Uncanny X-Men (3rd series) #25

Issue Date: 
November 2014
Story Title: 

Brian Michael Bendis (writer), Chris Bachalo (penciler), Tim Townsend, Mark Irwin, Jaime Mendoza, Victor Olazaba & al Vey (inkers), Chris Bachalo (colorist), Chris Bachalo (cover artist), Virtual Caligraphy's Joe Caramagna (letterer & production), Xander Jarowey (assistant editor), Mike Marts (editor), Axel Alonso (editor-in-chief), Joe Quesada (chief creative officer), Dan Buckley (publisher), Alan Fine (executive producer)

Brief Description: 

The hologram of Professor X reveals to the gathered X-Men how, in the early days of the X-Men, he encountered a young child with immense power called Matthew Malloy, and how the boy did not like his mind being probed, and was able to expel Charles from it. Charles explains to the X-Men how he was worried Magneto or another negative influence may get hold of this young mutant. Charles explains his dilemma with what to do about young Matthew Malloy, and reveals how he then appeared to the boy as another boy a similar age, and how he learned Matthew had killed his parents, unaware that he did so. And, using his avatar, Charles was able to psychically ingratiate himself with Matthew, and though it went against his beliefs, he removed Matthew's memories and placed him in an orphanage than an associate from university was in charge of. Charles's hologram tells the X-Men that he knows they will be confused, and promises them there was no other way. He explains that he didn't turn Matthew over to SHIELD or the Avengers because he couldn't trust them, and so every year he would visit Matthew and make sure the mental blocks were still in place. The Beast pauses the hologram when Cyclops gets agitated, believing that everything they learned from Xavier was based on a lie. Iceman makes a snide comment, which Cyclops responds to by blasting him through the window. The hologram continues, and Charles reveals how on one of his visits to Matthew when the boy was somewhat older, he learned that he was a mutant, and that he killed his parents. Charles told the boy that it was not his fault, but with Matthew being unable to cope with the information or his powers, Charles was forced to set up a series of psychic blocks that repressed Matthew's memories and enabled him to live a normal life, which Xavier has kept a watch over from afar – but now that responsibility must fall to the X-Men. Charles asks Cyclops, to form a small team including whoever the strongest telepath amongst the X-Men is and track Matthew down. He adds that once that has been completed, the rest of his Last Will and Testament can be revealed. Storm hopes that Matthew Malloy is easy to find, unaware that the mutant's power is raging out of control in South Carolina.


Full Summary: 

The Jean Grey School, where a holographic projection of Professor Charles Xavier has appeared before several X-Men from the two different factions. He tells them that he knows some of them hold him in a very high regard, and for that he is very humbled. He adds that it is because of this high regard that he knows what he is about to tell them will shock and maybe horrify some of them. He asks them to please hear him out until the end, and explain himself fully before they judge too harshly.

He reveals that it was many years ago in the Xavier School for Gifted Youngsters' earliest days, he had finally come up with a working model for Cerebro, combining their mutant-seeking technology with his telepathic abilities was finally not just a theory, but a reality. At long last they could locate any mutant in need, or any mutant that would be a threat to man or to their cause of having mutants and humans living together in peace and harmony.

Xavier reveals that one day when the original X-Men were out on a mission, he was using Cerebro to attempt to keep tabs on Magneto and other such concerns, when a very unique signature appeared – something he had not seen before. It was most definitely a mutant signature but there was something different, something more powerful – at first Charles was worried that the machine was broken, that he had misused it – but it wasn't and he had not. It was the largest mutant power signature Cerebro had ever registered. He was immediately filled with such hope, such a thrill of discovery, but then, suddenly, a wave of panic washed over him and he couldn't breathe. Charles wondered what if Magneto found the mutant before him, what if he was already there? Charles couldn't get a hold of the X-Men, nor could he wait for them to return from their mission, he had to see this mutant for himself and get there before anybody else.

