Uncanny X-Men (1st series) #367

Issue Date: 
April 1999
Story Title: 
Disturbing Behavior

Alan Davis (Writer), Leinil Francis Yu (Penciler), Fabian Nicieza (Script), Livesay and Vines (Inkers), Liquid! Graphics (Colorist), VC’s Richard Starkings and Comicraft (Letterer), Mark Powers (Editor), Bob Harras (Editor in Chief)

Brief Description: 

The Acolytes are protected by their shields from the nuclear wash, but Scanner and Neophyte worry about the X-Men down below. Unbeknownst to the Acolytes, however, Xavier used his powers to telepathically make Cargill extend the ship’s shields in secret to protect his team. He then mentally coerces the Acolytes, including the sympathetic Scanner, to attack his X-Men in a ploy to leave their ship unguarded. The plan works, but Katu stays behind, as he is unaffected by the telepathy thanks to his cybernetic system. The X-Men eventually defeat the Acolytes, and Shadowcat sneaks into the ship to defeat Katu. With the ship secure, the team heads to confront Magneto at his Polar Tower. However, Astra and Joseph have already arrived, and Astra tells Joseph that today is the day he will fulfill his destiny to destroy Magneto. Astra confronts Magneto alone, and finds the man still hooked up to his amplifier. The two argue with each other over their tense past. Magneto tells Astra that she is without honor and never thinks about her mutant brothers, while Astra implies that Magneto purposely agitates the humans and then gets upset when humans won’t let him rule them. After the exchange of words, in which Astra learns Magneto allowed Joseph to live so he could hide and finalize his current plans without distraction, Astra attacks Magneto and destroys his device. The magnetic energy goes out of control and threatens to destroy the atmosphere, but Magneto absorbs it all, as he has no other choice. He is about to kill Astra, when he is attacked by Joseph, who not only is fighting because Astra has total control over him, but because he must fight for man and mutant! Meanwhile, Alda Huxley arrives at the United Nations and tells the delegates that she has an alternative to using more nukes – but they must be willing to sacrifice something.

Full Summary: 

The Arctic Circle:

The Acolytes pray to their god. As their ship rocks against the shockwaves of a nuclear blast, the team asks their god that his mastery over magnetism to extend to the gravimetric shield around their chip. Kamal, Cargill, Unuscione, Vindaloo, Scanner, Mellencamp, Neophyte and Katu are devout followers of the man named Magneto. The nuclear storm they are holding up against was caused by their leader defending himself from a Russian nuclear attack.

Katu grips the controls and tells the team that the shields are holding up well. They will survive. As the shockwaves subside, a worried Neophyte asks Katu about the fate of the X-Men. They were on the surface. Katu explains that their scanners were made useless, thanks to the electromagnetic pulse. He can only say – his will be done!

Arguing, Neophyte reminds his teammates that their holy mission was to detain the X-Men, not kill them. Mellencamp calls Neophyte weak. He is starting to sound like Scanner. Annoyed, Scanner tells Mellencamp to watch his tone of voice. Mellencamp then asks how they are not following orders. They didn’t cause the explosion, so if the X-Men died it isn’t their fault. Scanner interjects, and tells Mellencamp that if the X-Men did survive, then they are obligated to… Suddenly, Scanner pauses.

A cruel smile then comes over Scanner’s face, and she tells the team that the Acolytes must finish the job if the X-Men didn’t die. As the words escape her lips, Scanner wonders why she has said them. Katu and Neophyte, the least bloodthirsty of the Acolytes, wonder this too, as the others cheer.

Polar Tower:

Ground zero of the blast still reverberates with the hurricane force of electro-magnetic power. Magneto reaches out with his amped up power, and feels that the magnetosphere is now violently off-kilter. He struggles to realign the energy sheathes, but it is a painful task. As he work, he continues to feel humans frantically trying to work their now non-functional machines across the world. He feels the confusion in the magnetosphere. Wait – did he just feel something… slice through the confusion? No – it must be his imagination. No one has the control over the magnetic forces to fool him.

Outside the Polar Tower:

Astra, sitting in a flying throne, travels across the Arctic with Joseph in an energy bubble. Joseph holds his gut as he pierces through the electromagnetic storm. Astra apologizes to him, as she knows how much his tummyache hurts him. However, she is delighted to see how her hard work in creating him has achieved something. Struggling, Joseph tells Astra that he would appreciate it if she stropped distracting him. He still doesn’t understand why this subterfuge is necessary.

