X-Factor (1st series) #122

Issue Date: 
May 1996
Story Title: 
The Faces of Truth

Howard Mackie (writer), Jeff Matsuda (penciler), Al Milgrom (inker), Glynis Oliver (colorist), Richard Starkings & Comicraft (letterers), Matt Idelson (assistant editor), Kelly Corvese (editor), Bob Harras (editor-in-chief)

Brief Description: 

Mystique disguises herself as Forge and tricks Valerie Cooper into revealing the location of the person whom they think tried to assassinate Mystique some time earlier. Mystique then captures Valerie and hijacks her jet, which she uses to fly to the location of her attempted killer. Wild Child play-hunts Polaris, who is sporting a new costume and shorter hair. Wild Child expresses his concern for the missing Shard, before he and Polaris find Valerie. Forge meanwhile bids farewell to Naze, before joining Polaris, Valerie and Wild Child as they head for the US / Canadian border, to a secret Government facility where Mystique has headed. Valerie tries to talk about future developments for X-Factor, but knows that Forge is more concerned with getting Mystique back. Mystique meanwhile finds the Government facility fill of murdered scientists and the like, as she makes her way through the compound, tracking her attempted assassin. Forge, Polaris, Valerie and Wild Child soon arrive, with no information about the facility as Valerie didn’t even know of its existence until now. Mystique is apprehended by Sabretooth who has been lurking around the facility. They battle, and eventually Mystique is rendered unconscious. X-Factor come to her defense, during which Valerie is forced to reveal that Sabretooth, whom she didn’t know would be here, is a member of X-Factor, annoying the others, especially Polaris. Valerie is upset also about what is going on, but doesn’t have long to worry about it as Sabretooth makes an attack for her….

Full Summary: 

A reserved stretch of federal airspace outside of Washington DC, dark cloud surrounds the aircraft Cobalt-12, while lightning crackles about. ‘This is Cobalt-12 to Falls Edge. Can you read me? Over. This is Doctor Valerie Cooper with a code alpha-1 priority transmission to X-Factor!’ the powerful young woman who holds the daunting task of liaison to the government’s mutant team, X-Factor, announces from a console aboard the aircraft. ‘I repeat…alpha-1 priority. Is anyone there?’ Valerie calls out, while two well-armed guards stand nearby aboard the aircraft.

A voice suddenly crackles back, ‘Cobalt-12, this is Falls Edge. Read you, Val’. It’s X-Factor’s leader, the wise Forge, who tells his companion that the thunderstorm is playing havoc with the audio-visual link. ‘Forge, thank God it’s you’ Valerie exclaims, telling Forge to listen to her before they lose the signal. ‘We’ve got an alpha alert emergency on out hands’ Valerie declares, telling Forge that she needs him to assemble X-Factor right away, as she will be arriving at Falls Edge shortly.

The computer monitor goes fuzzy and Forge vanishes from Val’s screen. ‘Forge? Falls Edge, can you read me?’ Valerie calls out. Forge replies that he can, but not for long, and asks what this is about. Valerie urgently reveals that government intelligence got a line on the guy who tried to kill Mystique back at the Belle Fource river dam. Valerie tells Forge that she will fill him in on everything when she arrives, before telling Forge that whatever he does, he cannot inform Mystique of this, as Val knows Mystique will want to go after him herself if she finds out. ‘Wouldn’t dream of it’ Forge replies, before more static interrupts.

Forge informs Valerie that they took a direct lightning hit on the roof-top landing pad, and transmits coordinates for a landing area outside of the compound. ‘Rendezvous there. Over!’ he exclaims, Suddenly, Forge keels over onto the computer console, and lets out a little cry, before, suddenly, ‘Mutant inhibitor implant…making me morph back!’ Indeed, Raven “Mystique” Darkholme is forced into her default form. ‘Don’t worry, Val…I would never dream of telling Mystique all we spoke about…because you just did. Happy landings…I’ll be waiting for you!’ Mystique exclaims to herself, grinning with pleasure.

Two hours later, at the Falls Edge Compound, home and headquarters of the government sanction team, X-Factor, a hunter hides in the trees, patiently awaiting the arrival of his prey. He is aware of all that happens around him. The fox den at the base of the tree in which he is crouched. The hawk circling high above. The rabbit and her brood well below. Only in a total awareness of the indigenous wildlife can he know of her presence. It is her scent, as subtle as the spring breeze upon which it is carried, that betrays her arrival. The hunter grins as he recognizes the fragrance of perfumed soapiness.

The air suddenly glows with the magnetic field which clings tightly to her body, allowing her to defy the laws of gravity. Others would give a second thought to attacking one who controls the forces of magnetism. But not this hunter, Kyle “Wild Child” Gibney, and he generates a low growl in his throat as he leaps from the tall trees, springing forward - Lorna “Polaris” Dane is his! Or is she? ‘Yeah, nice try, Wild Child!’ Lorna smiles as she knocks Kyle backwards with ease, telling him that his growl was a dead giveaway, as Kyle lands in a pond.

Lorna, sporting a new costume, drops down to the edge of the pond and tells Wild Child that she was expecting something a little more subtle from him. Kyle explains that he has been distracted ever since their run-in with the Adversary, to which Lorna asks him if he is referring to what happened to Shard. ‘Is it that obvious?’ Kyle asks as he leaps out of the pond. ‘Only to me’ Lorna replies. Kyle reveals that he has tried talking to Forge about Shard, as she is the only one of them who didn’t come back after Forge used his Spirit Spell. ‘You do know she is only a hologram, Kyle…don’t you?’ Lorna asks.

But Wild Child replies that he has spent time with Shard, and he knows she is more than a hologram. ‘She has feelings and emotions, she has a sense of humor and -’ Kyle’s sentence is interrupted as he picks up the scent of something - or someone. ‘What is it?’ Lorna asks as she follows Kyle through some bushes, and Kyle announces that he picked up a familiar scent. ‘Whoa!’ Kyle gasps as he and Lorna discover Valerie and several of her guards, all tied up in a small clearing. ‘What happened to them?!’ Wild Child wonders, while Valerie looks over at her friends. Lorna approaches Valerie, telling Kyle to go and get Forge, as he is going to want to see this.

Nearby, Forge is with Naze on a cliff which faces the waterfall. Years ago, they began as student and teacher. Forge was a wild youth facing his emerging mutant powers and Naze was a shaman of the Cheyenne people. Through the years, while the elderly Naze prepared Forge to face the ancient otherworldly enemy of their people, the Adversary, an unbreakable bond was formed between the two. Now, in the aftermath of that battle, Forge has defeated the Adversary, in the evil one’s latest attempt to destroy the universe, and Forge and Naze stand together as friends.

‘So…you leave me once more, Naze?’ Forge asks, to which Naze replies ‘Mine is a different path than yours, Forge, but rest assured, they shall cross again’. Forge smiles as he replies that he is sure they will, and remarks that it is finally beginning to sink in that Naze will always be at his side when the need arises. Forge asks Naze though, why, after all this time of believing him to be dead, why he chose to return to him now. ‘The time was right, Maker’ the old man replies. ‘Had I come any sooner, I fear you would not have been accepting of your true destiny’ Naze explains, before telling Forge to go, as he senses that his comrades have need of his leadership and strength. ‘Even now the youth called Wild Child approaches. Lead them well…lead them wisely.’ Naze says to Forge, before bidding him well, as the old man teleports away.

A short time later, high above commercial air lanes, X-Factor’s jet soars across the sky. ‘How is that possible, Val?’ forge asks as he sits in the command chair, remarking that the morphing inhibitor device Mystique wears is designed to keep her from changing into any of them. Valerie replies that she knows, and points out that the device limits her morph time to five second intervals, and explains that Raven tricked her by morphing back and forth between moments of static on the view screen, which she blamed on the storm. Valerie admits that Mystique is clever, and declares that will be one trick she can only use once. ‘I’ll be all over her next time’ Val exclaims.

Polaris announces that they are locked into the coordinates and that she is ready to give it over to the computer on Forge’s mark. ‘Do it, Lorna!’ Forge replies, before he turns to Valerie and remarks that it seems like there is something on her mind. The glamorous young woman replies that there is, and that she needs to talk to him about the future developments for X-Factor, but that now is neither the time nor the place, as their top priority must be getting to Mystique, after all, she is a prisoner of the United States government.

Meanwhile, at a government installation near the Canadian border, Mystique steps skilfully through the facility. All her life, Raven has often found herself at the center of all things violent. But today, emerging from the commandeered combat helicopter, even she is taken aback by the carnage which greets her. The air is thick with the scent of death as she continues on deeper into the heart of the complex, and discovers that there is no end to the slaughter, as more scientists and other staff lay scattered about. Raven ascertains that most of them have died today, within the hour, so she figures the killer must still be nearby.

It takes all of Mystique’s concentration to ignore the carnage and focus on the prey, as she enters the darkness of the main building, she becomes aware of another’s presence. Instantly, every cell in her body begins to flow and change shape to an image she calls to mind, a middle-aged scientist, whom, to any looking on, appears to be just one more body among the many dead. A bizarre figure walks past a door, dimmed by the shadowy light, Mystique cannot exactly make out who it is. ‘Come on…a little closer’ she thinks to herself. ‘I’ve been waiting for this moment for a long time. Just get in range so I can blow your brains out!’ she tells herself, before quickly returning to her default form as the figure continues on its way.

‘He’s moving away fast’ Raven tells herself as she begins to follow him, knowing that she must find out who he is and why he attacked her. ‘By now Cooper and the rest of the X-Factor freaks are hot on my tail’ she realizes as she continues tracking her apparent attacker. ‘He’s good…whoever he is!’ Mystique admits, ‘Good enough to get close enough to ambush me at Belle Fourche’. Raven recalls how he sliced right through the middle, just before she knew. ‘I can still feel the pain’ she admits, realizing that she would have died right then and there if her shape shifting powers hadn’t started closing the wounds so quickly. She recalls his words to her: It…begins, and remarks that his words have been haunting her nightmares ever since. ‘What begins?’ she wonders, deciding that she is going to find out today for sure. ‘And then I’m going to give you something which will haunt your nightmares…if you live long enough to have any!’

Outside, X-Factor has arrived. Examining the carnage, ‘My God, Forge, who could have done this?’ Valerie gasps. ‘You tell me, Val…you brought us here’ Forge replies, frowning. Valerie asks Forge to trust her on this when she tells him she isn’t holding anything back from him on this part of the mission. ‘I’ve told you all I’ve been given by intelligence. We’re walking into this one blind’. Polaris suggests that she will get airborne, but Forge tells her that they should stick together until they know what they are up against, before asking Wild Child if he is picking anything up. Wild Child replies that it is hard to tell through all of this around them, but that he thinks he has got Mystique’s scent, and the whiff of someone else familiar.

They take a moment to ready themselves to face the unknown enemy. Forge. Polaris. Wild Child. Valerie Cooper. In their diverse pasts, each of them has found themselves in this same position. Moving forward…facing certain violence…and possible death. Today, the only thing they know for certain is…that their backs will be covered. Each goes forth without hesitation, to aid one of their own - whether she wants their help or not.

Indeed, she may need that help, as Raven rounds a corner, a large, clawed, hand suddenly covers her face, and pulls her backwards. Raven’s eyes go wide with terror - her captor grins with pleasure. It’s Sabretooth, and Victor Creed’s slaughterhouse voice cuts through Raven like a knife: ‘Been a long time since I smelled you up this close, Raven…not likely I’d be forgetting how sweet you smell when you’re angry…and maybe a little scared?’ Creed’s claws are so close to Raven’s skin as he tells her to settle down and be quiet.

‘Don’t struggle and maybe I’ll -’ Creed begins, until he is interrupted by Raven, who slides out of his grasp, ‘Sabretooth!?’ she screams, exclaiming that she knew he couldn’t be dead, no matter what word the X-Men put out. ‘Yeah, reports of my death were greatly exaggerated’ Creed snarls back, boasting that right now he is barely keeping Mystique alive. ‘Your mistake…and I do not plan on returning the favor!’ Raven exclaims as she kicks Sabretooth hard in the jaw, before asking him what his game is. ‘Are you following me? Somebody paying you to track me down, or is this just your twisted version of fun?’ Mystique asks.

Blood drips from Creed’s mouth as he replies ‘Oh, yeah. I missed you so much from the old days, Raven, I just had to come back from the dead, find you and try to rekindle what we once had!’. Raven ignores Creed’s rambling, and asks him if this is some kind of set-up, telling him that she knows it wasn’t him who attacked her back at the dam, as she would have smelled him a mile away. ‘Besides, you’re not that good!’ she adds, before reminding Creed that he always liked to brag about his jobs, and asking him who is paying him to come after her. ‘You wouldn’t believe me if I told you who was writing the checks on this one but…you ain’t my target. So just shut up and get over here before -’ Creed reveals, until he is interrupted again: ‘Before what? Before you kill me?!’ Raven asks as she leaps over to Creed and elbows him in the face.

‘You’ve tried that before, or have you forgotten? Me…the mother of your darling little boy, Graydon Creed!’ Raven exclaims as she shifts her form into that of their son, anti-mutant politician, Graydon Creed. ‘You’re going places you shouldn’t, Raven!’ Creed snarls, telling Mystique that she isn’t going to distract him with that punk Graydon, just make him mad! Indeed, he lunges at Mystique, but as his claws slash into Raven’s flesh, every nerve in Creed’s body explodes in searing pain - the result of the government-applied restraining collar - a collar in need of modification.

Suddenly, Forge, Lorna, Valerie and Wild Child enter the chamber. ‘SABRETOOTH!’ shouts Val. ‘What are you doing here? They said you were on another mission!’ Val exclaims. ‘This is my mission, boss’ Creed replies. ‘Boss?’ Forge asks, confused. Sabretooth grins at this, asking if Cooper hasn’t told them yet: ‘We’re all gonna be in the same club-house. Hunting down the bad guys for Uncle Sam…so you can lose ugly there’ he exclaims, revealing his membership on the team and referring to Wild Child. Creed continues: ‘I’ve been deep in it with him and I can tell you when his back is to the wall, when it’s all on the line, he just can’t cut it!’

This angers Wild Child, who lunges at Creed, ‘You lying…murdering…’ Kyle shouts, claws outstretched, only to be swatted aside easily by Creed, ‘Ooooh!’ Creed mocks. ‘You found a spine, kid. Wouldn’t your old pals be proud?’ he asks. Suddenly though, the air throbs with invisible energy as Sabretooth is carried to the ceiling on a magnetically-generated field. ‘ENOUGH!’ screams Polaris as she holds the savage Sabretooth in the air. ‘Come on, Polaris, let me down…for old times sake?’ Creed exclaims. ‘You do remember the old days when we were in the Marauders, don’t ya?’

‘Shut up!’ Lorna snaps back, before Valerie tells Lorna to let Creed go, as he is not going to hurt anyone. Valerie explains that the collar Creed is wearing is programmed to see to it that they are all kept from his violent tendencies. ‘And what about Mystique? And all the soldiers and scientists he killed here today?’ Lorna asks, before telling Forge that she doesn’t think this was a mass suicide. Valerie exclaims that she doesn’t understand this, exclaiming that it wasn’t supposed to happen, as Creed is here unsupervised. Val tells X-Factor that they will have to talk about the rest of this later, while wondering how her superiors could let this happen.

Polaris lets Creed fall to the floor with a thud, and as Creed gets up, grinning, he tells Valerie to get over it. ‘You had your orders and I had mine. Guess the hotshots back in D.C. didn’t think they could trust you to hold my hand!’ he exclaims. Valerie looks shocked as she asks Creed what this facility is, ‘Why did all these people have to die?’ she asks. Creed crouches a few feet from Valerie, telling her that information is of a need-to-know basis. Creed declares that Val and the rest of the scout troop only need to know two things: ‘One you were never supposed to have come this far into the facility. And now that you did….YOU DIE, TOO!’ Creed shouts as he lunges at Valerie….

Characters Involved: 

Forge, Mystique, Polaris, Sabretooth, Wild Child (all X-Factor)

Dr. Valerie Cooper




In Mystique’s Memory:



Story Notes: 

Jeff Matsuda takes over as penciler to X-Factor with this issue, which includes new costumes and hairstyles for most of the team.

The attempted murder of Mystique happened in the X-Men Prime one-shot.

X-Factor fought the Adversary in X-Factor (1st series) #120-121. The Adversary killed Polaris, Mystique, Wild Child and Shard, the former three were resurrected by Forge’s Spirit Spell, but Shard was not.

This makes the final appearance of Naze to date.

Sabretooth was believed dead as of Sabretooth: The Red Zone one-shot.

Sabretooth received the restraining collar in X-Factor (1st series) #120.

Sabretooth was forced onto X-Factor, despite Valerie’s protests, in X-Factor (1st series) #120-121.

Polaris, possessed by the evil entity Malice, and Sabretooth, were members of the Marauders.

Issue Information: 
Written By: