Uncanny X-Men (1st series) #359

Issue Date: 
September 1998
Story Title: 
Power Play

Staff: Joe Kelly/ Steve Seagle (writers), Chris Bachalo/ Ryan Benjamin (pencilers), Tim Townsend/ Scott Hanna/ Don Holdredge (inks), The Bucce (colors), Shannon Blanchard, Richard Starkings and Comicraft (letters), Mark Powers (editor), Bob Harras (chief)

Brief Description: 

The day of Rogue’s operation, her conversion from mutant to baseline human, has finally come. In a hidden observation room overlooking the operating room, Dr. Agee explains the situation to Senator Brickman, his wife Mallory and special agent Gyrich. Agee then straps Rogue to his machine and prepares to begin. “Mallory” leaves the observation room, claiming she cannot witness the operation. A few moments later, a nurse enters the operating room and attempts to assassinate Agee with a machine gun, but Rogue intervenes and saves his life. Rogue chases the would-be assassin, only to discover it is none other than her foster mother, Mystique. Shocked, Rogue leaves with her. Later, the two women discuss Rogue’s decision. Mystique naturally finds it a betrayal to her kind. Rogue insists she wants to touch and be touched like a normal person and incapacitates Mystique – although the metamorph quickly comes around and follows her. Rogue then tracks down Agee in the Mutopia building and touches him, sifting through his memories to discover whether he’s telling the truth to her about his machine. She discovers Agee’s previous attempts had proved failed, causing the death of a mutant patient and deforming of his mutant sister. Now, however, the machine finally appears to be working. Nevertheless, Rogue ultimately decides to destroy it, fearing it may used against a mutant’s will in the future. In Alaska, Jean Grey discovers she has lost her psionic powers. Jean struggles to cope with this and she and Scott decide to prolong their stay in Alaska, until she recuperates.

Full Summary: 

The dream is always the same. In it, Rogue seeks what her mutant power to absorb the abilities and memories of others forever denies her: simple human touch. The sensation of her fingers lightly caressing the skin of Gambit, wrapping her in a loving embrace she knew for far too short a time, tracing the familiar lines of rough-hewn face, circling his eyes, red with a desire that burns through her dream like wildfire.

Suddenly, Rogue is woken from her daydream. Addressing her as “Mrs. Smith,” the nurse informs her that the doctor is ready to see her now. Rogue apologizes; she must’ve dosed off. The nurse reiterates that Doctor Agee is ready to see her now – unless she’s changed her mind about the procedure. Rogue briefly entertains the possibility in her head, before she replies she’s ready. Good, the nurse replies. She tells Rogue to come right in and the doctor will see her now.

Bragaw Medical Center, Anchorage, Alaska

Alpha Flight’s Shaman examines Phoenix in his clinic. Closely inspecting her eye, he reveals he doesn’t see anything. No sign of capillary distress; nothing out of the ordinary at all. Coupled with the results of her catscan, which also showed no results of trauma, he can grant Jean a clean bill of health. And for a woman who’s spent so many years placing her safety on the line as an X-Man, he’d say that makes her very fortunate indeed.

Rubbing her shoulder, Cyclops tries to comfort her by telling her that’s good news. “Good, Scott?” Phoenix retorts. She collapsed in their home as the result of some enormous psychic backlash from the psi-plane that tore through her mind. Suddenly realizing she’s stepping out of line, she apologizes to Shaman: she’s just out of sorts. She doesn’t mean to sound unappreciative. She realizes she’s very fortunate he was even here to treat her at all. Is Alpha Flight in the area?

Shaman remarks it’s funny she should ask. He no longer uses the medicine magic of his people to serve Canada as the hero Shaman, but it was Alpha Flight that brought him to Anchorage. He’d tell them more, but he was on his way to receive those answers himself when he was diverted by their emergency. He tells Scott he’ll be in the floor office and asks him to see him when he’s got a moment. Scott thanks him and assures him he’ll be right out. Now left alone with Jean, Scott realizes she looks more distressed now than they did when they got here. He wonders what it is. Shedding a tear, Jean reveals it’s her mind… her mental powers are completely gone. She can’t sense anything – not even Scott.

