On Earth, Professor Xavier sleeps uneasily, afraid that he has made a mistake when he sent his X-Men into the Microverse to stop the mysterious foe known only as the Entity. He may well be right. For the X-Men fared no better against the Entity than the Micronauts, whom they sought to save. Now both teams serve him with mindless fanatical devotion.
At the Entity’s behest, they attack an outpost kernel in the Microverse and Charles Xavier feels not only every death but also the unholy glee in the minds of those who do the killing. He prays this is a nightmare and rages in impotent fury when he realizes it is not and there’s nothing he can do to stop the carnage. But, while in most of these soul-shackled heroes, there is a faint flicker of revulsion at the deeds they are forced to commit, Kitty Pryde is different. As she phases a soldier into a wall, painfully killing, him she seems to enjoy the pain she is inflicting on others.
Faced with that kind of slaughter, the Dog Soldiers of the Outpost soon acknowledge that surrender is the better part of valor. The X-Men and Micronauts wonder what to do, only Ariel shouts that the answer to that is self-evident. They have no mandate to be merciful, thus their captives must be killed. Instinctively, Huntarr prevents Ariel from carrying out that act.
That moment, the Entity appears and the heroes prostrate themselves before him, claiming that they exist only to serve him. Then why have they not done so, the Entity inquires. Why have they failed him? Rann protests: the kennel is his; the Dog Soldiers stand defeated. What me could he want? The Entity grasps him by the throat, announcing that he is speaking out of turn. But, since he consider himself a wise father, he will teach by example that he has no interest no conquest - only in death. With those words, he artificially ages Arcturus Rann, until he crumbles to death and restores him moments later. Rann thanks him, promising to be good from now on.
’Good?’ the Entity mocks. He doesn’t want them to be good. He wants them to be very, very bad. While they all have done his bidding, only Kitty has shown the degree of ruthlessness that he requires in his playthings. May she slay the dog soldiers now, Kitty eagerly asks. She shall receive a special reward, the Entity assures her, but the execution of the enemy he saves for himself. He gestures and Dog Soldiers scream and die in droves, their minds shattered by the Entity’s psychic assault.
Too many deaths for Charles Xavier to bear. Though still asleep, he howls like one slain himself. Moments later, the New Mutants enter his bedroom to see he has fallen out of bed. The boys put him back in and they finally realize something is wrong. Why can’t they get him to wake up? They decide not to call a doctor, though, for the moment and wait till the morning.
Back in the Microverse, the Entity turns to one sole survivor of the massacre, an archivist, and asks him if he can guess why he chose to spare him. Partially for torturing him, but mainly because it is his function to record and transmit data back to his maker, Baron Karza, and the Entity wishes the would-be monarch of the Microverse to see that which is about to transpire. The Entity snaps his fingers and the asteroid outpost shudders, heaves and literally comes apart at the seams. The Archivist dutifully records the end of that world up until his death, while the Entity and his slaves teleport away.
Back on Homeworld, Chief Scientist Degrayde informs Karza of the transmissions. The kennel and the world upon which it stood are no more. Karza says he knows and asks if he has scanned that sector of the Microverse thoroughly. Is he sure there are no possible survivors? They’ve seen that their foe is without mercy, so he though it unnecessary, the scientist replies. Besides, they can always create new Dog Soldiers. Karza tells him he was thinking about their allies in the war against the Entity: the Micronauts and the X-Men. Degrayde is shocked. Karza showing concern for their enemies? The Entity owns them now and they are thrown back upon their own resources… as he prefers.
Karza suddenly announces that he wishes the Bodybanks closed. Degrayde can’t believe this, until Karza’s separated hand closes on his throat. Karza repeats his order and Degrayde grows deeply suspicious. Since when has Karza ever shown any concern for the citizen of Homeworld? He seems a changed man, ever since their conflict with the Entity…
Left alone, Karza, or more to the point Kitty Pryde caught in Karza’s body and armor, muses upon her situation. She’s trapped in this awful role and doesn’t know how to escape. She might be Karza for the rest of her life. Somehow, she has to help the X-Men. After all, she wanted to be part of the team.
After she and Karza exchanged minds, Karza still controlled his armor and Kitty with his psychic powers, until suddenly she was free. That means something happened to Karza and her body. Hopefully nothing permanent. Karza’s body scares her. She just thought about silencing Degrayde and the hand did the rest. As she wonders what else it can do, she suddenly turns into a rocket-powered centaur. Pulling off the helmet, she desperately reminds herself that this isn’t her. She is Kitty Pryde. The face under the helmet belies her claim.
And, even as Kitty’s mind cries out in protest of her predicament, Baron Karza stares through the eyes of Kitty’s body at the trappings of his own gilded cage. Karza tries to get his bearings, recalling that the Entity promised a special reward. The Entity enters, asking if Kitty awakes rested from her slumber He wishes her to be fresh this evening. Her mind is strong, he continues. It and… other aspects of her personality intrigue him. Secretly, Karza vows to himself that, even in the body of another, he will never bend to the Entity’s lascivious desires. Hoping to divert him, Karza asks how the X-Men and Micronauts fare. They were not as faithful as she, the Entity replies, and thus they now sample pleasures of a somewhat… different nature.
The X-Men find themselves in a dungeon, the smell a cross between a sewer and a slaughterhouse, Wolverine thinks, as he comes to. No sign of the Entity, though. Something about him seemed awfully familiar, but he can’t quiet get a lock on it. And the way he pulled their skulls apart, it’s like he knows them better than they know themselves. He’s turning them into mindless fanatical slaves. They managed to hold back at the kennel, but that was pretty much their last stand. The Entity knew that too. Wolverine has fought all his life to be free. But, even now, he wants so badly to please him like a dog for its master. Next time, there won’t be any hesitation. He can’t let that happen, he decides, as he unsheathes his claws. They’re better of dead.
He intends to mercy-kill his friends, starting with Storm, when Colossus’ armored hand holds him back. They have no choice, Wolverine announces desperately. That’s the only way to win. No, that is merely what the enemy wants them to believe, Colossus calmly insists. Remember what he did to Commander Rann? They are completely within his physical power. If they die, he will simply resurrect them. What he desires is the destruction of all hope. He needs them to fully despair and that will give him his final victory.
The others find themselves agreeing, as they draw closer, but what can they do about it? Escape, locate the source of the Entity’s power and eliminate it, Storm states, matter-of-fact. What could be easier? Colossus jokes and, almost miraculously, laughter spreads through the two teams.
Huntarr can’t believe his friends, though. They are facing an unbeatable enemy from whom not even death is an escape and, if they fail, the Microverse is dead. How can they laugh at a time like this? It is precisely because they can still laugh that they know the Entity hasn’t won yet, Rann explains. Hope may be a puny thing but it’s been known to move worlds.
Danielle Moonstar holds vigil at Professor Xavier’s side, unable to awake him from his fitful slumber. She desperately wonders what to do, when, suddenly, Xavier’s hand grabs her wrist. Suddenly, another presence overwhelms her and takes over her mind and body, as a stepping stone to freedom from the power that imprisoned him. A moment later, Dani is herself again, figuring that she needs some coffee.
Xavier, in the meantime, has moved to the astral plane. He cannot penetrate the Spacewall that separates Micro- from Macroverse, but that isn’t important. The Entity’s powersource is on Earth. He only needs to find and eliminate it.
In the Microverse, the Entity is about to make his moves on Kitty / Karza, when he senses Xavier’s mind on the loose. His astral from goes to meet Xavier’s and, with a start, Xavier recognizes the psychic armor the Entity wears as the one he himself wore when he battled the evil telepath Amahl Farouk in Cairo. How does the Entity know that?
Meanwhile, in the Entity’s bedchamber, Karza notices that his psychic self seems to have fled his body… which leaves his physical self at Karza’s mercy. Without hesitation, Karza stabs the Entity in the back with a knife. Karza muses that the Entity’s threat may be ended, but the heroes still live. Karza must first regain his own body and then see that the Micronauts and X-Men die.
On the astral plane, Xavier notices that the Entity has given a start. The odds are now evened. The Entity didn’t think Kitty had it in her to murder him in cold blood. Apparently, he crafted her better in his image than he knew.
Xavier manages to repulse the Entity’s energy and uses it on his foe to hold him in a psychic fist. The Entity doesn’t sees overly distressed by his loss. Wondering about his carelessness, Xavier takes off his foe’s helmet, only to find his own face staring back at him. Suddenly, their shapes are changing and now Xavier finds himself at the Entity’s mercy!
His foe explains that he isn’t some outside force that snuck into Xavier’s head. He is Xavier. The evil, nasty rotten side that exists in all sentient beings. In Xavier’s case, that side developed a life and awareness quite apart from Xavier’s. And he means to enjoy it. Initially, he manifested only while Xavier was sleeping. As he grew stronger, he began manipulating Xavier. At first, he could only manifest himself in the Microverse but now this victory will enable him to extend his dominion to Xavier’ conscious mind. Every facet of Xavier’s being will be his to command and there’s nothing he can do about it!
At roughly that moment, in the catacombs of the Entity’s Microversal citadel, the X-Men and Micronauts are still looking for a way out. Acroyear suddenly holds back, admitting that he is more afraid than even when his homeworld was destroyed. The X-Men tell him they don’t feel any different and Storm explains that fear is akin to despair - only deadly when you let it rule you. The true victory is not in battling the Entity but in making the attempt. Acroyear promises to do his best.
Nightcrawler wonders why the Entity hasn’t shown up so far. He must know they’ve escaped. Bug cynically points out that the longer he leaves them alone the higher their hopes - the more fun to squash them. That guy makes Karza look like a saint.
Above them, Karza watches them with a raised weapon, now intent on getting rid of his former allies.
At Xavier’s School, the New Mutants wonder what to do. Xavier hasn’t woken up. Dani tells the others to go to bed. Xavier seems to be sleeping peacefully now. She believes the worst is over. She’ll keep an eye on him.
The New Mutants leave for their rooms, thankful that the crisis seems to have passed. They do not see a wicked, anticipatory smile flash across Xavier’s face, nor hear a sinister laugh. They remain unaware that Charles Xavier is, in truth, no more. A madman has taken his place.