Astonishing X-Men (3rd series) #15

Issue Date: 
June 2006
Story Title: 

Joss Whedon (writer), John Cassaday (artist), Laura Martin (colorist), Chris Eliopoulos (letterer), Sean Ryan (assistant editor), Nick Lowe (associate editor), Mike Marts (editor), Joe Quesada (editor in chief), Dan Buckley (publisher)

Brief Description: 

Preparing herself after having just reduced Cyclops to a catatonic state, Emma rushes into the kitchen, informing Kitty, Logan and Piotr of his state, though not her role in it. As Kitty and Piotr take Scott to the infirmary, Logan goes to find Hank, discovering him cornered in his lab by Cassandra Nova. With her mental abilities, Cassandra reduces the Beast to his animalistic namesake, and Wolverine to a childlike state. Logan quickly becomes afraid of the Beast and runs for cover in the girl’s bathroom, where he finds Hisako and Blindfold. The Beast follows him there, but Hisako manages to use her powers to scare him away after which Logan uses the opportunity to flee the Institute, with the Beast in pursuit. Elsewhere, Ellie Phimister uses her abilities on Kitty to make her lose control of her phasing powers, sending her downward toward the Earth’s core, while Sebastian Shaw confronts Colossus in the infirmary. Colossus begins to beat Shaw, demanding to know what’s going on. However, Shaw merely takes the beating to absorb the kinetic energy, eventually expending it to knock Colossus out. Meanwhile, on SWORD’s space station, Agent Brand and her colleagues monitor the situation in the Institute via their mole. However, their information is incomplete on the cause of the attack. Elsewhere on the station, Danger approaches Ord of the Breakworld, who is still imprisoned. Danger informs Ord that not only are his people on the way… but the mutant destined to destroy his world has been found. Later, as the Hellfire Club reconvenes to discuss the status of their plan, Kitty Pryde has managed to stop her descent, in a cavern deep underground. Her thoughts composed, she tells the non-present, traitorous Emma Frost that she has made good moves so far, but now it’s her turn!

Full Summary: 

Emma Frost stands alone in the corridor of the Xavier Institute, her voice silent and her face stoic. She looks ahead at the empty hallway, her eyes piercing at that which is not there. She takes a moment to look down, bathing her face in darkness. A moment later, she has returned her eyes forward, staring again.

Frantic, Emma rushes into the kitchen, surprising the Logan, Kitty and Piotr. Yelling Scott’s name, she tells them in exasperated stammers that she needs… Scott’s gone! As she seems to collapse into Piotr’s arms, Logan asks her what she means, “gone?” Piotr tells her to sit, but she shouts “no,” telling him that they have to… Trailing to a new thought, she tells Logan that he has to find Henry. She has to… Get Henry, she says again.

Down in his lab, Hank McCoy reels at who has just entered. Congratulating “Dr. McCoy,” Cassandra Nova tells him that, even with his advanced devolution… he managed not to pee. Snarling back, Hank tells Cassandra that, if she shuts down his… his higher brain functions… then he’s just a beast. Scratching his claws across the table in demonstration, Hank asks her what she thinks happens then.

Nothing, my pet, Cassandra replies, unconcerned. His dwindling human consciousness is the only thing that perceived her as a threat. The Beast doesn’t even know she’ there. Continuing, she asks him to tell her true, while he can… Does he even smell another person in this room?

In the doorway, a short distance behind Cassandra, Wolverine stands silently, his claws unsheathed.

Kitty swears as she looks into Scott Summer’s vacant eyes. When Piotr asks what happened, Emma replies that she just found him… He was fine when they went to bed. She can’t get in his mind! Picking Scott up, Piotr tells Emma that they’ll take him to the lab. Drawing attention to his lack of visor or glasses, Piotr asks if she thinks he’s lost his power. Maybe Hank’ll know, Kitty adds.

Seeming to loose control, Emma places her head in her hands, crying that this could be an attack. As Piotr carries Scott to the hallway, Emma ask Kitty if she would check on the students. Right… Kitty says, looking back at the bed. I’ll do that.

Laying the catatonic Scott Summers onto the table, Piotr again considers his lack of glasses. Speaking to Emma, he tells her that they need them, in case his power returns when he wakes. However, when he looks up, Piotr realizes that Emma is not there.

Elsewhere, Kitty enters the common room of the Institute, and sees a young girl sitting in a chair, her back to Kitty. Calling out to her, Kitty asks the student if they have been up long. She was wondering if she saw anybody… new… Not receiving a response, a curious Kitty apologizes to the student, saying that she doesn’t know her name. Sitting with her arms around her knees, Ellie Phimister smiles intently to herself.

In the medical ward, the open door begins to close shut, revealing that Sebastian Shaw had been hiding behind it. Dressed in his Hellfire Club regalia, the Black King grins to “Mr. Rasputin” that there he is, stuck in a laboratory again. How does that feel? In sole response, the armored fist of Colossus punches Shaw in the nose, forcing him back with enough force to dent the metal wall. Though having lost his footing and slid down to the floor, Shaw continues, as if nothing had happened. He explains that, if he has any feelings bottled up, it’s best to let them out.

