Ultimate X-Men #89

Issue Date: 
February 2008
Story Title: 
Shadow King

Robert Kirkman (writer), Salvador Larroca (pencils), Stephane Peru (colors), VC’s Joe Caramagna (letters), Yanick Paquette* (cover), Rich Ginter (production), Lauren Sankovitch (assistant editor), Bill Rosemann (editor), Ralph Macchio (senior editor), Joe Quesada (editor-in-chief), Dan Buckley (publisher)

Brief Description: 

After Bishop informs him that Dr. Cornelius is still alive and is planning an attack together with Sabretooth, Logan accompanies the X-Men on a preemptive assault. Together, take down Cornelius, who had been experimenting on himself. Wolverine also confronts Sabretooth again, but the feral mutant manages to escape during the confusions. Later that night, when the X-Men are back home in Australia, Storm is telepathically attacked in her sleep by her former boyfriend: Amahl Farouk! Previously believed dead by Storm, Amahl is angry that Storm tried to kill him when they and Yuriko Oyama were thieves together and now wants revenge. However, Ororo desperately tries to explain that what she did was just an accident when her powers manifested, though Amahl refuses to believe her. He reveals he has gained new powers of himself, and that he is now known as the Shadow King! He has also made an alliance with dark creatures, which he calls the Brood. Together, they attack Storm, who gets help from the X-Men. Still in control, Shadow King quickly gets rid of them and traps Storm in an astral plane. There, to his shock, Storm reveals that she was aware of the affair Amahl had with her friend, Yuri, and stopped loving him because of it. Though Amahl is taken aback, he is undeterred from revenge, until that is Storm fires another lightening bolt at him, nearly knocking him out. A distraught Amahl fades away through his dark dimension, claiming he never meant to hurt Ororo. Now freed, Ororo wakes up back at the mansion at Westchester, as Bishop had brought her there for proper care. Storm, however, doesn’t inform the X-Men on what happened to her. Later still, she later breaks up with Wolverine for good, who understands. Ororo also deletes from her computer the play she was working on, which had been entitled, “Shadow King.”

Full Summary: 

At a top secret genetics lab…

Already trashed by the battle, corners of the laboratory are in flames. Standing among the flaming ruins, Wolverine snikts out his claws and declares to his opponent that they has no idea of how sick he is of this. Fangs bared, the opponent, Sabretooth, raises his clawed hand and mocks that Logan shouldn’t treat his only child like this. Logan sighs, as he had thought Sabretooth would have given up on that excuse by now. He slices Sabretooth, but only shreds through the powerful mutant’s shirt.

Barely injured, Sabretooth continues, noticing aloud that Logan seems pretty confident about this. But, he reminds Logan, as messed up as Logan’s mind is… how sure can he be? Logan explains that his nose doesn’t lie. He would recognize his own scent, as he knows that much to be true. Sabretooth isn’t his boy! And frankly, Logan jokes, he would have raised Sabretooth better if it were true.

Nearby, the rest of the X-Men are involved in their own fights. Above in the air, Storm notices small, transformed, wolf-like creatures with Wolverine-like claws approaching Wolverine and Sabretooth, but doesn’t think these creatures can be too dangerous. They attack Beast, who is disgusted by them and wonders aloud what they are. In response, a large, misshapen Dr. Cornelius responds, announcing his presence.

Cornelius has been mutating on himself and has hairless, pink skin, with screaming mouths appearing to have been attached on his back. Cornelius reveals that he is fighting his rejects. Cornelius claims he is capable of a lot of things, but apparently, creating life from scratch is far beyond him. Improving life, though, he continues, was something he has been doing for a while now. Sabretooth, Wolverine and Deathstrike are all his handiwork. Sadly, he seems to have run out of test subjects. So, he started testing on himself. However, Cornelius finds it good to see Logan again. He was planning on looking Logan up himself once his project was complete, but now he thinks he’s prepared for some advanced testing. With that, Cornelius suddenly unsheathes several spikes from his wrists, ready for combat.

Seeing this, Storm charges at Cornelius, projecting several lightning bolts, hoping the doctor isn’t as hard to defeat as he is to look at. To this, Cornelius replies he is glad Storm came, because they have unfinished business. As Cornelius takes the brunt of the lightening, Storm mocks that she already guessed Cornelius would be a little slow, as getting his own hands dirty is new for him, as he always sat on the sidelines in the past. However, Cornelius is unhurt and grabs Storm by her throat, gloating that her spark didn’t slow him down one bit. Did she even think that one through at all?

Nearby, Wolverine pushes Sabretooth aside once he notices Storm in danger, and rushes towards Ororo to protect her. Beast sees it too, though he is occupied, smacking a huge piece of machinery on Cornelius’ rejects. Racing to the two, Wolverine tells Cornelius that Storm might have underestimated him, but that Cornelius only got lucky for getting the drop on her. It’s fine by Logan if Cornelius takes a piece of his skin and turns himself into a monster. But just because Cornelius is wearing the clothes… doesn’t mean he’s the man! Cornelius sticks his claws through Logan’s chest, even as Wolverine slashes his own hard across Cornelius’ face.

Though Wolverine manages to stay on his feet, Cornelius collapses unconscious. As Storm tends to him, Logan admits this wasn’t the easiest way to beat Cornelius, but it was the quickest. He’ll be fine in a few hours. As he props himself on Storm, he warns the group not to let Sabretooth to escape, but his warning comes too late: Sabretooth is already gone. “Typical,” Logan sighs.

Bishop is certain they’ll get to Sabretooth eventually. But for now, they have to make sure this equipment doesn’t fall into the wrong hands and get home before Dazzler gets to pick dinner again. With that, Bishop opens a teleportation portal and the team steps through it. Before he follows, Wolverine asks Bishop for a moment. He thanks Bishop for this, as he wouldn’t even have known this was going on if Bishop hadn’t told him about it. Who knows what could have happened if Cornelius had been able to come after him on his own terms.

Sydney, Australia.

The X-Men’s base, later that night…

Wolverine, covered with a bandage over half his torso, enters Storm’s bedroom to talk for a moment. However, he quickly apologizes for interrupting when he notices Hank massaging Ororo’s back on her bed. Ororo tells Logan it’s okay; that they were just resting. She jokes that Logan knows how spending time with him wears normal mortals out. When She asks him what he needs, a seemingly dejected Logan says it’s nothing and leaves.

Considering this, Hank asks Storm if something happened between she and Logan when he was gone. Storm denies it. She admits she and Logan got very close; she won’t lie about that. But nothing happened. Logan helped her after Hank… “You know,” she says. But nothing ever got that far. Hank gently strokes over Ororo’s hair and touches her chin. She likes that very much, and even asks Hank to keep doing that as it’ll put her to sleep.

The night passes…

Ororo and Hank are both asleep, Ororo lying on his chest. Storm suddenly wakes up again, joking that she told Hank that would put her to sleep. However, when she opens her eyes, Ororo freaks out that Hank has turned into her former lover… Amahl Farouk?! Amahl asks Ororo not to be startled, and reveals he has been waiting a long time for this moment. Amahl claims it’s really him and that he really missed Ororo.

Storm however is freaked out and shouts at Amahl that he can’t be here. “Can’t I, aren’t I?” Amahl smiles as he steps out of bed. He tells Ororo she may have acted like he died, but he didn’t. He’s still very much alive. He always has been. He asks Ororo if she has forgotten him. He is aware on how much she has tried to, but hasn’t succeeded. He wonders if Ororo has forgotten how much they meant for each other. Has she forgotten how much she loved him?

Continuing, Amahl asks what about their time in El Paso together, where their relationship really kicked into overdrive? He thinks Ororo must remember that as fondly as he does. Amahl shows Ororo telepathic visions of younger forms of Ororo, Amahl himself and Yuriko Oyama running through the streets together. Ororo asks if this is real, which stuns Amahl. Was it real when were working with Yuri? Terrorizing El Paso, taking whatever they wanted? It seemed like a fairy tale. The three of them, living by their own rules.

Of course, Amahl remembers, Yuri never knew what he and Ororo were… what they shared. He recalls Ororo used to say he touched her spirit when they made love. He surely hasn’t forgotten the hours he has spent inside her mind… sharing… or that he has forgotten what Ororo did to him in return. He shows Ororo how she fried Amahl with her lightning bolts, when they were both floating through the air, naked. Amahl also hasn’t forgotten how, in the end, Ororo had left him for dead, wrote him off and moved on. He shows Ororo a memory of when Amahl was lying unconscious in a hospital bed with a respirator over his mouth, and how Yuriko pulled her away before someone spotted them. Amahl asks Ororo if what they had was disposable. She left him to die!

Storm suddenly sense Amahl trying to do something, and warns him to stay back. However, the angered Amahl continues that Ororo was happy to be rid of him. He enters Ororo’s head, which causes Ororo to scream in pain. Amahl grabs Storm by her throat, mocking that she used to like it when he entered her mind. He wonders what changed. Ororo tries to explain she didn’t hurt Amahl on purpose. She didn’t know how to completely control her powers at the time. She had never used lightning before. When Amahl was hurt, she didn’t know what to do. She didn’t want to, but left anyway. She panicked. She was young.

“Yes,” Amahl replies with a maniacal grin on his face. They were both young. But they’ve aged now. They’ve changed… advanced. And he looks at how Ororo has grown up. And he himself has grown up too. He too has changed, learned more about himself, what he is capable of. “Oh,” Amahl laughs, the things he has endured since Ororo tried to kill him!

The past…

Amahl reveals that when he entered his coma, he suddenly awoke in what he would come to learn is the mindscape. His consciousness had left his physical body and entered a new dimension. Amahl floated naked in the dimension and looked around. It was a place where dangers lurked around every corner, from purple beings in capes who “policed” the realm and were a constant threat, to the creatures Amahl would later come to know as the Brood.

He tells Ororo she has seen the Brood before. Those pitch-black bug-like creatures with red eyes who have been helping Amahl to find Ororo and get to her. And when Ororo wrote the Brood as a program in her Danger Room, she made them far too weak. The mindscape has changed Amahl. In demonstration, Amahl starts transforming, and begins speaking with a more evil tone.

The dimension taught him the limits of his power, he explains. Existing there tempered him, forced him to hone his skills. Still transforming, Amahl starts turning black and gains red eyes. The dimension changed him, twisted him into something he would once have feared. He learned to live in the darkness, strike from the blackness, and to thrive in its cold embrace. He became… the Shadow King! Amahl has now fully transformed in his Shadow King form, and several Brood creatures hang around his body. Storm recoils in fear and horror, screaming

Holding her hands at the Shadow King and the Brood to stay back, the frightened Ororo admits she once truly loved Amahl. He has to believe that what happened to him was an accident. Shadow King smiles that Ororo was always a good liar. But that time, and his name as Amahl Farouk, hold no more meaning to him now. That part of his life is over. This is a new chapter for the Shadow King! He has just one last loose end to tie up. He orders the Brood to kill Storm! The Brood fly towards, clearly intending to devour her. However, they are suddenly held back… telekinetically? Storm is visibly confused, but only for a moment, as she sees the truth. The X-Men have arrived!

Leading the team, Bishop is using his powers to hold the Brood back, and demands to know what’s going on. Not waiting for orders, Beast fights his way through the Brood, yelling to Storm that he’s coming for her. Unfortunately, Bishop’s energy fades, releasing the Brood, who immediately begin attacking the X-Men. Wolverine slashes his claws through several creatures, mocking he can’t leave Storm alone for thirty minutes. Shadow King is impressed by Wolverine. He likes him, as Logan is headstrong, bold… fearless. He wonders if Logan kept Ororo’s bed warm while he was away, and if Logan replaced him.

Meanwhile, Angel flies Dazzler into the air, where she releases a lot of light on the Brood. “Never a dull moment, eh Angel?” Alison jokes. Below, Pyro fires his flames on the Shadow King, who declares he’s had enough of this. It seemed exiting at first, but now finds it rather distracting. He opens black teleporation portals, which start sucking the X-Men through them. The X-Men all try to release themselves, but none have such luck.

Watching in horror as she and her teammates are captured, Storm panics even more and demands to know what the Shadow King is doing to them. A moment later, the entire room turns pitch black and Ororo stands naked in front of the Shadow King. The Shadow King reveals he just got rid of the X-Men. It’s just him and Ororo now, like it used to be, he tells her. Does she remember how things used to be before she ruined it, before she tried to kill him? They had something special!

Ororo has had enough of this nonsense. He doesn’t have to act like she was his life, that she meant everything to him, that the accident ended some great romance. She knows the truth. Amahl claims he doesn’t know what Ororo is talking about. “Who is the liar now?” Ororo points out. She wonders if he has really been hovering in his psychic realm so long that he has convinced himself she meant something to him. Amahl still doesn’t understand what she is saying.

Storm shouts out she knew about Amahl and Yuri! The Shadow King is shocked. As he transforms back into the body of Amahl, he begins to cry, asking in surprise that Ororo knew. However, his emotion once again turn to anger, now thinking that was the reason why Ororo tried to kill him. Because of Yuri. She meant nothing to him! As he approaches her menacingly, Storm holds a lightning bolt ready to fire. She again tries to make it clear she never tried to hurt Amahl. She knew, but tried to ignore it. She tried to bury her feelings and tell Amahl that he didn’t matter to him. But what she did to him really was an accident. But this isn’t!

With this, Storm unleashes her lightening through Amahl, who collapses, smoke rising from his astral body. As Ororo takes a moment to recover, Amahl tries to do the same. As he fades through the dark dimension, he whispers to Ororo that he never meant to hurt her. Ororo cries, and closes her eyes.


Ororo wakes up in a bed, at first not knowing where she is. Accompanied by the rest of the X-Men, Jean explains to Ororo that she’s back at the school in Westchester, and says it’s good to see Ororo again. When she asks what happened and why she is there, Beast explains that when they were in Ororo’s room, she fell into some sort of coma. She was out of it for a while. He kind of panicked when he couldn’t wake her up.

Chiming in, Psylocke explains she tried to scan Ororo’s mind, but couldn’t find anything. It was like she was gone. Bishop decided to bring her there. Jean doesn’t know what happened. Ororo’s mind was at war with something, something she couldn’t reach. Then about a few minutes ago, Ororo’s mind seemed to overpower it. She broke free on her own. Now, that danger is gone. Jean asks Ororo if she knows what happened and if she saw anything on her end. Ororo looks at Hank, and lies she has no idea.

Several hours later…

Ororo is still lying in bed when Wolverine enters, holding a briefcase. She asks Logan if he got “it,” which he confirms. She thanks him for it. Logan asks Ororo if she’s okay, and says that Jean is still trying to figure out what happened to her. Ororo smiles she’s totally fine. She also wanted to talk to Logan. Removing a laptop from the case and opening it, Ororo explains that she knows why she was attracted to Logan for so long, and that it was for all the wrong reasons. She thinks she reminded him of Amahl. She appreciates that Logan helped her through her recent problems. She calls Logan a good friend and hopes they’ll remain that way. But she doesn’t think they’ll work as anything more.

To this, Logan bluntly asks if she waited around until he was ready to be with her to inform him of this. Ororo equally bluntly that she finds it fascinating that Logan wanted to keep her at arm’s length until Hank got back. But that’s not it at all, she answers. She just needs someone good. Logan promises he can be good for her. “Not good for me,” Ororo sighs. She needs someone good. She’s doing going out with bad boys. She’s closing the book on that chapter of her life. In demonstration, Storm finds the play she was working on in the laptop, entitled “Shadow King,” and unceremoniously deletes the file.

Characters Involved: 

Angel, Beast, Bishop, Dazzler, Psylocke, Pyro, Storm, Wolverine (all X-Men)

Cyclops, Marvel Girl (both former X-Men)


a mutated Dr. Cornelius

Dr. Cornelius’ “rejects” (all unnamed)

in Storm’s nightmare:

Amahl Farouk (aka the Shadow King)

In Storm’s memories:

A younger Storm

A younger Lady Deathstrike

A younger Shadow King

In Shadow King’s memories:

Amahl Farouk/Shadow King

creatures resembling Sleepwalker

the Brood

Story Notes: 

Although the credits list Salvador Larroca & Paco Roca as the cover artists, the actual artist was Yanick Paquette.

Cornelius had sent Lady Deathstrike, an old friend of Storm, to take out Wolverine in Ultimate X-Men #59-60. Cornelius’ ploy with Sabretooth was revealed in Ultimate X-Men #66-68.

Shadow King had earlier been shown in Ultimate X-Men #81, however this is his first full appearance. The Brood are named in this issue, though they too had been seen briefly in Ultimate X-Men #81.

The two creatures that “police” the dimension Amahl Farouk found himself trapped in resemble the hero known as Sleepwalker. However, Sleepwalker himself hasn’t been introduced in the Ultimate Universe at this point yet, so it’s unknown if these creatures are related to him at all.

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