While going out to investigate reports of a reported winged mutant, Angel runs into Sauron, the pterodactyl man who was once renowned scientist Karl Lykos. Confronting the creature, Warren falls prey to his hypnotic gaze and is made to see phantom images of gigantic flying monsters. Realizing that they are only illusions, Warren manages to shake off the effects and resume his attack on Sauron, however the creature flees.
This flight is short lived when the other X-Men catch up to Warren and Cyclops strikes Sauron with an optic blast and held in place telekinetically by Jean. However, Sauron uses his hypnotic gaze to make Marvel Girl see the other X-Men as monsters. Sauron laughs at this, leaving him open to an attack from both Angel, Beast and Iceman. Only Iceman's ice powers seem to have much of an effect on Sauron. Back at Lykos' office a phone rings which starts to make Alex begin to stir. While back at the battle, Sauron begins to change back into his human form. Catching Warren in his hypnotic gaze once more, the rapidly changing Sauron orders Angel to take him back to his office. As Warren sprints off with the now human Lykos in hand, the X-Men call out to Warren to stop helping their enemy escape, and Lykos vows that the X-Men will see Sauron again very soon.
Returning to his office, he finds that his fianc?e Tanya has arrived at his office and is looking over the unconscious Alex Summers. Shocked to find her here after her father had forbidden her to see him, she tells him that she had a premonition that something was wrong and had to come and see him. Scott and the other X-Men soon arrive at Lykos' office in their civilian guises to check on Alex having given up searching for Warren for the time being. They arrive just as Alex awakes. He thanks Karl for his help and books a second appointment. The happy scene is shattered when Tanya's father arrives, furious that his daughter has disobeyed his wishes and has come to see Lykos, whom Mr. Anderssen believes to be nothing but a fraud and charlatan. Lykos agrees with Anderssen, that only money and power will make him worthy of Tanya's love and vows angrily to get it. Tanya storms out in tears with the elder Anderssen following after her. When the X-Men ask about the billing, Lykos tells them he will mail it to them and dismisses them and begins plotting to become Sauron once more.
Returning to headquarters, the X-Men find Angel waiting for them in some kind of trance. Snapping him out of it, Warren screams out Lykos' name and lashes out forcing Hank to knock him out. Realizing that there is some sort of connection between Karl Lykos and Sauron, the X-Men change into their costumes and decide to go and investigate, leaving Lorna to keep an eye on Alex and Warren. As the X-Men leave, Lykos arrives at the X-Mansion and breaks in, when overhearing Lorna trying to talk to a sleeping Alex, he overhears her say that she is a mutant. Serving his needs, Lykos sneaks up behind her and begins to absorb her energy, turning into Sauron once more.
Sauron attacks Anderssen in his home, and Anderssen recognizes Sauron's voice to be that of Karl Lykos. Suddenly, the X-Men arrive and attack Sauron, driving him away. Sauron momentarily regains the facilities normally maintained as Karl Lykos and realizes how evil he has become. When the X-Men ask Tanya where Lykos might go, she lies and tells them that she doesn't know, wanting to pursue him to provide support him through this time.
Karl travels to his father’s old home in Tierra Del Fuego where it's isolation will keep him away from human hosts in the hopes that he will eventually "starve" to death having been cut off from and human energy sources. Days later, Tanya deduced where Lykos had gone arrive, much to his horror. Realizing that he must end his life quickly, Lykos attempts to commit suicide by jumping off a cliff. The X-Men, having followed Tanya in secret, attempt to stop both lovers from going over the cliffs edge.

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