The X-Men have returned to the United States from Muir Island and have caught Erik the Red lurking in their headquarters. The X-Men attack with their full fury only to be struck from behind by Firelord, the former herald of Galactus. Despite the X-Men's best efforts to defend themselves, they are no match for Firelord who easily knocks them all out. As it turns out, Erik the Red has duped Firelord in helping him, by having Havok and Polaris pretend to attack him earlier to convince the former herald that the X-Men were evil. Under the pretense of being a simple explorer that stumbled upon the X-Men's supposed plot to take over the world, Erik the red has succeeded in tricking Firelord into wishing to seek out and destroy their leader, Charles Xavier.
Meanwhile, high above the Earth, a Shi'Ar Imperial Cruiser piloted by Captain K'rk attempts to blast the ship carrying empress Lillandra. Before they can destroy the craft, Lilandra manages to locate Charles Xavier and teleport to his side on the planets surface. She materializes before the Professor as he is in Jean Grey's apartment with her roommate Misty Knight and her parents. As the Professor goes to her aid and uses his telepathic powers to teach her English, Firelord bursts through the wall to collect her. Jean transforms her clothing into her Phoenix costume and surprises the former herald with her powers. She is able to hold her own against Firelord, surprising everyone witnessing it. Erik the Red soon arrives to also collect Lilandra, however the other X-Men arrive to try and fight him off. As Phoenix blasts Firelord away to the Jersey Meadowlands, the X-Men fail to stop Erik the Red from taking Lilandra.
He constructs a warp gate, and uses it to escape the scene with Lilandra, and the portal closes right behind him, stopping the X-Men from being able to follow. Jean's parents find it hard to understand what's going on, but Jean tells them that she will explain things later. Unwilling to let Erik the Red leave and potentially destroy the universe Phoenix uses her immense powers to power the warp gate long enough for all the X-Men to travel through, Jean jumping in last. As the portal closes, Professor X, Misty, and the Grey's are left behind to wonder if they will make it back alive. Before they can worry anymore, Firelord arrives and demands to know where the Phoenix had went and threatens to destroy them. Charles tells the cosmic being that she is at the other end of the universe trying to save the universe from destruction.
This story is continued next issue...