Ultimate X-Men #69

Issue Date: 
June 2006
Story Title: 
Phoenix?: part 1

Robert Kirkman (writer), Ben Oliver (pencils), Jonathan Glapion & Jay Leisten (inks), Jason Keith (colors), VC’s Joe Caramagna (letters), Kate Levin (production), Nicole Boose (assistant editor), John Barber (associate editor), Ralph Macchio (editor), Joe Quesada (editor-in-chief), Dan Buckley (publisher)

Brief Description: 

At the Academy of Tomorrow, Angel telepathically shares information about his current situation with the Professor. Afterward, the Professor starts with the research about the mystery that is Elliot Boggs. Jean helps the Professor with it. After calming Elliot down and informing to him that his parents are really dead and that he is a mutant, the boy is allowed to wake up from the sedatives he took earlier. The Professor contacts Scott and tells him to give the boy a tour around the school, as he’s going to stay for a while. While Scott and Elliot begin their tour, the Professor informs Jean about the Shi’Ar Enlightenment, and they want to determine if she’s really the Phoenix or not. In return, the X-Men will receive the funding they need. Though Jean doesn’t like being a lab rat, she agrees to do it because she trusts the Professor. Wolverine receives a call from Nick Fury, who has a new mission for him. Before leaving, Logan has a talk with Rogue about what happened between her and Gambit. Lilandra and her assistant, Gerald, arrive at the school and give the X-Men a new X-Wing plane, like promised and begin the research experiments. Storm, Rogue and Iceman team-up in a Danger Room session against Sentinels, and Rogue uses her new powers and fast thinking to save Storm from injuries. During their tour, Elliot confesses to Scott that he can’t wait to become an X-Man, since his life has no meaning anymore now that his parents are gone and he is a mutant. But, Scott informs Elliot something really bad has to happen before the X-Men let Elliot join without the proper training. Later, back at the Academy of Tomorrow, the long-awaited Homecoming dance begins. Colossus is there as Northstar’s date. They meet up with the other students and, suddenly, without a single warning, the Brotherhood of Mutants attack! Peter quickly ends up defeated, but after a quick recovery contacts the other X-Men for help. Scott receives the call and promises to come in their new plane, and tells Elliot he can come as well, just like he wanted.

Full Summary: 

The Academy of Tomorrow…

Pretending to sleep at his bedroom at the Academy of Tomorrow, Angel shares a telepathic conversation with Professor X. Warren jokes that it was a piece of cake getting accepted in the school, as being an “Xavier reject” apparently helps a lot. Xavier takes it that Warren is mingling well with the other students, and wants to know how things are with his other classmates. Warren claims that things are just fine, and that he’s also going to the Homecoming dance tonight, though not with a date. He asks the Professor how things are with Ali. Unfortunately, there is no progress yet, but he doesn’t give up hope yet as there is still a chance she might wake up from her coma someday.

The Professor asks Warren if the dance is the same one Colossus is going to attend. Warren admits that, and that he’ll be Northstar’s date. He asks the Professor if Peter already left the school yesterday since it’s a long drive from Westchester. The Professor confirms that Peter left a couple of hours ago with the plane. Warren thinks it’s hardly fair that Peter gets a plane ticket while he has to take the bus. The Professor reminds Warren that he’s still undercover there, and that wouldn’t be the case if he had been flown there. Besides, Warren could have used his money to buy a ticket if he wanted. Warren defends that he tries not to use his father’s money these days.

Warren’s roommate wakes him up, asking if he’s ready to go to the grocery store with him, like he promised to do. Warren apologizes to the Professor, but he has to go. Xavier agrees and they stop talking.


While sitting in the med-room below the school with Jean and Elliot, Jean asks the Professor what’s wrong with him today, as he seems so pre-occupied all the time. The Professor apologizes for it, as it would seem he was lost in thought. He wants to start now. He admits he doesn’t like to sedate the poor boy more than Fury and his men already have, but he has no choice. He also wonders what Fury gave the lad, since he has been out of it for twelve hours. Jean is ready to go whenever the Professor is. They enter Elliot’s mind together.

Elliot sits at his home, eating dinner with… his parents? He notices the Professor and Jean, and asks why he is doing this since he thought he had killed them both. Glenda, his mom, tells her son not to talk this way, but his father claims that he can because he is a grown man now. The Professor is afraid that Elliot’s parents really did die accidentally, when Elliot’s mutant powers manifested themselves. Elliot’s father mentions to his mom that he already thought that they were dead, so it’s time for them to get out of here. Elliot remembers that Nick Fury also told him that he was a mutant. He recognized Fury from the time he saw him on TV. He also recognizes the Professor.

The Professor introduces both himself and Jean to Elliot. He explains to the boy that he has been turned over to his custody after being arrested by SHIELD. He also mentions to Elliot that he caused a disturbance when his powers manifested. Elliot can hardly believe that everything that happened with his powers and parents was real. Jean apologizes for it, but it really did happen. The Professor believes that, with that said, now is not the time for self-pity or mourning as they have a bit of a situation at the moment. He states that, sadly enough, events like these are not uncommon, as the first few days after the X-gene appears within someone’s body tend to be very dangerous.

Elliot agrees with that. He notices that the landscape has suddenly changed, and that they are now standing on a beautiful mountain. He wants to know where they are and what happened to his house. Jean explains that, right now, they are in Elliot’s mind and that none of this is real and are seeing places from his memory. Elliot agrees with that, as he remembers this place from a vacation he went to with his parents, as it was very cool. The Professor begs Elliot to pay attention to what he says. He has been remanded in his custody because he was deemed out of control. Until the Professor has determined that he isn’t a danger anymore and won’t destroy his school when he wakes up, he’ll have to keep Elliot sedated.

Elliot believes that, like he recalls, he was able to stop using his powers at one point last night. He doesn’t know how to use his powers but he does think he knows the way how not to use them, at least. Jean asks Elliot if he really won’t do any damage when they allow him to wake up. Elliot realizes that he was scared when he first discovered his powers, not knowing how and why these bad things happened. Now that he knows that he’s a mutant, he thinks he’ll be able to control himself and his powers. The Professor happily smiles, promising Elliot that he can help him control his powers for as long as he wants. He thinks they can end this and allow the boy to wake up. Elliot agrees, and thanks the Professor for it.

Not too much longer, Elliot wakes up. He jokes that sure was fast. Jean corrects that it actually took them twenty minutes to revive him. The Professor gives his word to Elliot that he’ll keep an eye on him and help him control his powers. He asks Elliot how he feels. As Elliot wants to answer the question, Cyclops enters the room and asks the Professor why he wanted to see him. The Professor introduces Scott to Elliot and mentions that he’ll stay at the school, and wants Scott to show him around. Elliot and Scott shake hands. Elliot claims that he has seen Scott on the news and is very glad to meet him. The Professor thanks Scott for his help and asks him to leave, as he has something to discuss with Jean. Scott and Elliot leave, and Scott telepathically asks Jean if he can see her later. Jean telepathically answers back, joking that there isn’t anything that can keep her away from him.

Jean wants to know what the Professor wants to discuss. He reveals that there is an organization that wants to fund the X-Men, since the money they acquired from the Hellfire Club is all but gone, and isn’t enough for them to operate, especially not since they turned down the government’s help. The organization seems to be good people, as he was allowed to scan their leader’s mind and no deception seems to be involved. The only catch is that they want to determine if Jean really is the Phoenix. Jean panics and wants to know if this is about the Hellfire Club again. The Professor denies that, although there is a connection. He asks her if she ever heard about the Church of the Shi’Ar Enlightenment.

Meanwhile, Rogue meets up with a dining Wolverine. She hands the phone over to him, as someone named Nathan Fitzgerald wants to talk to him, and claims that Logan will remember who he is. Logan thanks Rogue for it. Once she’s gone, he asks Fury what he wants. Fury jokes that Logan is a hard man to get a hold of. Logan jokes that his cell is off, and wants to know what Nick wants. Fury reveals to Logan that he has an office in Harlem, and that he should be able to follow his scent to reach the place. He wants Logan to meet him there within the hour, as it’ll be important.

Logan wants to know why Fury didn’t talk to him last night, when he was at the school. Fury claims he doesn’t know what he’s talking about. Logan notices that they are playing that game again. He wants to know if he’s got a choice in coming or not. Fury claims that he can make Logan regret it if he won’t come. Logan promises he’ll be there in two hours.

Rogue meets up with Logan again. Logan tightly grabs her arm, and mentions to her that they didn’t have a chance to talk since she came back. Logan admits that he wasn’t exactly thrilled when Rogue took of with Gambit, but he is sorry about what happened to her. He just wants to know if she’s okay. Rogue admits that it all felt weird at first, but that she’s now used to the her new powers. Logan feels sorry he couldn’t be there for her. He wants to know if Bobby is helping her get over it all. Rogue smiles, joking that she doesn’t want to talk to Logan about that. That’s fine by Logan, as he’s got a busy day up ahead anyway.

During the tour, Scott notices that they have to give Elliot some new clothes, as he’s walking around without a sweater. Elliot smiles, as he can’t wait to get into his new uniform. He wants to know if it has already been designed since he wanted to make a few suggestions. Scott smiles that it’s all a little early for a uniform just yet, as they don’t even know for sure yet if he’ll be able to use his powers effectively. He was thinking something in the line of a jeans and a T-shirt. He notices that Elliot is about his size and suggests they go and try to find something in his room. A disappointed Elliot asks Scott who designs the X-Men uniforms anyway. Scott can’t answer that question. They enter his room, and Scott tells him to just grab something, and that in a couple of days they should be able to send him into town to buy clothes of his own. Elliot agrees.

Jean doesn’t want to be treated like a lab rat, and doesn’t know what the Professor was thinking. The Professor reminds Jean not to take that tone with him, and reminds her that he hasn’t made a decision yet and wanted to talk about it with her first. That said, he would recommend that she just take the offer, as Lilandra assured her that she wouldn’t be harmed. The Professor doesn’t believe that her religious theories about the Phoenix are true, but one can’t ignore the coincidences between Lilandra’s story and what Jean is experiencing. He thinks that this may be the best way to find out what’s going on with her, or at the very least come one step closer to it. He promises Jean she won’t get hurt.

Jean asks the Professor if he’s certain about that, but he can’t say that for sure. Jean admits that she trusts the Professor and, if he promises that he’ll be there and if he trusts this woman, then she’ll do it. The Professor thanks Jean, but still wants her to call him “Professor” and not “Charles.” Jean agrees, but wants to know how it’s possible that he is on a first name base with this woman, since he called her “Lilandra.”

At the Danger Room, Storm watches over a training exercise between Iceman and Rogue. She compliments them on working together, and Rogue throws some charged up cards against simulative Sentinel robots. Bobby notices that Rogue is wearing a new leather jacket and wants to know what brought that on. She tells her “ami” that she just needed a place to keep the cards. Bobby notices that Rogue called him “ami,” which means “friend” in the French language, and hopes they are a little more than that. While they destroy another Sentinel, Rogue jokes they might be a little more. Bobby sure feels complimented.

Storm warns the two not to flirt all the time and stay focused. Behind her, another Sentinel almost hits her! Rogue orders Bobby to create a big block of ice. He does so, and she throws it against the Sentinel, causing it to explode. Storm shuts down the program. She admits that this isn’t the solution she had in mind when she wrote this program, but it still works and thanks the two for running through it with her. Rogue mentions it’s fine. Storm also notices that it would appear things with more mass make bigger explosions, and she finds that interesting. She wants to know why Rogue decides to use cards while fighting though. Rogue smiles, and admits she doesn’t really know for sure. Maybe because they are easy to carry around, or maybe because they give her something to do when she gets bored.

They walk out of the Danger Room. Scott notices them, and introduces Elliot to the people who might be his teammates one day. He promises he’ll introduce Elliot to the others later, but can’t introduce him to Colossus yet, as he’s in Chicago on a date. Elliot wants to know if he’s really on the team already. Scott promises that might be the case after a few months of the required training. He wants to know why Elliot is so excited about being an X-Man anyway. Elliot explains that’s because his parents are dead, meaning that his life is over. He’s a mutant, meaning that the rest of the world will hate and fear him. The old rules are gone, and everything he thought he would do in the future no longer applies. But, he has seen the X-Men on the news, and it would just seem cool to be a part of them. Or, at least, distract him.

Scott can understand that and leads Elliot in the hangar. He notices that a new X-Wing plane has been installed, and certainly wasn’t expecting that. Nearby, the Professor and Jean are meeting up with Lilandra and her assistant. Lilandra mentions that she brought the new X-Wing, just like she promised to do. She mentions to the Professor that he can have his technicians look over it, but she can assure him that there are no differences compared to the last model. She would also like the Professor to meet her assistant, Gerald. The Professor introduces to Jean, who feels a bit uncomfortable. Lilandra shakes hands with her, and wants to get started. The Professor agrees and wants to lead Lilandra to the room.

Cyclops tells the Professor that he didn’t know they were expecting a new X-Wing, and wants to know when that happened. The Professor apologizes, but promises to explain it all later. Elliot smiles that the plane looks smaller on TV. Scott remembers that’s what Warren said about the plane as well. Elliot wants to learn how to fly it though, as he doesn’t think he can use his own powers to fly. At least, not in a way he knows of. Scott reminds Elliot that was what he was talking about.

Elliot doesn’t know anything about his powers, so how can he possibly be ready for an actual combat scene. Elliot explains that he can feel his powers in his body, just below the surface. He can feel them where they are and thinks he can control them. Scott wants the Professor to be the judge of that and for now wants Elliot to keep them in check.

Elliot reminds Scott that he held his own when Fury’s soldiers attacked him. He promises that he can hold his own in a battle. Scott mentions that like as many X-Men as they have running around this place these days, something really bad would have to happen to them if they let Elliot fight villains before he’s ready. Elliot understands.

Later that night, at the Academy of Tomorrow…

The Homecoming dance is at full start. Lorna, Alex and Roberto joke about the happy couple of Jean-Paul and Peter arriving. Jean-Paul jokes that this is just their first date and aren’t a couple yet. Lorna doesn’t think that counts when you talk over the phone as much as Peter and Jean-Paul have. Peter smiles and notices that Northstar isn’t one to keep things quiet. Jean-Paul thought that Peter liked that. Peter notices that Jean-Paul is free with his speech, but perhaps a little too freely as well. Lorna mentions to Peter that they are all really glad he could make it, and mentions that Warren should meet up with them in a few moments. Peter would be glad to see Warren again, as he missed him at the school.

On that very moment, an explosion takes place. A giant hole is created in the wall, and none other than the Brotherhood of Mutants step through it! Toad happily jokes that the Brotherhood has come to crash the party. Peter transforms into Colossus, ready for a fight. He starts fighting the Blob, but his incredible fat bounces the X-Man away, causing him to fall against a wall. Havok powers up and warns everyone not to give the evil mutants a chance to defeat them. However, the Toad grabs Alex tight with his tongue and lifts him high up the ceiling.

Lorna panics, and orders Cannonball to get Alex away from Toad. She also tells Roberto to power up and take down the Blob, if he can. The two students do as told. Jean-Paul meets up with Peter, and checks if he’s alright. Peter admits he is and takes out his cell, ready to contact the other X-Men for help. Cyclops receives the call, and promises they’ll be there right away in their new plane. Elliot wants to know what’s going on. Scott smiles, telling Elliot that he may just get his wish. An impressed Elliot thinks that’s great, and powers up.

Characters Involved: 

Colossus, Cyclops, Iceman, Marvel Girl, Professor X, Rogue, Storm, Wolverine (all X-Men)

Angel, Cannonball, Havok, Northstar, Polaris, Roberto DaCosta (Academy of Tomorrow students)

Blob, Mastermind, Multiple Man, Toad (all Brotherhood of Mutants)

Elliot Boggs

Lilandra Neramani

Gerald (Lilandra’s assistant)

Nick Fury

various other Academy For Tomorrow students (all unnamed)

in Elliot Boggs’ fantasies:

Glenda Boggs & Mr. Boggs (Elliot’s parents)

as Danger Room simulations:


Story Notes: 

Professor Xavier discovered that most of the money he received from the Hellfire Club was gone in Ultimate X-Men #58.

Wolverine’s conversation with Nick Fury is a prelude towards the Ultimate Wolverine vs. Hulk mini-series.

Rogue had some heavy words with Wolverine before she left with Gambit in Ultimate X-Men #53. She fully absorbed his powers when the Cajun died in Ultimate X-Men Annual #1. She returned at the school in Ultimate X-Men #65.

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