- Grant Morrison
- Phil Jimenez
- Andy Lanning; Simon Coleby
- Chris Chuckry
- Chris Eliopoulos
- X-Men [Professor X [Charles Xavier]; Cyclops [Scott Summers]; Beast [Hank McCoy]; Phoenix [Jean Grey-Summers] (dies); Wolverine [Logan]; Emma Frost [White Queen]]; The Brotherhood [Magneto [Xorn] (dies); Toad [Mortimer Toynbee] Esme (dies); Angel [Angel Salvadore]; Ernst; Martha Johansson [No-Girl]] (disbands); Fantomex [Weapon XV]; E.V.A.; Officer Foster; Xavier Institute Students [Beak [Barnell Bohusk]; Stepford Cuckoos; Irina]
- Wolverine's killing of Jean awoke the Phoenix and allowed her to resurrect herself. They rescue Beast and Emma while an increasingly unbalanced Magneto raves at his Brotherhood. Cyclops and Fantomex attach and rescue Professor X with support from the students. As all converge for the final battle, a defeated Magneto kills Jean by inducing a stroke. Wolverine decapitates him while the Cuckoos say that something is wrong with the whole universe now. 150 years later, someone exploring the Blue Area of the moon finds the Phoenix Egg...
Inker credits written as "Andy Lanning with Simon Coleby".
Statement of October 1, 2003
Average number of copies sold during preceding 12 months: 124,535
Actual number sold of issue nearest filing date: 135,485
Owner: Marvel Enterprises, Inc., 10 East 40th Street, New York, NY 10016