X-51: The Machine Man #2

Issue Date: 
September 1999
Story Title: 
Ghost in the Shell

Mike Higgins and Karl Bollers (writers), Joe Bennett (penciler), Slick (inker), Mark McNabb and Matt Hicks (colors), Benchmark (letters), Ralph Macchio (editor), Bob Harras (editor in chief)

Brief Description: 

Having been reborn, using the head of X-51 and the body of Agent Jack Kubrick, the Machine Man wonders how he got into this position in the first place. Before him are Mystique and the Brotherhood of Mutants who are there to collect his head and will stop at nothing to achieve their goal. Toad attacks first but is repelled, X-51 acting instinctively to counter his attack. He feels more powerful than ever. The fight is then joined by the Blob, the Mimic and Post who throw everything they have at the robot, but as he fights them, he somehow accesses information about them from his database and manages to counter their particular mutant powers. He covers the Blob in technological debris from the scrap yard where the fight is taking place, takes out Post by knocking his central nervous system out and then shoots the Mimic from the air using Post’s bio-weaponry which he now commands. He has several newfound powers, and amongst these he discovers his body is filled with microscopic nanotechs which rebuild his body almost as quickly as it is damaged. Henry Gyrich and Sebastian Shaw meanwhile watch the fight from a helicopter but it is downed and Shaw is lead away by a private who turns out to be Mystique. She hates the fact that she’s been used as a Guinea Pig to battle X-51 and shoots him, only for the robot to stop the bullet before realizing Shaw is a mutant. Sentinel technology then takes him over and he attacks Shaw, blasting him but a battalion of tanks forces him to let Shaw go. He then remembers how his new powers were introduced to him. He recalls his computerized head finding downloading his personality into the body of Jack Kubrick, a S.H.I.E.L.D. Life Model Decoy. He also remembers meeting Bastion who experimented on him, filling him with Sentinel technology. As he flies away from the area to recuperate, he knows that although he is part-machine, part-Sentinel, he is also Aaron Stack and no-one can take that away from him.

Full Summary: 

X-51 is reborn. He has been brought back to life, and finds standing before him a group of people who are strangers to him. He knows he is X-51, the Machine Man, but he is unclear about everything else. Mystique and the Brotherhood of Mutants are surprised to find the machine alive as it stands motionless before them. The robot’s eyes are shining as he tries to ascertain his reason for being there; knowing that his body has been pushed beyond its limits and that his systems have undergone a complete shutdown. He was dead, but now he is back. The question is, how?

Mystique isn’t interested in very much apart from carrying out her mission. She says she’s only being paid for recovering the head of X-51’s sorry carcass; it was destroyed once, and they can easily do it again. Acting impulsively, Toad leaps towards the robot as Mystique shouts at him to wait. X-51 can feel something else now; he can feel it at the core of his very being, an electronic rush like nothing he’s ever known in his life. He feels transformed, stronger and more powerful than ever and realizes this when his systems almost reflexively repulse the approaching Toad, and shock the Brotherhood. Mystique realizes he’s reactivated some kind of defensive fail-safe system and also notices that the robot is possibly not aware of what it did, or even if it is aware of their presence. Blob almost looks worried, saying he managed to take out the Toad, no problem. Mystique tells him to forget about Toad, as his injuries were the result of his own stupidity. X-51 thinks that for a moment he had been under the impression that these people around him were somehow responsible for his resurrection, but he realizes now, that was an incorrect assumption.

He targets the Toad and Blob with his sensors, and information about them is brought to his attention from a database he didn’t know he possessed. It includes their real names, vital statistics, status, a DNAnalysis and group affiliations. The Blob wonders why their opponent just keeps staring at them and Mystique replies that she isn’t sure if it is sentient or not and they can only dismantle it with a unified assault. The Machine Man thinks it is incredible that somehow he is accessing information about each of his assailants. Information about Post and the Mimic comes up next.

Unfortunately for him, the robot thinks, the information is being processed a little too slowly and suddenly he is assaulted by the Brotherhood; Post using his bio-weapons and Mimic his optic blasts to try and bring him down. X-51 screams in sheer agony as their blasts combine to sever the network of circuitry in his left arm which falls to the side. He thinks that the Brotherhood appears almost surprised that they have managed to hurt him and he is really surprised either as there’s no blood or smell of burning flesh. Suddenly, as much to his amazement as to that of his enemies, his arm automatically reattaches itself. He uses his state-of-the-art magnifying lenses located behind his pupils to perform a quick microanalysis and sees billions of microscopic robots, nanotechs, performing repairs on a near subatomic level.

