a pool hall, Havok chalks the tip of his pool cue. Speaking to his opponent, he notes that X-Factor is a division of Serval Industries. My, how times have changed. And they want Lorna running this thing? When asked if that’s for sure, Havok is told by his opponent “quite sure.” Asked if they know she’s nuts, the opponent rejoins that that’s a rather severe assessment. She’s his girlfriend, Havok defends. He’d know. “Is she?” Havok’s opponent asks. They don’t seem together these days. Moving to his next shot, Havok corrects that she was his… Look, they have a connection. Told “how sweet,” Havok tells his opponent to save the sarcasm and tell him more about Serval.

They seem a straight-up organization, the opponent reports. They have their fingers in a variety of pies. Headquartered in Virginia. Asked if they suspect, the opponent asks what. Where his allegiance truly lies, is the answer. Chalking his own stick in consideration, Quicksilver asks if Havok means that he’s his spy. He’s not a spy, Havok counters. He’s his eyes and ears. Asked by Quicksilver why is he that again, Havok explains that he’s worried what Lorna may have gotten herself into. And he figures he’s the only person who she’ll trust.


First of all, Quicksilver interjects, she tried to shoot him a few months back, so he’d say there are some trust issues. And second, considering he’s serving as Havok’s “eyes and ears,” why should she trust him in particular? To this, Havok replies that he’s her half-brother. Asked what that means exactly, Havok replies that it means whatever he makes it mean. Cursing slightly as his ball bounces off the edge of the pocket without going in, Havok tells Quicksilver it’s his shot.

Frankly, he’s not sure what it means, Quicksilver continues in their conversation. What it sounds like to him is that he wants him to manipulate it somehow. He’s completely misreading it, Havok replies. He just wants him to continue with her and keep an eye on her. Asked for how long, Havok answers until he’s satisfied. When Quicksilver then notes that Gambit suspects him, Havok rejoins that Remy suspects everybody. He’s a thief. It’s his nature. He then asks if Quicksilver is going to shoot, only to be told that he already did. Slack-jawed, Havok sees table felt completely empty, save for the cue ball and Quicksilver’s discarded stick. Raising his hood as he departs, Quicksilver informs Havok that he owes him twenty dollars. Put it on his tab, Havok replies. He hates him by the way. To this, Quicksilver grimaces that everyone does.

In the office of Serval Industries CEO Harrison Snow, Linda Kwan asks her boss what he is viewing on one of his several computer monitors. Rubbing his mouth and chin as he studies what he is watching, he explains that it’s video footage that Polaris acquired for them from the laboratory they broke into. When Linda then asks if she was taking video footage, Snow whimsically replies not knowingly. That would be much too inefficient. One night while she was sleeping, they installed a cybernetic nanobot in her right eye. Anything she sees gets transmitted into their database. Then asked if Polaris doesn’t know about it, Snow inquires why worry her about details? Linda begins to object, but then thinks better of it and remains silent.

Ignoring the unspoken objection, Snow continues that they got a good deal of information from this encounter. Plus, of course, they have Dr. Hoffman himself squared away. He’s sure Hoffman will be forthcoming. Taking a sip from his beverage, Snow asks if there’s anything else. Told that they want to see him down in computer science, Snow asks if there’s a problem. They said they’ve been hacked, she replies.

In the rec room, Polaris looks upon a grey-furred cat and tells Gambit he’s adorable. What’s his name? Oliver, Gambit replies, sitting on his bed. The orange one is Lucifer and the white one is Figaro. Sitting backwards on a chair nearby, resting her crossed arms on the chair’s back, Polaris tells him she’s glad he brought them there. It makes his apartment more like a home. Producing a laser pointer to amuse his cats, Gambit replies that he never thought he’d be living inside a building that’s basically a big company. Doesn’t that seem a little weird to her? Dude, Polaris colloquially rejoins, they used to live on a floating island off San Francisco. Nothing seems weird to her anym…

Polaris words trail as she tries to pet Oliver, only for the cat to hiss at her and swipe at her hand with his claws. Recoiling in shock, Polaris hears Gambit begin to tell her that he’s sure he didn’t mean that, but she interrupts. Her shock turning to anger, Polaris magnetically lifts the feline and declares that she meant this! Seeing her demeanor and her intent, Gambit yells Lorna’s name and orders her to put him down. NOW! For a moment, Polaris does not seem to respond, her face contorting in rage and her eyes glowing green with fury. However, as quickly as her demeanor changed, it changes again. Right. Of… of course, she voices, more sheepishly. Lowering Oliver, Polaris touches her forehead for a moment and then announces she should go. As she departs, Gambit replies that he thinks that’s a good idea.

