New City of Hue
South Vietnam
February 11th, 1968 (during the Tet Offensive)

It had been one week since the attack by the United States Marines had begun on the Old City of Hue. The city had fallen during the recent "Tet Offensive" by the Viet Cong and the Marines had been asked by General Lam of the ARVN to clear the city. It was a nightmare of blood and fire as the Marines fought their way through the city tooth and nail. The North Vietnamese flag flew over the Imperial Palace and morale among the defending troops was high. They were on the offensive against the Americans and they had hurt them badly for the first time. The failure to guard Hue had cost the Americans dearly, and a failure to retake it might be one of the decisive victories of the war for the North. With the stakes so high, little quarter was given on either side.

Two of the Marines, both in the Fifth Division (which had been charged with clearing the New City), were upper class college types who had volunteered to be US Marines. Pvt. Charles Xavier had decided to enlist because he thought serving his country was the right thing to do; even though he could have avoided it by accepting admission to Princeton University. His stepbrother, Cpl. Cain Marko, was here because he liked the idea of killing communists; especially those who also happened to be "slant-eyes". Neither was altogether happy to be serving together.

It had been nine months since they had come to Vietnam and both had seen comrades die in ambush while patrolling the jungle. However, this was the first big battle that either of them had ever seen. Pvt. Xavier was sickened by the mental images he was receiving of people dying and the immense slaughter of urban warfare. Cpl. Marko gloried in the killing which only sickened Xavier further; he had been born as a mutant, a freak of nature that was able to read the minds of his fellow men. It made the horror of what they were doing even more pronounced.

"Stop lagging behind, Chuck." Marko barked at him. Marko thinly disguised his dislike of his stepbrother which had only been intensified by his seeing his brother's distaste at killing. .

"Sorry, Corporal." Xavier replied, using his brother's title as a dig rather than a sign of respect. He disliked the way his brother gloried in the sick sort of brutality they saw here. He walked forward, intensely wary, as his telepathic abilities warned him of some sort of hostile intent but he was unable to pin it down. The squad moved forward, checking each house as they passed for VC snipers.

Charles glanced across the street and saw a young woman staring at the motley squad of Marines. Soldiers who had been in the field this long began to resemble brigands more than soldiers and most civilians found this disquieting. Standing beside her was a five year old who stared at Xavier with wide eyes and she carried a baby in her arms. He reached forth with his telepathy, seeking to soothe their troubled faces. A brief moment of human contact in an inhuman war. His mind brushed hers and he saw her murderous intent vividly. His reaction was pure panic as he emptied his M-16 rifle into her. She never had a chance to reach for the grenade she had intended to use on the marines. Holes suddenly appeared in her body and her eyes glazed over in shock and pain. The hail of bullets caught both of the children as well, sending them flying against the side of the building. The squad scrambled for cover as they sought to determine the source of the gunfire.

"Xavier, what the fuck do you think you are doing?" the Sergeant bellowed as he assessed the situation.

"I didn't have any choice . . . " Charles cut off his comments with a sob and began to bawl in the street. The Sergeant looked away disgusted. The coward had panicked and shot a few civilians. Their tough luck for being there. He sure as hell wasn't going to raise a fuss over a couple of locals getting shot in the middle of a battle. Annoyed he ordered the squad to proceed.

Cain Marko walked over to the weeping Xavier and put a hand on his shoulder. "See ya got a yella bitch, bro. Good, one less of those fuckers I'm gonna have ta ice myself."

In that moment, Xavier truly hated his brother. There was no nobility to a war where innocents paid the price for the conflict. There had to be a better way, and Xavier vowed he would move heaven and earth to find it.

Cairo, Egypt
Continent of Africa
March 15th, 1972

Charles Xavier pitted his fantastically strong mutant power of telepathy against the brutal Crime Lord who sat across the room from him. They didn't even have to let their eyes meet to engage in a desperate struggle for supremacy; and the soul of the girl who didn't even know she was being fought over. Amahl Farouk eyes glittered like jewels set in his enormous frame as he brought all of his will to bear on the rival telepath. The fool dared to deny him his rightful prey and the brutal thug demanded revenge in the only way possible. The two telepaths sat still, locked in a dance of death, while the people in the bar were oblivious to the murderous struggle taking place on the astral plane.

Xavier Family Mansion
1407 Greymalkin Lane
Salem Center, Westchester County
Upstate New York
United States of America
January 22nd, 1990

Dr. Charles Xavier was startled out of his sleep by the sudden ringing of the telephone. He awoke with a start, his body soaked in sweat from the old nightmare. He was remembering killing the woman and children back in Vietnam. The look on their faces and the blinding incomprehension of the children as the bullets from his rifle ended their young lives. He remembered the pain of the impact of every bullet. It was one of the curses of his having been born a telepath that he could feel the pain of others. He forced himself to stop shaking and reached in the dark for the telephone.

"Xavier here." He glanced around the room and saw the display on the digital clock. It was 2:30 AM. Who could possibly be calling at this hour.

"Charles, it's me. I have a little problem that I think you might be able to help me with." Xavier recognized the voice of Amos "Fred" Duncan, a friend of his who worked for the FBI. He had provided consulting services to them as a criminal psychologist a number of times, specializing in mutant cases.

"What is it, Fred? Do you realize what time it is?"

"Yes, I do. But we have a young man in custody. Same old story, an orphan who ran away from his orphanage and tried living on the streets. Got involved in everything you could imagine and quite a bit more too. A real messed up kid."

"A real sob story, Fred. What does it have to do with me?"

"Well, it seems that this otherwise normal street kid has these really weird eyes. Every time he opens them he projects these intense concussive red beams that tend to blow things up. These things include prison walls, if you get my meaning. We know you are a specialist in mutant physiology and I thought you might be able to help us counteract them."

"Have you talked to Moira yet? She is the specialist in putting down dangerous mutants."

"She is already on her way. What did you ever see in her, Charles?"

"It was a long time ago. Look, I'll be there in fifteen. Wasn't getting much sleep anyway."

"Thanks, Charles, you're a real lifesaver!"