Grabbing Shaw by the collar, Colossus brings his face close to Shaw’s and demands to know what he has done to Scott. Grinning wryly, Shaw replies that maybe he’s wrong. Maybe Colossus has already worked his pent-up feelings out… on little Miss Pryde. Incensed, Colossus tosses Shaw across the lab and through various pieces of machinery.

I dreamed this, Ellie tells Kitty, as she rises. She dreamed about a Kitty cat. Kitty, kitty catty. Regarding Ellie suspiciously, Kitty tells her that she hasn’t seen her before. Ignoring her, Ellie replies that she dreamed she phased away. She dreamed she couldn’t stop. To Kitty’s surprise, she suddenly loses control of her phasing powers, and she begins to sink to the lower levels.

His eyes staring with intent, Wolverine remarks to himself that she thinks she can beat him. But the bald lady forgot one thing. He’s the best he is at what he does. And what he does…is so terribly pretty! Opening his chain of paper dolls of pink construction paper, he marvels at his handiwork with the wide eyes of a child. Isn’t it the best, Miss Nova? he asks innocently. Say his is the best or he shall be cross all day! he exclaims excitedly.

Looking around, Logan quickly realizes that he is actually alone in the lab, Miss Nova having left. A moment later, however, he hears the growling of a blur-furred Beast, stalking the area. In horror, Logan almost silently calls out mother

Elsewhere, Kitty continues to descend through the rocky strata beneath the Institute’s foundation. Passing through rivers of lava, Kitty has not lost her head. I can beat this, she tells herself. She’s not going be purple-manned by some Goth punk. She’s too old to be… Taken aback at her own thoughts, Kitty realizes that she just said “some Goth punk.” She’s really old.

And she’s going to die if she doesn’t focus, she thinks. She’s gotta materialize, she realizes. Preferably not in the magma. How far down is she? It feels denser, just passing through it. Peter’s up there, she thinks as she continues to descend through molten rock. With Emma. She has to focus on that. Beat this.

Colossus throws another steel-knuckled right cross against the jaw of Sebastian Shaw. Though bleeding from his nose and his right eye swollen, Shaw grins slightly. He thinks it’s going well, he tells the X-Man, doesn’t he? The therapy? Referring to Scott Summers, who still lays, open-eyed and comatose on the table, Shaw believes that he seems to have tired himself out.

Ignoring Shaw, Colossus moves to pick up a giant piece of machinery. As he does so, Shaw tells Piotr that he never tires, does he? Never complains, never speaks up at all… A child of the Soviet, first and last. “Why should I complain?” Colossus finally says. “I’m having fun.” In demonstration, the armored X-Man brings uses the machinery as a battering ram, right on Shaw’s sitting form.

Standing outside a stall in the girls’ bathroom, Hisako speaks to the occupant. She tells the girl inside, Blindfold, that it’s her and there’s no one else around. Just tell her what’s wrong. Fully clothed and sitting on the toilet seat, her arms wrapped around her legs, Blindfold tells Hisako to go away. She’s there, sitting. Undeterred, Hisako tells Blindfold that she could hear her crying in the hall. She just wants to help. Raising her head and her eyeless face, Blindfold replies that she doesn’t cry. She never has.

When Hisako rejoins that she makes a noise, Blindfold replies that she understands embarrassment. She aches, she knows. Asked by Hisako if there is something going one, Blindfold replies that something, please, yes… They’re going to lose another one.

Suddenly, Logan races through the door and into the bathroom, running and frightened to the core and screaming for help. Startled at Wolverine’s actions, Hisako tries to make sense of it as he attempts to hide behind her legs. “A beast!” he exclaims. A tiger, only blue and large as a moose. When Logan asks her to hide him, Hisako asks if this is a test.

The wooden door is reduced to a thousand splinters as the Beast crashes through it, snarling saliva as he dos so. The bathroom seems to be empty. However, hiding behind the last stall, Hisako and Logan cringe in terror. Whispering to Logan, Hisako informs him that it’s now official: she no longer wants to be an X-Man. To this, Logan asks for her to please, do hush.

Sniffing the air of the bathroom, the Beast finds his prey and tears off the door to one of the stalls, revealing the hidden Blindfold. His teeth bared in rage, the Beast approaches the cringing student.

Suddenly, Hisako tears through the stall from the one adjoining, using the strength of her psionic exo-armor. Strengthened by her armor, Hisako’s left arm impacts squarely on the Beast’s jaw, throwing him off-balance. Calling for Blindfold to stay down, Hisako continues her assault, pushing the Beast through the remaining stalls and back out the door into the hallway. There, the Beast remains his composure and returns to his feet, baring his fangs and caws with a bestial roar.