However, before she reaches the door, Polaris finds it blocked by Harrison Snow, who asks the two if they are getting settled in okay. Told by Gambit that they are, Snow smiles that that’s good and then asks if they would mind coming with him. There’s something he wants to show them.

As they walk to the giant elevator tube, Snow asks the two how much they know about computers. Told by Gambit that he knows how to break into a few of them, Snow rejoins “besides that.” He’s a thief, Gambit counters. To him, there’s nothing beyond that. Fair enough, Snow replies. Continuing as their elevator descends, Snow explains that they at Serval have an abiding interest in computers. They did found the world’s leading search engine, after all. Oh, and they’re also big on money because they’re a company. To this, Gambit interjects that he’s with him so far. Well, Snow continues, it seems they have a problem and he was hoping X-Factor could take a look into it for him. Told by Polaris that they’d be happy to, Snow offers a simple, “Oh, good.”

Exiting the elevator tube, the trio approach an immense door. Asked by Gambit where they’re going, Snow explains their main computer room. When the doors slide apart, it reveals a cavernous room, filled with towering machines. Hearing Polaris swear, Snow explains that these are their servers. Good, Gambit voices, have them bring a cheeseburger with everything. To this, Snow responds that he’ll ignore Gambit’s attempted witticism, if that’s all right with him. Sure, no problem, Gambit replies taking in the whole room.

Leading the other two through the chamber, Snow explains that he wants to introduce them to Doctor Wexler. He’s the one who brought the problem to his attention. Entering a small adjunct room, Snow address the doctor, sitting behind a high-backed chair and turned away from them, and informs him that he wants to introduce him to X-Factor. Two-thirds of it, anyway. This is Remy LeBeau and Lorna Dane. Gambit and Polaris. Descending from his chair, the diminutive Doctor Wexler asks that they each have two names. That seems wasteful. Speaking next directly to the Gambit and Polaris, Dr. Wexler introduces himself as Anton Wexler. One name. Like a normal person. They’re normal people, Polaris defends. They’re really not, he replies.

Turning back toward the giant monitor before them, which reflects an image of himself, along with various glyphs and formulas, Wexler asks the two what they see. Thinking it a trick question, Gambit first quips “a giant selfie” but then settles on a computer screen. No, Wexler replies, intently examining the screen. Not a computer screen. His computer screen. Turning back to Gambit, Wexler explains that he built it. He manages it. He’s with it pretty much 24/7. So, when he says that someone has hacked into it, he knows what he’s talking about.

Scowling down at Dr. Wexler, who stands at about half his height, Gambit asks how that happened. He has no idea, Wexler scowls back. It should be impregnable. He has safeguards in there against anything on this planet that could attempt to get it. Someone has been looking through their files. Poring over materials in design. Oh, and they also helped themselves to ten million out of their bank accounts. Perhaps they thought he wouldn’t notice, but he did.

Dr. Wexler then takes the trio to another screen, walking past several workers, all clad in head-to-toe over garments, draping over them like burkas, with masks obscuring their faces. Ignoring them all, Gambit begins to remark that he’s not sure how they figure into this. They’re not computer guys. Obviously, Wexler responds. What they are are fighters. And he’s managed to locate where they hacker is set up. From a console on a small tower, Wexler points to an island on the large screen. As islands go, he explains, it’s rather curious. It’s in the Mediterranean… except it’s not. When Polaris asks what he means, Wexler explains that he’s checked every chart and map available, and no one has a record of it.

