According to the files on Earth 616, this is how it was supposed to have happened. A few years ago, the X-Men fought the mutant son of their friend Moira MacTaggert. Kevin MacTaggert possessed the body of his father, withering him to a husk as he used up his father’s life force. Piotr Rasputin threw the merged Kevin and father into a wall, causing the body to crumble to pieces, but what was left was Kevin’s true self. He was a ghostly wraith capable of reshaping the fabric of reality itself. He called himself Proteus. However, his one weakness was metal, which could disrupt the delicate matrix that held him together. Unfortunately, he picked a fight with Colossus, who could turn into living steel. If Colossus hadn’t killed Proteus, he would have become the world’s most dangerous killer.
In the Panoptichron, Heather Hudson completes reading the file and thinks to herself that this is how it was supposed to happen. Unfortunately, the history of Earth 616 seems to have been rewritten and there are no X-Men here. The only heroes left are her best friends, who are facing a murderer capable of making their sickest wishes real, and he can also steal the body of anyone close to him. She runs mission control fore the dimension hipping heroes known as the Exiles. She talks to them via the bracelet called the Tallus. Right now, the person wearing the Tallus is the one Heather knows the least.
Heather calls out to Sabretooth and tells him that she knows how to defeat Proteus, but it won’t be easy.
On Earth 616, specifically on a skyscraper in the upper west side of New York City, Mutant X, in the withering body of Angel Salvatore, girlfriend of the Exile Beak, is pleased to see the famous Exiles. Referring to Beak, who is wrapped up in the legs of a warped water tower, Mutant X tells the group that the boy told him all about them and how they fix realities they come across. It sounds like a brilliant idea. Where does he sign up?
Weakly, Beak tells the Exiles to run, but Mutant X shushes him. He wanted to meet the Exiles since he first saw the last night. He sensed something special about them. Surprisingly, they show up with his mother of all people. Is that a coincidence? Surely, they are all meant to cross paths.
Meanwhile, Heather speaks to Sabretooth privately, since only the person who wears the Tallus can hear the person in the Panoptichron. Sabretooth is not pleased at all that their plan to beat Proteus depends on Mimic’s ability to reproduce Colossus’ power. Sabretooth tells Heather that Mimic cannot do it. He swore never to kill again. Heather yells at Sabretooth that Mimic has to do it, or else they are all dead.
Maniacally, Proteus asks Sabretooth whom he is whispering to. Proteus then warps reality, stretching in the Exiles in all kinds of obscene directions at once. He then stretches Sabretooth’s arm to him and looks at the Tallus. It looks like metal to him, but it is more than that. It is a whole in time, and Proteus bets he knows who is on the other side. He looks into the Tallus and calls out to Heather. Beak told him about her too.
Proteus then sticks his face into the Tallus and begins to emerge in the Panoptichron through the video screen Heather uses to view the Exiles, asking Heather if he can visit. One of the sovereign caste Timebreakers tells Heather that all their reality indices and secondary databases are being accessed. Heather is shocked, realizing that Proteus is downloading their list of universes. She then orders the Timebreakers to shut everything down. The Timebreakers do so, but Heather wonders how things would be if that monster glimpsed the other worlds he could rampage through.
Back on Earth 616, Proteus tells the Exiles that Heather rudely slammed the door on him. She seemed surprised that he could do that, but then again all the Exiles seem a bit surprised right now, especially Sabretooth, now furry and tiny with tentacles for legs. Didn’t his mother tell them anything about him? Did she tell them that he can make their worst fears real? Is Morph up for a bit of necrophilia, asks Proteus, as the corpse of Sunfire rises from the cement and approaches the Exile.
Perhaps Sabretooth would like to go back working for Apocalypse? What is another million deaths on his conscience? It seems that Blink had a worse childhood than he did. Blink suddenly finds herself confronted by Sinister, who suddenly is attacked by Mimic’s optic blast, wanting Sinister away from Blink. What Mimic doesn’t not know, though, is that Sinister is actually Sabretooth, and Proteus just warped his perception of the events. Sabretooth flies into a wall thanks to Mimic.
Proteus turns to Mimic, and tells him that he cannot trust his eyes or instincts, but he can trust Mutant X to root out his worst fear. However, Mimic is already living his worst fear isn’t he? He fears that he will never regain his looks and Blink will never touch him again. Mimic turns to Blink, telling Proteus that she loves him. Blink bitterly tells him that if he really loved her he would use the regenerative serum to cure himself. Why did he say no, when she risked her life to get it?
Blink then throws the serum away as she falls into the arms of Sabretooth. Proteus tells Mimic that in the end there is only one man for Blink. He is a beast and a killer, but she loves him anyway and she will never love Mimic. He can’t compete. As Sabretooth and Blink move in close to kiss, Mimic screams for her, but then dissolves into a pile of ooze.
Suddenly, there is loud banging sound, and reality returns back to normal. Beak falls to the ground, as the water tower has reverted to normal. All the other Exiles find that their nightmares have ended, but Proteus clutches his back, which has been shot. Moira stands with a gun and tells her son that she hopes Heaven forgives her for not doing this act years ago. Proteus collapses on the ground, screaming insanely for someone to get the metal bullet of out him. Proteus then leaves Angel’s body, angry as the girl still had life force in her but he cannot enjoy it. Beak sees Angel fall to the ground motionless and screams out her name.