He wonders what is happening to him. The last thing he remembers was excruciating pain and an incredible fear, the realization that he was dying followed by a torrent of memories of all the events and all the faces that have made a significant impact on his life. These are allies like Cable, enemies such as the Red Skull, team-mates such as Iron Man, and friends and family, the foremost of whom is his creator Abel Stack, but all these images flickered in his mind during what he believed to be his final moments. So where is he now, he thinks, how did he get here, who repaired his systems and how did he come to be targeted by these outlaw mutants?

Even though the nanotechs are doing their job, he feels that the battle is taking its toll. Still, as the Mimic continues his optic blasts, only a mere hundredth of a second elapses before X-51’s body initiates a spontaneous internal command and initiates a defensive program. A ruby-quartz shield appears which not only absorbs the optic blasts but deflects his cohort’s fire at the same time. However, this provides little discouragement, especially where the team’s leader is concerned. His computer then brings up information about Mystique as it had the rest of the Brotherhood as she raises her gun to him.

Meanwhile, Henry Gyrich and Sebastian Shaw approach Area 88 in an army helicopter as Colonel Walsh’s reinforcements surround the battleground. Gyrich is confident that they can tip the scales in their favor and take back the area from the Brotherhood. Sebastian Shaw says he can’t understand why they are wasting their time with the Brotherhood as Area 88 is merely a technological dumping site. He adds that there is absolutely nothing of value there; why risk the lives of the troops when his own Sentinels can suppress Mystique and the others with ease. They can readily adapt to whatever the Brotherhood can throw at them. Gyrich, lighting a cigar replies that he’s sure that Shaw Industries has produced the most efficient mutant-hunting robots to date, but just once, he’d like to “give those mutant freaks a reason to be afraid of us humans!”

Colonel Walsh calls Gyrich on the radio and tells him that he isn’t going to believe this. He tells him that the Brotherhood is engaged in a full combat situation with what appears to be a new version of Machine Man. Sebastian Shaw raises a surreptitious eyebrow at this news as Gyrich commands the helicopter pilot to take them in for a closer look.

At the battle side, the Blob is characteristically being a pain in the butt to his team-mates, laughing at the fact that Mystique and his companions aren’t making much of an impression against the robot. The Blob barely notices as he is hit from a shell fired from the helicopter. Toad asks him whether he should be helping them and Blob turns to him and says, “You want to give ‘em a hand?” Toad replies, “Sure, I’ll do my part,” at which point the Blob grabs the Toads’ head in his huge hands and propels him with force skywards. Toad screams as he bounces off the helicopter. The pilot tells his passengers that they’ve been hit but it looks like the damage is minimal and is about to suggest they return to base when Gyrich orders him to simply see to it that they maintain a safe distance as he wants to know what’s going on down there.

Toad picks himself up as the Blob rants about the days when he first met Xavier and his goody two-shoes lap dogs. The letter X has been his least favorite letter in the alphabet since and even if the robot has nothing to do with them, he’ll be happy to kick his can just the same, telling X-51 to drop his force-field and come out and fight like a man. X-51 realizes his ample opponent is right, and it is time to take the offensive. He immediately cuts loose with his hand cannon, a concussive bolt of pure plasma energy from which the Mimic saves his colleagues by using a mini glacier, a power he picked up many years earlier from Iceman.

X-51 decides he should turn up the heat and uses his other outstretched hand to double his effort. The plasma energy strikes the Blob who simply stands where he is in front of Mystique and laughs, the energy useless against his impervious body. He gloats to Mystique about how he may be unable to shoot things from his fingers, but he sure comes through in a pinch. She is about to tell him that a follow up attack is about to happen but is unable to complete her sentence. X-51, in the split second that it takes him to think there must be a way to defeat the Brotherhood, unleashes a powerful hurricane wind from his fingertips which sweeps the outlying mounds of technological debris around them into the air. Toad and the Mimic are instantly caught in the swirling vortex and even Post is rocked but the Blob continues to remain standing, laughing again at the robot’s futile efforts.

Mystique appears to be about to tell him of his folly before she is knocked to the ground by some debris. As she crawls on the ground, she tries to think about how things went so wrong.