Eyeing the island on the screen, Gambit silently notes that of course they don’t. That’s the stolen island. It’s the headquarters of the Thieves’ Guild, of which he’s the head. Sensing something amiss, Snow asks Gambit if he’s all right. Oh yes, he responds, attempting to play off his thoughts. He’s fine. From his tower, Wexler voices that he understands they’re a strike team. His advice is to go and strike. Go to that island, find out who’s breaking into their computer, make them knock it off, and get their money back. Shouldn’t be too hard. Piece o’ cake, Gambit replies. I’m so screwed, he then thinks.

In short order, now in costume, Gambit asks Polaris how they are going to get there. The Mediterranean isn’t exactly next door. They have a vehicle, Polaris responds, don’t worry. Gambit then begins to ask about Quicksilver, only for the speedster to dart by them, asking if he missed anything. Asked by Gambit where they hell he’s been, Quicksilver cryptically replies “around and about.” Let him guess, Gambit rejoins: he was updating the Avengers on everything he’s learned by hanging out with the. Asked by Quicksilver when he’s going to start trusting him, Gambit mockingly considers for a moment and then answers: never.  Annoyed, Polaris orders them both to be quiet and declares it like dealing with children sometimes. He started it, Quicksilver points out.

Reaching their destination, Gambit and Quicksilver are respectively shocked and impressed when a door opens, revealing giant hangar in which sits an immense air craft and a smaller, lithe looking one. They’re taking the small, yellow one, Polaris announces before they can ask. Built for speed, she calls it the Raptor. When Gambit explains that a raptor is another kind of plane entirely, Polaris rejoins that she say it first: she gets to name it. End of story. Then told by Quicksilver that a raptor is also a car, Polaris tells him that she’s not hearing the shutting up she was hoping for. A different thought occurring to him, Gambit asks if she’s going to fly this thing, to which Polaris explains that they have a pilot, who she’s told used to fly Air Force One. He loved that movie, Gambit quips, as they rise into the craft.

As the Raptor departs, Harrison Snow visits Dr. Terrance Hoffman, who is bound in a large, featureless room and bound by a straightjacket, which is attached via tether to the ceiling. Seeing his captor, Hoffman demands to be let out of there. He can’t keep him in there forever! Well, forever is a long time, Snow responds, but for the present they certainly can. He’s no legal authority, Hoffman exclaims. He’s a company for God’s sake! And he was a scientist working for AIM on some very interesting projects, Snow counters. They’ve checked him over six ways from Sunday, he then adds. He’s human. And yet somehow he developed mutant powers.

It wasn’t somehow, the bound Hoffman spits back. He’s been working on it for his entire adult life. And he’d be working on it right now, if Snow’s team hadn’t stopped him! And illegally locked him up! Smiling slightly, Harrison Snow leans forward and asks Doctor Hoffman to tell him: was he especially attached to AIM? Did he share their values which were, they should face it, evil? Or were they just a means to an end? Asked why he is asking, Snow straightens up and bluntly asks Hoffman how he would like to work for them. Do they have health care? Hoffman asks back. They do, Snow answers. And dental. Keep talking, Doctor Hoffman replies.

As they speed low over the Atlantic, just above the waves below, Polaris asks Gambit if he is kidding her. Seriously? He’s the boss of this mysterious island they’re going to? Not of the island, Gambit defends, but of the people on it. It’s like the United Nations of the Thieves’ Guild. When Polaris then begins to ask if he’s connected to the computer theft, Gambit interrupts. Absolutely not. But he can take an educated guess as to who’s behind it. Asked to enlighten her, Gambit explains that his guess is that it’s Nil. He’s a technomancer. A person with a magic ability over computers and such. In fact, he’s not sure how Serval could have figured out it was him. He shouldn’t leave any traces of his work. Well, Quicksilver interjects, however they did it, he sees the island up ahead. They’re there.

As the jet makes its approach, Gambit suggests to Polaris that she let him go first. He’s their freaking king. If anyone tells them to lay off, it should be him. Polaris quickly agrees, though Gambit can’t help but sense a lack of confidence. A few minutes later, as their craft continues to hover a short distance from shore, the trio makes their way from the beach and into the tree line. In short order, they find a man clad in an outfit resembling a modern pirate, wearing boots and baggy, long pants and a long coat but no shirt. Hello, son, the bearded man replies. He sees he’s brought friends.

A few moments later, the man kisses Polaris hand and introduces himself as Jean Luc. He’s as close to a father as Gambit ever had. Receiving her real name, Jean Luc greets Lorna Dane and asks about the “silver-haired” fellow. Pietro Maximoff, she replies. Her half-brother. If they’re in his son’s company, Jean Luc replies, they are welcome there. Turning to Gambit, Jean Luc voices that they did not have a meeting scheduled, but as their leader he can naturally come and go as he pleases. What’s up? Glancing about, Gambit asks if Nil is there. Informed that Nil is always there, Gambit notes that he needs to see him. That should not be a problem, Jean Luc informs him.

A short distance away, Nil is in a bubble-filled bathtub with a longhaired, shapely blonde, who is quite incredulous at Nil’s claim at having been born in 1853. Oh, yes, he confirms. Quite the scandal, actually. You see, his father had an affair with…

Nil’s words trail as he is interrupted by Jean Luc, who brings in Gambit and his two guests. Recognizing their “fearless leader,” Nil remarks that this is unexpected. Asked how did he do it, Nil tells Gambit that it wasn’t hard. He turned on the switch, the water started moving… Interrupting, the stoic Gambit asks how did Nil break into Serval’s computer. Oh, that, Nil remarks, stepping from the giant tub and wrapping himself with a towel. Let him get dressed and he’ll show him.

Having dressed, Nil leads the group down a flight of stairs. His power as a technomancer, which gives him power of technology, he explains, has limits. Certain companies, such as Serval, had considerable means of defense. Not even he could manipulate his way through them. And then, he acquired control over the greatest weapon in the world. Whatever he could not accomplish, it could. Once he mastered it, he could not be stopped.

As they pause before a wall, adorned with two lions heads into which Nil extends his hands, Gambit asks what the hell are they talking about. Why try to describe it, fearless leader, Nil asks, when he can simply show him? With that, a wall to their right begins to come apart, revealing a room behind it. Behold his ultra weapon.

Her eyes wide in shock, Polaris gasps holy crap! He calls it the technocrat, Nil explains. The aristocracy of what he does. Also slack-jawed in shock, Gambit asks Nil if he’s out of his mind. That’s Danger! Danger of the X-Men!!! Within the room, a large machine sits in its center, creating a sphere of energy above, in the center of which floats the robot Danger, who is curled into a fetal position. He doesn’t care what she was, Nil defends. He only cares about what she is. And what she is… is his.

Incensed, Gambit grabs Nil by his labels and pushed him against the wall. Let her go, Nil, he orders. Right now! Don’t be ridiculous, Nil counters incredulously. Does he have any idea how long it took him to rig the entrapment spell that… He doesn’t care, Gambit replies. Well, he should. Letting her out would be the last…

The hell with him, Polaris interjects, raising her hands toward the captive robot. Panicked at her actions, Nil yells for her to stop, but it’s too late. The sphere of energy collapses in a deafening ZAAKOWW. As Danger falls to the floor below, Polaris calls out to her that it’s okay. Everything is going to be f… Before she can finish, Polaris is silenced by a charge of energy from Danger. Rising to her feet, the anthropomorphic features of Danger convey nothing by rage. Through her electronic voice, she voices her thoughts:

Now… you allDIE!

Characters Involved: 

Gambit, Polaris, Quicksilver (all X-Factor)

Harrison Snow
Linda Kwan
Dr. Anton Wexler
Wexler’s assistants


Dr. Terrance Hoffman

Jean Luc, Nil (Thieves’ Guild)
Blonde woman

Bartender & bar patrons

Figaro, Lucifer, Oliver (Gambit’s cats)

(on screen)
Dr. Terrance Hoffman (as energy creature)

Story Notes: 

Polaris tried to shoot him a few months back in a bout of drunken depression in X-Factor (1st series) #260.

The floating island off San Francisco on which the X-Men used to live was Utopia, constructed of the remains of the downed Asteroid M.

The plane known as a “raptor” is actually the Lockheed Martin F-22 Raptor, developed for the US Air Force. The car which uses the name is the Ford F-150 SVT Raptor, one of the manufacturer’s full-size pickup truck series.

The movie Air Force One was a 1997 action movie, starring Harrison Ford as the US president.

Nil had previously appeared in Gambit (5th series) #16-17.


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