Writer Chris Claremont

Pencilers Paul Smith and John Romita Jr.

Finisher Bob Wiacek

Letterer Tom Orzechowski

Colorist Glynis Wein

Cover Dated November 1983

This is Paul Smith’s final issue as regular penciler.  This is also the 20th anniversary issue of Uncanny X-Men.

The cover, has Kitty Pryde’s outfit being red wherein the issue proper, it is white collar and blue blouse.  Also, Lockheed gets his first cover appearance!

Paul Smith draws the first 29 pags, and JRJR drawing the last nine.

Issue opens with Kitty, Colossus, Kurt and Wolverine taking down a dead tree.  Storm shares with Rogue that there was a time when Storm would have sensed the tree dying.

We see a giant Phoenix bird in the sky.  Storm and Rogue fly at it.  Rogue catches Scott.  Scott states that Dark Phoenix has returned.  Xavier mentally summons everyone back to the mansion.

While they were outside, they were all in civilian attire, except for Rogue, has she has to be fully clothed at all times.  Now that they are inside, everyone has super hero suited up.  Even Cyclops.  Kitty is trying out a new outfit.  I sort of like how she tries something new every issue, she is young and trying to find herself.

Xavier doesn’t want to involve anyone outside of the team just yet.  He wants to make sure it really is Phoenix.  He turns Cerebro on and takes a giant backlash of energy.  Kurt teleports Xavier to the infirmary.

Wolverine suspects the machine has been sabotaged.  Kitty investigates and discovers the controls have been reversed.

Scott starts talking, the team turns to look at him.  Then Dark Phoenix floats out from him.

We are next, treated to an awesome splash page of Dark Phoenix and the team.

Storm shoots lightning, Phoenix laughs the attempt away.  Colossus charges and Phoenix uses her telekinesis to double him over.

Next up, Kitty and Lockheed – who really needs a duo name, Shadow and Flame, ya’ll.  Kitty phases through Phoenix, and gets bio-feedback for her efforts.  Lockheed spits hot fire and straight up gets back handed.

How awesome would it be to get this animated or acted out?

Rogue fly charges at Phoenix, Phoenix grabs her by the neck and flings her across the room.

Phoenix asks if Wolverine wants to make a move.  He proves that during these early days, he was a smart character.  Phoenix declares she will return once she is done with other tasks.

Wolverine is left to explain why he didn’t want to attack a cosmic level opponent.

Minutes later, Kitty calls Corsair, and the team sees the Starjammers die on the video screen.  Luckily, Scott is still unconscious so he misses out on this.

Next, Kitty calls the Avengers.  We are treated to a Paul Smith drawn Captain America andit is fantastic.  We see Cap’s screen light up.  Storm turns her head toward the window and sees a giant Phoenix bird in the direction of New York City.

Kurt is caring for Scott in the infirmary.  We see Scott have an out of body experience.  Scott heads toward the light.  He sees a blonde angel instead of the red headed angel, that he was expecting.  The angels tells him to look inside of himself for the answer.  Scott wakes up, realizing he was communicating with his dead mother.

Scott knows now that Mastermind is behind this.  I like that one of the tip offs was how long it took to get him from Alaska to Westchester.

Ten minutes after waking up and doing various tasks, he is ready to rejoin his former teammates.  He runs into Colossus and instead of a greeting, Colossus breaks a couple of rips as the team sees him as Phoenix.  Thus begins one of the best sequences in X-Men history, Scott versus the X-Men.

Scott blasts Colossus to the face.  I adore how he doesn’t waste time trying to explain the situation, he knows how powerful Mastermind is.  He then throws Colossus into Rogue and blasts Wolverine, at the same time.  Scott fires straight up, knowing Kurt will teleport from above.

Then Shadow and Flame kicks in.  First, Lockheed spits fire at his feet.  Scott doesn’t know how much punishment the dragon can handle, so he runs out of that room.  For his thanks, Kitty tackles him, hurting his ribs even more.  She phases the two of them right into the Danger Room.  Kurt teleports into the control room.  This all works into Scott’s favor.

During that ten minutes, he created a Danger Room scenario and various other schemes.  First up, he has a giant cushion for Kitty and him to land on.  He also nerve pinches, so Kitty is taken out.  One down.

Kurt, in the control room, tries to turn off the safety protocols of the Danger Room.  For his thanks, gets mildly electrocuted.  Two down.

Wolverine, Storm, Rogue and Colossus now enter the Danger Room.  Not quite sure what happens to Lockheed during this sequence.

Cyclops turns the Danger Room into the Savage Land.  He is standing on a cliff, Rogue and Storm begin to fly in place and Wolverine and Colossus start falling.