Charles tells the X-Men that one would think that he would be used to the fact that so many emerging mutants were so young, but this one was so powerful and so young. He seemed so ordinary. His name was Matthew Malloy and he was eight years old.


The shadow of Charles Xavier in his wheelchair loomed over the young Matthew Malloy who is out the front of his house playing with some toys. The picket fence surrounding the house somewhat broken. 'Hello. My name is Charles Xavier. What is your name?' the Professor asks. 'No, thank you' Matthew replies without turning to look at the Professor. 'I'm sorry?' Charles asks. 'Stranger danger' Matthew declares, playing with his toy dinosaurs. 'And you are a total stranger' he adds.

Charles asks the boy if his parents are home, but Matthew tells him to shush, as the match is about to begin. Charles detects no thoughts coming from inside the house, so he asks the boy once more where his parents are, and if he can speak to them. 'On one side, the prehistoric super-species known as the Devil Dinosaur... and on the other side, all the terror of the mysterious Orient in the form of the mighty Fing Fang Foom!' Matthew exclaims, playing with the toys. Charles asks him what they are fighting for, and Matthew turns to face him, 'Domination' he explains. 'This is a belt tourna-. Wait, are you making my mind tickle?' the boy asks. Charles raises a hand, while Matthew exclaims 'This is a grudge match. This is for everything!' He slams his dinosaurs together, and energy starts to crackle around him. 'Matthew, you may want to -' Charles begins, before the energy blasts him backwards, out of his wheelchair and onto the pavement. If not for his mutant powers he would have died. Matthew looks across the broken-up ground and stares at the Professor, who looks back at the young mutant.


The hologram of Professor X tells the X-Men that authorities arrived, but he was able to mentally manipulate them into fleeing the scene before they were accidentally hurt or killed – but he was unable to enter the boy's mind. He was unable to psychically suggest anything to him, unable to make him sleep or paralyze him, or any of the other ways his specific abilities are able to stop such chaos. Every time he tried, the boy would, almost on instinct, on reflex, erupt with this destructive power. It wasn't concussive or elemental, but something different, as if the world around him were being turned inside out and pushed outward. The best Charles was able to do was convince the boy's mind that he was no longer there, and even that made the boy somewhat agitated and suspicious – he knew something was wrong. Charles was at an impasse, this was the most difficult challenge he had ever faced – a young, destructive, out of control mutant.

Jennifer Walters the She-Hulk, sits a desk listening, while the X-Men gathered stare the holographic image of their mentor, who tells them that if the world found out there was an uncontrollable mutant of such horrible capabilities, their chances of finding peace within the human world would be impossible, and without understanding what he was, Charles could not help him control these abilities, but Matthew was so young that he was worried that even if he was able to figure this all out, the task of control for the young man would be too much for him to handle. Charles states that this was the humans' worst fear about mutants realized. 'What was I to do?' he asks. 'And if Magneto or any other negative influence had gotten a hold of him before I could figure it out...' Scott “Cyclops” Summers asks if there is a pause button on this hologram thing. 'I, uh, I think this does it' Hank McCoy a.k.a. The Beast replies as he presses the Shi'ar device Charles's image is being projected from.

Kitty Pryde tells Scott that she wants to hear the Professor's last words, to which Scott replies that he does as well, but that he needs a minute. 'I need to break... for just a second' Scott announcces as he leaves the office and walks past a reception desk where Doop is hovering.

'I am uncharacteristically agreeing with Scott. This is freaking me out' Bobby “Iceman” Drake admits. 'He's married to Mystique? Charles Xavier and Mystique are married?' Angelica “Firestar” Jones asks in shock. She-Hulk suggests to everyone that they take five. Get something to drink.

Storm a.k.a. Ororo Munroe follows Scott outside and asks him if he is wishing he hadn't killed Charles now. 'Stop it, Ororo' Cyclops replies. 'He married Mystique' Storm remarks. 'That was surprising' Cyclops replies, to which Storm points out that it explains why she has fallen so far off the rails since Charles died. 'What if he left the school to her?' Cyclops asks. 'I'd die on the front lawn before I let her step one foot in this school again' Storm declares. 'You won't have to. I'll never let it happen' Cyclops announces.