As Beak rushes over to Angel, Proteus, in his natural energy form, corners Moira against a wall and asks for one last hug from her. Sabretooth quickly rushes to Mimic, telling him that it is all up to him according to Heather. Proteus is at his most vulnerable right now and metal is what kills him. However, it is too late for Moira. Proteus tells his mother he needs her as he slams his fist into her chest. Moira, however, refusing to have it end like this, puts the gun to her head before Proteus can possess her… and pulls the trigger, blowing out her brains, much to the horror of Blink and Morph.
As Moira falls down dead, Proteus tells her that she was never the nurturing type. Angered, Blink attacks Proteus with one of her teleportation arrows, but he easily turns the arrow into a bunch of pink fish, telling Blink that he is the only one who will warp space around here. He does wonder what he could do with her powers though. Proteus steps towards Blink, ready to possess her, but the girl finds that she cannot teleport away. “Ye really have tae ask?” taunts Proteus.
Suddenly, a metal hand grabs Proteus by the neck, telling him that he is done. Horrified, Proteus begs Mimic to let him go, as he is killing him. Mimic pulls out his claws and tells Proteus that he has done this to himself. Proteus begs Mimic not to do this as he vowed never to kill again. He saw it in the man’s mind. He needs to listen to that voice in his head. Mimic hesitates, and that is all Proteus needs.
He uses his powers to revert Mimic back to his flesh form, which causes Mimic to release Proteus and fall back. Before the other Exiles can react, Proteus tells Mimic that he had his shot. He then dives into Mimic’s chest. Blink screams Mimic’s name and the man turns but with an evil look in his eye.
“Hullo, Clariiiice,” sings Proteus, now fully possessing Mimic.
Proteus then pops his claws and tells Blink that Mimic died an angry man. He didn’t like her daddy one bit. Proteus then attacks Sabretooth and slashes him with his claws. Sabretooth retaliates and knocks Proteus back. Proteus smiles and tells Sabretooth that he has no clue how outmatched he is. Shall they try that again at Northstar speed?
Moving faster than Sabretooth can comprehend, Proteus stabs Sabretooth everywhere. Morph elongates his arms and grabs Sabretooth away from Proteus. Angry, Proteus blasts Morphs head apart with an optic blast. Before Morph can do anything else, Blink teleports him and the unconscious Sabretooth away.
Proteus confronts Blink, reminding her that her teleportation arrows cannot touch him. Where did she send the other two anyway? As Beak continues to cradle Angel in his arms near the bloody body of Moira, Blink tells Proteus to forget Morph and Sabretooth. He will give her back her boyfriend, or he dies right here. Is that a fact, asks Proteus. Thanks to the Exiles, he has glimpsed at the worlds around them. He read all about other realities thanks to the info in their fancy glass palace and he can see them in the memories of Mimic. Why should he limit his fun to just this reality? There are so many other realities he can go to and kill people in. Suddenly, Proteus begins to break down into a liquid form and swirls around in a white light, disappearing, much to Blink’s dismay.
Back at the Panoptichron, a worker bug gets the computers back on-line, as well as the temporal scanners. Glad, Heather asks for an update on Earth 616. A Timebreaker tells her that Proteus is no longer present in that reality. Also, there are massive readings coming from the southern hemisphere, originating from Genosha. Scared, Heather asks to see the readings.
In Central Park, in front of a vandalized statue of a Sentinel, Morph wonders why Blink teleported them there, but if she doesn’t come soon he is going back to help her. Sabretooth, however, is barely conscious.
In the Upper West Side, Blink comes to the side of Beak, asking if Angel is still alive. Beak tells Blink that Angel is dying. With sorrow in her eyes, Blink tells Beak not to give up yet. She still has… the serum. It has a built-in injector and it is supposed to regenerate any tissue damage. She wanted to heal Mimic’s skin with it, but…Blink trails off, unable to complete her sentence.
After injecting Angel with the serum, Blink suddenly begins to glow, with the energy signature reminiscent of teleportation to a new reality. Blink calls out to Heather not to teleport her now, but it is too late. Blink arrives in the Panoptichron with Morph and Sabretooth, and asks Heather what she is doing. She was trying to save Angel. Blink then breaks down and tells the group that everything has gone wrong. Proteus has taken Mimic. Heather rushes to Sabretooth and tells Blink that she knows, but she had to take them off of that reality or else she risked losing them all. Sabretooth, finally awake, asks Heather what that means.
Heather explains to the Exiles that when she re-booted the systems she found out who transformed Earth 616. It was the Scarlet Witch of the Avengers. Heather doesn’t know how, but Wanda Maximoff somehow used her hex powers to reshape reality, making mutants the majority. Perhaps her ability to change probability was super-charged somehow. The important thing is, though, is that the scanners indicated that she was starting to remake reality back into what it was supposed to be. If Heather had not pulled out the Exiles, they might now have existed in whatever new reality takes its place.
Back on the rooftop, the distraught Beak screams for Blink to come back. Suddenly, hears Angel make a sound, and he cradles her, asking her if she can hear him. As Angel starts to come to, Beak sees a bright flash of light behind him. He turns and looks in absolute horror as a blinding wave of light approaches and quickly washes away everything, including himself and Angel. Wanda Maximoff has warped reality once again.
“I mean,” says Heather, back in the Panoptichron to her friends, “who knows how she’ll change everything this time…”