South of Manhattan’s Central Park, in the Agee Institute for Genetic Studies

Dr. Aubree Agee has guests today: Senator Brickman and his wife, Mallory, and Special Agent Henry Robert Gyrich. He begins his presentation by pointing out there are monsters in their world. For years they’ve feared them, those who walk among them born with superhuman attributes. But in mere moments, his subject will enter the D.N.A. matrix chamber, and in doing so, will ensure the human race’s salvation. Gyrich reprimands him: he finds Agee overconfident. FBI Intelligence says Agee has got a better chance of curing cancer than solving the world’s mutant problem. Gyrich was ordered to come here and see what kind of Frankenstein lab Agee has built with the government money, but he doesn’t like his time wasted on folly.

Brickman tells Gyrich to give Agee a chance. There’s no telling what he can do until he does it. Mallory dutifully agrees with her dear husband: that’s completely right. Agee thanks the Senator for his vote of confidence. He and his lovely wife will not be disappointed. He has had success before and…

“Your sister?” Brickman cuts him short. He points out that there were no witnesses to verify this. They’re interested in his claim… “More than you can know,” a smiling Mallory intervenes. “…But it must be proven beyond a shadow of a doubt, and in our presence,” Brickman completes his argument.

Agee nervously explains that his sister is presently… indisposed, or he would show her to them. They can rest assured, they will see something here today they’ll soon not forget. Not only does the technology he has devised work, but the test subject is a most remarkable specimen whom he believes they know as the outlaw mutant Rogue. He points them at the operating room through the observation glass, where Rogue waits, in a patient’s robe. “Impossible! It is her!” Mallory exclaims. She tells her husband to look at her: she looks just like a normal girl! Brickman tells her not to worry: the glass is one-way and bulletproof. Rogue can’t harm them here… can she? No, Agee confirms. Nor does he think she will… willingly. Nonetheless, in a few moments, she will be incapable of harming anyone ever again.

Inside the operating room, the nurse notices that Rogue looks apprehensive. It’s not too late to reconsider if she’s having second thoughts. “With all due respect, Miss?” Rogue replies – she doesn’t think the woman could know what’s going on in her head right now. She’s not even sure she does. What Rogue does know is that she is a woman on the brink. Since early adolescence, she’s led a life of lonely isolation, forever denying herself life’s most basic joys. But having kissed the love of her life – Gambit – while her powers waned in Antarctica, having convinced herself to give mouth-to-mouth to her fallen teammate Joseph in order to save his life, having touched her fallen teammate Wolverine in a moment of weakness at the X-Men’s Westchester mansion, she knows how good it felt to touch. And God helps her, she wants more. She needs her secret dreams to become reality… and she’s willing to risk her solitary existence to achieve them.

Agee enters the lab and apologizes for his lateness; he had some important business to attend to. Is she ready to start down the road to her new life? Rogue thought she knew the answer to that question. In her heart of hearts, she can’t think of anything she wants more, but she feels she’s got some sevenths sense telling her there’s something wrong here. Agee holds her face and assures her that’s probably her nerves talking to her. A very common psychological phenomenon. Still, the choice is hers. All he can do is assure her that what she wants is close enough… to touch.

Looking at him intently, Rogue promises that if he pulls this off, there’s a big kiss in it for him. Agee stresses that her happiness is the only payment he desires – no more, no less. He decides they should begin. He tells the nurse he’s left a syringe on his desk. Could she…? The nurse goes right away.

“You see, honey? He’s as good as I said,” Brickman tells Mallory in the hidden observation booth that overlooks the operation room, as she prepares to depart. Mallory finds Agee a smooth talker – but she’ll happier when this is over and Rogue is cured. Gyrich interjects that a more accurate terminology may be “rendered inert.” Mallory tells him to call it what he will. She’s just happy to be supporting her man. Kissing him, she tells the men to excuse her: she doesn’t think she can watch this. As she exits the room, Brickman warns her to be careful: security’s at a heightened level of readiness.