Kurt “Nightcrawler” Wagner stares out the window at Cyclops and Storm, he turns and smiles when he senses someone approach him. 'Katya' he declares. 'Elf' Kitty replies. They embrace, and Kurt tells Kitty that he misses her in these halls. Kitty shushes him, and the old friends continue to embrace.

Back in the office, Emma Frost and Rachel Grey appear to be having a discussion, while Iceman stands near Logan a.k.a. Wolverine. The Beast turns to Alison “Dazzler” Blaire. 'Alison' he remarks. 'Henry' Alison replies. Examining her new appearance, the Beast tells her 'That's a new look'. 'Look who's talking' Dazzler points out. The Beast asks Dazzler if this “new her” is about Mystique having attempted to take over her life. 'And everything that led up to it' Dazzler responds. The Beast asks Dazzler why she is working with Cyclops, and suggests she come back to this school. 'I'm – I'm just... I'm too angry to teach music appreciation' Dazzler claims. 'So you're joining his “revolution”?' the Beast enquires. Dazzler tells him that she needs a fight. 'You'll let me know when his revolution starts' the Beast states. 'Xavier married Mystique' Dazzler remarks. 'That was upsetting' the Beast confesses. Dazzler suggests that they might have kids, to which the Beast tells her that nothing would surprise him at his point. 'Mrs Xavier or not... I'm still going to kill her with my bare hands' Dazzler vows.

Those who left the office have returned, and She-Hulk suggests that unless somebody has a question, they should get back to it. 'Only one question? I have about 600' Wolverine announces. 'Me, too. But most of mine are a version of: Mystique?!' Iceman declares. Firestar asks if Mystique should be here, too, to which Dazzler asks 'Who says she isn't?  But Rachel Grey reports that she is not. Kitty suggests they let the Professor continue with his story. Nightcrawler remarks that he is enjoying hearing the Professor's voice again. 'It is nice' Cyclops agrees. The Beast presses the Shi'ar device, and the Professor resumes his dialogue.

'Was I to do? Let Magneto get his hands on this mutant power? Let this small child become a mass murderer?' The Professor declares that in the name of complete confession, he must admit the horrible thoughts that plagued him – that he thought about putting the child down. This child was an anomaly, not representative of their entire species. It is a thought that he never had about any of them, but, as he said, he had never been put in this position before. However, it was very clear that if Charles wasb to physically or mentally attack the boy and his power revealed itself to be even more than he originally thought, then he could start a chain reaction of damage, death and destruction that he could not live with. Xavier states that he could not control Matthew, could not overpower him, he would have to find a new way to communicate with him....


Matthew Malloy is playing with his toys, when he suddenly turns to find a boy of a similar age standing several feet away on the broken ground. 'Hey...' Matthew calls out. 'Hey' the boy replies, holding a large toy robot. 'You live there?' Matt asks. 'No, just visiting. My uncle lives here. I'm Charlie' the new boy replies, introducing himself. 'I'm Matty' Matthew replies, before asking 'What's that?' Charlie holds the toy up and explains that it is a Monsteroso. 'Where did you get that?' Matthew enquires. 'From Japan' Charlie reveals. 'That is awesome' Matthew declares. Charlie tells him that Japan has crazy cool toys and asks if he wants to see it. 'Hell yeah' Matthew replies as Charlie hands him the toy, boasting that, at home, he has a Goom, a Zzuta and a Thorg. 'I'm crazy jealous. That is insane' Matthew grins as he examines the Monsteroso. Charlie asks Matty if he is hungry, and holds up some french fries, claiming that they gave him extra at the food court. 'Oh, man. I am' Matty replies. Charlie hands them to Matthew, who asks 'For real?' Charlie tells him that he is full, and that they turn to rubber if you don't eat them real fast. 'You're the best. I haven't eaten' Matthew declares. 'I can tell' Charlie replies, before asking Matty where his Mom and Dad are.

