Villain: Magneto

Guest Appearance: Beast

Innovations: Magneto's robot nanny

Letters Page: Page One

Inside Mesmero's circus trailer, Magneto stands before the X-Men. Wolverine sets to lunge at him but Cyclops holds him back. He orders Nightcrawler to teleport outside and scout the surrounding area. He "bamfs" outside, and then the X-Men hear a scream from outside. Colossus rips the door down to aid Nightcrawler, and finds the teleporting mutant clinging to the lower rung on the step-ladder of the circus trailer- a trailer flying thousands of feet in the sky! As Magneto propels the trailer miles above the ground, the X-Men realize they are now powerless to attack Magneto, as he is all that’s keeping them alive.

Having their undivided attention, Magneto tells them that he had "unfinished business" with them after their last battle at Muir Island (see X-Men #104.) As he tracked them back to the mansion, he stumbled on the Beast, and followed him to the fair. It was an easy enough situation for him to intervene on Mesmero’s plan. Speaking of Mesmero, Magneto uses his powers of magnetism to fly Mesmero out of the trailer and to the ground. A fighter jet catches sight of the circus trailer, hardly believing their eyes. They try to pursue but are unable to catch up to the "UFO." Inevitably, Magneto brings the team to his underground complex in Antarctica at the base of a volcano, a sprawling enterprise where he is able to plan world domination. Magneto destroys the circus trailer, dropping the X-Men to the ground. "Welcome home," the villain says.

The X-Men regain their composure and then hit Magneto one at a time which gives Magneto the chance to toy with them and prove his dominance. Colossus is once again flung around like a rag doll, the Beast is shocked by a static electric charge, and Storm nearly topples Magneto but hold back the full brunt of her power, enabling the villain to conduct a counter-magnetic current that knocks her out of action. After taking care of Nightcrawler, Banshee and Cyclops, Magneto faces the massive power of the Phoenix, which seems to send him cowering, but he uses the magnetic forces of the earth to suck the life energy from her. Wolverine sneaks up behind him and swipes at him using his retractable claws, but misses, slashing his cape. Magneto is enraged and turns Wolverine's claws right back on him, before retracting them and using Wolverine's own fist to knock him out.

When the X-Men regain consciousness they find themselves clamped into steel chairs. When he fought Xavier last, Magneto was reduced to infancy (see Defenders #16.) As their punishment, the X-Men are reduced to motor-physical infancy, in which they are stuck in the power-suppressing chairs with full mental awareness of their mental states, but physically unable to do anything about it. They will not be able to survive without the aid of Magneto’s robot nanny, who will remain behind to feed and care for them.

(continued in XMEN #113)

- -synopsis by Jonathan Clarke, aka doesitmatter, and Gormuu

- - panel scans provided by Jonathan Clarke, aka doesitmatter