Annoyed, Astra asks if they should simply knock and ask Magnus to let them in. She did not make Joseph to think. If he ever questions her again, she will take him apart like a defective toaster. She then clanks her metal wrist gauntlets together, causing Joseph’s every fiber to feel pain, causing him to scream.

As the two reach the Polar Tower and enter, Astra tells Joseph that she would have hoped to have killed Magneto cleanly, but he screwed up that job. So then she thought, ok, Joseph will just hunt down Magneto while she shops around space and time for goodies to fulfill her goals. She would let Joseph kill Magneto for him wronging her all those years ago. However, this did not happen. Joseph gained a mind of his own and joined the X-Men. He gave Magneto the time to reconsolidate his power base.

Astra clinks her gauntlets again, causing painful energy to surge through Joseph again. She then does it for a third time, and then sarcastically apologizes. Angry, Joseph tells Astra that she is a sick woman. Yeah, says Astra as she strikes her gauntlets for a fourth time, I am. Joseph falls to the ground and Astra tells him that it must stink how a sick puppy like her completely controls every strand of DNA in his body. He should understand this – she has as much respect for his feelings, needs and desires as she does for her VCR. He is a product, created from Magneto’s genetic encoding in an alien transport bugger, then downloaded into a bio-nutrient bath, He was created solely to gain vengeance against Magneto.

As Astra stalks away, she tells Joseph that it is time to fulfill his master’s desires and kill Magneto.

Arctic Circle:

Xavier awakens in the snow, with his X-Men scattered around, and immediately contacts his X-Men telepathically, telling them to maintain communication telepathically only. Storm and Shadowcat come to the Professor’s aid, and Storm asks about his message before the blast hit. Pretend to be dead, repeats Shadowcat. That is a nice thing to say right before a nuclear blast hits them.

Nearby, Rogue holds Gambit in her arms, with his face by her chest, and asks the Professor what kind of trick he is playing. “Oh the pain,” jokes Gambit. Rogue hushes him and tells him to get up. Must be paralyzed, says Gambit, as he refuses to move. “Convenient position,” remarks Rogue.

Nearby them, Nightcrawler lies in the snow and thinks out to Colossus, who responds. Kurt then asks his friend to remove his foot from his spleen.

Wolverine and Marrow get up as well, and Wolverine realizes that Xavier made the Acolytes shield them from the blast. Out loud, Marrow demands to know why everyone is talking in her head. Xavier suddenly hushes Marrow and tells his team to prepare for an Acolyte attack.

The team turns to see Mellencamp leading Vindaloo, Cargill. Kamal and Unuscione in an attack. Vindaloo realizes the X-Men live, but Mellencamp isn’t so sure they will live for long.

Vindaloo, the newest Acolyte, leaps in the air and releases a gel-like liquid, which ignites into a jet-stream of napalm! Shadowcat quickly phases the Professor out of harm’s way. Storm flies to the air and is glad to have such an experienced team of X-Men. It makes leading them less of a burden.

Professor contacts Storm and tells her that Unuscione is below her. She can project a psychokinetic field. Storm wonders how far Unuscione can reach. As if in response, Unuscione forms her field into a fist and punches Storm! “Um…” says the Professor, “…that far…”

Marrow leaps at the Acolytes, as she is the only one who gets to hit Storm. Cargill takes on look at Marrow and wonders what zoo the X-Men sprung the Morlock out of. However, Wolverine grabs Marrow by the foot and pulls her back down to the ground. Confused, Marrow asks why. Wolverine informs her that they have to keep the fight going until all the Acolytes leave their ship. He then punches Cargill, but the woman quickly recovers and knocks him away. As Kamal charges at him, Wolverine hopes the other Acolytes exit the ship soon, or else his claws are coming out and Dr. Pain is going to start filling out prescriptions.

United Nations:

As a satellite displays an image from space of the Russian nuke striking near the Polar Tower, Gabrielle Haller tells Ambassador Grigorev that the atomic discharge did have a temporary effect. However, the ambassador realizes that telemetry shows that the fissure in the magnetosphere continues to grow.

Below on the floor, General Winston tells the secretary general of the United Nations that they need to attack now, before Magneto controls the entire planet. How, asks the secretary. Standard military crafts are utterly useless, as well as S.H.I.E.L.D. and anything the Avengers can pilot. The Fantastic Four aren’t even on the planet. What other human options are there? General Winston tells him that they need to prove that they don’t need heroes to contain mutants. The nuclear threat seemed to slow Magneto down. They should saturate the area with nukes!