'You know, I don't know. It's weird...' Matthew starts to reply. 'You're just here by yourself?' Charlie asks. 'I wasn't' Matthew responds. Charlie looks at Matthew's house which is all busted up, and half demolished and asks him why it is all messed up. 'Um... you want to see something cool?' Matthew replies. He picks up two of his toys and bangs them together – energy crackles around him and the landscape is once again broken up. 'Charlie? Oh no! Charlie?' Matthew calls out as he sees that Charlie has fallen to the ground. He rushes over to Charlie, who sits up and asks 'What did you do?' Matthew sniffs and replies 'Oh God. I thought – I thought I did it again...' his voice trails off. 'How did you do that?' Charlie enquires. Matthew tells him that he doesn't know, so Charlie asks him if he did that with his mind. 'I don't know' Matthew replies, to which Charlie asks him not to do that again without warning. 'I can't always – I can't always -' Matthew begins, concluding that he doesn't know how it works. 'Is that why everything around here is so messed up?' Charlie asks. 'I – I think so' Matthew tells him. 'Do your parents know?' Charlie enquires.

Matthew reveals that he thinks he might have killed them. 'Whoa...' Charlie utters. Matthew hangs his head as he reveals that they were yelling at him and then they just disappeared. He thought they would come back. 'Are they coming back?' Charlie  asks. Matthew tells him that he doesn't know. 'I don't know what to do. What's happening to me?' Matthew asks. Charlie asks him if he knows what a mutant is, to which Matthew replies that he doesn't. Charlie informs Mattew that a mutannt is somebody born different, somebody who can do things normal people can't. Matthew says that he doesn't want to hurt anybody, and not anybody else. 'You didn't do it on purpose' Charlie points out as he takes Matthew's hand. They hug, and Matthew asks 'What happens if I do it again?'


The holographic projection of Charles Xavier reports that he was able, using this younger avatar of himself, to psychically ingratiate himself to young Matthew, was able to get him to understand what needed to be done, and though it went against everything he believed as an educator, as a doctor, as a mutant and as a man, he used his powers to slowly and carefully take away Matthew's ability to access his own powers. Charles explains that now he had Matthew's friendship, he was in the position to carefully, gently, precisely put up a series of psychic blocks that removed Matthew's ability to tap into this power. He adds that he also did the young man the courtesy of letting him forget any of this had ever happened, and removed every memory of the lives he had taken and the destruction he had caused. 'As far as the world was concerned, this young boy's parents ran away and never came back' Charles states, as the X-Men listen intently. Charles continues, explaining that he helped place Matthew in a very reputable orphanage that an old colleague of his from university was in charge of. 'I took away his rights as a mutant. I took away his identity as one of us'.

Charles continues, stating that, to save the world, for lack of a better word, he lobotomized the young man. Cyclops frowns. Iceman covers his mouth. Storm does not look impressed, while Nightcrawler narrows his eyes. 'I know some of you will be quite confused and angry at me because this does fly in the face of everything I taught you. But that is how dire the situation was for the young boy and all of us' Charles announces. He promises the X-Men that there was no other choice. 'But still you may ask yourselves... why I didn't just dampen his powers? Just enough to bring him to our school?'

Magik a.k.a. Illyana Rasputin stands in the shadows of the office, while Firestar goes wide-eyed. Wolverine stares at the projection of the Professor as he explains that Matthew was more power than he had ever faced, he feared the worst and acted accordingly. Emma Frost hangs her head, while Charles asks 'Why didn't I turn him over to SHIELD or the Avengers?' Because I didn't trust them. Not Tony Stark, Not Captain America. None of them would help me' Charles declares, while Cyclops listens intently. Charles adds that they would imprison him, starting a chain of events that would bring chaos and destruction.

'And this isn't conjecture, I can read their thoughts. They would not help him or us' Charles states. The Beast's expression remains stoic, while Iceman goes wide-eyed, bringing his hand away from his mouth. 'Not yet. They had a long way to go before they truly saw mutants as anything but something to keep an eye on' Charles points out. Wolverine closes his eyes as Charles announces that he was not going to hand over a young, defenseless mutant and tell them that they were right about mutants, that they were right to be afraid of them. 'That any day anywhere around the world another mutant could be born that could turn this world inside out'. Cyclops remains silent as Charles continues, adding that he wasn't going to let everything they fought for and everything they struggled for and everything they survived be for nothing. 'And yet I couldn't do what I should have done, which was put this boy down. I couldn't do it' he confesses. Dazzler looks unimpressed, as Charles declares that what he had done was a very delicate operation and there was no way to be one hundred percent sure that it would work. Rachel listens intently, while Kitty is wide-eyed, as  Charles reveals that every year he would go visit Matthew. 'Make sure that my mental blocks -' he begins, as Cyclops declares 'You God damn hypocrite'.

'- solid and that the boy was stable -' the projection of Charles remarks, before the Beast puts the projection on pause. 'Scott!' he exclaims. 'Really?' the She-Hulk asks.

Everyone turns to Cyclops as he exclaims that his entire life, ever since he was a little boy, he has – they all have – been listening to lecture after lecture from this man about “no mutant left behind” and how they have to keep the peace by helping every mutant find their true potential. 'And we find out that this school was, in fact, built on a lie?' 'Scott' Storm calls out, but he continues, remarking that as soon as they turn their back, Charles does whatever it takes to keep things the way he wants them, that when the going gets tough he uses his power to overthrow. 'Hey, I got an idea – why don't you kill him again?' Bobby calls out. He smirks as everyone turns to him. Cyclops grits his teeth, and responds by firing an optic blast that sends Bobby careening backwards, out through a window and onto the front lawn.

'We will not have this!' the Beast warns Cyclops, putting a fist to his chest. 'Our whole lives we listened to him!' Cyclops replies angrily. 'Settle down!' Kitty exclaims. 'Lies!' Cyclops shouts. 'Settle down' Rachel states, her eyes glowing, but Cyclops shrugs her off and warns her not to control him. 'Start controlling yourself and she won't have to' Kitty tells Cyclops, adding that he is embarrassing himself.

Bobby re-enters the office, 'Cut the show you're doing right now to make yourself feel better about your guilt. About his death' he tells Cyclops, adding 'You may not have been consciously aware of what happened when Xavier was murdered, I'll give you that, but you were standing over his dead body and that means you are going to listen to him and you are going to abide by his last wishes'. Bobby angrily tells Cyclops that if he lays eyebeams on him one more time, then he promises to freeze his colon. 'Do the math on that one' Bobby snaps.

'I think I'm behaving quite well and I'd like one of ya to acknowledge it' Wolverine jokes, to which the She-Hulk puts her hands to her head and asks if they need to take a break. 'We continue' Storm declares, pressing the button.

The Professor's hologram states that he would visit the boy from time to time, always as his friend Charlie, to keep a close eye on the psychic blocks and to keep an eye on him – especially through puberty, which they all know is where mutations bloom or become secondary mutations. He adds that as Matthew grew older, Charlie would get older, and for a long time everything stayed the same, everything held – until one day.


'Matthew, good to see you, my man' an older Charlie calls out as he approaches Matthew, who is reading under a large tree. 'Who are you really?' Matthew replies. 'What?' Charlie responds. 'You're not what – you're not real. You're in my head. Are you real under there or am I making you up?' Matthew enquires. Charlie narrows his eyes, before removing his baseball cap, and Charles Xavier suddenly switches to his true form, in his yellow hoverchair. 'My name is Charles Xavier' he announces. Matthew stands up and asks him why he was pretending to be something he is not. Charles tells Matthew that when they first met, he was too young to understand what had happened to him, so this little lie allowed them to communicate in a way that he could help him deal with what Matthew had become, without him hurting himself or others. 'What had I become?' Matthew asks. 'You're a mutant, Matthew. Do you know what that is?' Charlies asks. 'Yeah, duh. I mean, yes. What do I do?' he responds. Charles replies that his best guess is that Matthew summons energies from a dimension other than their own, and when he does, it creates a destructive force that can obliterate everything around him. 'Geez' Matthew exclaims.

