What If...? (2nd series) #69

Issue Date: 
January 1995
Story Title: 
What if Stryfe and Apocalypse killed the X-Men?

Mariano Nicieza (writer), J.R. Justiniano (penciler), Roy Richardson (inker), Kevin Tinsley (colorist), Janice Chiang (letterer), Marie Javins (editor), Tom DeFalco (editor in chief), J.R. Justiniano and Roy Richardson (cover art)

Brief Description: 

The Watcher presents an alternate reality in which, during the X-Cutioner’s Song event, Professor Charles Xavier is unable to be saved by Apocalypse. Simultaneously, Cyclops and Jean Grey are attempting to escape Stryfe’s Moon-base. Stryfe is able to keep them alive but, when Xavier dies, it gives off a psychic backlash and Stryfe loses concentration, which causes Jean Grey and Cyclops to perish on the Moon as well. At the X-Mansion, an uncaring Apocalypse proceeds to slay Storm, Psylocke, Iceman, Archangel, Havok, Beast and Siryn, and injuring Cannonball. Back on the Moon, Wolverine and Bishop are killed by Stryfe and his Dark Riders and Cable is taken captive. While being held captive, Cable has a heart-to-heart with Stryfe but is left unsatisfied when Apocalypse comes calling. Back on Earth, the remaining members of X-Factor, X-Force, Gambit, Rogue, Jubilee and Forge create a new X-Men team. Together, they head to the Moon to destroy Stryfe’s time vortex machine. The X-Men are able to hold their own until Apocalypse takes control and stands triumphant. Before Apocalypse can claim final victory, however, Cable faces off against him. He, too, is losing to Apocalypse until Stryfe helps his brother and tackles Apocalypse into the vortex time machine, destroying the Moon-base. Back on Earth, Cable takes on the leadership role of the X-Men, deciding to follow a hybrid of Xavier’s ideals and his own.

Full Summary: 

(Watcher’s narration)

From my base in the blue area of the Earth’s Moon, my sworn duty is to observe and record events throughout the cosmos. Mine is the power to view not only this universe, but the countless myriad alternate realities which make up the multiverse. My name is Uatu, I am called the Watcher. The reality I currently monitor is a divergent timeline involving the X-Men. On your world – Earth prime, it was called X-Cutioner’s Song. But this world holds the answer to the question, what if Stryfe and Apocalypse killed the X-Men?

In this reality as on Earth prime, it all began the same way. Stryfe, the time travelling look-alike of the mutant hero, Cable, attempted to assassinate Professor Xavier, leader of the outlaw mutants, the X-Men. Xavier was doomed to a slow agonizing death with no hope of salvation. Elsewhere, the evil Dark Riders awoke Apocalypse – the self-proclaimed judge, jury and executioner of genetically unfit mutants – from his hybernative healing stage. Meanwhile, Mr. Sinister kidnapped the X-Men’s Jean Grey and Cyclops. He delivered them to Stryfe, completing a devious bargain. Stryfe in turn took Jean Grey and Cyclops to his secret base on the Moon for his own diabolical purposes. The immortal Apocalypse confronted Stryfe and discovered both men were mortal enemies in the future. Their titanic battle ended in defeat for Apocalypse. In the aftermath of the fight, Stryfe gained the loyalty of the Dark Riders. Meanwhile a rescue force comprised of the X-Men’s Wolverine, Bishop, and X-Force’s Cable mounted an assault on Stryfe’s Moon-base in a valiant effort to rescue Jean Grey and Cyclops.

The similarities between Earth prime and this reality end here.

On your world, Apocalypse teamed up with the X-Men, saved Xavier’s life and together they defeated Stryfe. On this world there was a divergence. Apocalypse’s technovirus cure did not work. Charles Xavier – leader and founder of the X-Men, Charles Xavier – savior of mutantkind, Charles Xavier – greatest mutant telepathic mind on Earth, painfully and irrevocably died and the X-Men’s world would never be the same again.