An ambassador tells the general that planetary annihilation is not the solution. Nor is capitulation to terrorist threats, says another. I still remain open to other suggestions, says a third.

Polar Tower:

Magneto continues to fix the damage done to the magnetosphere, thanks to the nuclear bomb, but his attention is diverted thanks to a ripple in the surrounding aura. Someone has penetrated his citadel!

Didn’t I see this episode already, asks an incredulous Astra. Shocked, Magneto demands to know what Astra is doing there. Duh, says Astra, with a wicked smile. What does he think? Wouldn’t letting him take over the world ruin her plans of ruling the world. Magneto, still hooked up to the amplifiers, tells Astra that this has nothing to do with ruling the world. A person without honor, a traitor, like her couldn’t understand.

Yeah, you’ve learned to manage stress, mutters Astra. At least you are consistent, she says out loud. She left his Brotherhood because she knew he was an idiot. Let them recap. Magneto shows humanity why it is in their best interest to let him rule. Surprise! The cattle disagree and fight back. Oh, no! No Magneto is offended and all righteous. He then shows those humans! He takes away their electric razors! Yes, she has seen this before. Magneto is disgusted with Astra and tells her that the rights of other mutants mean nothing to her. You bore me, says Astra, which is an unpardonable sin in her book.

Magneto realizes that he should have killed Astra when he had the chance. Astra tells Magnus that he didn’t have the guts to do it back then and he certainly doesn’t have them now. Face it, she made him hot! Do not delude yourself, retorts Magnus. Ok, maybe it was the other way around, admits Astra. He is acting pretty tough, considering the last time she saw him, when he was busy running away from Joseph.

Magneto informs Astra that her abomination could have easily been dispatched. It had power, but not skill. Then why didn’t you kill it, Astra asks, condescendingly. Magneto admits that it suited his plans to let the world think someone else was him while he planned for this attack. Fair enough, says Astra. She then tells Magnus that talk is cheap. It is time to party.

Magneto quickly informs Astra that her teleportation powers are useless in this camber. The conversion of energies would rupture her jaunts. Who said I was going anywhere, asks Astra, as she unleashes a blast of energy from her gauntlets. The blast hits Magneto dead on, damaging the amplifier with Magneto in it!

Astra thought it would be beneath Magneto to scream in pain. When she ruptured the filters on his machine, causing the collapse of the electromagnetic generator’s diffusion screens, and forcing Magnus’ body to act as a lightning rod for all the unchecked powers, she was hoping for a groan. The howl she hears is well worth the destruction of Earth’s atmosphere, which she has just caused!

The United Nations:

The delegates have given up searching for a plan. The nuclear devices must be used. As the despondent delegates watch the monitors and await the attack, which counts down to the very last second, Dr. Alda Huxley enters, asking if she knows how to make an entrance or what!

The launch of the nukes is interrupted. Huxley apologizes for being late, but the S.H.I.E.L.D. skimmer they sent for her had trouble navigating through the electromagnetic storm. The Secretary recognizes Alda and regretfully tells her that her mutant sociopolitical expertise is no longer needed. They must follow General Winston’s orders. On the contrary, says Huxley, she just arrived in time to stop him from making a horrendous mistake. She has a solution to the problem, and all it will take is for the UN to sacrifice one finger to save the entire body.

Arctic Circle:

The X-Men battle the Acolytes in the snow filled area of the Earth. This is the fear of every bigoted human: mutants fighting mutants.

Aboard their ship, Scanner, Neophyte, and Katu watch. Neophyte tells Scanner that they must join the battle. I know, says Scanner, but why. Katu tells his teammates that something is wrong here. If they must go, they should go. He will remove the craft from the battlefield.

Neophyte and Scanner rush to battle, as Katu flies the ship up a bit above the battle. Rogue punches Cargill, and communicates to the others with her thoughts that the Professor’s plan is breaking down. The ship is taking off.

Scanner leaps at Xavier, realizing that he is telepathically influencing the Acolytes into battle. Xavier pretends that he is innocent. What is he making them do? Is he forcing them to act out on their own aggression? She should tell him. However, Scanner should know that he is ready for her bioelectric form this time.

