Uncanny X-Men (1st series) #502

Issue Date: 
November 2008
Story Title: 
SFX 3: Beginning to See the Light

Matt Fraction and Ed Brubaker (writers), Greg Land (penciler), Jay Leisten (inker), Justin Ponsor (colorist), VC’s Joe Caramagna (letterer), Will Panzo (assistant editor), Nick Lowe (editor), Axel Alonso (executive editor), Joe Quesada (editor in chief), Dan Buckley (publisher)

Brief Description: 

Following her recent ordeal at the hands of the Hellfire Cult, Pixie decides to leave the X-Men and moves with some art students in Oakland. Meanwhile, Wolverine and Nightcrawler make short work of the members of the Cult who sought to attack Karma and bring one of them back to the X-Men’s headquarters for interrogation. Aided by Karma and a former mutant acupuncturist, Cyclops extracts the exact location of the Cult’s lair from his prisoner. At the headquarters of the Cult, the Red Queen continues her sadomasochistic dalliances with Empath and pushes him to recount how he once peeked inside the mind of his onetime tutor, the cruel Emma Frost. The Red Queen then removes her mask and taunts Empath by assuming Emma’s visage. Shortly afterwards, the X-Men invade the Cult’s lair and effortlessly tackle its members. Empath, however, lashes out against the team, his powers significantly enhanced and escapes through some tunnels, breaching through the policemen’s barricades outside. At Oakland, Pixie regrets leaving the team and borrows a scooter, intent on returning to them.

Full Summary: 

San Francisco, SoMa

Karma is clustered in an alley by members of the mutant-hating Hellfire Cult. The young mutant was placed there as a living bait by the X-Men to lure her attackers. She once killed her own brother to protect the rest of her family. A bunch of amped up skinheads in masks doesn’t spook her much.

Wolverine and Nightcrawler dive down in the alley, the former grabbing one of Karma’s assailants, the latter kicking another. Karma remarks that, whatever tech in is those men’s helmets, it’s blocking her out: she can’t get to them with her power of psionic mind possession. “No worries, girl,” Logan exclaims. Kurt advises her to fall back to safe distance while they deal with this scum. “Aw, I was just getting warmed up,” Karma expostulates. “Have fun guys… see you back home,” she adds and takes leave, just as Logan takes one of the guys’ helmets to pieces.

In telepathic contact with Kurt and Logan – courtesy of Emma Frost’s mutant talents – Cyclops reminds his two teammates not to get carried away and also to bring one back for them to talk to. Kurt wonders why Scott is so convinced they’re suddenly killers. “This is all fun and games, ja?” he quips as he takes on two men at once. Punching one of the mutant-bashers, Wolverine assumes that Slim just likes giving orders. “The survival of the species on the line, can’t say I blame him…” he adds.

Suddenly, one of the Hellfire Cult goons aims at Nightcrawler with his gun. “Gun! Kurt, gun…!” Wolverine warns him. Kurt’s reflexes prove to be in form and he instantly teleports, avoiding the shot and rematerializing right behind his would-be murderer, grabbing him while sneering at him: “Easy there. You’re gonna hurt somebody… and then there would be hell to pay”. Wolverine neutralizes another of Karma’s attackers and casually tells ‘elf’ to wrap it up: he’s got places to be. “Ja, ja. You kvetch like an old woman,” Kurt repines and he teleports around.

The last man standing begs them not to kill him. “Please don’t please don’t please,” he murmurs in a low, miserable voice. Sniffing, Wolverine wonders whether Kurt just wet his pants. “Nein,” Kurt replies, his face beaming with devilish joy. “Guess that just leaves you boy,” Wolverine tells the man and unceremoniously claws him.

Graymalkin Industries, Marin

“Megan? Pixie? Rise and shine, my dear. I made coffee,” Beast greets Megan Gwynn as he enters the room, carrying a tray. “Hm?” a bruised Pixie mutters as she opens her eyes, finding herself on a bed, connected to various tubes and wires, recuperating from a brutal beating at the hands of the Hellfire Cult. “Coffee. I even brought you soy milk,” Hank tells her. “May I come in?” he politely asks. Pixie nods. She apologizes for being spacey. She was just… somewhere else. “No worries, my dear,” Hank reassures her and admits he’s just happy she’s awake. He announces he brought someone here to meet her, if she’s in the mind for company.

Dazzler walks in, sparkling as ever, smiling widely, and introduces herself to Pixie. “Are you… are you kidding?” the starstruck Megan gasps, being a huge fan of the songstress. Hank sips his coffee and nonchalantly informs Pixie that he and Dazzler are old friends and he thought she might help cheer her up. Alison tells Megan that she heard about what happened and she just wanted to see how she’s doing.

“Oh God. God, I look terrible,” Pixie suddenly cries out. Dazzler reassures her that she looks like she’s just been in a fight; it’s okay. She explains that she was asking Hank about her and he said that Megan’s wings create some kind of psychotropic dust when she shakes them. “Yeah, I mean… I guess you could say that they… that the dust…” Pixie shyly stammers. She then pauses and asks in a lower voice, in disbelief: “You asked Dr. McCoy about me?” “Let’s get you healed up, kid,” Ali suggests with a smile. She also has a proposition to make: Pixie can come and dance for her at her shows – so that dust of hers makes everything just that much more crazy! “Won’t that be, like, completely awesome?” she exclaims in enthusiasm.

Elsewhere, the Hellfire Cult underling that Wolverine and Nightcrawler took hostage regains his consciousness… and finds himself in a pitch-black room, strapped on a table. At loss, the man exclaims “Who’s that? Who’s there? Where am I?” Cyclops’ reply is both glib and swift: “You’re in Hell. Hi.” Next to him, kneeling above the shackled man, are Karma and an older man.

The elderly is about to pierce through the panicky man’s face with his needle. Cyclops informs his captive that Mr. Xiong was a mutant acupuncturist before he lost his powers. He could create tiny psionic needles that would literally drain psychic toxins from his patients. One would go to in to see him because he was worried or anxious or because he thought his girlfriend hated him and he’d come out feeling like a million bucks. Karma interjects and informs Scott that their captive is afraid of needles. She can feel it.

With a dry smile, Scott informs his prisoner that this girl they tried to attack is a mind reader. What’s worse? She’s a mind reader that’s very heavily into revenge. “Take care, Xi’an,” he tells her as she exits the room. “Any time, boss,” Karma grins. Cyclops then informs his captive, his face now adorned with needles, that the optic blasts that come out of his eyes don’t generate any heat – just concussive force. He also informs him that the visor he wears allows him all kinds of control. He then asks the man to tell him: who runs the Hellfire Cult? “I… I… I…” the man stammers in agony. “Don’t think. Just answer,” Scott coldly encourages him and carefully focuses his blasts on one of the needles, causing the man to scream in panic.

Emma Frost is waiting in the corridor. Cyclops quickly exits, in the escort of Mr. Xiong. Scott thanks him and assures him that both he and his family are welcome here any time. As Xiong leaves, Emma asks Scott whether their captive talked. Cyclops assures her he did. Thanks to Xi’an learning he was terrified of needles and putting on a light show and an otherwise lovely acupuncture session, the man gave them everything he knows. They now know where they’re headquartered and when they’re staffed up. Scott has confirmed, though, that the bad news is those Hellfire helmets. All their goons will be shielded from psionics. On this raid, Emma will have to be muscle. “Good,” Emma rejoices in hearing this. She immediately turns into diamond and strikes a fighting pose, admitting that she’s in the mood to beat down some savages. “One problem” Cyclops interposes. Where’d these savages get psionic-blocking helmets?

Meanwhile, Wolverine is outside, fixing something on his car. A song is on the radio: Joe Walsh’ 1978 song Life’s Been Good. Pixie, wearing a backpack, is about to depart, attempting to sneak out through the side door. Nevertheless, Wolverine spots her and without even turning to look at her, he asks her if she’s going somewhere. “Um. Home? Oakland?” Megan mumbles, herself unsure of where she’s heading. “Through the side door?” Logan inquires. She nods. “Without sayin’ bye?” he wonders. “Pretty much,” she admits. He asks her whether Dazzler offered her a gig. She responds affirmatively. “And you?” Logan wants to know. “Didn’t take it,” Megan boldly admits. “Whatever, girly-girl,” Logan exclaims and focuses his attention on his car again. Pixie nervously wonders whether his car actually works. Wolverine urges her to ask him that again. “Go ahead. I dare you,” he provokes her.

Minutes later, Pixie screams as Wolverine lets it rip and drives in the streets of San Francisco at lightning speed. “Car works good, girly-girl,” he coolly informs her. Pixie shrieks that it’s good and desperately pleads him to slow down, for the love of God! Thankfully for Pixie, as they finally reach Oakland, the super-speedy, nightmarish ride comes to its end. Logan asks her if she really wants to pop a squat with a bunch of art school trustafarians and hustle for nickels instead of staying with her friends in Marin. “This is the glamorous life you always dreamed of for herself?” he sarcastically wonders. Megan mumbles that it’s not been a great year for her. And she thought coming here… she thought moving here and starting over the X-Men… She pauses and then simply recalls how those guys beat the hell out of her. She tells Logan that she just wants to be a normal girl. Logan retorts that normal girls don’t have wings. Pixie retorts that they broke her wings. “Thanks for the ride,” she mutters as she exits the car.

Back at the X-Men’s headquarters, Emma finds Nightcrawler standing silent before an angel’s statue. Kurt welcomes her to the chapel. Emma admits it’s lovely. She didn’t know he was building it. Kurt explains the rationale behind the creation of the chapel: the way things are these days, he thought that maybe it could provide comfort. After all, he admits that faith isn’t the kind of thing that can be inflicted. He thinks it’s better they have a holy place and not need it.

Emma cuts to the chase and announces they need him for the operation. “Not the girl? Mit der wings and such?” Kurt replies. Emma explains that Pixie took off; she’s not ready yet. “And we need a teleporter,” she clarifies. “Ja,” Kurt laconically accepts. He asks her whether she prays. Emma quips that these are two-hundred dollar Italian cashmere Kiki de Montparnasse stockings she’s wearing. She’ll only kneel in them if absolutely necessary. “Op’s up in ten minutes, your holiness,” she informs him.

The Hellfire Cult

Dressed as a dominatrix, in an S/M, leather outfit, the Red Queen continues humiliating her slave, the mutant known as Empath. The young mutant is lying on all fours, driven by his mistress’ leash and relentlessly flogged by her, as the marks on his back attest. Shoving her boot on his face, the Red Queen asks her ‘worm’ to tell her about Emma Frost. Empath recalls the time they were the Hellions, the students of the original Hellfire Club, and Emma was their teacher. She was their trainer and they all loved her. She was their headmistress. She was cruel and cold and… “Cold. Tell me about cold, worm,” Red Queen cuts him.


Empath recalls that the White Queen taught him everything he knows; how to bend and break the minds of men for fun and profit. He recalls they all loved her. She was a gorgeous, impenetrable puzzle. One night, Empath couldn’t stand it anymore and decided he had to see what she felt like – in her mind. He would never make her do stuff. He just wanted to peek inside of her – just once. Standing outside her bedroom window one night, he tried just that. But she caught him, right away.

“Manuel, you little maggot,” she hissed as her eyes opened and she rose from her bed. “You want to look inside my mind? Go ahead,” she provoked him. She showed him. She was ice. Inside, she was cold, cruel nothingness. It was the most beautiful and perfect thing Empath had ever seen.


As she removes her leather mask, the Red Queen reveals her face; a face identical to Emma Frost’s! She asks Empath to tell her: the White Queen looked like this, didn’t she? She felt like this. “Let the X-Men come for us, worm. We are ready,” she purrs, smiling sardonically.

