Following their near defeat at the hands of the Hellfire Club's White Queen, Cyclops has the X-Men seek refuge at Angel's aerie, feeling that the mansion is no longer safe for them at this time. Needing privacy, Cyclops is carried by Angel to a butte out in the middle of the New Mexico desert where they can talk privately, much to the chagrin of Professor X. There Cyclops explains the X-Men's most recent clash with the Hellfire Club. Warren finds this hard to believe as he and his girlfriend Candy are members of the Hellfire Club. Scott goes on to explain that he's worried about Jean's powers. Before he can explain any further, Jean arrives and interrupts them to have a private and impromptu picnic with Scott. When Warren leaves them alone, Jean takes off Scott's visor, and much to his surprise she is able to hold back his optic blast with her mental powers. The two embrace and make love on the butte as the sun sets.
A week later on a stormy night, the X-Men return to New York City to infiltrate the Hellfire Club and learn why they are targeting the X-Men. Wolverine and Nightcrawler travel through the sewers to sneak into the club from below. As they are passing through the rapidly flooding tunnels, Wolverine slices open some electrical wires pointing out that they could use a distraction later if things get hairy, a move that Nightcrawler finds very sneaker. Meanwhile, with invitations organized by Warren, Scott, Jean, Peter and Ororo prepare to enter a prestigious party with in the club. Before they go in, they radio back to the Professor and Angel in New Mexico to advise them of their plan so that they can carry on if they fail. As Scott and the others enter the party and try to blend in, they are noticed on the security monitors by the Hellfire Club's Inner Circle: the cyborg Donald Pierce, and mutants Sebastian Shaw and Henry Leland. Shaw tells Jason Wyngarde that this is his chance to prove that he has full control over Jean Grey and send him out into the party.
Sure enough, when Wyngarde goes downstairs he quickly sweeps Jean off into another one of his illusions. When Scott watches Wyngarde taking Jean upstairs he follows after him and is shocked when he reveals himself to be none other than the X-Men's old foe Mastermind. Following after them, he is blasted by Jean who, under Mastermind's full control, has transformed herself into the Black Queen. Hearing Scott's scream of pain over the crowd, Storm and Colossus change into costume and charge after their friend. Running upstairs they run into Sebastian Shaw, and Colossus learns the hard way that Shaw can absorb any attack directed at him and transform it into strength and invulnerability. Shaw easily defeats Colossus in battle, but Storm manages to escape by creating a thick fog to obscure his vision.
Down in the basement, Wolverine and Nightcrawler emerge from the sewers to be attacked by Pierce and Leland. While Wolverine manages to damage Pierce's cybernetic arm, Leland uses his mass increasing powers to increase Wolverine's weight until he breaks through the floor and lands into the rushing waters of the sewers below, he is swept away and presumed dead. While upstairs, Storm is tracked down by Sebastian Shaw who easily defeats her in hand to hand combat.
With the X-Men defeated and their prisoners, Sebastian Shaw notes Jason Wyngarde's cockiness and begins to suspect that he is going to vie to replace him as leader of the Hellfire Club. When the two quibble over how effective Mastermind would be without Jean as his slave. The argument is quashed by the others who propose a toast to the newest member of their club, the Black Queen. While down below in the sewers, Wolverine emerges from the waters alive and well. He is incredibly angry, having seen the Hellfire Club's "best shot" he is ready to show them his own.

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Just wanted to add that artist John Byrne had one of his hidden gem moments in this issue by including Hugh Hefner as a member of the Hellfire Club. Page 17 party scene.

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