X-Men Legacy (1st series) #213

Issue Date: 
August 2008
Story Title: 

Mike Carey (Writer), Scot Eaton (Penciler), Andrew Hennessy (Inker), Frank D’Armata (Colorist), Cory Petit (Letterer), Jacob Chabot (Production), Will Panzo (Assistant Editor), Nick Lowe (Editor), Axel Alonzo (Executive Editor), Joe Quesada (Editor-in-Chief), Dan Buckley (Publisher)

Brief Description: 

Xavier finds himself trapped in his own mind and taunted by Mr. Sinister, while in the world outside, Gambit battles the assassins who tried to kill Xavier - and is soon aided by Sebastian Shaw, the two of them calling a truce while they get to the bottom of what is going on, as they both have relevant information to the situation. Sinister taunts Xavier some more, reiterating strongly that Xavier is a failure and a bad mentor to the X-Men, he “replays” some of Xavier’s less-than-stellar moments with the early teams of X-Men, before using Xavier’s own telepathy to cancel the assassination orders that the assassins receive from their mysterious leader. Gambit and Shaw briefly discuss Gambit’s time with Sinister, and how Sinister restored him to normal after he was made a Horseman of Apocalypse. Shaw reveals that his father worked for Sinister for forty years, and was present when Sinister created the Cronus device, which is a key that will enable him to write his mind, physical matrix and even memories to a select few individuals upon his death - Xavier, Sebastian Shaw, Cain Marko and Carter Ryking. Shaw explains that his father, in turn, created a device to counter that, so Sinister would never be able to take over Shaw. Xavier, meanwhile, has been brought to Alamogordo, where he is confronted by Dr. Amanda Mueller, an ancient mutant whose power is never to die. Mueller immediately sees that Sinister is inhabiting Xavier’s mind, and orders Xavier to be killed, unaware that Gambit and Shaw have arrived. Mueller reveals herself to be insanely jealous, and after shooting Xavier, her plan is revealed - that with Carter Ryking dead, Shaw and Juggernaut unable to be taken over by Sinister, and with Xavier bleeding to death, Sinister will be forced to take over her body. She informs Sinister that she gave herself the Cronus treatment when he was busy creating the Marauders, however, she modified it so the procedure will only give her his powers, not his personality, thus freeing her from this aged body. Inside Xavier’s mind, Sinister urges Charles to stop fighting him and let him take over so he can combat Mueller. Gambit and Shaw make their presence known, and take down the assassins, before Shaw attempts to destroy the Cronus device, but fails. Things take an uncertain turn though, when it appears Xavier has given in to Sinister….

Full Summary: 

In Xavier’s mind:

Xavier sees himself as a young child, looking down on his current self, laid out on an examination table - with the deadly Mr. Sinister looming over him. Sinister declares that he was the first in his field, beginning his genetic research in 1859, ‘It was to be another century before Crick and Watson decoded the double helix’ Sinister remarks, adding that, at its root and despite its complexity, DNA is just information, a set of very detailed blueprints for creating a living organism. The young Charles watches nervously as Sinister scrubs his hands, and reveals that it always fascinated him how they contain their own instruction manual. ‘The recipe for the cake - baked into the cake itself. Nothing else in the universe works like that!’ Sinister declares.

‘What are you talking about, Sinister? And - why am I seeing myself as a child?’ Xavier asks. Sinister puts on some latex gloves and replies that the make-up of their DNA controls everything about them. ‘I just added a little secret message to yours a long time ago’ he smirks. ‘What message? What message did you add?’ the young Xavier asks, very agitated. ‘Me!’ Sinister reveals, holding up a scalpel. ‘This may hurt just for a moment or two. But after that, all the pain will go away forever’.

Present / Reality:

In the desert, Remy LeBeau, a.k.a. Gambit, formerly of the Uncanny X-Men, kicks an assassin hard in the face, ‘You sure you’re Guild-approved, mes gars?’ Gambit asks them as he tosses kinetically-charged playing cards about, remarking that it seems to him that they lack the professional edge. Leaping at one and using the assassin to swing off and kick another, Gambit remarks that, in his day, they used to aim before they fired, and it seemed to work. ’But you homes got your own way of doing -’ Gambit is interrupted by gunfire, a couple of shots which strike his shoulder. Remy falls to the ground, and an assassin stands over him, putting a foot on Gambit’s chest and aiming his gun close to Remy’s face, ‘Man, this is gonna be a pleasure. I’m even gonna gut-shoot you so you can finish the damn lecture!’ he goads.