(flashback to the very recent past)

Mystique had been contacted by a dark-haired woman who wished for her to steal inside a restricted government area and retrieve an item for her employer. Realizing the offensive drawback to her shape-shifting ability, she in turn recruited the Brotherhood of Mutants who agreed to join her in respect of a percentage of her earnings. It had looked like easy money for all involved; they were just supposed to bring their employers the lifeless head of X-51. The situation took what had seemed an amusing turn when Agent Kubrick decided to play hero but they soon stopped laughing however, when their captive picked up X-51’s severed skull and was somehow transformed into X-51 himself. Despite their efforts since, the robot has managed to adapt to everything they throw at him.


In the helicopter, the pilot tells Henry Gyrich that the aircraft can’t handle much more of this, and feels like she’s going to rip apart due to the hurricane winds being released by the Machine Man. On the ground, the Blob tells X-51 he has a lot of heart, but didn’t he know that nothing can hurt the Blob? X-51 replies, “Guess I’ll just have to try harder, Dukes!” The Blob is surprised that his opponent knows his real name and seems genuinely shocked as the metallic debris begins to gather around him. The helicopter meanwhile is hit by shrapnel on the tail propeller, the wing and the fuselage and the pilot informs Gyrich and Shaw that he has no choice but to take her down.

X-51 meanwhile is pouring the debris on the Blob while the Mimic uses a telekinetic force field (acquired from Marvel Girl) to save himself from the flying shrapnel. The Blob’s mutant power allows himself to increase the Earth’s gravitational pull beneath his massive frame; X-51 simply increases the gravimetric forces surrounding him which attracts a mountain of debris which engulfs him, eventually pinning him to the spot. He can’t move now no matter how much he wants to. Dukes yells for Mystique to get him out of there but receives no reply.

Shaw and Gyrich meanwhile emerge from the helicopter which smolders from the hits it has taken and a group of soldiers rush towards them to provide medical attention. As Gyrich is cared for by a medic who tends to a nasty looking cut on his forehead, he demands to know where Shaw has got to. A soldier replies that he must have been taken to another tent. Gyrich thinks that Sebastian Shaw, being a civilian, shouldn’t be wandering around on his own.

Shaw however isn’t alone. He is escorted by a private through the pouring rain but suddenly realizes that he isn’t being led the way Gyrich was. He turns to see the private’s eyes glowing yellow and the soldier holding a handgun at him. “Shut your mouth Sebastian,” shouts the private. “What in the world?” replies Shaw looking surprised but the private continues, “The time for pretenses is past - especially now that I’ve figured out the reason you hired me.” Shaw says her name, Mystique who then drops her disguise, revealing her true face. He asks her what she’s talking about and she replies that she is in a very bad mood and has a gun pointed at his head so he shouldn’t mess with her. She adds that when you’re born with the ability to alter your features to look like anyone on the planet, it becomes easy to gain access to places others cannot, and to gather all sorts of information. She continues to tell Shaw that it was easy to follow his assistant Tessa, and to piece the rest together, but that is all right as she likes to know who’s paying her, even if it turns out to be him, a man whose company assembles Sentinel robots designed to hunt down his own kind, her kind! She then says that doesn’t matter, she is simply in this for the money, but then he never intended to pay up, did he? Maybe she and the Brotherhood are simply Guinea Pigs?

Back on the battleground, Blob is immobile and the Mimic says all his abilities appear to be useless against the robot. Post however tells them he’s kept some of his weapons in reserve and recalibrates his bio-cannons for the maximum increase of energy output. He counts down from three and unleashes his entire arsenal on X-51. In a blinding flash of white light, Post quickly realizes how ineffective he has been as X-51 emerges from the blast and says, “My turn.”

Extending his hands which are projected from his arms on cables towards Post, his hands then separate mid-grasp, his metallic armor dividing and unleashing smaller wires from between each finger with small devices on the end of each one. The wires wrap around Post and because of Post’s genetic mutation which has made him a unique hybrid of living tissue interconnected with inorganic machinery, he is the most vulnerable to X-51’s offensive programs. He jacks into the giant’s central nervous system and automatically overrides his weapons array. Post’s knees soon buckle as he finally stops resisting and gives in to the robot’s domination. Now, with Post’s weapons at his disposal, X-51 uses them to blast Mimic from the sky.

As he falls with a crunch to the ground, Mystique turns away from Shaw and wonders what the scream was. X-51 rips Post’s power pods from him and regroups them around himself and shoots their owner with them, taking him out once and for all. Machine Man looks powerful and is doing everything his new powers allow to win the situation. With the Blob, Post and Mimic down for the count, X-51 is starting to dominate the fight.

Gyrich is by now in an army vehicle and hears the explosion and says that if Shaw has been injured, it’ll be the end of Colonel Walsh’s military career. Suddenly, he tells his driver to stop the vehicle and gets out as he spots Sebastian Shaw in the distance with Mystique still holding her gun at him. “Heaven help me,” he says, “she’s about to…” He doesn’t have time to finish as Mystique fires at Shaw, only for Machine Man’s hand to inexplicably shoot between the gun and Shaw’s head, stopping the blast. As soon as he stops the bullet, X-51’s diagnostic systems reveal that Shaw isn’t a normal human at all; he too is a mutant, and like all mutants is a threat to mankind. X-51’s Sentinel programming now takes over and he squares up to Shaw, his concussive plasma blasts smashing him full in the chest as Gyrich radio’s for help. He calls to Sebastian to ask if he all right and X-51 realizes that of course he is; he had acted instinctively but now realizes that Shaw has the ability to absorb kinetic energy, making it impossible to harm him using conventional tactics.

He knows that any further assault will only make him stronger and thinks about other measures to combat him with. As the Toad leaps away from the battle, frightened in the knowledge that he is simply no match for his enemy, Shaw, with his jacket still smoking, gets to his feet aided by Gyrich who tells him that they have to get as far away from the Machine Man as possible as he is obviously malfunctioning.

A battalion of tanks crawls down the steep incline in response to the robot’s actions and he weighs his options, as Shaw retreats to relative safety amongst what X-51 believes are the human pawns who little realize the danger in their midst. He thinks that this is why is he was created and programmed - to protect mankind from the inherent threats posed by Earth’s mutants. As he thinks he is here to save them, his programming hits a snag and he suddenly realizes as flashes of memory begin to return to him that this isn’t true, and manages to recollect his original reason for being there.

(flashback, recent past)

He is X-51; his name is Aaron and he was created by Abel Stack. His father who taught him what it truly means to be a hero. Mutants are not the enemy. The X-Men are mutants and together, only a few short weeks ago, they were able to save lives aboard the government’s airborne S.H.I.E.L.D. helicarrier. Although branded outlaws, the X-Men had displayed remarkable courage and valor in their efforts to assure the safety of the many imperiled humans who they didn’t know and had never seen before. There were others caught up in the same machinations of fate - others who in many ways are similar to himself, more similar in fact than even the X-Men. As he recalls this, he visualizes the helicarrier being emptied of personnel just before he was seemingly destroyed, the X-Men’s Colossus, Shadowcat and Nightcrawler helping the helpless crew safely to the ground.

(partially flashback)

He thinks of Deathlok and Douglock, other cybernetic entities who will find themselves despised by an unaccepting humanity simply for being different. Ironically, he thinks, it is the very things that make him different which enabled him to achieve what he did that day as he knew he had to save lives and anchored the ship to the ground, knowing he would be stretched beyond his limits; that his body would be literally torn apart. He had made the ultimate sacrifice and his father would have been proud of him.

He then recalls that this should have been the end of his story but even he never anticipated a built-in fail-safe designed to instigate auto-repairs in the wake of such systemic trauma. The problem had been that there wasn’t enough of his body to salvage in order to repair himself. His system instead did the next best thing and allocated just enough of his memory to be transferred into a less damaged construct. After the helicarrier disaster, the area was littered with classified technologies that had been jettisoned. One of these top-secret automatons was a Life Model Decoy (LMD), part of a series of artificial humanoids designed mainly for espionage. Although the LMD had already been given the memory implant of a federal agent named Jack Kubrick, X-51 was able to reach into it and take advantage of its damaged systems. Kubrick’s original programming was then overridden with his own commands. He then took over Kubrick’s life, not knowing he was anything other than the man himself.

However, he wasn’t created with regenerative capacities of that magnitude; they came from somewhere else.