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Charles showed his FBI identification to the two grim guards who stood outside the mutant containment section of the facility. He entered a large white room filled with all sorts of expensive equipment. On a table was the naked body of a young boy no more than fifteen years old, tied securely and quite limp. Several wounds were bandaged in white gauze in different parts of his body. His eyes were being held shut by some sort of metallic clip with red inserts.

"Charles, how are you?" The handsome FBI agent asked.

"Tired as hell, Fred. What's his name?"

"Scott Summers. Typical street kid. Would have ended up shot, stabbed or dying of AIDS in short order if he hadn't started with this mutant crap. It's bad business when a twelve year old is powerful enough to take down a dozen of my best agents. I tell you, these mutants make me damn nervous."

"I think they make everyone a little edgy." Xavier glanced over to a pretty, middle aged woman who was shoving needles into the limp form on the table. "What does Moira say?"

"Probably an uncontrollable mutant and a public menace at that. No way we can control those eyebeams using drug therapy. It is a pity actually, his parents were good people."

"What happened to them?"

"Vanished in a plane crash about 12 years ago. The kid and his brother were the only survivors of the crash. Brother was adopted but Scott was bounced from orphanage to orphanage. Got in with a bad crowd and took to the street. Like I said, it is a pity and a waste."

"Agreed. So is Moira recommending euthanasia?"

"Probably, but it's too early to tell. Most of these energy manipulators are fundamentally unstable and this one can't even control his powers. Better to put them to sleep rather than let them hurt the people around them, or even worse start thinking about using there powers for personal gain. After all, we don't want another Magneto. Look where that led to!"

"No, heaven forbid a mutant should use their powers to save lives. This policy on killing uncontrollable mutants makes me sick. Surely to God there is an alternative that will both protect people and make this killing unnecessary."

"Tell that to the CIA. Hey, I agree with you that this policy about mutants sucks, but many of them simply cannot control their powers and are a menace to everyone because of that. We have to do something to protect people and mutants like this one cannot even control themselves enough for use to even try trusting them. It isn't nice, but it's the way it has to be."

"What if we tried to train them? Tell me, Fred, is there any way to restrain those force beams?"

"We have a crude set-up using ruby quartz now. Don't know if it will last or if he will bust through it eventually. Why? Are you thinking of trying to keep this one alive? He's pretty powerful and if his mutation is linked with any sort of mental instability he could be quite lethal. What if somebody gets killed because you make the wrong call here? You understand the responsibility that you would be undertaking here, Charles. It is risky as hell."

"Which is absolutely no reason not to try. If we don't try and find a way to help rather than just killing then we are no better than murderers. Maybe, if it worked out, we might have a better solution them just finishing them off because training their powers is difficult." Xavier reached into Scott's mind and read the sad story of a life marked with pain and loneliness. The sort of person who had never been loved and was desperate for both affection and an escape from the world as it was. The sort who could be easily manipulated by this. The perfect little soldier and the perfect test case for a training program.

"Okay, I'll bite. What are you suggesting?" Fred responded with a chuckle.

"Your comment about Magneto got me wondering. I know that this sort of mutant is a genetic dead end, sterile more often than not and immensely dangerous. But if the power levels on the monitors are even vaguely correct he is tremendously powerful. That power could be harnessed for good instead of evil. Magneto is an old man and hardly the threat he once was. We could survive another like him, but what about a dozen like him? Two dozen? We are witnessing a genetic revolution and we have to do something. Otherwise, we will wake up one day and the Ubermensch will have taken over."

"What are you thinking, Charles? That we should let people walk around with the power to level buildings? What about those who are misusing their powers? Most of the non-fatal or deforming mutations are either weak enough that we can safely permit them access to society or mental in which case we can use drugs. But mutants like this kid are extremely dangerous and no drug is going to damp that power." Fred looked at his old friend with a skeptical look. Most attempts to control mutants had failed with the exception of the small group of mentally powered ones. Most physical powers couldn't be controlled with drugs and that made them way too dangerous to be kept around.

"What about using mutants to save lives and fight against the wild, uncontrolled mutant population. What if we train them to use their powers in a responsible fashion? At least give them a chance to prove that they aren't all like Magneto."

"Are you crazy? Magneto wasn't a nut either until the UN supported the mutant suppression measures to protect us against them. Until that point he used to beat up on outlaw regimes; and I think we all cheered him on a bit even while denouncing him in public. He was always a bit psycho where Nazi's were concerned, but recently he has added us to that list. What will this one do when he finds out why Magneto went crazy? We will be back to square one."

"I will handle it. But maybe it is time to stop fearing mutants so much. We know a lot more about their physiology now and they are much closer to being controlled. We have many examples of responsible individuals who use their power properly. Hell, Fred, I even have an FBI badge!" The two men shared a brief moment of laughter as they recalled the beaurocratic finagling required to make that happen. "We have been using band-aids to address the problem of mutants who abuse their powers but it can't last. Sooner or later we will be dealing with a crisis beyond our ability to control. Maybe it is time to seek a more aggressive approach to the problem." He remembered a telepath in Cairo who had scared him as no other man ever had and had abused his powers to become something evil and loathsome. He also remembered a gentle hospital orderly that had once been a friend, until he had seen him who tear apart NAZI terrorists with his command of magnetic forces. It was mutants like these, men of whole mind who choose evil, that gave credence at all the fears that humans had about mutants.

He had to find a way to answer these fears and create a better world for humans and mutants in the process; one where they could both live together and not at each other's throats. It was a dream worth fighting for. It was a dream worth dying for.

A Cave 75 miles from the city of Gar
Near the Indian Border
Tibet, China
April 22nd, 1990

Charles Xavier pulled himself forward, inch by agonizing inch. The mission had gone wrong from the moment that they had first encountered the strange being known only as Lucifer while examining anomalous mutant energy readings with Cerebro. He had fought the beast, but it was also a powerful telepath and had an amazing array of hi-tech devices. They had destroyed the computer that the creature had hoped to use to enslave the human race, but at the cost of the lives of all of his fellow agents. He had survived, but in the final moments of the fight he had been crushed from the hips down by a falling rock as he had launched one last telepathic assault on Lucifer's defenses. He failed to break them and his fellows agents had killed as a result. He had felt the passing of each and every one through his psi-links with them. That hurt almost as much as his own injuries.