Charles informs Matthew that, as a younger man, he was not able to cope with it, so he helped him the best he could, as is his calling in life. 'Am I – can I -? How powerful am I?' Matthew asks. 'The fact that you pulled down my psychic shields and saw right through me shows another level of psychic ability. You are a very powerful mutant' Charles announces. Matthew clutches his head, energy starts to ripple around him. He puts his hands over his eyes 'I killed my parents' he realizes. 'Yes, you did' Charles confirms. 'Did I do this to you?' Matthew asks, referring to Charles's hoverchair. Charles tells him that he did not. Matthew asks if he killed other people, but Charles confesses that he doesn't know. 'You were a little boy and you did not – it was an accident of nature' he explains. 'Accident of nature?' Matthew asks.

'It is the hand dealt you' Charles replies, before telling Matthew that he is sorry he could not help him more. 'Your powers unchecked are dangerous and volatile'. Matthew hangs his head, before announcing that he doesnt want the power, and asks the Professor to take it away from him. 'I can't...' Charles begins. 'Without killing me' Matthew declares. 'And that I cannot do' Charles states. Matthew tells Charles that he gives him permission, right now. 'Whatever you were doing to me – wipe my brain. Give me amnesia. Whatever you did so I didn't know any of this. I don't want to know this. I don't want to know any of this' he exclaims before dropping to his knees. He sobs on Charles's hoverchair, and declares that it is all coming back to him. 'Please. Please make it stop' he begs. Charles tells Matthew to sit with him.


The hologram of Professor X tells the X-Men that he set up a strong series of psychic blocks and memory repression that has allowed Matthew to live a normal, unassuming life, and he has continued to keep an eye on him from afar. 'But as this is my last Will and Testament I must turn to you, my students and friends, and ask you forgiveness for this breach of trust... and at the same time for you to take the mantle of his care'. The hologram of Charles announces that he would like Cyclops and Wolverine to put together a small team that includes Rachel Summers or whoever is now their strongest psychic and he would like them to journey to wherever Matthew Malloy has made his home. He explains that he would like them to quietly and stealthily make sure that the psychic walls that keep him from his powers remain strong. 'If you can do this without interacting with him you would be doing our people and that poor mutant a great service. Know that you are doing this man's wishes. And mine'. As the X-Men listen, the hologram of Charles tells them that once thay have returned from their mission, he has instructed their attorney to then reveal the rest of his last Will and Testament. He asks them to please keep their people safe no matter how distasteful this mission might feel to them. 'Just this one last time: TO ME, MY X-MEN!' Xavier declares, before his hologram vanishes.

The X-Men are silent. Cyclops hangs his head, while Kitty and Nightcrawler embrace once again. The Beast covers his eyes, while Iceman closes his eyes. Storm starts to walk away, 'Matthew Malloy. Let's hope he's easy to find' she remarks.

And elsewhere, Matthew Malloy hovers in the air as his powers rage across the land around him....

Characters Involved: 

Cyclops, Dazzler, Emma Frost, Kitty Pryde, Magik (all X-Men)

Beast, Firestar, Iceman, Nightcrawler, Rachel Grey, Storm, Wolverine (all X-Men at the Jean Grey School)





Matthew Malloy


Holographic projection

Professor X


Professor X / Charlie

Matthew Malloy

Story Notes: 

This issue ties into the “Original Sin” theme.

The revelation that Charles and Mystique are married came last issue.

Written By: