Jean Grey, using the Phoenix's powers, transports all the X-Men to Lilandra's ship where the Empress has hidden the M'Kraan Crystal. While there, a group of super-powered beings named the Starjammers attack and steal the M'Kraan Crystal in order to use it to get close enough to D'Ken to assassinate him. But when the Starjammers set their plan into motion, D'Ken gains possession of the Crystal and unleashes its terrible power.

Archangel has become obsessed with destroying Apocalypse, who he blames for ruining his life. Meanwhile, Beast has developed a new device that could contain Apocalypse and allow the X-Men to finally defeat him. Will Beast's device work? Will Archangel become an ally for the X-Men? Or will Archangel's hunger for revenge cause the destruction of both himself and the X-Men at Apocalypse's hands? Find out NOW!

The X-Men elicit the help of a fellow mutant, Banshee, and launch an attempt to save Lilandra. Bet when they arrive at the site, the X-Men are stopped in their tracks by the Gladiator. Faced with a foe unlike any they've seen before, the X-Men are soon overpowered, but not before the Phoenix comes to their aid!

When Jean Grey's psycho-kinetic shield fails, she is possessed by the Phoenix Force. Meanwhile, Xavier goes to Muir Island to recuperate after his mind is attacked and a psychic projection of his dark side attacks the X-Men. An alien named Lilandra Neramani comes to assist the X-Men but is taken captive by Juggernaut and Black Tom!

Former X-Man Bobby 'Iceman' Drake is caught breaking into a top-secret government installation. The X-Men are notified of the incident, free him and bring him back to the X-Mansion. While there, the X-Men discover that Iceman's longtime girlfriend, Lorna Dane was kidnapped. Unsure of what Iceman will do next, the X-Men place him in a temporary holding cell before he causes any more damage. Iceman breaks out of his restraints and goes back to the government installation to search for Lorna. What he finds will change him forever.

A Shi'ar emissary, Erik the Red, violently takes over the Eagle One space station. The X-Men race into space to save the astronauts on board and battle Erik the Red. But on the way back to Earth, an energy wave collides with their aircraft. With no other options, Jean takes matters into her own hands and pilots the plane while shielding the rest of the X-Men, exposing herself to the Phoenix Force!

Sauron, a shape-shifting mutant, kidnaps Storm and brings her to the Savage Land in order to feed from her mutant energy. Separated from the rest of the X-Men, Storm is encouraged by Sauron to free her inner tempest of energy, awakening Garokk!

Yuriko's alien discovery, a Shi'ar vessel, turns out to be a prison cell containing a voracious, gaseous prisoner, the M'Kraan Spirit Drinker. It immediately sucks life out of Yuriko and her cohorts, the Reavers, and turns its attention to the X-Men. The X-Men must change their strategy to defeat an enemy they can't touch.

Garokk fuses with the island's volcano and the surging planetary force below it, bringing the island to the edge of destruction. Realizing his mistake, Sauron engages Garokk in battle and eventually manages to absorb Garokk's immense power. Will the X-Men allow Sauron to defeat Garokk and risk losing Storm? Or Will Garokk's might be too much for Sauron and the X-Men?

When Wolverine's former love, a Japanese woman named Yuriko, stumbles into the Morlock tunnels, she discovers that an alien treasure is burried somewhere in the area. She lures Wolverine and the X-Men into the tunnels with hopes that she can use their abilities to uncover the treasure.

Upon touchdown in the Savage Land, the X-Men lose all their mutant skills and are immediately captured by Sinister's Nasty Boys. Wolverine escapes and teams up with native Ka-Zar. The two travel to the citadel in an attempt to free the X-Men and Shanna.

When the X-Men confront Phoenix and ask it to give up Jean's body, Phoenix vows to destroy the team. To re-energize, she flies up through the D'Bari Star System, passing a very surprised Shi'ar Star Cruiser crew. As they watch in horror, she feeds upon and destroys an entire star system. To defend space life as they know it, the Shi'ar empress Lilandra decrees that Phoenix/Jean Grey must die.

As Professor X and Emma Frost battle for psychic control of Jean, the Inner Circle members quarrel over how to dispose of their prisoners, the X-Men. But it isn't long before the Phoenix realizes that it has been duped by the Inner Circle and vows to unleash its fury on the world!

Xavier and Magneto are held captive by Mister Sinister and are used as bait to the lure the X-Men into an ambush at the Savage Land Castle. After capturing the X-Men, Sinister unfolds a plan to use their genetic material to modify Magneto's lowly band of 'mutates' into more powerful and deadly mutants.

An alien, Mojo, kidnaps and casts the X-Men as his latest all galaxy television hit. He uses his psychic powers to pit them against one another on a far distant planet. But when the superstar of Mojoworld, Longshot, betrays the television tycoon and frees the X-Men, they must trust that the luck of Longshot can get them home safely.

The X-Men battle Lilandra's Imperial Guards for custody of Phoenix/Jean Grey. When Phoenix falls in battle, Xavier seizes the opportunity to immobilize the Phoenix and commands the X-Men to destroy their own teammate!

Beast falls in love with Carly, a blind patient of his. The two are kept apart by Carly's father who looks down upon the mutant race. But when the Friends of Humanity (an anti-mutant organization) kidnaps Carly, her father turns to Beast who must now risk his life to try and save her.

Cyclops discovers that a man on the run from the Shi'Ar authorities, Corsair, may be his father. Desperate to find answers, Cyclops helps Corsair elude the Shi'Ar. However, he is unable to shake his distrust and eventually turns Corsair in. But something doesn't seem right, and Cyclops promptly realizes that he may have just made the biggest mistake of his life!

When Mystique forces Rogue to revisit her own past, Rogue's overpowering flashbacks cause her to relive the encounter with Ms. Marvel and drive her from the X-Men. Rogue struggles with Ms. Marvel's thoughts which are trapped in her mind and the two battle it out on the psychic plane.

While exploring a New Mexico desert, Wolverine witnesses the crash of a spaceship carrying alien bug-like creatures who call themselves "The Family." Meanwhile, Rogue is reunited with her first boyfriend, Cody, only to discover that he is part of the Family's plot to have Rogue become their new leader.

Cable comes to the present to stop Bishop and save his own future world. But after a one-sided fight against Bishop and the X-Men, Cable realizes that they might be too powerful to handle on his own. Looking for an alternative, Cable looks into the X-Men's history and discovers that Logan's healing factor may be the key to saving the future.