The Fall of the Mutants

Release Date: 
January 1988 to March 1988
Plot / Theme: 

The Fall of the Mutants is not so much a crossover in the classical sense, but the culmination of a storyline in each of the three titles, causing a change in status quo for each of the books.

As the X-Men head to Dallas to look for their missing leader Storm, the newly revamped Freedom Force is sent after them to make them sign the Mutant Registration Act. However, Destiny’s vision of the X-Men’s impending death has Mystique worried. Chaos ensues when the Adversary gains a foothold on Earth, overpowers the goddess Roma, and opens a dimensional rift in the sky. While the two groups are forced to cooperate, their efforts are recorded by a camera team and broadcasted live on national TV. Elsewhere, Storm and Forge find that they are offered a chance to live their lives in peace in a world created by the Adversary, but they know that they have other responsibilities to attend to. Once reunited, the X-Men hope to overcome the Adversary whilst facing the possibility of Destiny’s vision coming true.

Secretly rebelling against their headmaster’s Magneto’s rigid regime, the New Mutants try to assist their newest friend, the animal-mutant Bird-Brain, to help save his fellow Ani-Mates. As a result they end up in the clutches of the mad scientist called the Ani-Mator and come into conflict with the mutant-hating organization “the Right”. The New Mutants win the battle, but not before one of their number dies. The damage done and their lifes forever changed, the Mutants wonder how to go on. The shock of one of their own dying forces the kids to grow up and take responsibilities for their actions.

Meanwhile, X-Factor have to face Apocalypse and his Horsemen in an effort to save the city of Manhattan. However, the biggest surprise is En Sabah Nur’s newest recruit, Warren Worthington III, aka the Angel, whom the team believed dead. X-Factor eventually beat Apocalypse and his Horsemen and manage to shake Warren free of Apocalypse’s hold, but likewise one of their own switches sides and joins Apocalypse. And, as the team helps to clear the city of the damages that occurred, they are met by a potentially more dangerous opponent - the media.

Characters Involved

Main characters :

  • Colossus, Dazzler, Havok, Longshot, Psylocke, Rogue, Storm, Wolverine (all X-Men)
  • Cannonball, Cypher, Magik, Mirage, Sunspot, Warlock, Wolfsbane (all New Mutants)
  • Beast, Caliban, Cyclops, Iceman, Marvel Girl (all X-Factor)
  • Forge
  • Magneto
  • Bird-Brain
  • Avalanche, Blob, Crimson Commando, Destiny, Mystique, Pyro, Spiral, Stonewall, Super Sabre (all Freedom Force)
  • Manoli Wetherell (reporter and engineer)
  • Neal Conan (cameraman and reporter)
  • Trish Tilby
  • Roma
  • The Adversary
  • Animator
  • Cameron Hodge, amongst various members of the Right
  • Apocalypse
  • Death III / Angel, Famine II / Autumn Rolfson, Pestilence III / Plague, War II / Abraham Lincoln Kieros (all Horsemen of Apocalypse)

Secondary characters :

  • Nightcrawler, Shadowcat (former X-Men)
  • Lockheed
  • Moira MacTaggert
  • Counterweight, Destroyer, Molecula, Starstreak (all Power Pack)
Issues Involved: 

Uncanny X-Men #225-227, New Mutants (1st series) #59-61, X-Factor #24-26

Captain America (1st series) #339, Daredevil #252 and Power Pack #34 are not officially part of the crossover, but they were released at the same time and show the effects the Horsemen’s attack has on some part of New York, or the heroes fighting the Horsemen Famine and Pestilence.

Read Order: 

As the plots do not intersect, there is no such thing as a correct read order. Each series can be read on their own.

Part 1 - Uncanny X-Men (1st series) #225
Part 2 - Uncanny X-Men (1st series) #226
Part 3 - Uncanny X-Men (1st series) #227
Part 4 - New Mutants (1st series) #59
Part 5 - New Mutants (1st series) #60
Part 6 - New Mutants (1st series) #61
Part 7 - X-Factor (1st series) #24
Part 8 - X-Factor (1st series) #25
Part 9 - X-Factor (1st series) #26


  • Warren Worthington III was supposedly killed in an airplane crash not too long after having his wings amputated, following them being badly damaged after fighting off the Marauders in the Morlock tunnels during the Mutant Massacre.
  • During the Mutant Massacre Colossus, Nightcrawler and Shadowcat were also badly injured. For a while there Kitty was stuck in her phased state and Kurt was comatose. Piotr, on the other hand, found it increasingly harder to switch out of his armored form. All of them were taken to Muir Island to recover.
  • Crimson Commando, Stonewall and Super Sabre were recently tried and convicted for hunting down people whom they deemed menaces to society. It was Storm who finally bested them and convinced them to turn themselves in. As a result they were made members of the Government Strikeforce Freedom Force.
  • Storm decided that she needed her powers back and went looking for Forge at his penthouse in Dallas, where instead she ran into his shaman mentor, Nazé (who was actually the Adversary in disguise). He informed her that Forge had gone crazy and had become a threat to the world and invited her on a quest to stop him. At the end of her quest she stabbed Forge in the chest with her knife and both of them were sucked up into a portal which formed in the sky.
  • Against Magneto’s direct orders the New Mutants recently adopted a new teammate called Bird Brain, half animal half human. When they learned that there were more of his kind and that they were in danger they opted to help and snuck out of the mansion.