In the operating room, Rogue is strapped on an oblong device. She asks Agee how long this will take. No more than several minutes, he replies. Rogue should just relax and think about what her life will be like just a few short minutes from now and she should be fine. Grimacing, Rogue reveals she forgot to mention she’s super-strong, too. She picked that up along the way. If she sees anything she doesn’t like, those straps will mean nothing. He should remember that. Agee promises that if Katherine will get back with that syringe, he can make sure the process is as painless as…

Katherine, the nurse, announces she’s here. Agee tells her to hand him the… Suddenly seeing Katherine just standing there, he asks her if something is the matter. “You’d better believe something’s the matter, madman!” the nurse howls, produces a machine gun and shoots at him. Instantaneously, Rogue breaks through her straps and interposes between Agee and the gun, taking the shots meant for him, using her nigh-invulnerable body as a shield. She tells Agee to get down!

In the observation room, Brickman is shocked: he thought Gyrich had run a background check on Agee and his nurse! How did this woman get through security? Gyrich insists she came up spotless! Someone must’ve gotten to her!

In the operation room, Rogue asks Agee if he’s okay. Reeling from the shock, he reveals he’s fine. But the machine… Rogue reassures him the nurse missed it by a mile. She urges him to charge it up while she gives her powers one last run! Seeing the nurse taking the stairs to the upper floor, Rogue effortlessly breaks through the ceiling and blocks the woman’s exit as she is about to leave the building. It’s bad enough she’s got to wear one of these paper robes with a slit up the back, but then the nurse has to go and attack her while she’s in it? She wonders what “Florence Nightingale’s” beef is, anyway. Is she another “mutie” hater? Or just…

Shooting at her and send her crashing against a column, the nurse insists that the only mutant hater in this room is Rogue! She pities Rogue: taken down by simple gunfire. She is as pathetic in body as she is in mind today. She thought she taught her better than that. “Taught me…?” Rogue wonders… and then looks up, to see the nurse revealed in her true colors: Mystique! The shapeshifter gives Rogue two options: come with her… or perish.


Jean Grey’s mind was once like a radio receiver, picking up the hidden thoughts of others and broadcasting them inside her head. Since early adolescence, she spent her entire life learning to filter the channels out and make specific rather than general use of all voice she “heard.” But now there is no sound – now she is completely alone in her own mind. The sensation is… unsettling.

Crouched in her hospital bed, she tells Scott there’s nothing out there. It’s as if someone has a stranglehold on the psi-plane and she’s been shut out of it. She feels damaged, like she’s lost one of her senses. Cyclops recalls that, when he was injured by Bastion, a wise woman told him: “Their powers may be a part of us, but they are not the totality of what we are.” Jean laments this woman is not here anymore; not all of her. Not the part that shared a psionic link with Scott. Cyclops insists the bond between them transcends her mutant powers. She is his wife. Even if she’s left his mind, she could never leave his heart. Jean, however, buries her face in her hands. His words have always been enough for her before, but today’s the first time she’s had to hear them with her own ears.

Manhattan – The Upper West Side

Overlooking a vista from an enormous balcony, Rogue commends Mystique on the luxurious apartment: nice digs. She rents or owns? Mystique tells her not to try to divert her from her rage. She’s spent months trying to infiltrate Agee’s Institute and shut it down. She finally gets invited as Mrs. Brickman with the caveat of seeing his unholy technology in action – only to arrive and see that the misguided fool who’s fallen under Agee’s spell is Rogue!

Rogue angrily demands not to be called a fool. She and Mystique have different ways of looking at the world. Raven always wanted her to be a villain like her, but Rogue isn’t her, she’ll never be! Mystique grunts that Rogue was lucky she was able to shapeshift into that nurse and save her at all. Rogue insists she didn’t want to be “saved!” She wanted that treatment! Mystique doesn’t believe that. They may have drifted apart from one another, since Raven began associating with X-Factor, but Rogue was always like a daughter to her. How could her own child have come to be so filled with self-hatred as to try and change what she is?

