X-Factor (1st series) #109

Issue Date: 
December 1994
Story Title: 
The Waking

John Francis Moore (plotter), Todd Dezago (scripter), Jan Duursema (penciler), Al Milgrom (inker), Richard Starkings & Comicraft (letterer), Glynis Oliver (colorist), Jaye Gardner (assistant editor), Kelly Corvese (editor) Bob Harras (group editor), Tom DeFalco (editor in chief)

Brief Description: 

In Israel, Mystique prepares to assassinate Legion, but is stopped as Legion wakes from his coma. Mystique does a runner, escaping from X-Factor. Wolfsbane begins to track Mystique, while Polaris prevents Mystique from causing harm to civilians. Gabrielle and her son share some touching moments, while in his mind, Legion is confronted by Destiny, ordering him to pass on a message to Mystique. But Mystique has reached the marina, where she meets up with Avalanche, requesting his help. Valerie and X-Factor show up, and harsh words are exchanged between Mystique and Val, before Avalanche creates a tidal wave. X-Factor are left to deal with the repercussions of the wave, while Mystique flees, knocking Val unconscious into the water, though Strong Guy rescues her. Wolfsbane tracks Mystique back towards the hospital, and the two battle, before Forge steps in, and he and Mystique fight. However Legion arrives on scene and pulls Mystique inside his mind, where he passes on Destiny’s message. X-Factor arrive on scene and attempt to stop Legion - only he makes X-Factor disappear, and announces that he is going to make everything better, before flying away.

Full Summary: 

The United States sanctioned mutant hero team, X-Factor, has been on a perilous search for the deadly mutant shape shifter Raven Darkholme a.k.a. Mystique. Here at Mount Zion hospital in Tel Aviv, Israel, that search has come to an abrupt end, as Raven’s quest for vengeance has taken a new turn. ‘Legion…’ Raven exclaims as she stands in front of Legion a.k.a. David Haller, who sits up in his hospital bed.’Dear Lord…’tis Legion! He’s out of his coma!’ Rahne “Wolfsbane” Sinclair of X-Factor exclaims, as she stands alongside her teammate Forge, and Dr Valerie Cooper, X-Factor’s Government Liaison. Legion’s mother, Gabrielle Haller, is also in the room.

Forge tells everyone to take it easy, pointing out that they do not want to scare David. Forge adds that David is probably disoriented, and that with his powers he has the potential to be very dangerous. Valerie orders Mystique to get away from David, while David grins: ‘Hullo, Mystique…I’ve been expecting you. She said you were coming’. Raven lunges towards Legion, remarking that this adds an unexpected twist to her plans, but announces that Legion will still die today, even if she has to choke the life out of him with her bare hands.

Suddenly, Mystique hears the air around her crackle with energy, and feels the wind rush out of her as a telekinetic blast catches her in the midsection, knocking her backwards. But Mystique still believes that she cannot be stopped, that with her vengeance so close, she will allow nothing to keep her from it. For too long she has planned for this moment - worked towards it -I dreamed of it. Raven realizes that she is cornered, and knows she has to get out of here. ‘You killed Irene, Legion! You killed Destiny!’ Mystique reminds the boy. ‘She was my…friend…and I’ve had pitifully few of them in this life. And you dared take her away from me’ Raven exclaims, revealing that she vowed on Irene’s grave that Legion would pay for that - with a debt of blood. ‘I’ll be back for you…and if I have to chase you to the ends of the Earth - believe me, boy, I will!’ Raven exclaims as she pushes past Forge and Gabrielle. Even Valerie cannot stop Raven as he runs for the door.

Forge calls out to Wolfsbane, telling her to stop Mystique, but the skilled fighter kicks Rahne in the face with ease. Raven tells herself that this has gone terribly awry, with X-Factor’s unexpected presence, and now Legion’s untimely recovery. She knows that she needs to formulate a different strategy, devise some new way to get close to Legion, close enough to get behind his defenses and catch him unawares. As some hospital staff pursue Raven, she realizes that it is no coincidence that Legion came around just as she posed a threat to his life, supposing that she must have tripped some sort of telepathic alarm.

Raven tells herself that there has to be a way around. ‘I’ve planned for too long to let it end here!’ she exclaims. Suddenly, an elevator door opens, and Lorna “Polaris” Dane, Alex “Havok” Summers and Guido Carosella a.k.a. Strong Guy fall out of it. ‘What if I am a little claustrophobic, so wh - hey! There she is!’ Guido exclaims. ‘Mystique? GET HER!’ Havok shouts. But suddenly, Raven throws a magnesium flare. ‘She’s getting away!’ Alex shouts, but no one can follow her as they are all blinded.

A short time later, X-Factor regroup and Forge announces that this is ridiculous, that she is making them look like a bunch of amateurs, with Mystique walking through them like they were smoke. Valerie, who has no love lost between herself and Mystique, clenches her fists and exclaims ‘We had her, Forge! We had her dead-to-rights and she slipped through our fingers again!’ Val announces that she cannot tell them how frustrating this is to her. ‘That we can’t nail Mystique. She keeps toying with us. She’s always one step ahead. If she gets away again -’ Val begins, but Forge assures her that she won’t, and placing a wristband on Wolfsbane, tells the young mutant to pick up Raven’s scent, and he will track her. Forge tells Rahne to let Raven get out of the building, as they don’t want to endanger any patients, but that Wolfsbane needs to keep her distance, and if she gets separated, not to engage her. ‘Got me?’ Forge asks. ‘Gotcha!’ Rahne replies.

Shortly, at the entrance to the hospital’s emergency room, X-Factor race out of the entrance. ‘Rahne, you’re certain that -’ Lorna begins, while an ambulance begins to speed away. Rahne replies that it is her, and not to doubt her nose. Inside the speeding ambulance, Raven tells herself that X-Factor recovered from the magnesium flare faster than she anticipated, which means they are ready for another diversion. Without hesitation, Raven leaps from the ambulance, which begins to race towards some nearby civilians. Polaris tells herself that Mystique is so blinded by vengeance, so ruthless, that she would probably send the ambulance into the crowd even if Raven didn’t know that Lorna would be around to catch it magnetically, which Polaris does, lifting the vehicle above the crowd. ‘If she believes this will keep us occupied long enough for her to get away - she’s sadly mistaken’.

Back inside, Forge approaches Gabrielle and asks her how David is. Holding her son up, Gabrielle explains that he just collapsed and his whole body is trembling. ‘Considering what he just went though, the exertion of using his powers, after so long probably wiped him right out -’ Forge suggests. Holding her son, Gabrielle thanks Forge for looking past her scepticism. ‘you saved David’s life -’ she begins, before David wakes, ‘Mother…?’ he asks, wearily. ‘Yes, David, I’m here…everything’s all right’ Gabrielle exclaims. David looks at his mother and tells her that it is not all right, but he is going to fix it, that he is going to make everything better - before suddenly falling asleep in Gabrielle’s arms.

Gabrielle begins crying: ‘He…he called me mother. Since he was ten - and his powers appeared - David’s been buried beneath the other fragmented parts of his personality. When we would speak with him, we’d have to talk to Jack or Cyndi or Jemail…but they’re gone! Today it was only David…my son. And he called me “mother”!’ Gabrielle smiles.

In Legion’s mind:

Legion walks past graves of his other personas, while standing nearby, a figure calls out ‘Have you told her what I told you…?’ Legion anxiously replies that he did. ‘Are you bring truthful?’ the mysterious figure calls out. ‘No’ Legion admits. The figure steps forward under the moonlight which drowns the eerie graveyard. It’s Destiny! Destiny tells Legion that he must convey this message: ‘She blames you for a death she believes capricious - a death she must know the fates had deemed destined to occur’. Legion cocks his head side-ways and tells Destiny that he is sorry if he killed her.