Colossus decides to rejoin the X-Men after some time away recuperating. Before he can contact them, though, he is approached by a young woman who asks him to sketch a picture of her. She disappears after he’s done drawing her and in her place is a statue of himself.

Meanwhile, the X-Men are in Dallas searching for Storm. They knew she went there looking for Forge, as she wanted to ask him to return her powers. While there, Freedom Force arrives and tries to arrest them for not signing the Mutant Registration Act. After a big tussle most of the X-Men, along with Mystique, end up inside Forge’s penthouse building, Eagle Plaza. Destiny cries out after getting the precognition that everyone inside the building by dawn will end up dead.

Soon, a rift in the sky occurs and the chaos wrought by the Adversary begins. Dinosaurs, Neanderthals and all sorts of weirdos start coming out of the woodwork and running rampant through Dallas as time and space go crazy. The X-Men and Freedom Force team up to battle the craziness. A couple of reporters, Neal Conan and Manoli Wetherell, show up ready for the story. A group of Cheyenne Indians from the past approaches, eager to help. They know a way to end this chaos, but their leader is shot by what appears to be a human... some racist fellow (actually the Adversary in disguise).

Colossus shows up in the middle of all this (having asked his sister Magik to teleport him to his teammates’ side) and helps out. Destiny calls him a temporal fluke and Psylocke senses Roma’s influence within him. The X-Men decide to try and investigate Forge’s penthouse, but are kept from doing so as the environment around them turns into the Vietnam War. Wolverine convinces Mystique and Freedom Force to stay outside.

Meanwhile, Storm and Forge are in another world created by the Adversary. The world they are in seems to be a copy of Earth, though there is no technology, no civilization and no humans besides them. After nursing Forge back to health Storm leaves on a quest to Africa and returns to Forge a year later with him having a new mountain of power. He tells her he can get them back to their world if he restores her abilities. He fires a gun at her and her powers come back. Mixing his magic and her lightning powers they create a portal that allows them to return.

Back in Dallas, the X-Men are still in the midst of the Vietnam War, except they’re battling demon beasts instead of soldiers. They realize the events occurring in front of them are related to Forge’s past. High above Earth, the Adversary has taken over Roma’s Starlight Citadel and Forge, Storm and Roma are his current prisoners. Psylocke senses her teammates above and the X-Men make their way to the citadel. During the battle with the Adversary, Colossus dives through him, tearing him in half and revealing his true form. Rogue absorbs some magical knowledge from him and opens an energy portal behind the Adversary. However, it’s only Forge’s magic that can send him through.

Years ago he used the souls of his dead friends to open a gate (intending to avenge their deaths), now he again needs nine souls to close one. The eight X-Men and Madelyne Pryor agree and he starts the spell. The Adversary is knocked through the portal and sealed behind a tombstone. Forge teleports himself and cameraman Neal Conan back to Dallas.

In the citadel, Roma recreates the X-Men. She informs them that chaos is always needed in the universe. She thanks them and tells them they can go where and whenever they want. They decide to let the world keep thinking them dead so that their friends and family will no longer be targets.

The New Mutants sneak out from the mansion (against Magneto’s orders) to help their new friend, the animal-mutant Bird-Brain, as he claimed that there were more beings like him and that they would die during some horrible testing. The mutants follow their new friend to a strange island only to soon find themselves surrounded by more strange starving animal-hybrids, Bird-Brain’s fellows whom he is trying to help. The mutants are not aware that they are being watched by the master of the island, the strange silent being calling himself the Ani-Mator who is responsible for the animal experiments.

Subsidized by the anti-mutant organization “the Right” he quickly learns who the New Mutants are and successfully has several of his Ani-Mates capture them and the rebelling Ani-Mates. The Ani-Mator intends to kill the rebels and use the mutants for experiments to create even more successful hybrid strains, however his search alerted his superior, “Right” leader Cameron Hodge. Suspicious of what the scientist is doing Hodge decides to pay him a visit.

The Ani-Mator intends to blow up his lab and most of the Ani-Mates and leave with the mutants as test specimens but Cypher convinces the creatures to free them. The mutants beat the other Ani-Mates and the Ani-Mator, but just as they are crowing about their victory the Right arrive, shoot them with Tranquillizer guns, and strap them with inhibitor helmets. Hodge’s people intend to kill all the Ani-Mates, but Bird-Brain and his followers manage to free the mutants.

Battle ensues, as they are joined by the two missing New Mutants, Sunspot and Warlock, who had run away some time before. The tide is turning in their favor, however none of them but Cypher notice that the Ani-Mator has a gun trained on Wolfsbane. Cypher pushes Rahne aside, is injured lethally in her stead and quietly dies, something the others don’t even notice, until the battle is over and the Right have fled.

