After surprising the X-Men with his startling reappearance, Magneto stands, arms folded before them. They fought him once before and he beat them hands down. He tells them that he is a man of his word. He swore to destroy them all and he shall.
Wolverine makes a move for him but is restrained by Sean and Kurt. He reminds Magneto that he only won last time because Cyclops turned chicken and made them run. Cyclops orders him to back off, telling him that, if Magneto goads them into an attack, they’re as good as dead. He replies that they’re already that, but why not give the little madman his glory. He could use a lesson in manners. Cyclops knows he is toying with them and wonders what kind of ace he has up his sleeve. He orders everyone outside and asks Nightcrawler to scout ahead. He teleports away instantly.
There is a scream from outside the caravan and Magneto tells them their night of surprises has only just begun. Colossus destroys the door and Piotr shouts to Nightcrawler that they are coming. However, everyone is astonished to discover that they are no longer in Texas, but miles above ground, with Kurt hanging on to the caravan’s steps for dear life. It’s madness, they tell themselves. Only minutes ago, they were on the ground. Now, they are miles high, with the circus wagon hurtling through the midnight sky like a rocket. Colossus grabs Nightcrawler’s arm and pulls him back inside. Kurt is relieved; he almost didn’t grab the steps in time.
Wolverine again makes a move towards their captor, who defies him to do his worst. Jean calls for him to stop and Cyclops grabs his arms. He berates him for acting so impulsively and reminds him whose power is actually keeping them up there. Banshee and Storm can’t carry everyone! There isn’t enough air up here to support their powers anyway. Even if they could, they’d all freeze long before they reached the ground. Beast turns to the feisty X-Man and says he should face it; the ball’s in Magneto’s court. Let him make the next move. Wolverine reluctantly sheathes his claws and Cyclops asks Magneto why. Why them, why now? Magneto says he’s already told him: unfinished business.
Magneto proceeds to explain his movements in recent days. After leaving Muir Isle, he eventually made his way to Xavier’s mansion. He found it deserted and wasn’t sure what had happened. Beast’s sudden arrival interrupted him before he could begin to track them down. His demeanor suggested that he needed to find them urgently, so Magneto decided to follow him in the Avengers Quinjet. Beast pointed the craft South-West towards Texas and he followed close behind him. His curiosity grew when Beast led him to a circus and he wondered briefly if the Ringmaster was involved. Whoever it was, he seemed to have a delightful sense of the absurd.
He admits that even he was taken aback when he found Banshee had become a carnival barker and the rest of them sideshow freaks. Beast made an excellent stalking horse, drawing everyone’s attention while he stayed in the background and watched what developed. When a mob of roustabouts led by Scott cornered Hank, they beat him within an inch of his life. Magneto watched through the caravan window as Hank was dragged to their boss, Mesmero. When he tried to enthral Hank using his hypnotic powers, Magneto had seen enough.
Magneto explains that it was easy to take out Mesmero and Beast with a magnetic force blast. Hank sarcastically replies that he thought he and Magneto were best buddies. He says Hank thinks too much. Had they not freed themselves of Mesmero’s conditioning, he’d have done it for them. Wolverine asks if they’re supposed to be grateful. Cyclops then asks why he had to zap Mesmero. They used to be buddies, no? Magneto looks down at the unconscious Mesmero and raises him from the floor. He explains that he doesn’t even know the man. The Magneto that the fool served, the one claiming to be the father of Lorna Dane, was a robot.
Barely a half-hour has passed since they left Sullivan County, yet the wagon has gone over four thousand miles south to the uncharted wilds of the Andes mountains. Its flight has not gone unnoticed. Two pilots, Major Tirador and his comrade, Jorge Perez, are flying a jet fighter as their boss, General Ortiz, calls them on the radio. He asks if they have visual contact with the UFO. Jorge says their leader sounds angry and asks his comrade if he should answer him. Major Tirador replies that he sees it, but can’t believe it. It’s impossible. Jorge agrees, but he sees it too.
What they see is some kind of wagon, Una Careta, painted like it’s part of a circus and flying at seventy thousand feet. The wagon is heading south and pulling away as if they were standing still. They consider shooting it down but realize that even their missiles won’t be fast enough to catch up with it. Suddenly, Mesmero sails out the back of the wagon and begins to float gently to Earth. The major asks him to notify Jaguar control and tell them that they’ve lost the UFO, but one of its crew has… bailed out. They can follow him down and send helicopters back to pick him up. Then, they can fly home and get very, very drunk.
Meanwhile, aboard the wagon, Storm calls Magneto a monster. “Even if Mesmero was his most hated enemy, to callously hurly him to his death…” The master of magnetism replies that she underestimates him. He is controlling his descent. His landing will be painful, but that’s no more than he deserves. He reminds the X-Men that they are his oldest foes. His bitterest defeat was at their hands and, if anyone has earned the right to destroy them, it is he. There is a grim silence, as the wagon moves yet further south, past Cape Horn and over the storm-swept waters of the Drake Passage.
Before long, they are once more over land, the desolate Antarctica. The X-Men have no idea where they are, or where they are heading before the wagon begins its steep descent towards one of the many volcanoes that line the continental rim. Most are extinct, but this one is not. A plume of black smoke bellows from its caldera. Before anyone can react, the wagon plummets vertically through the lava pool below. Wrapped in a magnetic bubble, they come to no harm as they head for a ceramic steel dome set in the floor of a secondary fissure. The dome opens and the molten lava above them is kept at bay by a bubble of magnetic force, similar to the one protecting the wagon. After coming nearly half way around the world, their journey is almost at an end. Magneto ends it with a bang, by exploding the wagon and sending the X-Men flying in all directions. “Welcome to my humble home,” he shouts. “I hope you like it, because you won’t be leaving.”
The complex they have arrived in is far from humble. Buried a mile beneath the ice cap, it covers an area of five square miles, one of a number of similar installations Magneto has scattered throughout the globe. It draws its power directly from the Earth’s core. It is totally self-sufficient and virtually impregnable; a masterpiece of automated technology of which Tony Stark or Reed Richards would be proud. The X-Men, however, know none of that and, presently, they have more pressing concerns.
Cyclops takes the lead as they land, figuring that Magneto would do this. He immediately fires an optic blast at their foe, hoping his team will follow his lead. He orders Colossus to take him and he launches a pile driver at Magneto. Unfortunately, for him, he has recovered quickly enough to erect a magnetic force field. In his armored form, Piotr is the weakest X-Man. Magneto hurls him away with a wave of the hand, as Beast swings towards him, asking to see that stunt with the genuine, guaranteed non-ferrous Beast. Magneto, however, has something better in store for him, namely a multi-kilovolt static charge. The shock causes Hank’s body to spasm violently and Magneto swings him straight into a wall, almost knocking him unconscious.
Magneto revels in his superiority. He calls the X-Men fools. Since his resurrection at the hands of Erik the Red, his powers have been at their peak. No force on Earth can stand against him. Ororo tends to Hank, who lies dazed but not seriously injured on the floor. She knows that she dare not try a direct attack. The last time she did that, Magneto hurled her lightning bolts back at her. Anything less than full strength will do no good. She summons a blizzard, which catches Magneto by surprise. She knows that, should she lose control, she might kill him. However, she wonders if that would be so wrong. He has sworn death and worse against herself and her fellow X-Men, yet she has sworn never to kill.
The bitter cold slices through Magneto and chills him to the very marrow of his bones. A normal man would be battered unconscious in seconds, but Magneto is no mere mortal. He finally gains control over the blizzard and taunts Ororo that she almost had him. Yet, at the last instant, she held back and that was a fatal mistake. He blasts Storm, informing her that extreme cold actually enhances his magnetic powers, turning him into a living super-conductor.
Watching from the shadows, almost entirely hidden, Nightcrawler realizes that Magneto is doing it to them again. He’s taking their best shots and then smashing them down. If he has any sense, he will remain in the shadows; after all, he thinks, he’s nothing more than a glorified acrobat. He’s already decked Storm and Colossus. What chance does he have? He opts to go for Magneto and drops down towards him, but Magneto spots him and used a column of magnetic force to throw him upwards. Unfortunately, he simultaneously brings Colossus back down again on a collision course. Piotr immediately realizes that Kurt will be killed if they collide and quickly changes to his human form in order to save him. The impact is harsh but not fatal and no bones are broken.
With five down, Magneto has just three to go and he finds Banshee is next on the agenda. The Irishman swoops down and screams, but his sonic blast misses his opponent by inches. Magneto waves his hand and iron flakes head in his direction. Sean thinks that Magneto is using the same strategy he used once before and disperses the flakes with a powerful scream. Magneto calls him a fool for thinking he puts all his faith in a single stratagem. Too late, Banshee realizes that his sonic scream is being warped back at him and he clasps his head in agony, as the noise hits pummels instead. He feels like his mind is being torn apart.
Cyclops then continues to assault Magneto but his optic blast is deflected by his magnetic force field. Cyclops is annoyed that they’re supposed to act as a team. If they did, he doubts there’s a villain alive who could defeat them, including Magneto. So what happens? Everyone goes and attacks him one-on-one. No coordination, no strategy, no brains. He pours on the power, but he cannot break through the force field and Magneto drags a large chunk of metal machinery towards Cyclops, knocking him to the ground. Unlike him, he taunts, he can do more than one thing at once.
He feels optimistic, as there is only Marvel Girl to keep him from total victory. “First off, Magneto, the name isn’t Marvel Girl anymore!” says Jean as she assaults Magneto on myriad levels of psychic and physical power that rivals Xavier’s. “It’s Phoenix!” As she stands before him with the Phoenix Force around her, Magneto is forced to the ground. “Good god,” he says in disbelief, unsure where all Jean’s new power has come from. Jean’s attack is impressive and Magneto begins to falter under sustained pressure. She feels confident and asks how he hopes to stand against one whose power is born of the raging sun itself.
Suddenly, however, there is no more power left and she finds she has reached her limit. She didn’t even know she had a limit. As she falters, Magneto uses the magnetic bottle effect he’s created to draw the life-energy out of Phoenix like a sponge. Behind him, Wolverine rouses, rubbing the back of his neck. He sees Magneto putting the kibosh on Jean and it looks like she’s going down for the count. He stands, despite his pain, as Magneto proudly exclaims that eight of them entered his domain and eight of them have gone down to defeat at his hands.
“Not yet bub!” says a voice behind him. Wolverine lashes at his back with his claws but only manages to tear the material on his armor. With the element of surprise lost, Magneto has the easy task of magnetically manipulating Wolverine’s adamantium. He forces his claws towards his face, telling him he’s pushed his luck too far. Wolverine finds he can do nothing about the situation and Magneto says he can see how it feels to be on the receiving end for a change. As the claws reach his skin, Magneto sucks the claws back into Wolverine’s arms and uses his clenched fist to knock him out. He wants him and his companions alive.
With Wolverine unconscious, Magneto raises his arms in triumph and energy crackles around him, as he says that he faced his deadliest foes and beat them all! It’s a long time before his laughter fades and much longer before the X-Men awaken. When they do, they find themselves shackled in heavy, metal chairs, with Cyclops sporting an additional metal visor over his own. Erik stands with his arms behind his back, like a college professor imparting information to his students.
He says that not so long ago, Cyclops asked him why. Well, he’s going to tell them. He is a proud man. Their mentor, Charles Xavier, and his own treacherous creation, Alpha, humbled him. At their hands, he was reduced to infancy. But, even then, deep within his soul, he remembered what he had been and hated what he’d become. In his rage, he swore dark and bloody revenge on Xavier and those he loves best in the world: his X-Men. When he was first resurrected, he was determined to kill them all but he has since found a more appropriate revenge. He introduces his robot assistant, Nanny. He informs them that she will tend to their every whim and should find her the perfect mother. “Hello, children. It’s so nice to meet you. I hope we shall all be great friends,” says Nanny in a silky smooth tone.
Magneto informs them that this complex will be their prison and their chairs will be their cells. The chair’s circuitry is locked into their central nervous systems but, rather than bore them with words, a demonstration is in order. He tells them that if they try to use their powers, or simply speak, therein they’ll discover the fate he set out for them. One by one they try and one by one they discover that they can’t. Their minds are clear but, somewhere along the line, their neural circuits are being scrambled.
Their moves are random, uncoordinated, and the words they try to speak emerge as primal sounds. Cyclops has it doubly bad, as he is also blind. Their faces begin to twist into masks of horror as they realize what has been done to them. “An eye for an eye, X-Men,” gloats Magneto. He tells them they will not die but they’ll soon wish they had. They will suffer as he suffered, to be aware of who and what they are. They’ll each possess their powers to their fullest measure, yet be as unable to use them as a six-month child. If there is a hell, then it surely cannot be more terrible than this.