(partially flashback, several months ago)

Months ago, he recalls, he came into conflict with a mutant-hating madman called Bastion who was revealed to have been created through the mystical union of the Master Mold and an advanced sentinel from Earth’s future (Nimrod). He was helpless as Bastion turned him into a reprogrammed drone. He was able to release himself from his control and ultimately defeated him but it was now obvious to him that he had permanently retained some of those Sentinel-like traits. The insidious programming must have continued to invade his systems all this time like some sort of cancer, slowly corrupting him with uncontrollable Sentinel abilities and directives. He now knows that there is an evil inside him that he must try and keep in check. Horribly, it was this very evil that enabled him to defeat Mystique and the Brotherhood of Mutants, and in some sad and twisted way, the key to his own resurrection as well.


X-51 takes flight, roaring skywards gracefully, his eyes lit up and using servo-thrusters based on Sentinel-tech to propel him instead of employing on-line computers to employ the anti-gravity equation he used before. They place him several miles away from Area 88 in well under a minute and he lands, thinking that he can deal with Shaw and the other mutants later. In a flash of energy, he changes back into human form, that of Jack Kubrick (another Sentinel trait). He knows he isn’t a Sentinel, but though he is a machine, he is also a man. His name is Aaron; he is the son of Dr. Abel Stack and no-one will ever be able to take that away.

Characters Involved: 

X-51 (Aaron Stack)


Blob, Mimic, Post, Toad (as the Brotherhood of Mutants)

Sebastian Shaw

Henry Peter Gyrich

Colonel Walsh

Helicopter pilot and several American soldiers

In flashback:

X-51/Machine Man

Jack Kubrick

Colossus, Nightcrawler, Shadowcat (all X-Men)



S.H.I.E.L.D personnel


Blob, Mimic, Post, Toad (as the Brotherhood of Mutants)


In X-51’s memories:

Colossus, Nightcrawler, Shadowcat (all X-Men)

Captain America, Iron Man, Thor (all Avengers)



Nick Fury

General Kragowski

Senator Miles Brickman

Peter Spaulding

Dr. Abel Stack

Dr. Broadhurst

Gears Garvin


a Sentinel

Red Skull

Story Notes: 

The title, Ghost in the Shell, is based on the Manga animation by Masamune Shirow. The link to X-51 is a clear one, as the ghost is the soul or consciousness of Aaron Stack and the shell is simply where it is housed, in this case the computerized body of X-51.

The helicarrier was abandoned and X-51 seemingly destroyed in X-Men Annual 1999.

Machine Man’s meeting with Bastion was told in Cable & Machine Man Annual 1998 and Machine Man & Bastion Annual 1998.

The Blob first met Xavier and the X-Men in Uncanny X-Men #3.

Post’s full name was revealed as being Kevin Tremain in Cable (2nd series) #72, his next appearance.

The Sentinel technology within X-51 allows him to call up some data on the mutants in close vicinity:


Real name: Toynbee, Mortimer

Ht: 5’8” Wt: 260 lbs

Classification: Homo sapiens Superior

Status: British citizen - Criminal record

DNAnalysis: Heightened agility/Heightened strength

Group Affiliation: Brotherhood of Mutants


Real name: Dukes, Frederick J.

Ht: 5’10” Wt: 510 lbs

Classification: Homo sapiens Superior

Status: United States citizen - Criminal record

DNAnalysis: Superhuman strength/Virtually invulnerable and immovable

Group Affiliation: Brotherhood of Mutants


Real name: Unknown

Ht: 8’3” Wt: 2010 lbs

Classification: Homo sapiens Superior

Status: Citizenship unknown - No criminal record

DNAnalysis: Organic weapons system – power pods/bio-cannons/cloaking device

Group Affiliation: Brotherhood of Mutants


Real name: Rankin, Calvin

Ht: 6’2” Wt: 225 lbs

Classification: Homo sapiens Superior

Status: United States citizen - No criminal record

DNAnalysis: Optic blast/Heightened agility/Heightened dexterity/Telekinesis/Flight/Moisture manipulation

Group Affiliation: Brotherhood of Mutants


Real name: Darkholme, Raven

Ht: 5’10” Wt: 120 lbs

Classification: Homo sapiens Superior

Status: United States citizen - Criminal record

DNAnalysis: Shapeshifter

Group Affiliation: None

Black King

Real name: Shaw, Sebastian

Ht: 6’2” Wt: 210 lbs

Classification: Homo sapiens Superior

Status: United States citizen - No criminal record

DNAnalysis: Kinetic energy absorption/Heightened strength

Group Affiliation: Hellfire Club Lords Cardinal

Issue Information: 
Written By: