Exiles (1st series) #82

Issue Date: 
August 2006
Story Title: 
World Tour: Heroes Reborn, conclusion

Tony Bedard (Writer), Jim Calafiore (Penciler), Mark McKenna (Inkers), Tom Chu (Colorist), Dave Sharpe (Letterer), Sean Ryan (Assistant Editor), Nick Lowe (Associate Editor), Mike Marts (Editor), Joe Quesada (Editor in Chief), Dan Buckley (Publisher)

Brief Description: 

The Exiles are left demoralized at their inability to defeat Proteus and the fact that he is now missing. They question the Young Allies about Order and Chaos, and wonder where they could have taken Proteus. Meanwhile, in a missile bunker in Atlantis, Order and Chaos explain to Proteus that it is their job to judge the fate of this world, and they have come to the conclusion that Counter-Earth must be destroyed, as its presence is not natural. Proteus gleefully accepts to destroy the planet, and kills Queen Dorma and the Atlanteans by raising the city to the surface and causing them to suffocate as he uses his powers to prevent any Atlanteans from diving back into the water. At the Panoptichron, Heather is told by the Timebreakers to evacuate the Exiles, as Counter-Earth’s destruction has been secured by other means. However, after re-establishing contact with the team, Heather finds that Blink refuses to leave. Proteus taunts Blink by shape shifting into Mimic and then unleashes the missiles. As Kid Colt and Jolt race to stop the nukes, the Exiles and other Young Allies are easily defeated after Proteus disposes of Longshot. However, unbeknownst to Proteus, Blink has teleported the brainwashing device Power Princess and Spider-Man retrieved into Proteus’ fallen crown. When he puts it back on, it brainwashes him into only accessing the memories of Morph! With Proteus now believing that he is Morph, the Exiles dispose of the rest of the nukes and return back to the Panoptichron. There, the Timebreakers remind the team that Counter-Earth still jeopardizes Reality #616 and that there is still an entire multiverse to save. The Exiles each easily agree to stay and fix the realities, but show discomfort with the new status quo concerning Proteus and Morph, who “returns” to his place on the team.

Full Summary: 

Reality #616 – Counter-Earth:

On the flying refuge of Attilan, Spider-Man picks up the large band dropped on the ground and holds it up to the Exiles, who stand in disappointment. So much for your plan, says Miguel to Blink.

Beside the Exiles are the Young Allies, heroes of Counter-Earth. Bucky, curious, asks the Exiles what they are talking about. Blink looks at Bucky and explains that the device in Spider-Man’s hands is a behavior modification device – a brain washer. Incredulously, Jolt asks Blink if she was planning on turning Proteus from a killer to a saint. Something like that, says Blink, before she turns to Sabretooth and asks if he has reestablished communications with Heather. Sabretooth inspects the Tallus and admits that it is still not working.

The bold Power Princess points her finger at Kid Colt and recalls how he said that Chaos and Order are apart of the Young Allies. Sort of, says Toro, but they are a little hard to explain. Kid Colt explains that Chaos and Order share a body and switch back and forth from male to female. Jolt chimes in that sometimes the two hang out with the Young Allies and other times they are gone for days. Still holding the BMD, Spider-Man asks the Young Allies to think hard. Where would Chaos and Order take Proteus?


Underwater in a bunker, Chaos stands before Proteus and explains to him that he and Order were once two ordinary people, until the trans-sidereal powers of Chaos and Order made them into one. As he transforms into the female Order, he explains that they were better able to render judgment from both points of view. Fully formed as Order, Order tells Proteus that this world is not part of the natural order. As she and Chaos split into two and Chaos and tells Proteus that they had to evaluate the ramifications of Counter-Earth’s existence. Understanding, Proteus asks Chaos and Order if they mean for him to kill everyone.

Panoptichron – 63 Minutes Later:

As the scanners go back on-line, the Timebreakers inform Heather that they have relocated Proteus. Heather asks where he is, and discovers that he is in the Atlantic Ocean, five hundred miles southwest of the British Isles. Heather realizes that it is Atlantis, and orders the Timebreakers to reactivate the Tallus. The connection works, and Sabretooth asks Heather if that is she. Glad to have connected to her friends, Heather tells Sabretooth that Proteus is in Atlantis.

An image of Sabretooth, Blink, and Bucky appears on screen and Sabretooth tells Heather that they figured that out. An hour ago a tsunami rolled in. They dropped the refugees on land and then flew Attilan out to investigate. Did Proteus cause the wave, asks Heather.

Reality #616 – Counter-Earth:

Sabretooth looks over the deck of Attilan and tells Heather that they are sure Proteus caused the wave. He then looks down into the ocean to see a massive city sitting out in the open. It seems Proteus has made part of the ocean floor rise up like a mountain. Atlantis is the newest island in the ocean!

Sabretooth looks closer and tells Heather that of course Atlanteans cannot breathe above water, so Proteus used his powers to turn the architecture malleable and wrapped up the Atlanteans, preventing them from diving back into the water! The smell of dead fish is awful, even up high in Attilan – especially since he knows it isn’t fish he smells.


A Timebreaker interrupts and excuses himself to Heather, but it recommends immediate extraction of the Exiles. Confused, Heather asks why the Timebreakers want to pull out. A few hours ago, they wanted to destroy Counter-Earth. Much to Heather’s surprise, the Timebreaker tells her that it is no longer their concern. Destruction of Counter-Earth is now assured by other means.

Reality #616 – Counter-Earth:

Blink teleports her team down to Atlantis. Sabretooth tells the Exiles that Heather wants them to pull out. Apparently, Proteus is ready to lay waste to the planet and it is too late to stop him. No, says Blink, firmly. Proteus is still there, or else the city would have sunk back down. She takes the BMD from Spider-Man and tells her teammates that, if they want to leave, then fine. She won’t chase Proteus to one more world; not if she can end it here. Curious, Spider-Man asks Sabretooth if Heather detailed how Proteus was going to lay waste to the planet.

The Young Allies teleport down and are horrified at the sight of all the dead Atlanteans. Bucky, knowing that these people wanted them dead, still wouldn’t have wished this upon them, or anyone. Jolt wonders if the Atlanteans knew what hit them, but Longshot reasons that their suffering is over now.

Suddenly, all the dead Atlanteans snap awake and begin to scream!

And just like that they all collapse back to the ground, dead.

The heroes then hear a familiar voice cackle that they should have seen the looks on their faces. Proteus then walks out of the palace, wearing his crown, and asks the team if they like his new kingdom and what he has done with it. He then refers to Queen Dorma, the former owner, whose body is high up and held up against the side of the Palace, and explains that he previous owner let the place get musty. He figured it was time to air it out.

When no one laughs, Proteus realizes they are a tough crowd and asks if Morph had this much trouble getting a laugh out of them. It is his sense of humor he is using after all. Angered, Blink tells Proteus that Morph was a decent man, so he shouldn’t pretend he has a shred of Morph in him left.

Overstepping the boundaries, Proteus shape shifts into Mimic and asks if Blink prefers this better. Blink readies a teleportation arrow and asks Proteus if he thinks it is attractive, watching him trash the memory of a dead man. Proteus argues that Calvin isn’t dead though. He lives on within Proteus. So does Morph. They all do! He tried telling her before that none of Mimic’s memories are lost. Neither are his feelings. Blink approaches Proteus, telling him that Calvin would never have killed all these people. Don’t be so certain, says Proteus as his skin become scaly. Mimic killed many Brood on the months he spent alone with them. He killed so many he lost count.

Proteus then raises his hand and the top of the palace pulls back. Suddenly, countless nuclear missiles fly out! Proteus smiles maniacally and tells the Exiles that, when he took Dorma’s crown, he promised to send the surface world her best regards.

Blink jump kicks Proteus in the side of the head, knocking off his crown. Proteus, however, smiles. He loves to make Blink angry. Shall they see what else he can make of her? Proteus then begins to warp the ground behind Blink and pull it up behind her, but in his chaos he doesn’t see Blink teleport the BMD to an unknown location.

Longshot throws a barrage of knives, telling Proteus that he should remember that Blink did not come alone. Using a mixture of his and Morph’s powers, Proteus easily evades the knives, and tells Longshot that he did not forget about him. Would he throw a whole city at just anyone? Longshot looks up as part of the palace turns into a sand-like substance and collapses down on him!

Hearing a sickening crushing sound, Sabretooth and Blink fear the worst for Longshot. Nearby, Bucky turns to Kid Colt and Jolt and tells them to forget what is happening now. They have to stop the missiles. Jolt begins to argue, but Kid Colt tells Bucky that they are on it – the two then teleport away.

High in the sky, Jolt and Kid Colt reappear, and Jolt reminds Kid Colt that he cannot fly! Kid tells Jolt that he will be fine, as he lands on a missile. He tells her to start shooting the missiles, as they can trash them without setting off the warheads. The two begin to do so, and the arduous task over the Atlantic begins. As Jolt short circuits two, she hopes the others are faring well.

At Atlantis, Proteus uses his powers chaotically and warps and twists the bodies of the Exiles and Young Allies. He turns Blink’s body into blue energy and dumps her on the ground. Honestly, what were the Exiles thinking, asks Proteus as he picks up his crown… not realizing that the BMD is in it.

The whole frontal assault works only with Longshot. Without him, the team has no chance. They shouldn’t worry too bad. The Exiles gave him their best shot. He will fondly remember them. Proteus then puts his crown back on, and tells the team that he will play king on this dying world for a little bit, and then go back home and have some fun there. It is too bad he couldn’t convince them to… to…

Proteus’ eyes open wide and he reverts from Mimic back to Morph – and just stands there.

As the area returns back to normal, Blink smiles and triumphantly asks Proteus what he was saying. Longshot emerges from the ruined palace and asks everyone if they are okay. Blink walks over to Proteus and flicks the crown. Her plan worked. Proteus never realized that, when he stole Morph’s body, he became his worst enemy.

Before Blink can explain, Bucky calls her attention to water rushing towards them. It seems Proteus was the only thing keeping this place afloat. However, Blink teleports everyone back to Attilan.

At Attilan, Sabretooth is ready to slice and dice Proteus, but Blink stops him. Suddenly, Proteus snaps back to attention, and questioningly calls out Sabretooth’s name. He then pulls off his crown and asks where they are. Where are Proteus and the Maestro? Why is he wearing a crown? He then pulls out the BMD and asks what it is. Spider-Man takes off his mask and walks over to Proteus, who asks if they stopped over at Medieval Times and he drank too many grails.

Blink takes Sabretooth away, and the feral man asks why Proteus is talking like Morph. Blink shushes Sabretooth and whispers that she blinked the BMD into the crown. It programmed Proteus to only access Morph’s memories. That is still Proteus, but he believes he is Morph. This way, he is trapped in a body that won’t ever deteriorate. Sabretooth smiles and compliments Blink on her craftiness.

Still addressing Sabretooth by his first name, Blink reminds him that they have to help Kid Colt and Jolt with the missiles. She asks him to call Heather and tell her to use the excursion platform to teleport any missing warheads into space.

Panoptichron – 3 Hours Later:

As the Exiles celebrate the end to their long battle, Heather speaks with Blink distanced from the others and commends her on her plan. Morph’s body is a great prison. Blink tells Heather to not even say Proteus’ name anymore. As long as they don’t give Proteus any reason to doubt it, he’ll keep on acting like Morph.

On the monitor screens, Bucky and the Young Allies thank the Exiles. If they hadn’t come along this whole mess of a planet would have been Dorma’s problem now. It is unfortunate that Dorma’s people were caught in the crossfire. The Exiles wish the Young Allies best of luck and end the communication.

However, the Timebreakers confront the Exiles and ask them how they can ignore their duties. Counter-Earth still destabilizes reality #616. What of the other realities in need of help? The multi-verse is still in danger!

Blink smiles and takes Heather’s hand, stating that, while she cannot speak for everyone else, she is willing to stay and fix those realities if Heather will stay.

Sabretooth puts his hand in the middle too and agrees to stay. Spider-Man also wishes to stay – if he gets to keep lab notes. Power Princess adds her hand in the middle, as she insists on still supervising the team. Longshot adds in his hand, as the Exiles will need all the luck that they can get.

“Hey,” says Proteus, “Don’t forget about me!”

As the Proteus-possessed Morph adds his hand in the middle and smiles goofily, the other Exiles look at him and each other with worried and uncomfortable glances.

Characters Involved: 

Blink, Heather Hudson, Longshot, Power Princess, Sabretooth, Spider-Man (Exiles)


Various Timebreakers

Bucky, Jolt, Kid Colt, Order and Chaos, Toro (Young Allies)

Queen Dorma

Various Atlantean soldiers

Story Notes: 

In the aftermath of the Onslaught crossover, the mutant Franklin Richards witness his family, the Fantastic Four, and other heroes die to defeat the monster known as Onslaught. Apparently, Franklin’s fear and wishes for his parents not to die caused him to inadvertently create a pocket reality, which he was even unaware of, that housed the fallen heroes. Here, the heroes lived on this pocket-Earth, unaware of their former lives. [Onslaught: Marvel Universe, Fantastic Four (2nd Series), Captain America (2nd Series), Avengers (2nd Series), Iron Man (2nd Series)]

After 13 issues of the rebooted Captain America (2nd Series), Fantastic Four (2nd Series), Avengers (2nd Series) and Iron Man (2nd Series), the heroes were confronted by the Celestials, who had a two-fold plan. First, they wanted Franklin to choose which Earth to keep – the real one or the fake one. The world not chosen would be destroyed. Second, Franklin would be taken with them to reach his full potential. Reunited with his parents, Franklin helped round up everyone who shouldn’t be on pocket-Earth, and the heroes confronted Ashema, the Celestial in charge of this mad-mission. Touched, Ashema allowed Franklin to stay with his parents, and would allow pocket-Earth to live, so long as all the heroes return back to their world. Unbeknownst to the heroes though, Ashema sacrificed her life in order to allow pocket-Earth to live, within her. [Heroes Reborn: The Return #1-4]

Eventually, pocket-Earth was revisited in a series of seven one-shots, culminating in Doom bringing Counter-Earth to the main reality, as explained by Bucky. [Heroes Reborn: Doomsday, Heroes Reborn: Rebel, Heroes Reborn: Masters of Evil, Heroes Reborn: Ashema, Heroes Reborn: Remnants, Heroes Reborn: Young Allies, Heroes Reborn: Doom]

The story of Counter-Earth does not end here, though, as it seems this story along with the 10 year anniversary of the Onslaught crossover led to a revisit this historic storyline in the fall 2006 mini-series, Onslaught Reborn #1-5.

This Jolt is actually from the true Earth #616, and a former member of the Thunderbolts, who stayed on Counter-Earth to help its people.

The Brain Modification Device is based on the Squadron Supreme’s devices, as seen in Exiles #81.

Proteus drained Mimic’s body in Exiles #73.

Mimic was revealed to have been trapped alone for months on a Brood planet when the Exiles were all separated across the multiverse, in Exiles #36.

This was initially to be writer Tony Bedard’s final issue on the title, but health complications for the next writer, Chris Claremont, have extended the run until Mr. Claremont recuperates.

Issue Information: 

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