As the X-Men return to their headquarters, they find Eric the Red waiting for them. Not wasting any time, Cyclops orders the X-Men to attack. Colossus, resenting all Eric has done to them recently, announces that it will be his pleasure. Cyclops and Colossus work together to take down Eric, not realizing the X-Men have walked into a trap. Eric cowers claiming to have come in peace. Wolverine advances on him shouting that he will be leaving in "pieces." Suddenly, Wolverine is knocked down and a voice from above declares that he has seen enough.
Eric’s new ally is none other than the former herald of Galactus, Firelord, who makes his grand entrance saying that Eric the Red will be harmed no more. Firelord takes out Colossus and Cyclops in one shot, while seeming to ignore Nightcrawler. Kurt uses this opportunity to dance in and topple Firelord, so his fellow teammates get a chance to recover. This gets Firelord’s attention, and Nightcrawler is sent flying. Banshee catches Nightcrawler, and Storm says she’s going after Firelord, but Banshee warns her not to take him on, as his power is more than she can handle.
At this point, Firelord decides this has gone on far enough, and despite Storm pointing out that they have done him no harm, knocks out the remaining X-Men with fire-blasts from his eyes. The battle lasted less than a minute. Firelord checks on Eric the Red, who pretends to be concerned that he treated the X-Men so harshly. Firelord points out that they needed to be taught a lesson and are lucky to be alive. Eric says he too is lucky to be alive, because the X-Men would have killed them, while at the same time, he is thinking that he would gladly see the X-Men dead.
Arching events unfold from his command base Eric was worried that with the X-Men escaping from Magneto, all his plans would be ruined. However, he witnessed Firelord approaching and decided that he can trade in his current servants for a much more powerful ally. So Eric used Havok and Polaris to stage an ambush on himself, making it look like the two former X-Men were attacking him and were then surprised to be interrupted and turned on Firelord, who came in peace. Firelord’s legendary anger caused him to attack Havok and Polaris without further thought. He helped Eric up, and Eric claimed to be an explorer just like Firelord who the X-Men were trying to kill. According to Eric the X-Men wanted to rule the world. To prove it to the doubting Firelord, Eric set up a confrontation, knowing the X-Men would attack him on sight.
Back in the present… :
Firelord is finally convinced the X-Men are evil, but tells Eric that the battle is not over until their leader, Charles Xavier, is dead. Firelord swears to slay the man himself.
Meanwhile, far above the Earth’s surface, a Shi’ar Cruiser is still chasing Lilandra in her scout ship. The ship has followed Lilandra all the way across the Universe. Until she started the Great Rebellion, Lilandra was the Grand Admiral of the Imperial Fleet and the Captain chasing her was the best of her fleet. He asks for a status report from the science officer who starts looking up the planetary information. One of the crew complains about the Prime Directive, but the Captain says it does not apply here. The Science Officer reads off the list of aliens the various super heroes of Earth have fought off, but is not very impressed until she gets to Galactus’ name! With the information that Earth has beaten back Galactus no less than four times, the Captain orders an immediate retreat, thinking that this primitive planet might rival the Empire! Before pulling out of range, however, a final volley of torpedoes is shot at Lilandra’s scout ship. As Lilandra races towards a transporter of some kind, some of the torpedoes connect, and the scout ship explodes.
Meanwhile, down on Terra Firma, Professor X, Jean Grey, and her roommate, Misty Knight are entertaining Mr. And Mrs. Grey. They discuss how Jean and Misty met (they were both looking at the flat they now live in and neither could afford the rent on their own), and how great a flat they have.
At that moment Lilandra "beams" into the apartment, and Misty points out how much it looks like Star Trek. Professor X is in shock as the figure he has been seeing in his nightmares has suddenly appeared. Lilandra removes her helmet and speaks in an alien language before passing out. Professor X screams out her name, clearly worried. Although surprised that Professor X seems to know Lilandra, Jean and Misty rush to help her and remove her spacesuit. A few minutes later, Xavier explains that although they have never met…
Suddenly, the wall explodes, throwing Mr. and Mrs. Grey across the room. It’s Firelord, and he’s after both Xavier and Lilandra. Jean asks Misty who’s drawn her gun to get her parents to safety, while she takes care of Firelord. Jean warns Firelord that he has made a big mistake as she is Phoenix, and she wants him out of her house. With those words she transforms into Phoenix and punches him out of the house.
Firelord marvels that only Thor has hit him with such force. Phoenix questions his objectives, while at the same time, wondering to herself how she can fly and how she has so much power flowing through her. Firelord says that Xavier wants to rule the world and Phoenix replies he’s nuts. Then, she hits him with a surprisingly savage attack, hurling him down to the ground with explosive results.
As the human onlookers flee (among them a certain writer named Chris dictating the battlescene just occurring to a certain artist named Dave), Eric the Red looks on from a dark alley, marveling at Phoenix’s power, but recognizing this as his chance to get Xavier. Firelord and Phoenix continue their battle, while Jean’s parents wonder if that’s really their daughter. Lilandra finally wakes up, and thanks to a telepathic language course courtesy of Professor X, finds that she can speak English. However, she wakes up only in time to see Erik the Red and shout out his real name, Shakari. It turns out that he was exiled to Earth by Lilandra and isn’t happy about it. He knocks them all out with a stun blast.
Back at the battle between Phoenix and Firelord, Jean points out that she doesn’t fear death, as she has already been there. She hits Firelord with a blast that sends him 12 miles across the Hudson. She is about to go finish him off when the Professor contacts her telepathically, telling her that Firelord is unimportant for the moment. Jean heads off to help while marveling at her new power, and her new savagery that goes with it. She wanted to kill Firelord.
The X-Men have recovered, although they don’t know where Nightcrawler has gone. It turns out that he has acrobatically swung towards Jean Grey’s roof (he didn’t get a good enough look to "BAMF"). Eric the Red is there taking Lilandra through his Star-Gate. Nightcrawler leaps to follow him, but the gate closes before he can get through. Xavier curses Eric, because Eric has no idea what is going to happen. The X-Men and Phoenix arrive and wonder what is going on. Jean’s parents, close to hysteria, want to know who all these costumed people are.
Xavier despairs that they can do nothing to save Lilandra or the universe at this point. Phoenix explains that all is not lost. While Lilandra’s brother is doing something that could destroy the universe, Phoenix can power the Star-Gate so the X-Men can follow Eric and save both Lilandra and the universe. As the Gate is activated, Cyclops wonders how Jean, formerly the weakest X-Man, could be so powerful. Cyclops asks the Professor if this is important enough to go across the Universe. Professor X says it is. That’s all the X-Men need to hear as they jump through the gate. Phoenix tells the Professor that she better go too to look after the others and he agrees. Despite the protests of her parents, Jean follows behind the X-Men as the Gate shuts down.
Jean’s parents demand to know what has just happened. Professor X stunningly states that he has probably just sent his X-Men to their deaths. At this point Misty points out that a very angry Firelord is still out for blood and coming this way. He wants to know where Phoenix is or he will destroy their planet! Professor X calmly tells him that Phoenix is safe from him, and even if he destroys the Earth today, if the X-Men fail, then the Universe will be destroyed tomorrow!