However, Hisako responds in kind, as her exo-armored grows to gargantuan size, accompanied by her own roar of fury. Frightened at the sight, the Beast runs off down the hall in terror. Exhausted by the effort, Hisako begins to lose consciousness and collapses, wondering what the hell that was…

In orbit, aboard SWORD’s space station, the Peak, Special Agent Brand tells her cohorts that it’s not that she entirely cares… but these guys can’t catch a break. Agreeing, Agent Deems replies that, when they go down, they go down hard. Least their mole’s transmitting this time, Brand says. What a mess.

Continuing on their subject at hand, Sydren informs the others that the psychic turmoil coming from hat mansion is overwhelming… Wow, remarks Brand. They can’t possibly be paying him enough. …and familiar, Sydren continues.

Considering this, Brand asks Sydren if this is an old player. To this, Sydren departs, explaining that he will run the files and find it. As he goes, Brand tells him to just stay clear of the prisoner. Whatever’s going town… it’s not going to help him now.

Meanwhile, in his prison of metal bars, Ord of the Breakworld stands in mute contemplation. Breaking the silence, an electronic voice asks Ord, “Please, do not turn around.”

Doing as the voice says, Ord remains silent, allowing only his eye to wander slightly, as if to use his peripheral vision. Beyond the bars, mechanical eyes peer within. Their owner informs Ord that it has instructed the monitors not to detect it, but if he appears to be conversing, even with himself, it will not go unnoticed. Besides, it continues, his best move now would be to listen. Her point made, the artificial entity known as Danger steps from the shadows and into the light.

Continuing, Danger explains to Ord that they have similarities, he and she. Both victims of the mutant threat. Both chosen to stand for their races against their unthinking tyranny. Both failures. To this, Ord of the Breakword instructs his visitor that it had been watch its mouth and moves to his chair.

Ignoring the threat, Danger explains that his people are on their way. They come in force, to destroy the killer of worlds. Yes, Danger says, sensing Ord’s reaction. The killer is found. And he is very lost.

In the infirmary, Colossus continues his assault on Shaw. Holding the Black King against the wall, Colossus instructs him to tell him they are facing, or his next blow will end him. Almost chuckling at this, Shaw is exasperated. He really…He really doesn’t remember? His power. He absorbs kinetic energy. His expression turning to a maniacal grin, Shaw asks Colossus if he can imagine how much he’s just given him.

Though Colossus still holding him still, Shaw moves his still-free arms in an upward arc, boxing Colossus’ ears. For long moments, Colossus stands immobile. However, a slow trickle of metallic blood, dripping from the X-Man’s left nostril signals a change. A moment later, Colossus’ feet gives way, and he falls to the floor, unconscious.

A short while later, Shaw applies an icepack to his swollen face. He tells Cassandra Nova, who examines the school’s grounds through the window, that it’s a good start. Summers is a zombie, Pryde’s a ghost. Rasputin, a victim of his own rage. Believe him, Shaw tells Cassandra, when he says he has plenty.

As Emma sits silently in a chair, holding a glass of liquor in her hand, Cassandra explains that hers were simplicity itself. A beast who thought he was a man… and a frightened little boy who fancied himself a beast. Looking out the window, Cassandra sees Logan racing out of the Institute, with the feral Beast in hot pursuit.

Nearby, the hooded Perfection informs the rest of the group that this is but prologue. Excited at this, Ellie Phimister exclaims finally! The main event! The wow finish. The end of dreams.

Lost in thought, Emma Frost is silent, her eyes downcast in silence.

In a cavern, deep below, Kitty Pryde has composed herself and halted her descent. In the darkness, Kitty recalls Emma words from a previous conversation. Being an X-Man means a lot to me… but it doesn’t always agree with me. I wanted someone on the team that I hadn’t really fought alongside. Someone who would be inclined to watch me. If I…

Kitty now attempts to reverse her direction and begins to rise. However, her concentration lapses in mid-air and she falls into a small body of water, briefly falling beneath its surface. However, it is not deep and Kitty quickly stands back up, wet and more than angry.

All right, Emma, she thinks to herself. You made your move. Just like she knew she would. A nice move. Now speaking with a newfound inner strength, Kitty Pryde exclaims, “Now, it’s my turn.”

Characters Involved: 

Beast, Colossus, Cyclops, Emma Frost, Shadowcat, Wolverine

Blindfold, Hisako Ichiki (Xavier Institute students)

Cassandra Nova, Perfection, Ellie Phimister, Sebastian Shaw (new Hellfire Club)

Special Agent Brant, Agent Deems, Sydren (all SWORD)

SWORD agents

Ord of theBreakworld


on screen


Story Notes: 

Colossus was revealed to have been in a laboratory for years in Astonishing X-Men (3rd series) #4-6.

Ord of the Breakworld became a prisoner of SWORD in Astonishing X-Men (3rd series) #6.

Kitty’s recollection of Emma’s words are from a conversation between the two in Astonishing X-Men (3rd series) #2.

The last scene with Kitty is a homage to the end of Uncanny X-Men #133, where Wolverine was in a situation similar to Kitty’s.

Issue Information: 
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