It’s Christmas time and the X-Men are out celebrating in Manhattan; after spending time on Fifth Avenue, they all part ways. Kurt and Peter go introduce themselves to some girls, Moira and Sean go sightseeing, Scott and Jean go to dinner and Wolverine opts to spend time alone, telling the others that he has no use for Christmas. As Scott and Jean arrive at a lavish restaurant to have dinner they are suddenly attacked by Sentinels. Despite the two veteran X-Men's fighting skills, Jean is captured and Scott sent flying off the building. Only his quick reach for a radio mast prevents him from falling to his death. Debris striking the street below alerts Banshee, Wolverine and Storm of the battle above and both change into costume and come to Cyclops's aid.

While Storm rescues Wolverine, Banshee and Wolverine are captured by the Sentinels. When the Sentinels attempt to attack Cyclops and Storm, Storm's elemental powers are able to destroy them. Scott realizes that the Professor might not be safe either and they rush to warn him. This comes too late, as the Professor is relaxing aboard the Dejan Thoris, a ship owned by his colleague Peter Corbeau of Starcore. As Charles relates his nightmares involving some strange intergalactic war, they are attacked by a Sentinel which Charles manages to take down with his mental powers. As Peter sets his hydrofoil to speed away, Charles is struck by another nightmare. Both men are distracted and a Sentinel smashes their ship, taking Charles prisoner. As it flies away, Peter notes that the Sentinel voices concern about solar radiation levels before realizing he has a long swim to the mainland.

Wolverine, Banshee, Jean and Charles have all been made prisoner of Stephen Lang and his operation called Project: Armageddon. As they examine each of the X-Men's mutant natures, they take particular interest in Wolverine's strange readings. Lang explains that his operation’s goal is to wipe out all mutants because they are a menace to humanity. With Lang busy explaining his plot to Jean, Wolverine extracts his claws and cuts himself free. Wolverine then trashes the Sentinels in the room and as Lang flees the scene, Wolverine frees Banshee and Jean. As they argue about leaving the Professor behind, more Sentinels attack, forcing the group to focus on them. As they battle, Banshee uses his sonic scream to clear a path through Project: Armageddon's base and smashes out of the outer wall to find that there is a greater danger than Lang and his Sentinels.

Back at the X-Mansion, Cyclops has spent the past few days searching for Jean and the others to no avail; they appear to have vanished off the face of the Earth. When an intruder is detected on the premises, Cyclops sends Nightcrawler out to collect him. It is Peter Corbeau and as he is brought in, he tells the remaining X-Men that he has deduced that the Sentinel took their teammates into outer space. Even as Corbeau tells them this, Sean, Jean and Wolverine find themselves floating in the vacuum of space, their death almost assuredly imminent.

This story is continued next issue...

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