b>Villain: Amahl Farouk (in flashback)

First Appearance: Amahl Farouk, Jinguchi Maru Captain Hama

Origin: Professor Charles Xavier

Guest Appearance: Lilandra, Misty Knight, Capt. Hama

Cameo: Moira MacTaggart (in flashback)

Letters Page: Page One

Back at Professor Xavier’s school, Jean prepares to leave. There are too many memories in the mansion now that, as she believes, the X-Men are dead. Once she is gone, there is no one left but Lilandra and Charles, and Charles seems to spend all his time lost in thought. Lilandra tries to reach him and lift his spirits, but he can only think that his zeal to build a better world for mutants has led to the X-Men's death. And he remembers back to how it all started....

He remembers how his love affair with Moira MacTaggart ended during the Korean War. She broke it off without explanation, and with a request that he not follow her. Adrift emotionally, he wandered the world, passing through the Meditteranean isles and eventually landing in Cairo. There Ororo, as a young girl, stole his wallet. Charles stopped her with a telepathic command but as he used his psychic powers, he was smashed by a psychic bolt from out of nowhere.

Charles was determined to get to the bottom of this event, and sourced the psionic nexus where the bolt came from. He entered a café where the grossly obese Amahl Farouk held court. Charles knew immediately that Farouk was a telepath, and an evil one. He threw down a challenge on the astral plane and Farouk accepted. Charles was a weak match for Farouk. Farouk strained his defenses and hit him from behind with a psychic bolt. The burn left a mark on Charles’ physical body. On the Astral plane, Farouk shape shifted from one terrible form to another. Finally, Charles abandoned this play and became a beam of light, shattering Farouk’s mind.

In the physical realm, Charles sat at a table across the room from Farouk, both silent and still. But as Charles won the battle in the astral plane, Farouk slumped over dead on the table.

After this encounter, Charles realized the need to fight evil mutants, and to protect the human race from any unchecked and aggressive mutant power. That is why he formed the X-Men. But with the X-Men dead, he sees no reason to continue. Lilandra suggest that he accompany her when she rejoins the Sh'iar Empire. He agrees, and decides to follow Lilandra into space.

Jean Grey meets Misty Knight in the airport while she's buying a ticket to fly out of the country. Misty herself is on her way to Japan to help Colleen Wing on a project and can’t stay to chat, but says "give my love to Scott." Jean realizes how alone she truly is.

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

- - panel scans provided by Jonathan Clarke, aka doesitmatter