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
The Shi'ar, along with Storm and Nightcrawler, attack Quentin and try to keep him from reaching the Phoenix. Phoenix feeds off of Cyclops' eye beams to give herself more power but, when Scott's new love, Emma Frost, offers herself as a more fitting host, Phoenix accepts. When Phoenix enters Emma, the X-Men trap her, along with Cyclops, in a containment egg. Things look close to a conclusion until Quire shows up with Sophie's corpse.