Rogue rejoins she is not her child! She’s not a child at all! She’s an adult who can make her own decisions! She doesn’t hate what she is; she hates what’s being kept from her. She wants her hands to be able to hold a lover in them without the fear that she’ll consume him. And what about holding a child in her arms someday? How can either of those things happen as long as she’s some freak of nature?

They can’t, Mystique snaps. But would Rogue betray her race for something as fleeting, as ultimately meaningless as love? Whether it be from a man or a child? She disgusts her. While Rogue may not believe it, she needs saving. It shows how little she knows about Dr. Agee. He didn’t develop his mutant gene technology in some vacuum. He was given technology created by Forge and told to reverse engineer it with one goal in mind: the complete eradication of all mutants – mutants like Rogue and Mystique. Rogue wonders whether that would be so bad. There’d be no more fighting and no more hatred and…

Slapping her across the face, Raven asks her if she can hear herself. Has the momentary promise of her forbidden fruit freed her of her faculties?! If someone had invented a ray in the midst of the civil ray movement to turn black skin white, would she have championed its use as well? Crumbled to a heap at the floor, Rogue mutters it’s not the same thing. Mystique disagrees: it’s exactly the same thing. Morphing into Gambit and affecting his accent, she touches Rogue’s face and advises her not to let her desire for a “normal” life with her beloved Gambit blind her to the truth.

Livid with anger, Rogue punches Mystique and sends her crashing through the glass balcony door and into the flat. “Don’t you dare mock my love for Gambit by apin’ his form, Mystique!” she warns her. She has no idea how hard it was for her to leave him down in Antarctica! Laid on the floor, Mystique asks her what she did it, then. Rogue claims she did because she heard Remy’s head in her voice telling her so. She demands Mystique wear Remy’s face off herself or she’ll rip it off her!

Complying, Raven asks Rogue how she will do that once she’s given up her powers. Once she’s sacrificed that very thing that makes her who she is. Rogue admits she doesn’t even know who that is anymore. She had a name before Mystique started calling her “Rogue,” but she hadn’t had one since. But that’s what Mystique is all about, isn’t it? Camouflage. Disguised truths. There’s only one way for her to know if what she’s saying is true or not. “You wouldn’t dare…” Raven snaps. “You don’t know me at all,” Rogue retorts and firmly touches Raven’s face with her bare hand.

The Mutopia building, near Central Park

Agee screams this is completely unacceptable! Rogue will never come here! He told her he had no connection to this lab. They must return to… Gyrich assures him they left plenty of clues to Agee’s lab. If she goes back she’ll find her way here, where they can run this backup system he built and with enough security that she won’t be able to walk out on them again. Agee retorts this is his work! Gyrich can’t just take it from him! Gyrich tells him to get it through his egg head: they own everything about him.

At the reception, “Mallory Brickman” asks the receptionist if she could point her to Dr. Agee. The receptionist replies there’s no need to be so formal! Agee is with Mrs. Brickman’s husband up on the sixth floor. “Mallory” heads for the elevator. Outside, one of the guards asks her if she’s all right. She looks a little… “Mallory” agrees she is a little. But she’ll be fine… she’s just not feeling herself today.

Inside the elevator, Rogue grabs her head, strained from the effort of maintaining Mallory’s guise. “Oh my God!” she moans. Mystique’s personality speaks in her head: Harder than it looks, isn’t it, daughter? Reverting to her true form, Rogue tells Mystique to get out of her brain; she just wanted her powers! Raven’s personality replies that Rogue got more than she bargained for. Taking over Rogue’s body, she decides they go do some damage… Mystique style.

“Fifth floor… women’s wear… appliances… genocide machines…” Rogue mumbles, disgusted. Exiting the elevator, she knocks out two guards and shouts for everyone to get out! “Rogue?!” Agee exclaims. Gyrich orders him to get her and put her in the machine; it’s showtime!

Hearing Agee, Rogue puffs that he knows her real name after all. As I told you he did, Mystique’s voice scolds her. Making short work of the security men, Rogue taunts Agee: are these his new nurses? You could snap their necks with ease! Mystique’s personality suggests. One of the guards realizes she’s crazy; she’s talking to herself – it means she’s vulnerable! He urges for the Delta scenario – now! Hearing this, Mystique’s personality demands that he tell them what a Delta scenario is – or suffer! Rogue reminds “Raven” there’s better ways to get to know something like that. Indeed, she touches the man’s face and gleans the information from him. She thanks him for the information.

“Those we are about to join us? We salute you,” Rogue mocks, along with an actual salute. She now knows what the Delta scenario is: pulse cannons hidden in room’s superstructure are manned and fired at airborne agents. Is she right? “Oh no!” the guard targeting her with the cannon exclaims as he sees Rogue flying his way. “Oh yes, foolish drone!” Rogue relishes as she smashes his cannon. Watching this, Agee realizes they must get her to the machine and save her from herself! Gyrich retorts they have to save themselves! He tells him to get her down and…

Suddenly, someone hits Gyrich’s head with the back of a gun and knocks him out. It’s Mystique. “And what, Gyrich? Render her inert?” she finishes the agent’s command. She remarks it’s just an antiseptic way of saying “dead” – but a rose by any other name. Seeing Mystique, Rogue tosses the unconscious cannon operator’s helmet against her and takes her aback; Mystique drops her gun. Rogue wonders how she got loose. Raven explains she didn’t absorb enough of her to leave her bound in ropes. Unless Rogue wanted her to arrive – wanted her to right her wrongs her way. Rogue retorts that their ways could never be the same. And she already has more than Raven in her mind that she wants. Raven retorts that she didn’t touch her… Rogue demands she stay out of this!

Agee fears that she’s going to hurt him. “Hurt you?” Rogue exclaims. She spent the better part of her life making decisions based on other people’s comments about her – sometimes behind her back, sometimes right up in her face, sometimes ringing out in her head like ghosts or something, but that ends now. She didn’t come here to hurt him or to be hurt. She came here for the truth. Agee nervously insists he’s in favor of honesty – he’d be happy to tell her that this machine can save her life. Rogue is sure he’d be happy to tell her anything to get her in that contraption and keep her from touching him… but that isn’t the way she’s playing today!

With a single touch of him, Agee’s mind opens to Rogue’s mutant powers. His memories flood into her like waking dreams. She reads his private project notes as if her own hand composed them: 11-6… Frustration over trying to help my sister has led me to a path I swore never to walk as a researcher, but the government has provided me not only with the funding, but also technology years ahead of my own work… 3-28… The government is demanding results, but only one subject has responded to my ads… While I am staging a major news conference in days, I have decided to proceed with a trial of one Hector Orozeo despite problems with the system… 4-29… Calamity – But one which I think will lead to the machine’s perfection… 5-10… Calamity – Test on my sister Rebecca successful but only for mere seconds… DNA disbonding… genetic discorporation… 6-11… Hope. A most promising mutant has arrived just as I have completed work on a retooled deactivation module. It works.

Rogue is shocked to discover this: it works? It really works?! Agee confirms it: he couldn’t do what he has done to his own sister to anyone else. And he owed the machine’s perfection to her memory. Mystique intervenes: what does it matter if it works? Rogue can’t still be considering the “cure”! They must destroy it! Seeing her undecided, Agee begs her. This is his life’s work. She can’t destroy it. He implores her to think of the good it can do. Not just she, but others like her. He can make their dreams reality!

“Race traitor!” Mystique snarls. To even consider this genocide is… Rogue shushes her. She touched her and she knows what she thinks and it… it isn’t sane. She will decide what’s to be done here. She’ll do it with no one’s voice in her ear but her own! Thinking for a moment, Rogue then grabs Agee by his coat. She wants him to take away her powers… “Oh, thank goodness,” Agee exclaims in relief. But then Rogue finishes her phrase, shedding a tear of sadness: she wants to, but she won’t let him do it. Not so long as she’d have to live every normal day of her life knowing this machine might be out there changing others’ lives against their will. They both know that’s what it’d come to.