He cried out in pain and terror as his telepathy sought out any sign of help here in the remote mountains of Tibet. But no help was forthcoming. The pain was utterly unbearable, but he knew if he gave into it and lost consciousness then he would never wake up again. In the distance he could feel the malevolent echo of the creature they had found here. Somewhere, buried beneath a mountain, it still lived. He had activated the emergency beacon and now he would have to wait until the back-up team arrived and try to stay alive in the frigid cold until then. The mere thought made him scream louder.

A Military Hospital
Kanpur, India
April 28th, 1990

"I wish I had a better prognosis for you, Dr. Xavier, but your legs were damaged beyond any sort of repair and your lower spinal column was quite badly smashed. I'm afraid that you have a complete loss of mobility from the waist down. Nerve damage will make most of that area numb to pain and you will have to take the same precautions that a leper would against infection." The physician looked at the grim look on Xavier's face and winced. "I really wish I had better news but there is only so much we can rebuild. We were fortunate to save your bowels and kidneys, although you will have problems with both."

Xavier stared out the window into the bright Indian day, his emotions under tight control. He had to suppress them, because if he let himself think about his injuries he would go mad with the screaming. It just wasn't fair. he had so much to do and to be crippled like this and unable to do it properly . . . the thought was intolerable. And so he chose not to think rather than consider it.

A Castle in Europe
Near Wundagore Mountain
Bavaria, Germany
August 25th, 1995

The old man looked into the mirror and saw to pattern of his life engraved in his skin. He was just 27 days shy of his sixty-eighth birthday and his age was showing. His skin had wrinkled and his eyes were rheumy. His body was stunted from starving in Auschwitz and his body was a mass of scar tissue from over 50 years of struggle. He knew his brain was scarred badly as well; from the days in which he had used his power without knowing how to do it safely. Everytime he had been driven to the brink he had only made the damage worse. He could see the loss of mental ability clearly. Ideas had become less clear and his incredible ability to invent had become stifled. The dance of ideas in his head had grown silent, and that, more than any other thing, had told him that he had grown old.

He had believed in mutants and human living in peace until the day that the human race declared war on mutants. In response to a wave of murders done by newly emerged mutants, the governments of the world had acted swiftly to put the menace down. They had simply declared that mutants were not human beings and that they were to be treated as dangerous animals in the eyes of the law. When the edict had passed he had been fighting the Kymer Rouge in Cambodia in a futile attempt to stop the killing fields. His reaction had been swift, brutal and decisive. He had arrived at the UN and tried to plead his case by sheer force of his power, the elemental fury of the Earth itself. They had huddled in fear and agreed to reconsider their motions. The next day they had approved the death camps for mutants with "powers that posed an unacceptable level of risk to the general population". He had responded by murdering every ambassador who had voted in favor, beginning with the US ambassador. .

They never trusted him after that, and they hunted him across the globe like a dog. All he had done was to inflame anti-mutant paranoia. He had bragged once that if his powers had manifested he would have ended the Third Reich in a day. Certainly he had made the survivors fear him as nothing else as he hunted War Criminals across the globe. But his actions at the UN made him wonder if he could have stopped the slaughter. If anything could have stopped it. Or if it became inevitable once the people of Germany had set their will to it and all one could do was watch in anguish.

The time for hope had passed and now it was time for one last desperate gamble. His heart was failing and the doctors told him a bypass was essential; the end result of a life of stress and warfare. His brain had been badly damaged by his failure to learn how to properly channel magnetic energy early enough. His bones were showing the effects of starvation as a youth. He had little time left and he had to make it count or there would be no future for his people. The Mutant Registration Act was a trap, just like all of the previous lies his people had been fed. He had to make a stand now and end the slaughter. He would expose the lie by making a viable alternative available. To do that, he had to face the United States military and ensure that they would not interfere with his plans. He also needed to acquire the technology to create this new homeland for his people; one that would be out of the reach of these corrupt governments. It was a dream, but it was all he had left in the twilight of his life. He would make one last stand, and damn the consequences.

Professor Xavier's School for Gifted Children
Mutant Training Center
New York, United States of America
August 27th, 1995

Professor Xavier sat in his wheelchair and waited, letting his mind drift over the grounds of the school that he had created. He had been discharged from his position in the FBI on medical grounds after his accident in Tibet and begun teaching psychology at Columbia University as a way to fill the hours. At the time, depressed and despondent, he had put a lot of effort into training Scott in the use of his powers; the X-men project. In the past five years, Scott had become like a son to him as he trained him to be a fighter. But he never forgot the reason that he trained Scott, nor did he show the boy any favoritism when the others joined the group. He had also worked hard for years, along with Moira, to get the Mutant Registration Act as far as it had gone. But, despite a sympathetic president, it seemed unlikely to make it through the senate. The fools, couldn't they see a policy born of desperation in the early days was long outdated now. He had shown that dangerous mutants could be controlled. He seethed and decided he needed a distraction.

*This is Professor Charles Xavier. You are ordered to report to the Danger Room immediately. Failure to obey promptly will result in severe punishment. You have five minutes to comply.* He telepathically broadcast to his students and then wheeled himself down the hallway to the gym that served as a training center for his students. His threat was not an idle one as his telepathy could directly stimulate the pain centers of the brain. He wasn't a sadist, but absolute discipline had always been required. These students had to be able to convince skeptics that they were able to control their powers under the most adverse conditions and that required continuous and unfailing disciple. There wasn't a day that he didn't wish that things could be different, but that was not the way that life worked.

The first to arrive in the danger room was Warren Worthington III, the child of a multi-millionaire parent and the student Xavier had the least control over. He had been sent here because his father wanted to ensure his only son was properly prepared to face an uncaring world. He was a good boy, if a bit on the spoiled side and with a tendency towards being a playboy. He had blond hair, eye eyes, lovely white wings and was the most physically attractive of the students. Unlike the others, there was a place for him in outside the X-men when he finished his training. Wealth and his attractive mutation would serve to enable him to live a life of privilege.

The second was Hank McCoy. A cross between rough lout and intellectual genius, McCoy was definitely the brightest of the students. Alone among the X-men he took more than the minimum number of supplementary classes at Columbia. He possessed extreme natural agility and enough strength to lift a car off the ground. Hank was curious about biochemistry and medicine, and in the former had almost surpassed Professor Xavier. He had been assigned to Xavier to learn to control his strength and had done a commendable job. Most of his training now focused on finding the limits of his uncanny agility and finding ways to prevent his mutation from progressing further.

The third to arrive, right on the heels of Hank, was Robert Drake. The youngest of the group by far, he had been assigned here to learn how to control his ice generation powers after a regrettable accident. The student with the most potential power in the group, Drake lacked the self-discipline to push himself into using more than a bare fraction of it. His interests were in things of the world, and he dreamed of an easy life as a businessman or accountant once he had enough control over his powers to pass as a normal person on an everyday basis.

The last, Xavier noted with displeasure, was Scott who appeared breathless as he entered the room. Scott had been on the grounds jogging when the summons came and had sprinted here in just under the time limit. He could have been faster. He was the original X-man, a shy and reclusive boy with the power to level buildings with his optic blasts. He was also the only one to require cybernetic enhancement to control his powers; either in the form of ruby red glasses or a controllable visor. Disciplined, motivated and tough, Xavier was proud of him and the challenges that he had overcome.

*In order to develop the maximum degree of control possible over your mutant powers, it is necessary that they be tested under the most rigorous conditions. Later today we will be welcoming a new student so you will have the evening off. This, gentlemen, means that we will be training much harder than usual this afternoon. Beast, front and center. You are first!* Xavier slowly whiled away the hours of the afternoon pushing his students as hard as he was able. He stretched his intellect to it's limit trying to create innovative situations to force them to exercise their powers in the most disadvantageous situations possible. Although he would never admit it, he was impressed by how rarely they failed.

Still, the session ended as all things must and the time came to dismiss his students. Professor Xavier complimented them on an adequate performance which caused them all to break into grins. Then he instructed them to freshen up and prepare to welcome the newest addition to the school. After they left, he sat and brooded. Too soon he would have to send them out into the world to prove that mutants could have common cause with humanity. Out there he could no longer shelter them and the fear of losing them was sharp. It is amazing how students can grow on you to the point where one day you wake up and learn you really care about them. That an idealistic experiment also has a human face.

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The newest member of the X-men was a spunky lass by the name of Jean Grey. She was a child of one of the professors at Columbia and telekinetic of extraordinary power. She was also a latent telepath, but Xavier had taken steps some years ago to ensure that she would never manifest her telepathic abilities. She was a tall redhead, with dancing green eyes and a sincere open smile. She responded to the challenges of being thrown in with a group of young men with humor and good grace. Everyone loved her immediately. But Xavier worried that she might yet prove to be too open minded and compassionate and he would have to give some thought as to how to prevent that from ever becoming a problem.

Cape Citadel Military Complex
Florida, United States of America
September 2nd, 1995

The technicians looked at each in silence as the experimental rocket went off course and slammed into the Atlantic Ocean. They were all enthusiastic volunteers who worked hard to keep the aerospace program going despite government cutbacks. Losing another rocket was like losing a child, and it was the knell of death for the space program. If they couldn't even get a rocket off the ground in this day and age, they would be easy victims for the next congressional budget cutback.

"I don't understand, General. We registered optimum performance at every stage of the launch until right there at the end. Somebody must have tampered with it." The chief NASA aerospace engineer argued, his weathered face red with agitation.

"How is that possible? We have one of the tightest security nets on the planet protecting this facility. Do you suspect an inside job?" The General replied.

"I don't know, sir, but everything I have learned in thirty years of working with these birds says that this launch should have been a rip-roaring success. After the last five failures, I went over every inch of this bird and I found everything to be in meticulous shape. It has to be sabotage." The engineer stared at the control panel in front of him again, searching for an explanation.

"What about a fundamental flaw in the rocket design?" One of the lieutenants assigned as a military observer asked. He was a young fellow and new to this outfit.

"Son, I have been in this business longer than you been alive. That rocket was sound. Both the Russians and the Europeans have used similar designs and suffered none of the same problems." The engineer snapped, annoyed at being questioned and frustrated at this failure.

"Sir!" One of the techs exclaimed. "I was just checking the sensor reports and there was an sudden burst of magnetic energy just before the bird went down. It was like nothing I have ever seen before. It seemed way more localized than such a phenomenon should be." The tech might not have seen this energy signature before, but the CIA attaché had. He had seen it and learned to fear it during his days as an advisor to death squads in South America. The sight of that pattern often meant his fellows had been killed by a red clad mutant who disapproved of their policy of executing "questionable" civilians.

"I know what that is." Everyone stared at the CIA agent. "It's Magneto. I don't know what he wants, but that's his energy signature."

"I'll alert the president." The General replied.

Professor Xavier's School for Gifted Children
September 3rd, 1995
Early Morning

Xavier listened intently as Fred Duncan described how Magneto had attacked Cape Citadel. It appeared that he had bee sabotaging rocket tests for some nefarious reason and when counter-measures had been attempted, he had simply attacked. The personal of the base were overcome immediately, their weapons helpless against his magnetic power. An army division had been trying to break through a barrier around the base for some time, but with little success. As could be best determined, nobody in the base had been harmed, yet. There were some key people there, and the president wanted them back. Fred understood the X-men weren't ready, but this was an emergency. Xavier agreed immediately and promised to have them there in the hour. This was his chance to show off the results of his X-men project. He placed the phone down on the hook and issued a telepathic summons.

*Come to me my X-men!*

Cape Citadel Base
September 3rd, 1995
Around Noon.

The X-men stood near an incredible energy barrier that separated Cape Citadel from the rest of the world. Warren was flying reconnaissance above the barrier, seeking any weak points or any sign of what Magneto was doing in the base. Scott spoke to the General in charge of the besieging forces while the rest of the team waited in edgy anticipation. The general was quick to express his frustration.

"We have been pounding on this barrier all day with howitzers and it hasn't even made a dent. Had a Stealth Bomber hit it with a Fuel-Air munitions a while back. It wavered a bit but held against the blast. I tell you, kid, I'm just about outta ideas. You kids come with the highest recommendations, and I'm supposed to let you try. Still, I can't help feeling a little silly about it."

"Don't worry, General. We have been trained for this sort of thing and we will give it our best shot." The lenses of Scott's visor hid his eyes and masked the nervousness that he felt about this. Nobody was battle tested and Jean had barely a week of Danger Room training. This could get rough.

The General stared into the inferno being restrained by ruby red lenses and cleared his throat. "Good luck, son, and I hope you make it through it okay."

"Thanks, General." The X-men advanced to the edge of the curtain of Magnetic force.

*Scott, try a full power optic blast. If my memories of Magneto's power levels are correct, that should be sufficient to burn a hole. Jean, in case he recovers quickly, use your telekinesis to hold the breach open. The rest of you, go through as quickly as possible.* Xavier ordered. Scott fired into the energy field and registered complete surprise when it collapsed completely. The X-men swarmed onto the base, Warren leading the way. His eagle sharp vision scanned the base as he did a low altitude pass.

In a building, halfway across the base, Magneto screamed and fell. The optic blast had shattered his shields and, in a way, shattered him too. He lay for a second in a pool of blood and vomit and then forced himself to rise. Whatever had hit him had taken him by surprise. He would not be taken that way again. With a gesture he released a series of drones programmed to seek and destroy any moving target. He would turn the bases defenses against the attackers.

The first drone nearly killed Warren, Only a rapid response to his desperate cry saved him as Scott shot down the drone with pinpoint accuracy. The X-men suddenly found themselves in a fight for their lives as quick and maneuverable drones came at them from all angles. Hank used his incredible agility to dodge drones at the last minute, while Jean and Scott knocked them from the sky with their powers. Robert sent sharp shards of ice flying everywhere, confusing the sensors on the drones and giving his team the chance to deal with them. The fight lasted minutes, but it seemed to take forever. An endless succession of firing and dodging the lethal objects. It was the Danger Room all over again, but with an important difference. One mistake would not lead to a stern lecture by the Professor but to certain death. For while the drones were designed to disable and not to kill, there was hardly any doubt as to the fate of the X-men if they were captured by Magneto. But the X-men were used to this sort of exercise and there was a finite supply of drones. They pulled together as a team and managed to survive the lethal barrage. *This is just a distraction. Find Magneto before he can escape.* The professor ordered.

But there was no need to find him. He was there, watching and waiting. The X-men stared in awe at the tall figure in blood red armor. His eyes glowed red and crackled with lightning inside the helm of a Spartan warrior. They were mutants as well, Magneto realized, and not the human commandos he had expected. "Impressive." He said in a voice like rolling thunder; deep and full of authority. "But ultimately futile." He gestured and the base itself began to attack them. Metal came alive and surrounded Robert, crushing him. Only rapid action by Scott and his ice armor managed to keep him from being killed instantly. The X-men were outmatched and they knew it. Telepathic tendrils slammed into Magneto's defenses as Xavier brought his powers to bear, but Magneto had a will second to none and Xavier was unable to burn though his defenses from this distance. Hank tried to tackle him from behind and was nearly cut in half; only his unbelievable reflexes saved his life. Warren drew and fired a pistol at Magneto, which proved worse than useless. The X-men fell back from the attack and sought refuge in a concrete bunker; hoping their assailant would give them a chance to recover from the barrage.

"That man is incredible. I have never seen that sort of power before. We don't stand a chance." Robert cried. "I couldn't even get close and not even the Professor was able to make an impression on him. If we keep fighting we are going to die. I don't want to die." The boy was near panic.

"I concur. We did our best, but discretion is the better part of valor. It is time to withdraw and rethink our options." Hank replied. "Perhaps we might try some sort of indirect approach that avoids the effects of his mutant power." Hank was keeping his head, but in no mood for suicide play.

"It does seem the best move from a tactical standpoint. Now that we have disrupted his shields, he will have no choice but to withdraw or face a very upset army division. He have hurt him, and maybe that is the best we can do." Scott agreed. Warren nodded his assent. He hadn't planned to die in some mutant intercine skirmish. He had a world of pleasure to explore first.

"Are you guys all cowards?" Jean asked. "If nobody else will fight him, then I will. I'm strong and he's hurt and maybe I can beat him. Or did you forget that he has a couple of thousand hostages? We have to worry about their safety too. If we let him leave unmolested, then he might kill them. He has done it before!". Of course, Jean couldn't have known that was his reaction to death camp personal and not army technicians; the media often neglected the fine distinction. Jean stared at the eyes of her new team, and none would meet her gaze. The thought of going out alone was frightening, but people's lives depended on her and she wouldn't let them down. "Fine!" she stormed and left the refuge of the bunker to face the Master of Magnetism . . . alone.

Magneto was gathering a few items together on the tarmac with his powers when the young woman stepped in front of him. "I can't let you go, Magneto."

"You are going to stop me? Are you mad, girl. I don't like fighting my own kind; you should be helping me and not distracting me. Humans had their chance to rule this planet and they failed; it is our time now. Make the right choice and leave now. I'm not going to warn you again."

"Sorry, but I'm an X-man and we don't give up easily. In fact, I think you're going to hear a lot more about us." Jean unleashed her telekinetic might against Magneto in all of it's glory. She was strong and brave but neither was enough against Magneto. He parried every attack with his far stronger Magnetic ability. She might be more flexible, but he was vastly stronger and far more experienced. She didn't stand a chance.

"I don't think so. Your companions have wisely hidden themselves from my gaze and you are about to die. Such a pity. So much power and passion wasted in the service of those who oppress us. You could have been great, girl, but now you are going to be dead instead." He regretted it, but he had given her the chance to leave. Now she had to pay the price for not doing so.

"You are a large part of the reason that they hate and fear us, Magneto. You can't beat all of us if we stick together. Give it up. I'm not going to let you kill anybody else." Jean gasped through gritted teeth, her whole body shaking with effort. She was terrified but refused to back down.

"Sorry, girl, but I have buried far better than you." Magneto gestured and a bolt of lightning struck Jean. She screamed and fell, shaking in pain and agony. She felt herself being picked up and watched as metal formed into spikes around her. Then she lost consciousness.

Magneto hesitated for a moment. He loathed killing and the girl didn't really deserve to die. She was just misguided not a mass murderer or death squad goon. From the telepathic attack he had just overcome he figured he knew who was behind her misguided notions. He had decided to let her go when an optic blast smashed through his personal shields, broke half his ribs and heated his personal armor red hot. He hadn't seen a second figure emerge from the bunker. Scott stood there, defiant and proud. He couldn't let Jean face Magneto alone and had followed her out and watched the fight, waiting for a chance at a clean shot. He knew he would only get one. Scott preyed it hadn't been too late to save Jean. He walked over to the downed Magneto and stared into his eyes. "Why?" he asked the smashed man on the ground. "Why did you do this?"

"I had to do it in order to create a better future for our kind. You don't understand what you are doing by stopping me." Magneto wheezed. "Listen to me, boy, there are things you don't understand. Xavier isn't telling you everything." He was cut short by a jubilant cry as the rest of the X-men emerged, encouraged by Xavier's confirmation that Magneto was beaten. Xavier wasn't going to let Magneto talk his way out of this one. They might have bee friends once, but now Magneto was an embarrassment.

Warren picked up Jean and shook her awake. "Hiya, Babe. Couldn't let the big red bad guy kill my favorite gal so I came after you. Mad at me?" He smiled a winning smile.

"No, Warren, I'm proud you found the courage and I'm grateful for the assist. He was getting to be just a little much when you arrived." she replied.

"How grateful are you?" Warren asked.

"Ask and find out." Jean replied with a twinkle in her eye. She had misjudged this spoiled rich kid if he had the guts to face Magneto alone with just his powers, which were hardly designed for such a confrontation.

A dozen yards away, the other two X-men converged on Magneto. "Tell them to stay away, or I can't guarantee their safety." Magneto pleaded. He was too weak now, and any strike would have to be lethal. He was too badly hurt to afford any margins of error.

"Listen, Magneto, you are beaten. Surrender and I promise you a fair trial." Scott demanded.

"And a decent hanging? Stay back." Magneto cried out, as he tried to force his broken body to stand and failed.

In Scott's head, a telepathic call resounded as the Professor issued an order. *Kill him! Kill him NOW!* Scott fought against the compulsion while Hank slammed a fist into Magneto's damaged ribs and Robert used sharp ice to slash at his face. While Scott hesitated, Magneto acted by throwing his three assailants across the tarmac to where their two comrades in arms lay. He seized a metal fuel container from the back of a transport truck and flung it at them. He used his power to create a spark inside the enormous container and the container exploded, pouring burning aviation fuel all over the young heroes. The heat was so intense he nearly passed out. Using all of his remaining power and will he left the base, cloaking himself from electronic methods of tracking. He wept bitter tears at having to kill the spunky youngsters. Too many had already died and he was sick of killing. Still, there would be an ending soon, one way or the other.

Outside Cape Citadel
September 3rd, 1995
Three Hours Later

" . . . and so Jean shielded us from the burning fluid while Robert used his powers to keep the heat from killing us. By the time we got clear Magneto was nowhere to be found." Scott finished his summary to Professor Xavier and Agent Duncan. Media representatives and military personal listened with interest to the story, having been invited to sit in on the debriefing by Agent Duncan. The FBI agent was pleased at the media success that this action had been, bolstered by comments from the base commander and the otherwise dismal record of confrontations with Magneto. Xavier was a little less pleased, taking Scott's refusal to kill his old friend quite badly. He had once liked Magneto, but his actions had become reckless and he threatened all that Xavier wanted to accomplish. As for Scott, he had the perfect discipline, and the others would be too ashamed to contradict him on this one.

"Warren, I must commend you on your resourcefulness and courage in rescuing Jean from Magneto. It takes a certain kind of courage to face a monster like that all by yourself." Scott, who had been too busy debriefing to challenge Warren, looked like he had been hit by a two by four. Good, served him right. Xavier had an idea what his old friend Magnus Lensherr was planning, and it could not be allowed to happen. Jean looked at Warren with a glowing smile and he kissed her. Everybody applauded except one grim youth who stalked out of the room.

Behind him people were celebrating the success of the X-men and both media and military admitted that they were impressed. Back in Washington, the X-men were hailed as a means of countering Magneto and rogue mutants like him. Suddenly the Mutant Registration Act seemed a slim price to pay, and with the Hawks on Senate coming behind the bill it seemed certain to pass. It was a defining moment. From this point on mutants would have the same rights as human being under the US Constitution.

One week later the bill passed. Civil rights activists were pleased and the military announced plans to create a special group of soldiers composed only of mutants. Fred Duncan threw a party for his co-workers who all got quite smashed. Moira MacTaggart was especially pleased. She had spent far too much time killing mutants not to have realized the inhumanity of it and waste that it created. Much of the work that had earned her the noble prize had been about stabilizing mutant powers and she was glad that she could finally sleep at night. Charles Xavier brought a bottle of Scotch (over a hundred years old) and enjoyed being the toast of the night. Robert Drake and Hank McCoy parleyed their sudden celebrity status to make time with a couple of students they knew from Columbia (all of the X-men were required to take a couple of classes a year there, although Beast took more than the minimum). Warren took Jean to his favorite cottage where she surrendered her virginity to her "savior". All over the United States there was a tremendous sense of relief in the mutant community.

Except for one young man, who spent the night beside a creek thinking. He was upset about Jean as only an adolescent could be, but he was fast recovering. But what worried him tonight was Magneto's words. What didn't he understand? Were they the words of a lunatic or the desperate bid of a dying man to save himself? Or was there something more? He spent the night thinking and wondering, until the sun came up and he headed home.

Transcript of an International Cable News Network Broadcast
September 10th, 1995

Today the Senate passed the controversial Mutant Registration Act aimed at recognizing mutants as possessing human rights despite a vocal opposition by Senator Robert Kelly and other Republican Senators. It has been roundly condemned by the religious right who claim the passage in scripture "Thou shalt not suffer a witch to live" referred to mutants and calls them abominations before the eyes of God. Reverend William Stryker, head of the worldwide Evangelical Stryker Crusade, condemned the act and promised to continue fighting. Reverend Stryker has been a controversial figure recently, and has been charged with several counts of cruelty to animals, the only charge that could be laid against him for his part in stoning several mutants to death. Under the new act, Reverend Stryker would now face charges of first degree murder should he continue this practice.

However, civil rights groups have praised this initiative although some libertarians have misgivings about clauses requiring mutants to register "dangerous powers". Dr. Valerie Cooper, the presidential advisor on mutant affairs, claims that this clause is necessary to prevent the possible abuse of dangerous powers by "unstable personalities". She then reiterated President Clinton's claim that this was a long overdue recognition of the common humanity that we share with the individuals who possess the X-factor.

Senate sources claim a crucial factor in the passage of the bill was a last minute personal appeal by General Lance Hastings on behalf of mutants. General Hastings was in command of Cape Citadel, the number one US aerospace base, when it was attacked by the mutant terrorist Magneto. He credits a group of mutants known only as the X-men for driving Magneto off before he was able to cause serious harm at the base. Led by a former FBI agent and professor at Columbia University Dr. Charles Xavier, the X-men are a group of mutants trained to control dangerous powers and counteract mutant terrorists.

The reaction in the scientific community was mixed. Dr. Bolivar Trask, who holds a joint appointment in sociology and mechanical engineering at MIT, warned that this was a near fatal mistake and claims that if humanity doesn't act now we will be overwhelmed by the "mutant menace". Dr. Moira MacTaggart, winner of the 1991 Nobel Prize in Medicine, disagrees. During her work with the FBI and the UN overwatch committee Dr. MacTaggart was responsible for putting over 800 mutants to sleep. She claims that modern methods of controlling dangerous mutations and modern therapies to treat the side effects of mutation have reached the point that mutants can now form a productive element of society. Pointing to her record, Dr. MacTaggart emphasizes that she would never make such a claim unless she were certain of it's validity.

The controversy is unlikely to die down anytime soon, but one thing is certain. America has acquired thousands of new citizens who possess incredible powers and a rate of mental illness far above the North American average. We can only hope that the people who ushered this bill through are right, because God help us all if they are wrong.

Professor Xavier's School for Gifted Children
1407 Greymalkin Lane, Salem Center
Upstate New York
September 11th, 1995

"You wanted to see me, Professor?" Scott asked as he entered Xavier's personal office.

"Yes, Scott, please sit down." The professor said as he glanced up at the lanky youth.

"So why did you lie to Jean about my role in saving her and confirm Warren's story? Why did you let such a lie stand? What did you intend to accomplish by it?"

"Sometimes one has to make a decision that is painful but necessary. Now that Jean thinks Warren risked his life to save hers, he has been able to seduce her. She has a streak of emotional dependence in her I want to expunge. I figure that when Warren has used her, abused her, and become bored with her, he will dump her like a piece of trash."

"And this is somehow a good thing? I trusted you and now you are doing this me to me and to her! What sort of game are you playing with our lives!"

"You are letting your lust blind you. Don't! There is a reason behind this, as there is a reason behind everything. I want to create a group of warriors who will fight against people like Magneto. Right now I am not sure Jean has the will to do what has to be done. Her actions against Mangeto indicate a fundamental reluctance to kill. It is a problem I experienced myself a long time ago. The only way to break somebody of it is to break them. So I will let Warren break her and then I will rebuild her the way she has to be. Warren will never be a permanent X-man, so building a grudge between the two of them is a calculated risk likely to pay off."

"Good God! That is inhuman. What kind of monster are you? You are going to destroy that young woman just so that you can make her into a killer? What if you fail and kill her?" Scott's hand began to tighten on the controls that would unleash his optic blasts. A sudden jolt of telepathic power left him instantly paralyzed.

"Some will have to fall by the wayside in the process of accomplishing our goals, but we can't let that stand in the way of the dream. What is more important: the happiness of one average little girl or the dream that we fight for? If I let her go, Jean would turn into a typical college co-ed, maybe making some small contributions to biology. Marry some fellow student and produce children. There are a thousand like her and one won't be missed there, and we need her here. Now. If I have to break her first to make her dependent on me and able to kill, then that is what I am going to do. Scott, what do you think about your mission to Cape Citadel and your fight with Magneto. What did you learn from it?"

"I thought it was great to have beaten Magneto and I was proud to be part of the team that did it. I wasn't so sure about the others when we went after him but we sure pulled together and that's what counts. But what does this have to do with Jean?"

"Everything, Scott. Magneto was holding back because he saw you as children. That will not always be the case with him. Then it will be kill or be killed."

"If that was holding back then I would hate to see trying. He nearly killed us with that flaming aviation fuel trick he pulled. I'd hardly call that holding back, with all due respect, sir." Xavier could see that the young man was fighting rage and anger. Good, he could harness that.

"Scott, as you get older you are going to learn that there are many sides to any given story and it is never entirely clear which one is correct. Look at these, for example." The professor pushed a folder across his desk to the young man who picked it up and examined it. "The people in those photographs are mutants and they are all dead."

"What happened to them, sir?" Scott found he could move. He tried to activate his optic blasts but he found himself unable to translate thought into action.

"Life happened. In the early days of mutant power manifestation, we encountered a problem that seemed nearly insurmountable. Mutants would be born with these exotic powers but rarely with the control to use them properly. Even those who had the potential to do so, like Magneto, often injured themselves and others learning how to use them properly. Look at yourself, Robert and Hank; any one of you could easily kill somebody by accident if you hadn't been trained to control your powers. It didn't help that mutants, due to their unusual physiology's, had an extremely high incidence of mental disorders. People were scared, Scott, and when we are scared we do crazy things. Those photos are the pictures of uncontrolled mutants I wasn't able to save because a control couldn't be found for their powers or they were politically or mentally untrustworthy. They are the faces that haunt me at night and much of what led me to found the X-men. This what made the Mutant Registration Act so important. We could stop the killing while still preventing the abusers from hurting people."

"I don't understand." The young man looked up with eyes forever hidden behind a crystal barrier at his mentor and father. "That's . . . well, it's just wrong. It's murder."

"Not before the act formally recognized mutants as having the same rights as human beings. People were scared, and an awful lot of people were dying. Until the X-men program proved that high powered mutants could be successfully trained to control their powers there wasn't a whole lot of choice. People focused on mutant killers and not the average mutant who was merely a victim of a bad draw in a genetic lottery. You might note that all of your contemporaries are white men of middle to upper class backgrounds. That is hardly by accident."

"What about Jean?"

"Her mental powers, like those of most telepaths and telekinetics, could be controlled by drugs. Since the 'disease' could be treated, they let her live because many of us at the FBI insisted that it would be murder to do otherwise. Even so, Jean is on a regime to treat her Schizophrenia which most telekinetics evidence to a greater or lesser degree. With her it is extremely mild, which is why she was allowed to join our little group, but it is there."

"But this is so wrong. It runs against everything that you taught me and against basic principles of human dignity. Why didn't somebody do something? Anything!" Scott looked in horror at the revelations of his mentor.

"Somebody did. We called him Magneto and he became one of the most feared terrorists of the twentieth century. He made a mistake, Scott, and a bad one. He thought that he could solve the problem by fighting against those who enforced it. He didn't realize that there are far too many humans and that fighting the system was counter-productive. He thought you had to fight evil, but sometimes the solution is to embrace it and change it. The prejudice will not last forever. There is so little difference between a human and a mutant it is nearly impossible to measure unless you know exactly what you are looking for. Two humans can have a mutant child and two mutants a human one. The X-factor itself is very unstable and breeding it in only makes the problems with adapting to mutations worse. The answer doesn't lie in trying to create a new world ruled by mutants or by separating mutants out from humans. The answer was to find a way to live together. My work has saved far more mutants than all of his grand 'rescues' put together. Violence was never an answer, but he was blinded by his past and couldn't see that."

"That makes all of this right? The murders and the killings? The fact that if I had been an African American with the same mutation I would dead now is okay? Deliberating trying to hurt Jean is good?" Scott demanded in an enraged voice.

"No, Scott, it doesn't and if you know me at all you know I feel as strongly about it as you. But it doesn't change what we are doing here. Instead it makes it all the more important to me. You are the first of my X-men and it is important that you should know what is really going on in case something should ever happen to me. And so that you understand the dark choice Magneto might one day offer, and understand why you should say no. He will argue that one must fight evil, I say we must join with it and overcome it from within. Look at him, an old man torn apart by life and me, respected and wealthy, and ask who was right. I have saved far more lives with the passage of the Mutant Registration Act than he has will all of his righteousness and bluster. I bring peace and trust. He brings only war and death."

"But it makes no sense to ignore the evil that has been done to these people. They are dead simply because they were mutants and not humans. Isn't that the sort of thing we were formed to fight against, not to promote. It isn't fair that they should be dead while I still live."

"No, it isn't. History is full of these sorts of injustices. We can let ourselves be trapped in the blood of the past or we can seek to create a better future. I would rather do that then be trapped in an endless war over who did what wrong. I know it is hard, but it is the only hope for us. By recognizing us as human, the mutant registration act makes this all possible. Magneto and his kind are driven by a nightmare of the horrors of the past. I am driven by a dream of the future and what could be if we all work to make it a reality. Which would you rather see?"

"I understand what you are saying, sir, but it doesn't mean I have to like it."

"You wouldn't be human if you did and that is what we all ultimately are. . . human. Now run along, Scott. You have a training session and I wouldn't want you to be late. Think on what I said, and remember that I trust you, Scott. Don't betray that trust. Oh, and don't mention this to any of the others. They have the broad outline of the old policies, but it is the sort of thing I want to wait until the 'right moment' to discuss with them. Some things have to be taken slowly. And, Scott, I was really proud of you and the team when you were facing Magneto."

"Okay, sir." Xavier watched a saddened Scott leave with a heavy heart. He was a good kid and he would be able to cope with the burden that had been placed on his shoulders. Men like Scott would change the world and make his dream a reality and finally put the nightmare to rest once and for all..

That was the hope of the future. Magneto would fail because, in the end, his dream began with blood and it would end in blood. There was only the endless battle and eternal despair facing his old friend. But my dream begins in hope, Xavier thought, and it will end in bringing hope for a better world to all the people of this Earth. There were prices to paid, and this generation would pay for the hope that it brought to the future. He didn't like creating a group of soulless soldiers, but it was the only way to bring order into the chaos. And if he didn't succeed, far more would die as a result. The few must be sacrificed so that all could be saved. But that didn't make it any less difficult to do.

He looked out the window at the setting sun and dreamed of a new day for the human race in which we all could live in peace.

Author's Note: This was my attempt to give good reasons for the events of Uncanny X-men #1. As a Magneto fan, I rejected the initial idea of Magneto being merely a Thug. The result was a considerable graying of the issues. In my attempt to write an interesting story many fine details were altered, but the broad outline remains the same. The story did end up being a bit too much Xavier vs. Magneto, something I plan to remedy in any future installments. It is the story of the X-men though, and that story begins in the Xavier/Magneto conflict but evolves from there. From here we can begin to tell the story if the five extraordinary individuals who make up the X-men. I have also changed a few plot treads from the beginning so as to avoid retelling the stories of Stan Lee (see Jean/Warren not Jean/Scott as an example). These characters are all copyright and trademark Marvel Comics.