Furious, Magik throws the rambling Ani-Mator, as well as the few remaining Right soldiers to her demons in Limbo. Bird-Brain and the other surviving Ani-Mates stay behind as the heartbroken mutants teleport home to an empty mansion while Magneto is still using the Hellfire Club’s resources to look for them. The mutants in the meantime face their loss and wait for his return, Magik especially hoping that somehow he will put things right again. Things are about to become much worse however as they see the X-Men seemingly dying in the battle against the Adversary in Dallas on live TV.

Magneto returns reading them the riot act and goes ballistic when he learns that Cypher is dead. He once more forbids them to use their powers. Illyana begs him to let them help the X-Men and he refuses pointing out that they are adults. Angrily she teleports away to help only to return moments later, as there is a magical barrier around Dallas preventing her from going there. As her scrying glass doesn’t register the X-Men anymore, she now knows that they are dead. Furious and disappointed, she attacks Magneto until the others calm her down. While Magneto grieves for Douglas, the New Mutants decide that they can no longer afford to be kids. Putting together makeshift costumes they decide to disobey Magneto and try to replace the X-Men.

X-Factor finds themselves on Apocalypse’s ship, face to face with Apocalypse himself. Apocalypse verbally berates them, and when Cyclops orders the team to attack, easily bests them. He informs them of the history of his life and offers for them to join his side. They decline, of course, and are attacked by the Horsemen. They defeat them easily, but are in turn defeated by Death, who turns out to be their former teammate, Warren.

They awaken to find themselves strapped to some metal slabs. Warren and the Horsemen decide to go out into the city (they’re in Manhattan) and wreak havoc. Caliban, who was forgotten by Apocalypse appears, but when Cyke tries to get him to free them, he instead goes to Apocalypse and takes his side.

They manage to get free on their own and fight Apocalypse once more. Cyclops and Marvel Girl end up out of the ship, and Beast and Iceman remain within. Scott and Jean battle the Horseman while they’re outside. However, Apocalypse teleports his Horsemen away after being defeated by the former X-Men.

Back on the ship, Iceman and Beast go after En Sabah Nur. Beast rips out a piece of the ship’s wall, which causes the cloaking mechanism to fail and the ship’s stabilizers to go offline. The ship heads towards the Empire State building and smashes into the antenna. Jean does her best to hold it and Power Pack shows up. Pestilence is killed in the debacle.

Scott and Jean head back to the ship and aid Hank and Bobby in their fight against Apocalypse. War and Death are there as well and the fighting becomes intense. Bobby creates an ice replica of himself and tricks Warren into attacking it. After “killing” his former friend, Warren breaks free of Apocalypse’s hold and turns the tide of the battle. Apocalypse retreats with Caliban and War.

The ship crashlands in the Bay and turns over on top of their former headquarters. A bunch of reporters wait outside to talk to them.X-Factor finally come clear to the press about the mutant hunter façade. The police arrive and try to arrest them, but X-Factor leaves to save the city. Several explosions occur throughout the day and X-Factor is there to save the civilians. During the rescue operations Scott discusses Maddie and his recent history with Jean. Afterwards, Jean transports most of the wounded to nearby hospitals. While at one of the hospitals Beast runs into Trish Tilby and bares his soul to her.

The next morning they finally finish taking care of things. The police show up again, but not to arrest them. They inform their new mutant friends that they’re considered heroes and a parade will be thrown in their honor later in the day. Tired and excited, the team heads back to their new base, Apocalypse’s ship. With new uniforms on, the team proudly takes part in the parade. Apocalypse watches from his monitors and glowers at X-Factor.


Repercussions / lasting effects: 

The X-Men:

  • The X-Men took their base of operations to Australia with nobody aware that they’re alive. They remained there until an attack by the Reavers caused Psylocke to force the remaining team through the Siege Perilous. (Uncanny X-Men #251)
  • Thanks to Roma’s spell they were also immune to all kinds of electronic detection though that spell eventually wore off.


  • X-Factor dropped the mutant hater façade for good, and were instead recognized as heroes.
  • X-Factor took up residence in the sentient Celestial ship that used to be Apocalypse’s base.
  • Warren eventually rejoined X-Factor with the new name Archangel, but stayed a dark and somber figure for years to come.
  • Cyclops and Marvel Girl finally rekindled their relationship.
  • Now aware that his son may be alive Cyclops becomes determined to find him, a quest that would lead him to the orphanage where he grew up and mysteries of his past.
  • Caliban had his powers upgraded by Apocalypse and served as one of his Horsemen.

New Mutants:

  • Due to Magneto’s handling of the X-Men’s death the rift between him and the junior team grew, eventually resulting in their going their own way.
  • Magik’s rage and disappointment at the death of her brother slowly caused her to embrace her dark side more fully, first when she unsuccessfully tried to kill Forge to avenge the X-Men. (New Mutants #65-66) Her lack of control would later lead to Inferno.


  • With the X-Men seemingly dead, their former teammates Nightcrawler, Shadowcat and Phoenix III, as well as Psylocke’s brother, Captain Britain, and his girlfriend Meggan decided that someone had to hold up the dream the X-Men represented and form the new team Excalibur.
Last Updated: 
4th February 2006