- Matt Fraction
- Terry Dodson
- Rachel Dodson
- Justin Ponsor
- Joe Caramagna [as VC's Joe Caramagna]
- X-Men [Cyclops [Scott Summers]; Angel [Warren Worthington, III]; Beast [Hank McCoy]; Storm [Ororo Iqadi T'Challa]; Colossus [Piotr Rasputin]; White Queen [Emma Frost]; Armor [Hisako Ichiki]; Pixie [Megan Gwynn]; X-23 [Laura Kinney]];
X-Men Science Team [Dr. Nemesis [Thomas Bradley]; Madison Jeffries (joins the Science Team)];
Sadie [Mayor of San Francisco];
Simon Trask (on TV);
Marauders [Sunfire [Shiro Yoshida]; Vertigo] (on TV)
- Simon Trask is building on his TV appearances to push for anti-mutant reproductive rights legislation, but Mayor Sadie vows that San Francisco will continue to welcome mutants and the X-Men. Beast, Angel and Dr. Nemesis track down Madison Jeffries, who is hiding out in Canada fighting some machines of his that became autonomous. They help Jeffries out and recruit him onto the X-Men science team with Beast and Dr. Nemesis. Colossus visits the Russian-influenced Richmond district and agrees to work for a mutant who once extorted money from his parents to keep quiet about the Rasputin children being mutants. Pixie, Armor and X-23 are now roommates, and Pixie is disturbed that X-23 won't talk about the blood staining her clothes. She tells Emma about it, and Emma is not pleased. Cyclops is obsessing over the baby who is with Cable. Emma is increasingly suspicious of what Cyclops is hiding from her. She later confesses feeling a bit lost to Storm who advises her on how to lead.
The final pages lead into Uncanny X-Men Annual #2.