But Destiny tells Legion that his actions were not entirely his own, but not to burden himself with guilt, for it is because of his guilt, that he has already set into motion events that will challenge reality itself. ‘Don’t you worry…I’m gonna make it better…yes I am…I’m gonna fix it and I’m gonna make it all better…’ Legion exclaims while biting his lip, as Destiny walks away.


At the Tel Aviv Marina, a handsome man sits at a table on the wharf, and is approached by a soldier. ’Excuse me, sir - your papers please’ the soldier asks. The man looks up and exclaims ’You’re not funny. Do you have any idea how much trouble I had clearing customs?’ The soldier fades from view - replaced by Mystique who drops her disguise, while the man - Avalanche - exclaims that it used to be so easy, that everything seemed so clear - first in the Brotherhood, and then with Freedom Force. ‘We were going to do something - we were going to have some power…! The world was going to be ours! Now it seems like it’s all just falling apart, doesn’t it, Raven?’

Avalanche continues, revealing that the government keeps him like a dog on a leash, while Pyro has the Legacy Virus, and Sabre, Stonewall and Destiny are all dead. Ravne puts a hand on Avalanche’s shoulder and tells him not to crumble on her, that this is very important, and she needs him. ‘The plans have changed…a little - but I still intend to avenge Irene’s death!’ Mystique exclaims, when suddenly, ‘That might prove to be difficult - considering where you’re going to be spending your time!’ Valerie Cooper exclaims as she appears behind Mystique. Valerie reveals that they had Avalanche tagged by Israeli security the moment he set foot in the country, on the off chance that he was part of Mystique’s plan.

Valerie puts a hand on Mystique’s shoulder and reveals that part of her regrets this, as she had such high hopes for the Freedom Force project. ‘When it all went bad, I fought hard to keep you out of lockup. Everyone said you were unredeemable. I hate being wrong’. Mystique pushes Valerie away from her, asking if that is what this is about. ‘Why’re you so drive to put me away?’ Raven demands. ‘To repair your damaged ego because your pet project - Freedom Force - was a failure!?’ Mystique tells Valerie that this is not about Val or Freedom Force - but Irene, who is dead.

‘And believe me, I sympathize…but you must still be held responsible for your crimes, as well as breaking your agreement with the US government…and X-Factor’s here to see that you do!’ Val declares as Alex, Lorna, Guido and Rahne appear behind her. Avalanche stands alongside Mystique and tells Valerie that he is getting really tired of her sanctimonious attitude. Avlaanche has the mutant power to generate intense vibrations, powerful enough to affect the geological plates beneath the ground. With but a thought, he begins to cause the plates to shift - faults crack - fissures open - and devastating results are produced as a massive tidal wave rises from the ocean.

‘This is just like “The Poseidon Adventure”, only they were all in the boat, and they had Shelle Winters to hang onto…’ As the wave approaches, Havok orders Guido to get Avalanche, while he and Polaris stabilize the wave. Guido adds that this is just like “Free Willy”, only he is not a whale, Avalanche is not an exploitative marine world administrator. ‘And I don’t think Willy ever decked some guy with a tremendous left cross!’ Strong Guy adds as he punches Avalanche into a nearby tent. ‘Although I could be wrong…it’s been a while since I seen it’ Guido adds, while civilians begin to gather around.

Mystique decides that she best take advantage of yet another well-timed diversion and get back to the hospital while Legion is left unguarded. Raven shoves Valerie off the wharf, and as the heroic Valerie falls to the water - she hits her head against a large wooden pole holding the wharf up, before splashing into the water. Raven sees that Val is unconscious. ‘Wasn’t my intention for her to drown - she’s proven to be quite valuable in her own way…perhaps I should…’ Raven thinks to herself, before deciding that she hasn’t the time for Val right now, and leaves her.

‘I got Val!’ Guido exclaims as he dives into the water, while Havok orders Rahne to go after Mystique, and to remember what Forge said. ‘I hear ye!’ Rahne replies as she bounds after Raven. Guido holds Val in his arms as he is pulled from the water by a magnetic field courtesy of Polaris. ‘Hey, I feel like I’m on “Baywatch”!’ Guido boasts, while Alex asks Polaris to clear the area. ‘I don’t know if this is going to work, but -’ Alex remarks, as he braces himself for the thunderous blow he knows will come if this doesn’t work. Alex channels all the cosmic energy at his command into a single wall of force - creating a solid energy breakwater to prevent the massive waves from destroying the marina. Alex’s timing is perfect - his concentration, fixed - in short - his plan works.

Back at the hospital, ‘David? David, are you all right?’ Gabrielle calls out. David stares off, ‘Happy…you could be happy again, father…I could make you happy’ Legion utters, before quoting “Ah, the unbridled optimism that is youth…”. ‘Twists and turns…like a balloon animal’. “Never been around to interfere in your plans…” ‘That’s how I’ll fix it! I cam make it better!’ Gabrielle steps out into the hallway, where Forge is waiting, ‘He’s all right - I believe he thinks he’s talking with his father’ Gabrielle explains, admitting that she finds it a bit disconcerting. Forge tells Gabrielle that he would be happy to sit with her, and they re-enter the room, as Gabrielle replies that she would appreciate that - only to see the window wide open. ‘Forge…he’s gone!’ Gabrielle exclaims.

At that moment, Wolfsbane races down an alleyway, recalling what Forge said - not to engage Mystique, yet Rahne feels that Mystique is headed back for the hospital. Wolfsbane knows that if she doesn’t get there soon, then she will have to stop Mystique before she gets another chance to kill poor David. Leaping into another alley, Rahne thinks that Raven is so obsessed with revenge, so drive - when suddenly, the handle of a gun gets shoved into Rahne’s neck, knocking the young mutant to the ground. ‘So tell me, Sinclair - you little mongrel - why do you find it so necessary to get in my WAY?’ Raven demands as she grabs Rahne and shoves her against a building wall, holding her up by her neck.

Wolfsbane tells Mystique that she is daft, that she has spent so much of her time being angry, manipulating people, just so she could take the life of an innocent boy like David. ‘What do you know about life?’ Raven asks. ‘You haven’t lived long enough to know what it’s like to lose someone you love -’ Raven declares as she chokes Wolfsbane, who manages to reply that she has lost plenty, that she has felt the anger that Mystique feels, but has never resorted to murder. ‘And now, my dear - you never will’ Mystique begins, before a voice booms ‘Put her down, Raven!’ Mystique throws Wolfsbane down the alley and turns to Forge, who informs her that they have Avalanche in custody, and now it is her turn. ‘FORGE!’ Raven shouts, pointing her gun at him, she tells him that she should kill him too, as he is the one who let Irene die. ‘She was your responsibility!’ Mystique reminds him.

Forge tells Mystique that if he could turn back time, he would, but he was needed elsewhere, and Destiny sent him away. Forge kicks the gun out of Mystique’s hand, their fight is like a well choreographed ballet. Having recently trained together, they know one another’s moves intimately - every lunge is blocked, ever attack countered. ‘I entrusted her to you!’ Raven exclaims, telling Forge that he failed her. They continue to easily counter each other’s attack, and Mystique declares that Forge should have been protecting Destiny with his life, and now he can pay for his mistake with his life. ‘It was a firefight - you were there. I had to make a decision - I had no time for second guessing!’ Forge explains. Hr grabs Mystique by her wrists and asks ‘How could I possible have known that Legion was going to kill Destiny?’

Raven tells Forge that he should have stayed with Destiny, and announces that he is as much to blame as Legion. ‘Raven - you’ve let yourself be consumed by something you could never hope to -’ Forge begins, before both he and Mystique come to a stop - as Legion appears overhead, in a telekinetic bubble, he tells Mystique that he needs to talk to her. ‘Being lifted to him telekin-’ Raven begins, ‘-netically. You’re right! I do it with my head!’ Legion exclaims, reading Mystique’s mind and interrupting her thoughts. Rahne goes over to Forge and asks him if he can hear her, while Legion tells Raven that they cannot talk here, that there is too much noise, that they need to go someplace quiet - and he knows just the place… ‘In my head!’ he exclaims as he takes Mystique out with a psychic bolt.