This single tragic event spawned a second cataclysmic divergence. On the surface of the Moon, following an abortive escape attempt, Jean Grey and Cyclops were rescued from certain death by Stryfe who used his telekinetic powers to surround them with an oxygen bubble. At that moment, the anguished psychic death cry of Charles Xavier cut through the boundaries of planet Earth and reached across the entire solar system. From neophyte to expert, every telepathic mind was touched by Charles Xavier’s mind-numbing scream. For Cyclops and Jean Grey, the distraction proved fatal. Stryfe’s concentration was broken and his frail telekinetic bubble shattered, exposing the two X-Men to the harsh vacuum on the Moon. Barely alive from their ordeal and unable to get help from Stryfe, the couple died of asphyxiation on the cold, harsh dusty surface of the Moon.
(end narration)

Back in New York, Cannonball stands with his fellow X-Men, Ice Man, Archangel, Psylocke, Beast, Siryn, Havok and Storm and proceeds to call Apocalypse a murderin’ butcher. Psylocke angrily asks that they took him into their home and this is how he repays them? Checking on Xavier’s condition, Beast informs the others that he has no pulse, no respiration, absolutely no sign of life. He’s dead.

Enraged, Storm tells Apocalypse they trusted him and he betrayed that trust. Gritting his teeth, Apocalypse replies that the strong survive, but the weak perish. Xavier was weak! Storm tells him that’s not good enough. It’s too convenient of an answer. Havok asks how do they know he didn’t just kill him. Apocalypse calls them children and tells them they don’t. But they have his word that he did try to save him. Throughout the ages, he has lived, one constant has remained, survival of the fittest. Xavier’s dream of universal brotherhood between man and mutant was weak and flawed as the man himself. Nature abhors a vacuum and children need a strong hand to guide them. From this moment on Xavier’s weak dream has died with him. You X-Men are now mine. Defiantly, Storm and Havok exclaim they’ll never follow him.

238,857 miles away on Stryfe’s secret base on the surface of the Earth’s Moon, other destinies are being shaped. The rescue team looking for Cyclops and Jean Grey is ambushed by the Dark Riders. As Cable, Bishop, and Wolverine engage the Dark Riders in fierce battle, Cable tells his cohorts to keep hammering away at them and to not let their foes get too close. When Bishop remarks that this looks bad, real bad; Wolverine replies that they’ve been in tighter spots. These guys ain’t got nothin’ they can’t shove right back down their throats. Cable exclaims that there’s only one way out of this now… Bishop finishes his thought for him by announcing “through them!” Wolverine says now they’re talkin’ his language, bub. Cable proceeds to tell them to follow his cover fire and stay low.

Just then, the massive Tusk punches Bishop across his face and tells him he’s not going anywhere. Seeing his teammate in peril, Wolverine rushes over towards him. Cable yells at him not to break formation, but Wolverine tells him he’ll get his later after he takes care of the man who started this. He yells out that he’ll get Stryfe, no matter how many of those losers he puts between them. C’mon, show him what he’s got! When the Underlings and other members of Stryfe’s strike force attack Wolverine, he is able to slash his way through them.

Bleeding, Wolverine comes face to face with Stryfe and tells him that was a pretty pathetic bunch if he asks him. Stryfe tells him he didn’t and they did serve a purpose. They left him weakened and disoriented enough to do this. Just then, Stryfe mind-blasts Wolverine through the air and crashes him through the protective bubble. An automatic airlock seal slides into place, protecting the occupants of the room. However, neither an indestructible adamantium skeleton, nor a super healing factor can save Wolverine from the airless void of the Moon’s surface.

Once Wolverine dies, Cable suffer a psychic back-lash. Standing between the Dark Riders and his weakened ally, Bishop tells him to stay down. He took a heavy hit. And X-Men don’t sell their livers cheaply. After Bishop takes out a few of the Dark Riders, Stryfe tells him that was a most impressive display of raw energy. But he wonders what would happen if his energy was telekinetically held in check. Then let’s say your body, actually a living battery, was pummeled with energy – having been shot by Gauntlet and Barrage. Just as he suspected, pain followed by a massive discharge (and Bishop’s death). A pity he didn’t live to see the results. Pointing his weapon at Cable’s head, Gauntlet tells Stryfe that he’s the last one. Held captive, Cable tells Stryfe that if he thinks he’s going to grovel, forget it. Just finish him and be done with it. Stryfe tells him all in good time, dear “brother.” All in good time.

Upstate New York, Westchester. The mansion headquarters of the X-Men is the scene of an unexpected death. Rocked by Xavier’s passing and caught unprepared, the X-Men now fight for their lives in their very home. Grabbing Storm by the face, Apocalypse remarks that he knows she suffers from chronic claustrophobia. He then tells her to not bother talking; her lightning powers are doing the talking for her.

Just then, Storm’s lightning bolts strike both Psylocke and Cannonball. Upon seeing that, Iceman exclaims they’re dead. Apocalypse tells him that they won’t be the last to fall. They all had the chance to join him in his glorious mission. This fight is their choice, their funeral. When Beast attempts to attack Apocalypse from behind, he too is killed. As he swipes his fist at Iceman, Apocalypse calls his son, the Dark Angel of Death. It is time to put his gift to him to good use. Distraught, Archangel notices that his wings have been taken control of by Apocalypse. At that moment, Archangel flings his metal feathers and proceeds to kill Iceman and injure Polaris. Looking up at Apocalypse, Polaris tells him he’s heartless. Laughing, Apocalypse asks really now and forces a begging Archangel to fling his deadly feathers into Polaris’ body, killing her as well.

A few floors below, X-Force (Warpath, Sunspot, Siryn, Feral, Rictor, Boomer and Shatterstar) are being held captive, placed there by Xavier to protect them from themselves. Ironically, the added strength of X-Force might have turned the battle’s tide and saved the lives of the X-Men. When Siryn asks what’s going on up there, Boomer replies that it must be one heck of a party.

Distraught over Polaris’ death, Havok turns to Archangel. Archangel begs Havok to shoot him; it’s the only way to stop him. Realizing he has no choice, Havok blasts Archangel with his plasma blasts, killing him. Storm proceeds to tell him that he had no choice. But this butcher shall not go unpunished. They are the last two standing. Apocalypse dares them to combine their powers. All he will do is let his body act as a conductor and channel the deadly energy right back at them. When he does, both Havok and Storm fall to the ground, dead. Standing over the fallen X-Men, Apocalypse states “so, it finally ends here and now. Rest in peace, children of Xavier. And know that their mentor’s failed dream will be forever buried with them.” Now one final task remains. He must confront Stryfe and reclaim what he has taken from him. As Apocalypse departs, Cannonball begins to stir and show signs of life.

On the Moon, Stryfe tells the captive and shackled Cable that he’s already told him. He, Cable, is his clone. Jean Grey and Cyclops were their parents. They abandoned them 2,000 years in the future. Cable was raised by nomadic gypsies and he by Apocalypse. He hated their parents for what they did, but their deaths were an accident. Xavier’s death scream caused him to lose concentration. They asphyxiated before he could rescue them. He wanted them to suffer for abandoning him. He wanted them all to pay. But he didn’t want them to die so soon.

Cable angrily tells Stryfe that he and him are two sides of the same coin. There’s more to the truth than he can possibly imagine. Release him and stop this madness. Stryfe tells him that he is in no position to dictate terms to him. Cable is the clone and he, Stryfe, is the original. Never forget that! Cable asks him that he doesn’t get it, does he. Original or copy, Jean and Scott were still their parents. They did what they felt they had to do. Their actions saved their life and he killed them for it. Cable tells Stryfe to end this now. Apocalypse is their real enemy. He always has been.

Gritting his teeth, Stryfe calls Cable a sanctimonious, hypocritical gene-copy. All these years he’s been a constant thorn in his side. Ever since he first learned of his existence he’s wanted nothing more than to erase him from all time. He and his Askani-Clan have murdered hundreds of people in their bid to take control of their future Earth. Yet they call themselves heroes and patriots, while he is the “terrorist.” Cable tells him like it or not, those are the labels history has slapped on them. But the fact is, they’re both brothers. He’s not buying into this “who’s first” argument. It doesn’t matter. Stryfe doesn’t need revenge on anyone but Apocalypse. It was Apocalypse who infected a young child with the techno virus. It was Apocalypse who orchestrated the events which forced a young father to make a horrible choice. It was Apocalypse who raised him in his image and intended to simply take over his body.

Just then, Stryfe is informed that the base is under attack. Stryfe remarks that he’s here. He’s got to deal with Apocalypse once and for all. As Stryfe begins to leave, Cable calls out to him that he’s not his real enemy. None of the X-Men ever were. Release him. Together they can stand against him. Does he hear him? At that moment, the door slams shut behind Stryfe, leaving Cable in the dark.

Back on Earth at the X-Men’s mansion headquarters, the site of incredibly tragic losses has been turned into a place of new hope. The remaining core group of mutant survivors: Jubilee, Feral, Gambit, Rogue, Multiple Man, Sunspot, Thunderbird, Boomer, Cannonball, Forge, Shatterstar, Siryn and Strong Guy have gathered to keep Xavier’s dream alive. Forge exclaims that there are no more X-Force, X-Factor, Blue or Gold teams. From this point, they are all X-Men. When Boomer asks whose genius idea it was to design new uniforms (black and red are just not her colors), Cannonball tells her to hush. Gambit interjects enough wit’ de speeches, time’s goin to waste. Jubilee adds in other words, let’s go kick some butt!

Using a modified Blackbird of Forge’s design, the X-Men head to the Moon to stop Stryfe and Apocalypse. Inside, Forge gets in Gambit’s face and tells him they don’t know the “how” or the “why,” but Stryfe has an active time vortex device on his base. Gambit tells him to stick to his inventions. He’s still the best field leader this team’s got left. Forge exclaims that this isn’t a game. He doesn’t intend to take this team to its death. Gambit replies that no one is goin’ to die as long as ol’ Gambit stays in charge.

Meanwhile, Boomer points out to the others that those two idiots are still arguing. Like it’s gonna make a difference who leads us on this suicide mission. Multiple Man says they’re just blowing off steam. They haven’t heard from the rescue team of Cable, Bishop, and Wolverine for hours. Everyone expects the worst. Looking out into space longingly, Jubilee says they’re okay… they’ve gotta be. Feral states that she wishes she was as optimistic as Jubilee. They’re probably dead along with Cyclops and Jean. Gambit proceeds to tell Forge that if he wants to play leader-man, he can have it. First sign o’ trouble an’ all bets are off. Forge replies fair enough but remember their first priority is to knock out Stryfe’s time vortex machinery. Gambit answers right… whatever you say.

At that moment, Cannonball announces that they’re coming up fast on Stryfe’s Moon-base. He then tells everyone to hang on, he’s engaging the ship’s defenses. The ship’s laser cannon should punch a hole through their force screen. In short time, Cannonball excitedly exclaims it worked, they’re through.

Once on the Moon, the X-Men exit the Blackbird and head towards the time vortex. Nearing it, Forge informs the others that it’s reaching critical mass. They’re going to have to fight their way through this mess (Apocalypse battling Stryfe’s forces) to reach it. Growling, Feral says as long there’s something left for her to feast on, she doesn’t mind. Upon seeing the group of X-Men, Apocalypse angrily asks is there no end to their foul brood? Strong Guy responds that the only brooding foul-up who’s going to come to an end around here is you, blue-lips. Let’s trash these suckers!

No further battle-cry is needed. As one, this new team of X-Men forged from the fiery embers of defeat quickly cuts a swath through all the combatants. While the X-Men take on the Dark Riders who are loyal to Stryfe, Apocalypse waits in the wings picking off targets at his leisure. Forge informs the others to follow his lead. They’re getting closer to the time vortex machine. Sarcastically, Gambit asks Forge if this is his idea of leadership. Outnumbered and overwhelmed, the X-Men begin to lose ground.

At that moment, Stryfe warns the X-Men to get back. Their bumbling interference is only helping Apocalypse. He then orders Gauntlet to get him the prisoner before Apocalypse finishes them all. As Gauntlet runs off, it galls him to leave the fight, especially since his former master Apocalypse is close to defeating Stryfe and reclaiming leadership over his teammates. Even as he speeds down the corridor, he can hear the final sounds of battle. Apocalypse is triumphant! Surrounded by the fallen Stryfe and X-Men, and the Dark Riders, Apocalypse exclaims that once again victory is his. The fit survive! The strong triumph! The end of the X-Men is upon them!

Just then, Cable arrives on the scene and tells Apocalypse that he wouldn’t count this as a “win” quite yet. It’s over. There are events transpiring here which Apocalypse will not be party to for another 2,000 years. Apocalypse tells Cable that he speaks in riddles but talk won’t save him. Extending his robotic arm, Apocalypse pins Cable to the wall and tells him that his worthless life is now his to do with as he pleases. Gritting his teeth, Cable tells Apocalypse that he can’t win. He can’t kill ideas, he can’t destroy dreams. Apocalypse states that he already has. And he will break him just as he broke the X-Men.

Turning to Stryfe, Apocalypse tells him he senses the bond between them. They have more in common that meets the eye. He then extends his hand to Stryfe and gives him the offer to join with him. Quietly, Stryfe answers no. Apocalypse continues that it’s time to put an end to the last gasp of Xavier’s dream. Removing his helmet, Stryfe again says no. Today, he accidentally killed his parents, he will not kill his brother. With that, Stryfe blasts Apocalypse away from Cable with a massive psychic blast. As Stryfe follows up with a tackle, Apocalypse tells him that he’s confused. Stryfe answers no. For the first time in his life he sees things clearly. With that, the two combatants tumble into the time vortex machine.

As they do, Cable goes to help his brother but is stopped by Cannonball who tells him there’s nothing he can do. Stryfe is on his own. Cable angrily tells Cannonball to put him down. That’s his brother back there. He’s the only family he’s got left. Cannonball tells him he’s sorry but it’s too late. At the last moment, the X-Men are able to board the Blackbird and depart the Moon-base just before it explodes. Watching the explosion, Cable remarks that for most of his life he’s hated Stryfe without ever really knowing who he was. It’s taken this tragedy to make him realize how lonely and misunderstood he really was, how much alike they really were.

Earth, the next day at the X-Men’s mansion, dark ushers in the night, and with it reflections of the past. Walking through the corridors, Cable states that it was only yesterday, but it seems so long ago and far away. Stryfe gave the ultimate sacrifice on little more than a leap of faith. Despite a lifetime of brainwashing and warped ideals, in the end, he could no more kill him than he could himself.

Picking up a picture of the original X-Men, Cable exclaims “blast you, Xavier!” He never believed in his dream, his morals, his ideals. But Xavier did, and so did his parents. Stryfe told him they eventually came forward 2,000 years into the future as Slym and Redd to raise him, just as a future Apocalypse raised Stryfe. But they’re all dead now. Some of those events will never come to pass. It’s a paradox of time travel, but it doesn’t matter. He’s here and he’s real. He’s got to concentrate on what’s important in the here and now. This new team of X-Men needs a strong leader. He’s seen firsthand what the future has to offer mutants and humans. Force alone won’t turn the tide against mutants. If he’s going to lead the X-Men, he must do it with a mixture of Xavier’s ideals and his own. The new X-Men strive for a better world. A world where mutants and humans can peacefully co-exist but they’re not taking any crap along the way. Heaven help anybody who gets in their way.

(Watcher’s narration)

The new X-Men’s exploits became legendary and their roster changed through the years, but their unswerving devotion to the principles of the original team never wavered. But that’s a story for another time.

Characters Involved: 

The Watcher


Mr. Sinister


Archangel, Beast, Bishop, Boomer, Cable, Cannonball, Cyclops, Feral, Gambit, Havok, Ice Man, Jean Grey, Jubilee, Multiple Man, Professor Charles Xavier, Psylocke, Rogue, Shatterstar, Siryn, Storm, Strong Guy, Sunspot, Thunderbird II (Warpath), Wolverine (all X-Men family)

Barrage, Foxbat, Gauntlet, HardDrive, Tusk and the Underlings (all Dark Riders)

Story Notes: 

This issue shows an alternate ending to the X-Cutioner’s Song crossover.

Cyclops and Jean Grey sent baby Nathan Summers (Cable) into the future back in X-Factor (1st series) #68.

Slym (Cyclops) and Redd (Jean Grey) went into the future to assist Nathan in taking down Apocalypse in Adventures of Cyclops and Phoenix #1-4.

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