San Francisco

Overlooking the dungeon serving as the headquarters of the Hellfire Cult from a vantage point, Cyclops, surrounded by his team, announces they’ve pulled the blueprints from the city and have the whole building covered. He explains the plan. Peter and Emma are to guard the two street doors – Emma will be diamond, so their comlinks are being run by Hank back at Greymalkin. “Ahoy-hoy, team,” Hank’s voice confirms his presence. Scott continues his debriefing, announcing that Warren will be the eye in the sky. The rest of them are going below and sweeping up the trash. He also tells them that the SFPD have the area barricaded and blocked off. They’ll catch any runners the X-Men happen to miss. “On your marks. Get set. Go,” he gives the signal.

Inside the dungeon, the Cult’s members wonder what the hell was that; it sounded like a car just drove through the front door. Nightcrawler suddenly teleports inside the room, quickly followed by his teammates. The X-Men proceed to neutralize the members of the Cult. Seeing his ‘disciples’ getting beaten up by the X-Men, Empath shouts they’re killing them! He tells the Red Queen that they should go before they find them. The Red Queen retorts they will never find her. “No… mistress… no,” Manuel cries in desperation as his mistress vanishes.

“Hiya, Manny,” Wolverine suddenly greets him and extracts his claws. “Bad dog,” Empath shrieks and lashes out at him with his powers. Wolverine screams and falls on his knees. He calls at Cyclops, who is standing nearby. He informs Scott it’s Empath, the kid from Hellions. He’s gotten better, his tricks are bigger. He got into his head and then ran. Scott tells Kurt to get down there; see where it goes.

Nightcrawler complies and teleports on the levels underneath, going after Empath. “You. Abomination,” Empath growls and Kurt suddenly experiences the same unpleasant sensation Logan did. Out of puff, Kurt sighs that Empath’s powers are profoundly enhanced and tells Scott that he needs to catch his breath. He then realizes Empath is escaping through a tunnel.

“Did you say “tunnel,” liechben?” Hank asks him through the comlink. He tells the team there are no tunnels – at least, not in the specs, which he examines in holograms. “Like hell, Hank,” Scott retorts – they’re running down one right now! Storm remarks that clearly these kids have been busy. Hank immediately contacts the SFPD and informs them that the action site they’re covering has some underground tunnels that they’ve only just now discovered. He advises them all to keep their eyes peeled for any… One of the officers interrupts him and ironically exclaims “Yeah, we got it, thanks,” just as Empath revs his bike and jumps right over the policemen’s barricades. The officer notifies all units: they’ve got a runner!

At Oakland, one of Pixie’s friends, a man with dreadlocks, announces they’re going to run and asks her if she wants to come with them. Megan asks him where they’re headed. The man explains that a guy he knows is going to put a show in a loft in Berkeley. They are going to try and hitch out there and check it out. Pixie, however, retorts she doesn’t really want to go. She came out here to be herself and instead she got her head kicked in and ran. She thinks she made a huge mistake. She asks the man if she can borrow his scooter. Indeed, she drives off right away, telling the man that she’s going to go crash with some friends. What could possibly go wrong?

Characters Involved: 

Angel, Beast, Cyclops, Nightcrawler, Pixie, Storm, White Queen, Wolverine (all X-Men)




Red Queen

Unnamed members of the Hellfire Cult

Mr. Xiong

Pixie’s friends

In flashback:

White Queen (Hellfire Club)

Catseye, Empath, Jetstream, Roulette, Tarot, Thunderbird II (all Hellions)

Other unidentified Hellions

Story Notes: 

Karma was forced to kill her villainous brother, Tran Coy Manh, in Marvel Team-Up (1st series) #100.

Beast and Dazzler go back a long way. The two of them were even briefly romantically involved once, as chronicled in the Beauty and the Beast limited series.

Pixie’s beating at the hands of the Hellfire Cult was seen last issue.

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