Raven finds herself in a graveyard inside Legion’s mind, and looks up to see the young mutant looming over her as he crouches on a headstone. ‘Now - let’s see - what were we talking about?’ Legion asks. ‘You killed my friend, you…MONSTER!’ Mystique shouts. ‘She was frail and defenseless - and you murdered her!’ Raven declares. Legion grimaces: ‘Hmmm…umm…she made me promise to tell you that she loves you’ Legion replies. ‘Don’t you understand - you KILLED her! She meant the world to me and you killed her as if she were nothing!’ Raven exclaims as she lunges at Legion, who materializes on another headstone behind her. ‘Oh yeah…she also said to beware of “times not shared, hearts not loved, and destinies not written”. That’s all’ Legion adds. ‘That’s all…’ and suddenly, his mindscape vanishes, and Mystique lies defeat on the ground, physically and emotionally. She feels as if her very spirit has been ripped from her, leaving a dead and empty place at the core of her being.

‘Forge…?’ Rahne calls out, but Forge tells her that he is okay, that Legion’s psi-blast has worn off. Alex, Lorna and Guido arrive, and Forge tells everyone to rush Legion while he is occupied with Mystique. But as Strong Guy attempts to nab the young mutant, Legion throws up a telekinetic force field. ‘No can do - best I can do is keep banging on it and maybe the kid’ll get a headache’ Guido exclaims. Legion turns and looks at X-Factor and tells them that he doesn’t want them here, that they need to be somewhere else. Guido remarks that he doesn’t like the sound of that, while Legion points at them - and they vanish. ‘Wha - what did you do?’ Mystique asks, hugging herself. ‘Why did you do that?’ Legion replies that he is going to fix everything, that he is going to make it better - and departs in a telekinetic bubble, leaving a concerned Mystique in the alley….

Characters Involved: 

Forge, Havok, Polaris, Strong Guy, Wolfsbane (all X-Factor)

Dr Valerie Cooper



Legion III

Gabrielle Haller

Hospital staff


In Legion’s Dream:


Story Notes: 

Destiny was murdered by Legion in Uncanny X-Men #255.

Technically Destiny doesn’t have a grave - Mystique scattered her ashes in X-Factor Annual #6.

Pyro was revealed to have the Legacy Virus in X-Men Annual (2nd series) #2.

Stonewall also died in Uncanny X-Men #255, killed by the Donald Pierce.

Super Sabre was decapitated in New Mutants Annual #7.

Valerie Cooper was one of the driving forces behind Freedom Force, and acted as their administrator.

Freedom Force came to an end in the “Killing Stroke” crossover.

Ironically, Wolfsbane’s comment about feeling anger and never resorting to murder is later conflicted for her when Mystique murders her foster mother, Moira MacTaggert during “Dream’s End”, and Rahne swears revenge on Mystique.

In Uncanny X-Men #255, Muir Island was under attack from the Reavers. Freedom Force was sent in to aid the Muir Island X-Men, and Destiny sent Forge to aid the teams.

This issue acts as prologue to the “Legion Quest”, the pre-storyline to the “Age of Apocalypse”.

The ending of this issue, like all X-titles of the time leads into the Age of Apocalypse. During the AOA, alternate versions of X-Factor appeared to various degrees. X-Factor the comic was renamed “Factor X”, and Havok, Polaris, Wolfsbane and Valerie Cooper all featured in “Factor X” to varying degrees. Strong Guy, known only as Guido, appeared in “Gambit and the X-Ternals”, while future X-Factor member Mystique was the subject of a quest in “X-Calibre”, and Forge appeared in “X-Man”.

Although not listed as official part of the Legion Quest crossover, this issue features the Crossover Logo and the phrase "it begins here" on the cover. This issue also happens simultaneously to Uncanny X-Men #319, the crossover's Prologue.

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