
Writer Brian Michael Bendis
Penciler Stuart Immonen
Inkers Wade Von Grawbadger with Craig Yeung
Colorist Marte Gracia with Jason Keith
Letterer VC’s Cory Petit
Cover Dated March 2013
This issue is pretty much remembered for two things. The awesome Jean Grey memory flash (that was repeated with Ultimate Spider-Man in All New X-Men 32) and Beast’s latest form.
Issue opens inside Beast’s mindscape. He is in his classic 70s / 80s Ape Beast look. He has dressed Jean in his favorite outfit of her’s, the also classic green miniskirt. So weird that he dressed the seventeen year old version of one of his best friends in a clearly adult outfit. Right?
Hank is in there, as well, trying to save his present day self.
There is an ad for Iron Man AvX Aftermath, The Godkiller, as he has to pay for splitting the Phoenix Force into five pieces. As far as I know, he doesn’t get much of a punishment.

Hank is working on Beast (to try to keep it all straight!). Beast is ready to die and I can only imagine Hank does not want to witness his own death.
Within Beast’s mindscape, Beast is telling his young self and Jean, that he didn’t bring the Original Five to the present to save himself.
I like how the background of Beast’s mind is all math formulas. Hank notices that something isn’t right and Beast recognizes it as well.
Back in RL, Hank tells everyone to leave – except for Jean. Kitty states she will stick around as well. Hank tells her she won’t. As the oldest of the Original Five, by maybe a year, he probably thinks Kitty isn’t much older than he is but he will quickly learn how much more authority she has over him than he thinks.
University of Texas. This is Benjamin’s second appearance. He has been kicked out of school and his parents will not return his calls. Cyclops and his Uncanny X-Men team showed up last issue and made a real mess of things for Benjamin.
Cyclops is outside waiting for him. He wants to recruit him. Odd how Benjamin is taller than Cyclops, I usually think of him as a tall man. Probably due to how much he stands next to Wolverine.
Cyclops tells Benjamin that he doesn’t quite know what his mutant powers are. It has elements of shape shifting but also adaptation of environment.
Cyclops has Magik, not shown, teleport the two of them to his new school. The New Charles Xavier School for the Gifted.

The Jean Grey School for Higher Learning.
Kitty reenters the lab. Hank tries to tell her to leave, he’s quite the rude little man with big hands and feet. Kitty quickly tells him that he isn’t the boss of her. She further explains that she is very good friends with his future self, so he should change his tone. She also tells him that she is the Headmistress, so that should tell him that she’s the main voice of authority around these parts.
Since Kitty isn’t leaving, he puts her to work.
Kitty informs him that his future self has a tendency to do crazy things when it comes to experiments on himself.
Hank must be trying to figure out what Kitty’s relationship is with his future self as he can’t figure it out. He lets her know that he is, without a doubt, more invested in saving himself than anyone else could be.

Jean, while in Beast’s mindscape, confronts him about how he really shouldn’t have brought them from the past to the present. Beast wanted to do something with his final act. Either Scott would see his future self and take steps to never let that happen or Cyclops will see his past self and be shame faced into changing his ways. The first half of that doesn’t make any sense as Beast is under the impression, once they go back in time, that Xavier is going to just mindwipe them and they will follow the course they were always going to take.
Beast states he doesn’t believe in Heaven or Hell, which is silly now, as Nightcrawler has come back from Heaven and Wolverine has escaped from Hell but this issue came before both of those situations.
Poor Jean, asks how she dies and Beast point blank responds with – which time. Which is awesome that he gets to say that but poor Jean’s mind most be doing flips or cracking in half. I’m not sure, I don’t know how the female mind works. “We live a colorful and varied life” may be the best response to Jean’s follow up question.
Jean reads Beast’s mind.

Did they ever make this a poster? They really should have! Immomen, von Grawbadger and Gracia killed this double page splash! Which is why I’m revealing this issue now as this is the first place this trick was performed before it was lovingly repeated in All New X-Men 32. I sort of want to see more of this as it is awesome.
It must be so weird to see Jean’s life through Beast’s mind. I know some people pointed out that Beast wasn’t there for all of this, so some of these images are what Beast’s mind’s eye created once a third party told him about it. Which isn’t weird, at all. At all.
Events I recognize –
Original Five Jean
Jean and Scott’s Wedding
Jean over Madelyn’s dead body at the end of Inferno
Jean versus Onslaught
Jean and Cyclops during X-Factor’s days
Phoenix Jean coming out of Jamaica Bay
Phoenix Jean becoming the Black Queen of the Hellfire Club
Jean and Cable as X-Men after Cyclops’ Death
Jean and Wolverine kissing
Jean finding Cyclops-Apocalypse after searching for him
Jean Grey in her Morrison outfit
Dark Phoenix
Jean (Red) and Scott (Slim) raising Cable in the future
Xorn-NotMagneto killing her for the latest time
That shot of Jean on her knees just straight up being overwhelmed with all of that, is heartbreaking. I would just take a nap and hope I didn’t wake up anytime soon. I would be pestering Beast every minute of every hour with follow up questions.

Jean, super understandably, freaks the heck out!
Kitty is confused as Jean starts flailing about.
Hank asks Kitty to help Jean get some air. Somehow, Jean – through Beast’s memory – felt her future self die. Not sure how that works but if that’s how she feels.
This is the first shot, of Kitty and Jean leaving, that I start recognizing how Kitty really needs a new costume. Her (still) current one is a homage to the Original X-Men / New Mutants training uniforms but it isn’t different enough. Plus, the Original Five really need new uniforms as well. Are they wearing unitards with little boy shorts over them? How did that look last as long as it did? I get its a Kirby design and no one really wants to change that but enough time passes and they eventually get new ones that ‘Jean’ designed.
Kitty’s is definitely a more feminine version of that uniform with how her lines compliment her body.

Poor Scott, it must be hard to just take all of the staring and I’m sure Wolverine has been shooting mind daggers at him the entire time. Also, his claim that he will never kill Xavier is pretty hallow, as clearly he goes back to his time and does everything the same.
Wolverine calling him, Slim, seems way out of place. Wolverine brags about all of the times he could have killed Cyclops. As if he ever needed to before Xavier’s death. Maybe to get Cyclops off the board so he can finally make a move on Jean, but that’s about it.
Wolverine is under the impression that if he kills Scott right now, Xavier would be standing to the left of them. I like how Scott’s reaction is just surprise that Xavier would be standing. Xavier will gain and lose and regain the ability to walk, so often!
Wolverine wants to start taking votes if he should kill Scott right now. Who would raise their hand to that? Teen Scott is not responsible at all for his present day’s actions.
A voice tells Wolverine to stop. That bottom right panel is a great one-two shot from the previous image of how much different Kitty’s costume is to Jean’s. It has should pads / flaps (what are those?) and a fancy circular belt.

The Era of Cat Beast is over! Now Gorilla Beast is amongst us! His 70s/80s look is typically referred to as his Ape Beast or his original blue form but I like ‘Gorilla Beast’ for this latest look.
The look and later hug by Kitty to Beast is so sweet. I like how Beast and Kitty, both the brains of their respected original teams, have a nice familiar bond.
Storm tries to mussle into Kitty and Beast’s hug, for shame!
I like Young Bobby, Bendis really does walk a nice line with Bobby. He usually gets one great line or two good lines and goes back to the background. “You know you are still blue, right?” That’s funny.
Now that he’s in good shape again, Beast wants the Original Five to go back to their timeline. They were not meant to stick around this long. Which is weird. So he just wanted to grab the Original Five, show Cyclops his younger self, and then cart them right back. Why grab all five of them then? There’s a What If that no one would be that interested in seeing. Just grab Cyclops and the next 27 issues happen in a completely different way.

Jean starts her quick process of becoming the leader of the Original Five. She doesn’t want to go back to her time. She wants to set right the wrongs of today. If they go back, Xavier is going to read their minds (as he routinely does, that sicko) and wipe their minds. But then wouldn’t he still retain the memories of what he saw? So he would know to not let the X-Men go tot he moon and let Iron Man split the Phoenix Force into the Phoenix Five and also, and this is key, don’t let Cyclops kill him when he goes Dark Phoenix. There’s another What If or an X-Men Forever style series.
Also, Jean doesn’t want to go back and end up being tortured and end in disaster. Angel’s ears perk up at the word, torture.
Jean is willing to go back but only after the present is fixed.
Jean puts it to a vote. Only Angel doesn’t want to stay. Poor guy, he will eventually bed Wolverine’s cloned daughter but that is still a year away.

I love Kitty Pryde stepping up to be their new advisor. The era of Professor K begins! It is such an obvious next step for her and I love seeing any real progression of Kitty’s character. She really is the future of the X-Men. Forget Xavier’s path, Magneto’s path or even Cyclops’ path – Kitty is the true leader of Mutant Kind. She just needs these other fools to get out of her way.
Kitty tells Hank to shut up as he wants to know what they are going to cal her – Professor Kitty or Professor K. Not sure why Professor P or Professor Pryde isn’t in the running but they do settle on Professor K. Probably as she doesn’t want to have her codename initials to be, PP, she thinks ahead.
Poor Angel starts noticing how his present day self is not accounted for. He has no idea the horrors that happens to him. He is made into Archangel, is turn Blue, goes back to normal, gets the ability to switch between Angel/Archangel, Psylocke kills him, he is reset back to zero and is a clean slate – running around bringing dogs back to life. It is complicated.
Issue ends with Scott wanting to talk to Jean and her telling him to stay the hell away from her. Pretty harsh Jean!