X-Men [Cyclops; Emma Frost [White Queen]; Beast; Wolverine; Storm; Nightcrawler; Angel; Kitty Pryde]; GUESTS: Stepford Cuckoos [Celeste; Phoebe; Mindee; Sophie (a corpse)]; VILLAINS: Phoenix [Jean Grey]; Shi'ar; Quentin Quire
Wolverine informs Scott and Emma that Jean has returned as the Phoenix. As the X-Men scramble to devise a plan to contain her, Storm and Nightcrawler discover a Shi'ar ship which is also tracking the Phoenix. Quire is awakened from his containment chamber in Beast's lab and is angry to discover that Sophie is dead. He digs up her corpse in order to take her to the Phoenix for resurrection.