X-Men [Cyclops; Emma Frost [White Queen]; Beast; Wolverine; Storm; Angel; Nightcrawler; Kitty Pryde]; GUESTS: Stepford Cuckoos [Celeste; Phoebe; Mindee; Sophie (a corpse)]; VILLAINS: Phoenix [Jean Grey; Emma Frost]; Shi'ar; Quentin Quire; CAMEO FLASHBACK: Colossus; Iceman; Professor X; Gambit; Rogue
Quentin frees Phoenix, who has possessed Emma Frost, from the energy egg the X-Men have trapped her in. She tries to resurrect Sophie for Quentin but cannot. As Phoenix prepares to destroy all life on earth, Jean comes out of stasis and battles her. The Phoenix Force once again inhabits Jean's body and the X-Men keep her from her path of destruction by showing her how much she is loved. Jean destroys the attacking Shi'ar and heads into space to find herself. The X-Men try to return to some semblance of normal life.