As Scanner leaps at Xavier, she stops in mid-air! Neophyte realizes that Xavier is making his teammates fight the X-Men, so he charges at the Professor. Shadowcat wonders what happens when two people phased in sync collide. She then drop kicks Neophyte, and he is sent flying back. That’s what I thought, says Shadowcat, as Xavier drops Scanner to the ground.

In the ship, Katu wonders how he was able to avoid the urge to fight. If Xavier did this, perhaps he was not able to affect Katu’s bio-cybernetic synaptic systems. He checks the scanners and realizes that Cargill did extend the gravimetric shields to protect the X-Men from the full brunt of the nuclear wash. He realizes that he X-Men seek to lure him from the ship. Should he abandon his teammates?

Below, Colossus realizes that the Acolytes are starting to realize the X-Men’s intentions. Rogue, worried, tells Piotr that he cannot attack the Acolytes in his human form. Colossus, however, says that he knows what he is doing. Wolverine thinks Colossus will get himself killed, and tells Gambit to cover Piotr. Gambit, however, says that if he helps Colossus, that would be suicide. It is time everyone on this team trusted what everyone else on this team is doing.

Kamal grabs Colossus and lifts him up into the air. Piotr then telepathically tells his teammates to cover their eyes. Colossus then armors up, and thanks to the electromagnetic energy, he acts as a lightning rod, causing a massive electrical surge that explodes the entire area!

Rogue smiles as she airlifts Shadowcat. Kitty is worried about Piotr, but Rogue tells her that she can see Colossus getting up. All the Acolytes are down, however. There is not need for Kitty to get gaga over Piotr. Kitty tells Rogue that she doesn’t get gaga over anymore – anymore. Modified fastball special, yells Rogue as she throws Kitty at the aircraft’s backside.

Shadowcat thinks to herself that she doesn’t know how many Acolytes in the ship the Professor could coerce out, so she will enter through the back. She finds the ship empty aside from Katu, and she sneaks forward, phasing herself through his cybernetic body and crippling him.

Shadowcat then lands the ship, tosses out Katu, and the other X-Men quickly board and fly away.

Cargill gets up and asks if this sort of thing happens to the Acolytes often. Getting stranded in the North Pole, asks Katu. No, first time. But losing to the X-Men, asks Neophyte. Happens all the time.

Polar Tower:

Magneto yells at Astra for her actions, as she just endangered the entire planet by damaging his amplifiers while he was affecting the magnetosphere. As opposed to you doing what, asks Astra. Having had enough, Magneto tells Astra that her technological force field will not protect her form him. He then uses his powers, which easily destroy Astra’s force field, much to her surprise.

Astra is upset and blames poor Kree scientists. Magneto tells Astra not to blame her trinkets. She never takes responsibilities for her failures. By destroying his equipment she has forced him to absorb more energy he is capable of wielding. However, if he does not control it the planet’s atmosphere will be permanently ravaged. Though it hurts him, he will stomach it and direct it at her!

I cannot allow you to do that, says a voice.

Magneto turns to see Joseph! Joseph tells Magnus that he must oppose him, as much as for his own destiny that his “mother” unfortunately controls, as for the humans and mutants through out the world!

Magneto sarcastically asks if the duplicate has opinions of his own now. Joseph tells Magnus that he believes in Xavier’s dream. He is what Magneto would have been had he not been blinded by loss and anger.

Magneto and Joseph begin to grapple each other, and Magnus asks his clone what he knows of his sufferings. Joseph shall allow Magnus to show him his pain and anger, as well as to allow him to share his dream. However, Joseph should forgive Magnus, for he will not allow Joseph live long enough to see that dream become reality!

Characters Involved: 

Colossus, Gambit, Marrow, Nightcrawler, Professor Xavier, Rogue, Shadowcat, Storm, Wolverine (X-Men)

Cargill, Kamal, Katu, Magneto, Mellencamp, Scanner, Neophyte, Unuscione, Vindaloo (Acolytes)


Joseph (former X-Man)

Ambassador Grigorev

Gabrielle Haller

Alda Huxley

General Winston

Mr. Secretary of the United Nations

Various delegates at United Nations

Various security officers at United Nations

Story Notes: 

This is part three of the Magneto War crossover. It continues from X-Men (2nd Series) #86 and concludes in X-Men (2nd Series) #87.

The Fantastic Four are having their own off-planet adventures in Fantastic Four (3rd Series) #15.

Issue Information: 

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