I like the attention to detail, since Rogue joining the team, that she hasn’t had to deal with the Danger Room yet, she has only been with the team for four issues and one of them was her joining the team, two of them, she was in Japan and last issue, she was moved into Jean’s old room.  It makes perfect sense that she doesn’t know that the Danger Room offers holographic capabilities.  Though, one would think it would have been part of the tour, or at the very least, Xavier would have explained that he would be using it to help her with her power control.  Now that I think of it, does Rogue even need the Danger Room for that purpose?  She can try to control her powers anywhere, though if she was to take Storm’s powers, might be safer if she did it inside in a controlled environment.

I really like this Savage Land / Danger Room sequence.  Scott proves his tactical knowledge, Paul Smith gets to draw some great jungle foliage.

Wolverine, once again, proving that he isn’t a mindless beast – ponders aloud regarding why Phoenix is wasting time with a Danger Room sequence when she could create her own realities.  Storm tells him to follow Phoenix’s trail.  Scott overhears this and her tone and knows that Storm has made up her mind – if she gets a chance, she will kill Phoenix.  I like how in Scott’s thought bubble, he still hasn’t named Mastermind.  If you were a new fan in the past few issues, Mastermind is never named, so if you didn’t recognize him, you are having the mystery unfold in front of you.

Then we get the reveal, as Mastermind is watching Cyclops, giving him points for using illusions of his own against him.  Looks like he is sitting in the middle of hell, with all of the lava around him.  We see Madelyne Pryor in a Dark Phoenix outfit and I do like how she doesn’t look like Jean in that outfit.  She is her own woman, and I sort of like her in it more – for whatever reason.  How did he get her in that outfit?  We are never shown this scene from her vantage point.  How willing was she in this ploy, or has he been controlling her up to this point?

Mastermind lets her in on his plan and why he hates the X-Men, especially Jean as back during the Dark Phoenix Saga, she opened his mind to the entire universe and it has taken this long for him to pull himself back from crazy town.  He is making the X-Men ready for murder, and then he will offer Maddie up, they will kill her and then realize they murdered an innocent woman, plus Scott’s fiance.  He claims the team will never recover, but wouldn’t they?

Let’s say they killed her.  Then Mastermind reveals his entire plan to them, villain style.  Once they defeat him, wouldn’t they look at each other and say that they were being manipulated into killing her?  That they had no choice as they saw the threat that they saw and had no other choice?  I see them getting over it pretty soon, Scott wouldn’t until he saw another red haired lady.

Maddie gets bad and hits him.  Turns out, that one was an illusion and he is sitting farther away from her.  She is out of her league here.  He reminds her of the deaths of the 378 passengers.  I wonder what made Claremont pick that number?  Seems very specific.

Mastermind then describes how far he has been influencing the X-Men’s lives, from being Nabatone in Japan to the priest on the plane.  He’s also responsible for Mariko turning Wolverine away at his wedding.  Then in a weird twist, Mastermind, while describing his actions, takes the form of the person he names – taking sweet advantage of the medium.  Which is always the problem in movies and live action shows with a shape changer.  You are dependent on if the actor you want is available.  That is why the person they change into, is almost always part of the regular cast.  Cartoons, this is easier with as well as comics.  Anyways, in front of her eyes, he becomes Cyclops.  Maddie is so happy to see him, that she kisses him.  Like really?  You just saw the guy turn into two other people, and now you are kissing the shape changer?  She must really be at her wit’s end.  Jason Wyngarde turns into his actual appearance, and this disgusts Maddie on two levels (at least), and laughing at her as she has no chance but to do what he wants her to do.

Scott, back in the Danger Room, is staying inside the jungle to hide from Storm and Rogue.  Why they stay in the air the entire time, is beyond me.  Storm, I get, as she is going to blast him from a distance.  Rogue can be flying and plowing through trees.  I guess Colossus does that, so there is no reason to have both of them on the ground.  Except, what if Phoenix took him out?

Scott while in a tree, blasts Wolverine, and starts running away from Colossus.  He wants to keep his distance from the X-Men but he also can’t hurt them too much as he needs them for the final battle.  Colossus, not paying attention, gets stuck in some quicksand.  Four down.

Scott heads out of the jungle and toward a cave, the true exit of the Danger Room.  Scott places a breathing mask over his mouth.  Storm sees Phoenix running, and is confused why she isn’t flying.  I mean, right?  If you could fly, I wouldn’t even bother walking down halls, I would float on down.  Storm shoots some lightning, but purposely misses Cyclops, by only a small bit.  Scott takes advantage and blasts Storm out of the sky.  Rogue catches her and lands right in front of the cave exit.

Scott blasts wide at Rogue, she takes the hit.  She isn’t the true target though, Scott wants to activate the Oz-poppies.  He rigged them to Rogue’s specific DNA.  Rogue collapses.  This entire exercise was to accomplish this small feat.  During the ten minute prep time, Scott rigged the Danger Room but also read up on Rogue’s medical file.  Which is weird that that is just out there for him to read at his leisure.  Also, like I stated above, Rogue hasn’t been on the team that long, I know a week passed while in Japan but was Xavier really making her medical file at that time, and with what information?

As Scott leaves, carrying Rogue, he programs the mansion to shut down.  This way, Mastermind will not be able to watch what happens next.  Scott has once again defeated the X-Men, single handedly, just like he did during the Proteus Saga.

This next sequence, must happen super fast, that’s how I read it.  Scott places Rogue in a chair right next to Xavier.  He wakes her up and before she can respond, he places her bare hand on Xavier’s head.  She wasn’t ready for telepathic abilities at all but luckily, Scott starts trying to calm her down.  He has experience from Xavier and the rapport he shared with Jean.

The rest of the team enters, Scott has Rogue mind link with everyone and reveals that they have been fighting Cyclops the entire time and not Phoenix.  They must feel like real idiots, but there is no time to harp on that.

The team turns when they see Phoenix standing there.  Scott knows this isn’t real and stands up to her.  In an incredible sequence, that if you think about it, is very well planned.  Phoenix blasts Cyclops and Wolverine can tell that it wasn’t flame but a gun shot!  And with this, Paul Smith’s tenure on the title has come to an end.  Not sure why they picked that moment but that is what they did.

Now the John Romita Jr. era begins!

Rogue informs Wolverine that Phoenix isn’t really there.  Wolverine declares there is a dead zone that his sense can’t detect.  But really, if his senses can’t detect the spot, isn’t that, technically, detecting the spot?  Just head over to that spot.  Wolverine announces Mastermind must be in the same room and this gives Storm the opportunity to unleash winds and rain and the room starts to flood.  This takes everyone out.

Violent weather comes easy to her, and she keeps pouring it on.  Rogue protects Xavier, Colossus tells Kitty to get out, and Kitty wonders if Storm has been taken over.  Mastermind is washed up and since he is knocked out, everyone can see him now.  Wolverine rushes over to him, ready to kill him.  Storm stops him, stating that it would be different if it was in the heat of battle, but not to kill a helpless opponent.  Storm orders him to find some mediation that would keep Mastermind unconscious.  Rogue, with the last of Xavier’s powers, knows that Storm wasn’t just willing to kill Mastermind, she was willing to kill everybody to eliminate the threat.

Kitty returns with a medical kit.  Scott, still suffering from the gun shot wound, looks for Madelyne.  He finds her face first in the water.  His thoughts start rushing, about how he is about to lose another woman he loves, insult to injury that she is wearing a Phoenix uniform at the time.  He can’t find her pulse and starts CPR.  She comes around and they hug.

I wonder what the X-Men did with Mastermind?  It is never addressed in the issue and I don’t recall from my memory.  I know he shows up in Excalibur at one point, I’m sure it will be addressed then.

A few days later, at St. Stephen’s Chapel, Scott is visiting Jean’s grave – this is before the X-Men start just burying their dead in their backyard.  He comments about how she isn’t really burying here, her ashes are spread out on the moon.  He places some flowers on her grave site, tells her he loves her but he also loves Maddie and will be marrying her.

When I was compiling my wedding issues, I had completely forgotten about this issue.  We get John Romita Jr. getting the chance to draw several characters at the Pryor-Summers wedding that is taking place at the Xavier School.  Glad he didn’t do it at St. Stephen’s!  JRJR gets to draw, Banshee, Beast, Havok (the best man), Dani Moonstar, Wolfsbane, the Starjammers (only Corsair and Carol are allowed to be present at the wedding – as they look normal – but Kurt is out and about – I guess to save Scott having to explain his life to his grandparents).

Alex teases Scott.  Scott’s grandparents comment on how handsome their grandsons are. Corsair wishes Scott’s mother could be there, which makes Hepzibah sad, but Raza tells her that Corsair doesn’t love her any less than his first wife.  Ch’od wonders if Scott is still interested in taking off with them.  As a kid, I had both Raza and Ch’od action figures, and I did not play with them correctly but I only bought them as they looked cool.  I’m sure I had Corsair too.

Wolverine wishes Kitty more luck as a maid of honor than last time she attempted it.  Which must have been only a week ago.  Pretty insensitive of Scott, but in his defense, he almost died as did she, so I can see them wanting to rush this.  Plus the Starjammers and Lilandra need to get back to the Shi’ar empire.

Madelyne is walked down the aisle by an older man, I wonder who that could be?  It definitely isn’t Scott’s father, and I thought all of her family was dead.  This is another wedding where the lady’s side of the wedding as no one present.

As the ceremony is moving along, we see the couples of the attendance staring at each other.  Kurt and Amanda; Lilandra and Xavier; Moira and Banshee; Kitty stares from the alter at Colossus.  For some reason the X-Men do not sit next to each other.  Wolverine is seated next to Carol, but he can’t watch the ceremony.

Issue ends on a lovely splash page of Scott and Maddie’s first kiss as a married couple.