Rogue has absorbed a few billion souls from the Hecatomb and the X-Men are called in to try and help her deal with the horde inside of her head. Malice infects the Omega Sentinel. Cable is attacked by Gambit and Sunfire. With the X-Men concentrating on Rogue's problem, they fail to notice that Mystique and Lady Mastermind are acting kind of sinister until it is too late and the Marauders teleport in. Mystique shoots Rogue.
Beast; CAMEOS: Dr. Doom; Arnim Zola; Modok; Pandemic; Sugarman; Mr. Sinister; Kavita Rao; Spiral; High Evolutionary; CAMEO FLASHBACK: Wolverine; Bishop; Spider-Man; Cyclops; Rogue; Magneto; Nightcrawler; Matt Murdock [Daredevil]; Sauron; She-Hulk; Ms. Marvel; Quicksilver; Scarlet Witch; Blob; Magma; Dani Moonsatar; Mr. Fantastic; The Thing; Tony Stark [Iron Man]; Hawkeye [Hank Pym]
The Beast explains the history of the current mutant dilemma following M-Day when the Scarlet Witch nullified almost all mutants on earth and he asks the help of a group of powerful foes to try and find a solution.
Continued from X-Men: Endangered Species #1; Continued in Uncanny X-Men #488