X-Factor (1st series) #37

Issue Date: 
February 1989
Story Title: 
A Matter of Honour

Louise Simonson (writer), Walter Simonson (penciler), Bob Wiacek (inker), Joe Rosen (letterer), Petra Scotese (colorist), Bob Harras (editor), Tom DeFalco (editor in chief)

Brief Description: 

A regrouped X-Factor continue to battle the demonic horde that has invaded Manhattan, and are confronted by a cryptic N’astirh, who has baby Christopher. To complicate matters, the demonically transformed Madelyne Pryor arrives. Madelyne is also cryptic as she talks about what Jean has had, and what she has only had taken away from her. Madelyne prepares to kill Jean, but N’astirh stops her, as that is not part of his plan. X-Factor continue to battle the mass of demons, while Jean mounts a rescue of baby Christopher, only to be restrained by her parents, whom Madelyne earlier transformed into demons. X-Factor urge Cyclops to take a harder stance against Madelyne, and they prepare to attack her as she announces that she will destroy everyone Cyclops loves, and personally kill the baby. Madelyne repels X-Factor, and as they are stunned, appears in her normal guise, asking Cyclops why he is doing this to her - just as Wolverine arrives on scene, placing a hand on Jean, he announces that he has to make sure she is real.

Full Summary: 

For over a century, Manhattan has flashed man’s defiant challenge to an uncaring cosmos: “Know us by our lights. We are lords of this world. And we shine as brightly as your stars”. But, now, a sorcerous bubble of heat and haze traps the city’s lights and silences man’s glittering promise. Demons have entered man’s world and vie for lordship in his domain.

Right now, the mutant heroes X-Factor are ferociously battling a demon horde. ‘At last…finally…the demon effect is fading!’ Jean Grey a.k.a. Marvel Girl announces as she hovers in the air, a demon contained in a telekinetic bubble. Jean tells her friends that she can feel little Christopher’s presence so near. ‘Keep tabs on him, Jeanie!’ Scott “Cyclops” Summers asks as he unleashes an optic blast at another demon, while Hank McCoy a.k.a. the Beast pounds a demon into the ground, and Warren Worthington III a.k.a. Angel battles several in the air. Bobby “Iceman” Drake freezes his demonic opponent and tells his teammates that if they blast through this final demon onslaught then they are home free.

Suddenly, Angel dives downwards, and Iceman rides an ice-sled, while Marvel Girl pulls Cyclops into the air with her, and the Beast bounds along some car tops. ‘I’ll hold my son in my -’ Scott begins, while the Beast gasps ‘Oh my stars and garters!’, before asking his optimistic friend what it was he was saying about being home free. The city landscape around them all shifts as reality warps. ‘The city - the buildings…it’s all gone totally nuts’ Bobby replies, before remarking that the Beast is the brain of this outfit, ‘So you tell me…what can be causing this madness?’ Bobby asks.

Nearby, there is a burst of demonic energy, as the uber-demon N’astirh appears. He was destroyed, his molecules dispersed in a massive explosion of technology and magic - but now he is back. New. Improved. His purpose on Earth is re-affirmed through his trial by fire. ‘Come to me my demon servants! Bring me the Goblyn Queen’s child!’ N’astirh booms. Several demons fly towards N’astirh, ‘Master…we come’ one of them shouts, carrying the baby. ‘What happen?’ another asks. ‘You changed’ a third points out. The horse-like demon replies ‘Of course, fools. I have changed, I have acquired the Transmode Virus’ N’astirh explains. The uber-demon adds that through its power, he has absorbed a living computer’s ability to process magic instantly. ‘To all intents and purposes, I now am magick!’ N’astirh booms.

At the same time, X-Factor continue to hold back the demon horde, when Jean announces that she can feel that a massive intelligence has arrived, she can feel him, but cannot read him. ‘Dangerous…evil wants your baby. There!’ Jean declares, while, up above, the demon hands N’astirh baby Nathan Christopher Summers. ‘Baby we stole. Got more babies, too’ the demon announces, as N’astirh holds baby Christopher over his head, and declares that this one will suffice. ‘Named for his grandfathers. Men of power. An infant of purity’ N’astirh adds, before remarking that the Goblyn Queen will be pleased, and will do her part, just as he will do his.

‘He’s there. High above’ Jean declares. ‘So what are we waiting for?’ Bobby asks, before Jean telekinetically lifts herself, Bobby, Scott and Hank, while Warren soars alongside them. Jean tells the men that she can feel the baby, but that it is muffled, as if the creature who has him intensifies the telepathic shield that shrouds the city. Also in the air, N’astirh and his demons fly towards X-Factor: ‘They come. I had ordered them stopped earlier, but they are stronger than I had anticipated…and that is to the good’ N’astirh tells his horde, adding that X-Factor will check the Goblyn Queen’s power and goad her to accomplish his plan for her. He points to the approaching X-Factor and announces that the game is dangerous, and yet the prize is worth the risk.

‘The sky is not their element, my demons. That will make it easy for you to defeat them’ N’astirh points out, while telling his demons not to do them permanent damage, as he wants to reserve that pleasure for the Goblyn Queen. ‘More demons!’ Cyclops shouts as he unleashes an optic blast against one of them. A demon grabs the Beast, who asks Iceman to freeze them. Trapped by one of the demons, Bobby replies that he would love to, but that if he really cuts loose, he will freeze X-Factor as well. ‘We vanquish hundreds, only to have more take their place, like being swallowed in living quicksand. How will we reach my son in time?’ Cyclops asks.

N’astirh hovers behind Cyclops and replies ‘The answer, Cyclops, is that you cannot’. The uber-demon holds baby Christopher over his head and boasts that his servants will bury X-Factor, as he has commanded them. Energy crackles around N’astirh as he informs X-Factor that he knows someone who wants this child as much as they do. ‘NO!’ booms Cyclops as he and Marvel Girl look on in shock, but before they can act, they are overwhelmed by demons, who trap them in the air. ‘Away from them, my creatures!’ a voice booms, as another energy zaps at the demons who have engulfed X-Factor. They heroes fall to the ground, as the new arrival hovers over them. ‘They are mine!’ she announces.

‘Oh my stars and garters’ the Beast utters. ‘Maddie…?’ Cyclops asks. ‘You’re alive?’ he gasps as X-Factor look up and see Madelyne Pryor-Summers. ‘Don’t call me that!’ the scantily-clad Goblyn Queen snarls as she hovers mid-air, holding on to baby Christopher. ‘What should we call you?’ Scott asks, while N’astirh and some demons hover behind her. ‘You may call me your Goblyn Majesty’ Madelyne proclaims. ‘She’s not normal’ Bobby whispers. The Beast tells Bobby that he is the master of understatement, before pointing out that they may have to fight Madelyne for the baby. ‘No. We can’t hurt her. This isn’t her fault’ Cyclops replies, telling his teammates that Madelyne has been taken over by demons.

X-Factor get to their feet, as Cyclops calls out ‘You have little Christopher, Madelyne. What do you want with him?’ But Madelyne replies that they do not call him Christopher anymore, announcing that his name is Nathan. ‘You always hated that name, didn’t you? The little bully in the orphanage, as I remember’ Madelyne tells Cyclops, before declaring that Cyclops has not right to their son. ‘You abandoned us!’ she reminds him. ‘I thought you were dead!’ Cyclops explains. ‘Did you?’ Madelyne asks, before blasting Cyclops with energy. ‘What do you think now?’ she asks, before leering down at Scott: ‘No kiss for the long lost mother of your son?’ Madelyne asks.

‘You died, in Dallas. I saw it…on TV. The world saw it’ Cyclops announces. ‘You’d like that, wouldn’t you? You hoped I was dead. Gone…so you could enjoy your one true love in peace. You’re such a pathetic fool. You don’t know what you’ve tossed away’ Madelyne tells Cyclops, who shouts ‘What have you become?’ as Madelyne darts backwards into the air. Cyclops reaches out to grab his son, but misses. ‘What you have made of me! You…and others!’ Madelyne replies as she unleashes another surge of powerful demonic energy at Cyclops. ‘Get him!’ ‘Hold him!’ two demons declare as they drop down towards Cyclops, but he blasts them back, ‘Get away from me, monsters!’ Scott tells them, before asking Madelyne what she means when she says that she is what he has made of her.

‘You have eyes…of a sort. Use them!’ Madelyne replies as she once again casts energy upon Cyclops, who announces that he cannot - will not - use his optic blast against her. ‘I won’t fight you. Or try to hurt you’ Cyclops declares. ‘You never had to try!’ Madelyne snarls as she hovers over Scott and Jean. ‘You only had to look at me…and I knew! Your eyes and the knowledge in them blasted through my heart. It wasn’t me you wanted. It was never me!’ Madelyne cries.

The demons set upon Scott and Jean once more, as Jean tells Scott that she cannot read Madelyne telepathically, that when she reaches out to try, there is a barrier. ‘It’s hard to explain’ Jean adds. Cyclops points out that is not unusual, reminding Jean that her telepathic powers are so limited. Jean replies that she knows, but explains that from most people she gets something, but from Madelyne, nothing, no resonance at all - as if there is no one there. Jean looks up at Madelyne and suggests that perhaps she isn’t real at all. ‘Maybe she’s a demon illusion’ Jean remarks.

Madelyne continues to hold the baby, who is crying. ‘Poor little Christopher. I’m doing what I can to calm him, but he’s terrified. He’s screaming in my soul!’ Jean exclaims. ‘Nathan’s mine!’ Madelyne declares, grimacing as she shouts at Jean: ‘How dare you be inside his head and heart!’ The demons around Jean suddenly run away. ‘Gonna blast!’ one of them shouts, while Madelyne shouts ‘You’ve stolen him from me…like you’ve stolen everything! Everything I possessed! Everything I am’. But, before Madelyne can attack Jean, N’astirh comes between them. ‘And yet it will take so little to erase you totally…’ Madelyne boasts, but N’astirh shouts ‘NO!’ as he deflects the energy.

N’astirh is knocked against a building due to the surge of Madelyne’s blast, and Madelyne cries out ‘You dare to interpose yourself, demon? To deny me my prey? You can be destroyed as easily as they!’ and with that, countless demons surge towards X-Factor in a wave of evil. Madelyne hovers before N’astirh who declares ‘I am but your loyal servant, o Goblyn Queen, and I above all know your power. Did I not awaken that power in your? Have I not proven my devotion to you and your cause? Did I not find your stolen son?’ N’astirh observes Madelyne, and tells himself that although she is a being unrealized mature power, she herself is virtually a blank slate. N’astirh decides that it was so easy to subvert her, that even the fool S’ym couldn’t botch it.

‘An empty soul…so ready. And I… a master of direction. How has it gone so wrong?’ N’astirh wonders, while the demons continue to surge towards X-Factor. ‘Attack!’ ‘Attack!’ ‘Building transforms’ ‘Building toppling’ ‘Topple on them!’ the demons shout. ‘No!’ declares Jean as she throws a telekinetic force field up against the demons. ‘I can’t stop them all…but I can narrow their approach’ Jean tells her friends. ‘Let us do the rest!’ the Beast shouts as she begin engaging the demons in combat, while Angel swerves down and cuts several demons apart. Cyclops releases powerful optic blasts, while Iceman continues to freeze his opponents.

‘It’s incredible. Eerie. She’s so like me’ Jean remarks as she looks up at Madelyne. ‘It’s like gazing into a distorted mirror’ Jean adds. ‘A mirror. Yes. And distorted’ Madelyne remarks as she continues to hover alongside N’astirh. Madelyne looks up at the demon and tells him that he has distorted her, etched the dark characters on her soul, pulled all the strings. ‘Created the ties that bind me to the darkness’ Madelyne adds, before informing N’astirh that she is no longer a demon puppet. ‘You have created more than you bargained for!’ Madelyne declares as she unleashes more energy upon N’astirh, energy that courses through him.

N’astirh decides that he does not care what Madelyne is, as long as she does what he set her to do - raise the Empire State Building so high that it challenges Heaven itself. ‘And through the sacrifice of her son, release that untapped power within him to blast a hole to Limbo and beyond…’. Energy pours from N’astirh as he tells Madelyne that it is true he cannot control one of her mastery, but that he can advise, and informs Madelyne that the others are coming - the other side of the mutant coin. ‘You have planned your revenge to carefully’ N’astirh tells Madelyne, suggesting she stay her righteous anger for but a moment, and think: ‘Will you not forgo immediate gratification…to heighten the pleasure of that final confrontation?’ N’astirh suggests.

Down below, ‘Here, Beast. Another one ready for the old Fastball Special!’ Bobby tells his friend as he creates a large snowball, which Hank then throws at several incoming demons. Madelyne then throws baby Nathan to her two demon pets, ‘Catch my demon servants’ she remarks. ‘Watch little Nathan while I attend to X-Factor’. Madelyne adds. ‘I got him!’ one of the demons exclaims. ‘I got him!’ the other adds. ‘I thought you got him’ one of them declares, as neither of them catch the baby, who begins to plummet towards the ground, crying. ‘It’s okay, baby! I have you!’ Marvel Girl calls out as she flies towards the baby, arms outstretched.

But just inches between them, the baby is snatched back by Madelyne, ‘Wrong you are! I have him!’ she shouts. Madelyne boasts that she understands now, and declares to Jean, ‘For all that you were the first, my power is greatest!’ before she orders her demon pets to grab Jean. The two of them dive towards Jean, ‘Get away from me, you - MOM? DAD?’ Jean exclaims. ‘NO!’ she shouts, before she falls to the ground with her demonically transformed parents, she asks Madelyne what she has done to them. Madelyne holds up the baby by one arm, and tells Jean that even with her limited awareness, she knows their loving touch.

‘Now know this!’ Madelyne booms, as she tells Jean: ‘Your parents were flesh and blood. Mine were glass and steel. I’m like my parents…hard with a cutting edge’. Iceman is nearby and engages a demon in combat while asking ‘What’s wrong with her? She’s talking in riddles…like some kind of crazy!’ The Beast bounds nearby, ‘Want to play hardball, demons? Then play with this!’ Hank shouts as he slams a large ball of ice down on some of them, before telling the Beast that he suspects there is substance concealed in Madelyne’s apparent lunatic ravings. Angel, meanwhile, flies nearby, slicing more with his razor-sharp wings.

Madelyne orders her demon servants to drop Jean and return. ‘I hate you, Jean Grey. And I will systematically destroy anything that was yours…as you have destroyed all that was mine!’ Madelyne declares as Jean lands in Cyclops’s arms. ‘For you, my darling husband, I have planned something worse…’ Madelyne announces, before revealing that she was created to be a brood mare, a source of genetic material. ‘Well, I’ll trick Sinister out of that’ she adds, before casting immeasurable sources of energy down at X-Factor, sending them running. Madelyne declares that N’astirh has shown her her real self, at last.

‘The babe is yours. What you love most. More than you ever loved me. More, maybe, than you love her’ Madelyne tells Scott. ‘I’ll destroy him. And all of your hopes with him’ Madelyne warns Scott. ‘She’s mad. And dangerous. She means it. She’ll kill her son…if we let her’ Angel tells the others. Iceman tells Cyclops that they have to quit this velvet glove treatment, and the Beast agrees, pointing out that they have to stop Madelyne any way they can. Cyclops hangs his head and begins to cry. ‘We must save my son. Spare her…if you can’ he tells his friends.

Jean lifts Scott, Bobby and Hank telekinetically, and alongside Warren they fly upwards to Madelyne, who hovers high above them: ‘So here we are again. All of you against me…like it was from the beginning. One big happy mutant family. I never had a family. Even the illusion of family was stolen from me’ Madelyne declares. Madelyne tells X-Factor that she shattered their family once, that Scott left his beloved X-Men to be with him. ‘If only you’d stayed away, Scott. Stayed with me. It would have all been all right’ Madelyne remarks, asking Scott why he couldn’t do it her way, before announcing that there are compensations, she sees that now. ‘I’ve learned. I wasn’t made for happiness’ Madelyne announces, before boasting that she has been given power. ‘I AM POWER!’ Madelyne cries as she releases more energy against X-Factor, causing them to fall back to the street below, while Iceman announces that the ice shield didn’t stop her for long.

‘Her power’s unbelievable’ someone declares. ‘We’re going to impact!’ another of X-Factor points out, while Scott asks Jean to cushion their fall - and an instant later, the heroes strike the ground, a crater forms thanks to the massive amount of energy that hit’s the ground with them. Madelyne stands on the edge of the crater and declares that N’astirh was right, a deferred revenge will be sweetest’. She swears to Cyclops that she will shatter his cozy mutant family. ‘Brother will kill brother’ she adds, while announcing that she will personally sacrifice Scott’s son.

X-Factor look up at Madelyne, who appears as she used to, before her demonic transformation, fully clothed, she holds the baby. ‘Madelyne…what?’ Scott calls out. ‘You’re trying to take my baby away from me. Scott. Why are you doing this?’ Madelyne asks innocently. ‘She changed. Some trick? But why -?’ Bobby asks, when suddenly, Jean and the rest of X-Factor look shocked, as a voice calls out ‘Just confirming what my other senses been screaming at me, Jeanie, darling. I hafta make sure that you’re real’ announces Wolverine as he places a hand on Jean’s shoulder….

Characters Involved: 

Angel, Beast, Cyclops, Iceman, Marvel Girl (all X-Factor)

Wolverine (member of the X-Men)

Nathan Christopher Summers

Elaine & John Grey (transformed into demons)

Madelyne Pryor-Summers / Goblyn Queen


Various demons

Story Notes: 

The issue belongs to the Inferno crossover.

Chronology / continuity :
The story intersects with Uncanny X-Men #241 and continues in Uncanny X-Men #242.
The demon effect is fading thanks to the efforts of the New Mutants and X-Terminators, as seen in X-Terminators #4 and New Mutants (1st series) #72.

N'astirh seemingly perished in an explosion as can be seen in X-Terminators #4 and New Mutants #72.

The demons kidnapped Christopher from Mr Sinister's orphanage in X-Factor #34.

N'astirh gave Madelyne the baby in Uncanny X-Men #241.

Madelyne, and the X-Men, apparently died in Dallas in Uncanny X-Men #227.

Wolverine detected Jean was not dead in Uncanny X-Men #212 and then in Uncanny X-Men #215. His senses were confirmed in Uncanny X-Men #239 when he saw a video recording of Jean as a member of X-Factor.

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