‘Don’t. Please,’ a voice exclaims as a muscular figure steps towards the assassin and rips the gun from his grasp. ‘Though it pains me to say it…I need this man alive!’ Sebastian Shaw exclaims as a breaks the assassin’s hand, causing the assassin to fall to the ground. Gambit gets to his feet, rubbing his injured shoulder. ‘Sebastian Shaw!’ he exclaims. ‘Remy LeBeau’ Shaw replies, greeting his oft-enemy. Gambit asks Shaw if he found the hit-list, the one with his name on it, to which Shaw replies ‘Hit-list? No,’ as more assassins surround them. ‘But thank you for making this personal. I was having trouble finding my motivation’ the handsome Shaw replies dryly before he begins to punch-up the assassins, with Gambit joining the battle, unleashing more of his trademark kinetically-charge playing cards.

In Xavier’s Mind:

Sinister stands over the adult Xavier, who stares, wide-eyed at what is going on. ‘You’re strong, Charles. I’m impressed’, Sinister remarks, adding that the process is meant to be instantaneous, but Charles is making him fight for every inch. A diamond-shaped piece of…something…is attached to Sinister’s scalpel, and blood trickles across Xavier’s forehead. ‘This is just a metaphor, you understand. I’m not really removing your brain. There’s no operating table. No scalpel’ Sinister declares, adding that Xavier’s mind understands these things, and responds to them. ‘Put that together with the pain and - well, it’s a very effective way of convincing your nervous system to surrender’.

Present / Reality:

Indeed, Xavier keels over to the ground, some distance from where Gambit and Shaw are fighting the assassins.

In Xavier’s Mind:

Sinister explains to the Xavier laid out before him that, right now, he is really groveling on his hands and knees somewhere remote, far from help, far from his X-Men, whose names he scarcely remembers anymore. ‘You were a bad father to them, Charles. So bad it beggars belief. Let me show you…’ Sinister tells a wide-eyed, scared, Xavier.

Flashbacks displayed to Xavier:

Charles explains to his original X-Men - Cyclops, Iceman, Beast, Angel and Marvel Girl, along with early additions to the team Polaris and Havok - that he ordered Jean’s silence in the matter of his faking his death, that he had a task to complete which permitted no interruption, ‘These many months, I have been secluded in a sub-basement of this mansion,’ Xavier remarks. ‘Right under our noses -?’ Angel gasps. ‘Professor, we saw you committed to the grave!’ Beast exclaims, to which Charles replies that they saw what he wanted them to see, ‘The situation didn’t permit of social niceties’.

Charles turns to Cyclops and telepathically contacts him, ‘You understand that with so much at stake -’ Xavier begins, but is interrupted by Scott’s thoughts: ‘Yes, Professor, I understand. In a crisis, some things become luxuries…like trust’.

Months later, Scott enters the Danger Room where Xavier is busy watching the new X-Men train. ‘Can I talk to you? It’s important,’ Scott tells Xavier, who replies ‘In a moment’, before announcing over the intercom that it is time for Nightcrawler to test his agility and wall-crawling abilities, where Nightcrawler is currently training with Storm and Colossus.
Xavier turns his attention back to Cyclops and asks him to inform Wolverine that his childish outburst will cost him ten demerit points. ‘Ten or ten thousand, it won’t make a difference. Wolverine’s a grown man who’s learned his skills in the field’ Scott replies. ‘Treating him like a schoolboy won’t work. I tried it that way and I failed’.

Xavier looks at Scott harshly and replies ‘Indeed? But, I’m not you, Scott’. Xavier asks Scott to forgive his bluntness, before telling him that this anarchy is a result of Scott’s failure to teach these mutants how to fight as a team. ‘A failure I have to rectify’. Scott protests, ‘We are a team. Can’t you see that -’ he begins to speak, but Xavier gets angry and grits his teeth as he snaps back ‘I see that I gave you a responsibility you were not ready for. I’m disappointed, naturally, but I believe the situation can be salvaged!’

In Xavier’s Mind:

Sinister grins as he tells Xavier that he has no doubt the dream was real when he started it, but that dreams break down on bad terrain. ‘They lose momentum and sink into the mud’. Sinister remarks that Xavier was alternatively absent and overbearing, neglectful and tyrannical. ‘As if you couldn’t decide whether to be Brian Xavier or Kurt Marko - so you decided to be both!’ Sinister tells Xavier that the X-Men are better off without him. ‘The world is better off without you’.

Present / Reality:

‘Got him!’ an assassin whispers to his colleagues as he sets his rifle-target on Xavier, who is still keeled over in the sand. The assassin radios to control and asks if he should take the shot, to which a voice radios back ‘Of course. Then go in and confirm the kill’. The assassin replies ‘Copy that’.

Inside Xavier’s Mind

Sinister stands over Charles’ body, and realizes what is happening ‘Ah, we have company. That’s inconvenient’ he remarks, before revealing that he has some degree of access to Xavier’s brain, and his will. ‘Perhaps enough to deal with them’ he supposes, while the Xavier lying on the operating table replies ‘What? No! I won’t let you!’

Present / Reality:

But Xavier cannot stop Sinister, who uses Xavier’s telepathy to send a psychic message to the assassin ‘Wait wait wait…bring him in alive live live. Repeat alive live live…’. The assassin touches his radio and informs his colleagues that he has new orders: ‘Handle with care. But pick him up and let’s get out of here’. The assassin then radios to his colleagues who are attacking Gambit and Sebastian Shaw, and orders them to pull back, announcing that they have what they came for. ‘Go get yourselves a cold one, guys. You’ve earned it!’. But the other assassins do not get the chance to go and get a “cold one”, as Shaw snaps the last of their necks.

Gambit asks Shaw how he found them, and what he is up to. ‘Answer me, or -’ Gambit begins to threaten Shaw, but Shaw reminds Gambit that his charged cards will only make him stronger, ‘And I’m not the villain here’ Shaw points out, announcing ‘that honor goes to your old friend…Mr. Sinister!’
At that name Gambit goes wide-eyed, and his mind flashes back to Sinister, and his introduction to the Marauders, meeting with Sabretooth and Scalphunter. Remy points a finger at Shaw and snaps back ‘You’re lying. Sinister is dead’. Calmly, Shaw replies ‘Is he? You know better than anyone what he’s capable of. Shaw remarks that Sinister took out part of Gambit brain, excised his powers, as a surgeon might excise a tumor. ‘And then gave you them back. Just as easily’. Gambit recalls the moment that Shaw refers to, recalls being strung up on an operating table while Sinister went about his business.

Shaw reminds Gambit that while Sinister was alive, he was the greatest geneticist the world has ever seen, and that he planned for his own death as coldly and logically as he planned for everything else. Gambit frowns as he asks Shaw how he knows all of this, to which Shaw replies that he makes it his business to know anything that could threaten or profit him. Shaw reveals that his father, Jacob Shaw, worked for Sinister for forty years. ‘His main task was locating bearers of the x-gene. Pre-mutants’. Shaw explains that his father was one of course, but that he also found Kurt Marko, Alexander Ryking and Brian Xavier. ’And Sinister was honest with him - up to a point’.

Flashback, years ago:

Jacob Shaw stands beside a desk in a laboratory, with Sinister, in whatever guise he is using, standing nearby, a strange red and white device placed on the desk. Sinister exclaims that this is what makes it all work - two serpents intertwined like the staff of Aesculapius. ‘But I admit, it’s the Greek God, Cronus, who I chiefly think of when I look at this’. Sinister exclaims. ‘Cronus?’ Jacob Shaw asks. ‘The father of Zeus - he ensured his own immortality by devouring his children’. Sinister explains. ‘Did he now? Those Greeks are cautious, aren’t they!?’ Jacob Shaw replies.

‘I’ll put it simply. This thing you’re looking at it the key to a code. I can use that code to write myself - my mind, my physical matrix, even my memories - onto the mind and body of someone else’ Sinister explains. ‘I just do my job’ Jacob replies. Sinister assures him that he does it well, ‘You’ve brought me three viable subjects. When I die, this machine will send an activation signal to each of them in turn’ Sinister explains. ‘It will cycle until one of them responds. Until the encoded version of myself that I’ve written into their DNA awakens, and I live again!’ Sinister pauses, before informing Jacob that he finished his examination of his son, Sebastian, and announces that he is perfectly healthy. ‘Indeed - remarkably so’.

Present / Reality:

‘So that’s how you became a part of all this!’ Gambit exclaims, to which Shaw replies ‘Exactly!’ and announces that Jacob Shaw was no man’s fool. ‘He stole some of Sinister’s notes and built a machine of his own. It protected me in some way from this - Cronus effect’. Shaw points out that the burning question now is why someone is trying to kill Sinister’s guinea pigs before Sinister comes to possess them. ‘Whoever they are, they can have Xavier with my blessing…but they’ll be sorry they added Sebastian Shaw to their list!’ Sebastian exclaims.

Mon dieu! The Professor! Gambit cries out when he notices that Xavier is missing. ‘Already dead, by this time, I’d imagine. Or else in their power.’ Shaw replies, before motioning to the footprints and pointing out ‘At least they’ve left us a trail’, and suggests to Gambit that they call a truce, at least until this is over. ‘It seems we’ve got enemies in common’. ‘A truce? With you?’ Gambit replies, before agreeing, but warning Shaw that the first time he even thinks about crossing him, he will start dealing. Gambit and Shaw frown at each other, while Gambit shuffles his playing cards, kinetically charged.

Meanwhile, elsewhere, the assassins drag Xavier into a high-tech facility, and a voice exclaims ‘what’s this?’ Somewhat taken aback, one of the assassins replies ‘the prisoner, Doctor Mueller, as you ordered!’ As they place Xavier at near a console where a woman, her body withered, and wearing an outfit highly unbecoming of her, is sitting, hooked up to various drugs. ‘As I ordered?’ Dr. Amanda Mueller asks. ‘The only thing I remember ordering is a corpse. But corpses are easily made’ she exclaims, before asking for Xavier to be brought closer.

The assassins sit Xavier up and kick him forward, ‘His head, you imbeciles. Tilt his head back…I want to see his eyes!’ One of the assassins pulls Xavier’s face back, and Mueller’s wrinkled face peers down at Xavier, except, she grins, and exclaims ‘Yesssssss. Hello, Nathaniel. It’s been a long time!’ - as she sees Sinister staring back at her, not Xavier.

Inside Xavier’s Mind:

‘Charles, pleasant though this party has been - I believe it’s over’. Sinister announces, adjusting his gloves and look at Xavier’s head, part of his brain showing.

Present / Reality:

Gambit and Shaw arrive at Alamogordo, the sprawling facility, long abandoned, with high wire fences all around it, and large NO ADMITTANCE signs everywhere. ‘The trail ends here!’ Gambit remarks, informing Shaw that the Professor said his father worked here once, back when Charles was a child. Tossing a fence to one side so they can enter, Shaw confirms that his files agree on that point. Gambit rubs some dust of a window and peers into one of the buildings, remarking that it looks deserted. Shaw tells him not to be so naive, ‘As a thief, I’m sure you know all the many things an honest face can conceal’.

‘The reactor chimneys’ Shaw declares. ‘What?’ Gambit asks, confused. Shaw reveals that he has seen the personnel records from this place. ‘They were all geneticists, not physicists. Why would you need nuclear reactors for genetics research?’.

Inside the complex, Mueller remarks that Nathaniel tried so hard to keep this place hidden from her, ‘But I knew it was here somewhere. All I had to do was keep looking!’ she exclaims. Still sitting in her console, she gazes up at a large device, and exclaims ‘The Cronus device. The last and most indispensable element in your grand design!’ Mueller declares that this is the wake-up call to the copies of himself that Sinister placed in those poor children who were placed in his charge. Mueller points out that Sinister chose children, of course, because they would be more likely to survive until he needed them. ‘What about me, Nathaniel? Did you forget that I’d survive, too?’ Mueller asks, angrily.

Mueller reaches out to one of the assassins and orders him to give her his gun. ‘And steady my hand!’ she adds. The assassin places his gun in Mueller’s hand and holds her, while asking her if she is sure. ‘It’s probably easier for me -’ he begins, until Mueller declares that she wants to do this herself, as it will give her pleasure. ‘Hold him up where I can see him!’ she bellows at another assassin. The other assassin complies, and Xavier’s face stares at Amanda Mueller, ‘Help me, please! He’s in my mind!’ Xavier exclaims. Mueller smirks and replies ‘Yes, Professor Xavier, he is. But no more there than in your heart, your spleen, your skin…he’s in every cell of your body, in fact!’

As Mueller fires three bullets into Xavier’s chest and stomach, Mueller announces ‘And, though he doesn’t know it yet - in every cell of mine!’. Grinning bizarrely, Mueller raises the gun up, and still babbling on about Sinister, she reveals that she was the first mutant Sinister ever met. ‘And I gave him the inspiration, because I was already immortal!’ As Xavier’s body falls to the ground, lying in a pool of his own blood, Mueller asks ‘But what kind of a mutant power is not dying? I still got older. Withered slowly into this thing you see before you! Nathaniel would never have chosen me as a vessel for his rebirth’.

Mueller explains that Shaw was protected from this by his father’s scrambler device, and Cain Marko by the Cyttorak helmet, while Carter Ryking no longer had a functional x-gene, so the awakening just killed him. ‘And you’re bleeding to death!’ Mueller tells Xavier, before declaring that the next time the machine cycles, it will be her turn. ‘You understand me, Nathaniel?’ Mueller shouts. ‘I gave myself the Cronus treatment while your back was turned. While you were making your Marauders!’. Mueller grins and explains that, of course, she modified the procedure, so she will only get Sinister’s powers, not his personality. ‘Take this carrion away. I have to get ready for my apotheosis!’

As the assassins drag Xavier’s bleeding body away, Sinister calls out to Charles, ‘Lower your guards and let me take over! Stop fighting me or you’ll die!’ Sinister exclaims.

Inside Xavier’s Mind::

I’d rather die, Sinister, if by dying I can stop you from coming back into the world!’ Xavier retorts, still laid out on the operating table. ‘But you can’t, Charles. There’s the rub’. Sinister explains that the Cronus device will cycle every twenty-four hours, so sooner or later, it will catch Cain without his helmet, or Shaw away from the scrambler his father jury-rigged from Sinister’s own notes. ‘Or a worst-case-scenario - I’ll become that crone’, Sinister admits. Sinister leans down to Xavier’s brain-splattered face, ‘Don’t you think it would be a heroic sacrifice if you let me become you instead?’ he asks. ‘Given that you’re dying already from those gunshot wounds?’

Sinister rubs a finger along Xavier’s face, telling him that he has plenty of time to think it over. ‘The human body contains eight to ten pints of blood…and the holes through which it’s leaving you are relatively small!’. With that, Xavier goes wide-eyed.

Present / Reality:

Sebastian Shaw forces the doors to the laboratory down with ease, and flattens several of the assassins in the process. ‘Do you still think the chimneys were a long shot, LeBeau?’ Shaw asks casually. ‘Yeah. But I built my whole life on long shots’ Gambit replies as they walk over the bodies of the assassins, before Remy casts a pack of kinetically charged playing cards at the assassins which lunge towards them. ‘So long as you use your own cards - they come up nine times out of ten!’ Gambit exclaims, while Shaw punches his way through the assassins.

‘Don’t let them get to the machine! Not until Sinister is reborn in me!’ screeches a deranged Mueller, frantically. ‘You’re looking for spiritual renewal, woman?’ Shaw asks as he tosses the assassins about, before making his way to the Cronus device, ‘I suggest - worshipping a different God!’ Sebastian exclaims as he punches the machine, only to be thrust backwards by an energy burst. Mueller announces that the Cronus device was designed to defend itself against attack. ‘I think I’ll stick with the salvation I’ve already chosen!’ Mueller exclaims.

Gambit finds Xavier, who is clutching his wounds and getting to his feet. ‘Professor Xavier! But - you’re wounded’ Gambit begins. Smoke all around them, Xavier replies ‘It’s nothing, Gambit…it takes more than bullets - or a harlot’s kiss…to kill Nathaniel Essex!’ Indeed, Xavier’s body betrays itself, as Sinister appears to be in complete control, red eyes staring at Gambit, and trademark red diamond on his forehead, with a wicked smile to match….

Characters Involved: 

Professor X


Sebastian Shaw

Mr. Sinister

Amanda Mueller


In Hallucination / Inside Xavier’s Mind:

Professor X as a child

Mr. Sinister

In Flashback :

Angel, Beast, Cyclops, Havok, Iceman, Marvel Girl, Polaris (all X-Men)

Professor X

In Flashback:

Colossus, Cyclops, Nightcrawler, Storm (all X-Men)

Professor X

In Gambit’s Memory:


Mr. Sinister

Sabretooth, Scalphunter (both Marauders)

In Flashback Illustration:


Mr. Sinister

In Flashback:

Mr. Sinister

Jacob Shaw

Story Notes: 

Gambit revealed he found a hit-list with the names Charles Xavier, Sebastian Shaw, Cain Marko and Carter Ryking on it in X-Men Legacy #212.

Xavier faked his own death in Uncanny X-Men #45. During that time he was replaced by the Changeling. Jean knew of Xavier’s false death, but the others didn’t find out until Xavier’s return in Uncanny X-Men #65.

Xavier’s and Cyclops’ over Cyclops’ leadership of the new X-Men is taken from Uncanny X-Men #129.

Brian Xavier and Kurt Marko are Charles’ father and step-father, respectively.

Gambit became Death VI in X-Men (2nd series) #184, his powers changed by Apocalypse. When he made his post-Death VI appearance in X-Men (2nd series) #200 he had returned to his normal appearance and powers, this issue confirm that Sinister had a hand in that.

Mr. Sinister was believed killed by Mystique in X-Factor (3rd series) #27, part of the “Messiah Complex” crossover.

Carter Ryking died in X-Men Legacy #211.

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