Raven is glad that Rogue is finally seeing things her way. Rogue retorts it isn’t Raven’s way, it’s her own. “Very well, then, what need be done… chief?” Mystique asks. Rogue announces that no one dies – and she’ll destroy the machine. And if she can’t, Mystique can come after them both. Agee wonders: what about him? Rogue tells him to get out of here and take care of his sister – he owes her that. She warns him that if she catches him doing anything like this again, she’ll do to him what she’s doing to his machine. Agee begs her: it doesn’t have to be this way. Rogue retorts it’s not a question of being or not. It’s just how it is: dreams die sometimes. It might seem like the end of the world, but it’s really just the start of a whole new one. She then prepares to destroy the machine.

Ptarmigan Creek, Alaska

Cyclops is staring through the window of his cabin, lost in reflections. Jean walks in and reveals she heard that. Scott is surprised: are her powers…? Shedding a tear of despair, Jean apologizes: it was a joke. A bad one, but she couldn’t help herself. She wants back into his thoughts. She already misses the closeness more than she can say. Is he angry with her? Scott is surprised with the question. Jean wonders if he’s angry they have to stay here now while she recovers. She knows he had big plans for the X-Men, to shape and guide them in the Professor’s absence. Scott clarifies he has a lot of dreams, and if she could read his thoughts right now, she’d know that having her safe and sound beside him is always the one foremost in his mind. He’s happy to stay in Alaska as long as it stays – longer even. He loves her. Jean admits she always knew that before, but now that she doesn’t, she asks him to say it… often.

The Xavier Institute, Westchester County

Rogue lands down in the mansion entrance, where she encounters Wolverine cleaning his motorcycle. She greets him. Wolvie asks her if her cure worked. Rogue is surprised: he… he knew? She reveals she couldn’t go through with it. She wonders: if Logan knew, why didn’t he say anything, try to stop her, tell her it was wrong? Wolverine figured it was a lesson she had to learn by herself. She asks him if she’s still welcome here, after all she’s done. “You tell me,” Logan replies. Laying her headscarf on his bare shoulder, Rogue rests her face there. He welcomes her home. “Thanks,” she replies.

Characters Involved: 

Rogue, Wolverine (all X-Men)

Cyclops, Phoenix IV (former X-Men)

Mystique/ “Mallory Brickman”

Dr. Aubrey Agee

Senator Brickman

Nurse Katherine and other staff at the Agee Institute

Security guards

Shaman (former Alpha Flight)

In Rogue’s dream:

Gambit, Rogue (both X-Men)

In Rogue’s memories:

Gambit, Joseph, Rogue, Wolverine (all X-Men)

In Agee’s memories:

Dr. Aubrey Agee

Rebecca Agee (Aubree’s sister)

Hector Orozoe

Agee’s assistants
ional security

Senator Brickman

Mystique / Mallory Brickman

Story Notes: 

X-Factor #139 revealed that Mallory Brickman is one of Mystique’s many cover identities.
Rogue and Gambit became intimate as prisoners in Antarctica in Uncanny X-Men #348 after both temporarily losing their powers. She abandoned him there in issue #350. She touched the already drained Wolverine in issue #353 and gave Joseph mouth-to-mouth in issue #354.

The “seventh sense” is an allusion to the ability of Ms. Marvel that Rogue absorbed from her in Avengers Annual #10, along with her other powers, and which she only sporadically manifests, as in Uncanny X-Men #350.

Phoenix’s loss of psionic powers is a result of the psychic backlash that occurred in X-Men (2nd series) #77.

Cyclops was gravely injured by Bastion in Wolverine (2nd series) #118.

Shaman next turns up in Alpha Flight (2nd series) #15.

Issue Information: 
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