| Synopsis | - Story continued from ...
To be sure that his senses are not fooling him, Wolverine kisses Jean Grey, confirming for him that she is still alive. Now for the first time ever, the X-Men and X-Factor have crossed paths as they are gathered around Madelyne Pryor who has her and Cyclops's son Nathan Christopher. With the X-Men having arrived, Madelyne has hidden her Goblin Queen form from them. Jean pushes Wolverine away when he refuses to stop coming on so strong, prompting her to tell Storm to control her people. When Iceman and Beast attempt to grab Christopher from Madelyne, Havok gets in their way. Tempers begin to flare out of control due to the X-Men's manipulations by the Inferno, and their continued belief that X-Factor are mutant hunters. This causes Wolverine and Dark Angel to come to blows. Warren manages to strike down Wolverine with his wing feathers. Rogue flies in and attempts to stop Warren by kissing him to absorb his strength, powers and memories. However, she only sees the image of Apocalypse in his mind and is shocked when Warren is capable of pulling away from her embrace. Before she can do anything about it, she is blasted from behind by Cyclops.
This leads to a full out fight between the X-Men and X-Factor. As Iceman attempts to ice up Havok, he uses his powers to melt the ice sending a flood. When Dazzler and Longshot get caught up in the water, the two -- having been affected by the Inferno spell -- start making out in the middle of the battle. As Cyclops pulls Madelyne out of the water, she berates him for abandoning her. When Scott tries to defend himself, his brother Alex appears and begins attacking him, telling him that he betrayed his marital vows to Maddie the day that he left her.
Just then, N'Astirh appears before them and swats Havok away, and then unleashes two demons on Marvel Girl. The moment the creatures make contact with her, Jean realizes -- to her horror -- are her parents transformed into demons. As the battle rages on, N'Astirh summons a demonic stage-coach and is about to leave with Madelyne, putting Cyclops in a position where he must make a tough choice: Does he save his wife and child from being taken into the clutches of the technogranic demon, or save Jean from the creatures that are her parents transformed. Cursing himself, Scott chooses Jean, and N'Astirh picks up Maddie and little Christopher and flee the scene. Havok, cursing his brother as well jumps onto the back of the coach in the hopes of rescuing her himself. Scott runs to Jean's side and Jean condemns Madelyne as a being of pure evil. Scott and Jean then go to where the members of the X-Men and X-Factor are still battling it out.
While speeding through the city, Madelyne drops her innocent appearance and readopts her Goblin Queen uniform. Havok meanwhile holds onto the coach for dear life. As the wind rips through his costume, he feels as though that it's doing something worse to his soul. When the coach finally stops at the transformed Empire State Building, he reveals his presence to N'Astirh and the Goblin Queen. Maddie remarks how his tattered uniform now resembles her and asks for his loyalty. Giving it willingly, she christens him her Goblin Prince. As they enter into the building to prepare for the sacrifice of young Nathan, they are watched by Colossus who begins to scale up the side of the building in order to stop them.
Back in Central Park, the battle between the X-Men and X-Factor rages on, as the members of X-Factor learn that the X-Men still believe that they are mutant hunters and are unaware that they revealed themselves as mutants. As Wolverine and Dark Angel fight it out, Cyclops wonders where Storm is hoping that he can talk her into getting the X-Men to stop fighting. Storm has spent most of the battle floating above Central Park looking at the transformed Empire State Building and wondering how the Inferno has affected her and her comrades. The obscene obilisk reminds her of the butte from the other dimensional world that the Adversary banished her and Forge not too long ago and wonders about it's significance.
While high above the tower, N'Astirh, the Goblin Queen and Havok prepare for the coming sacrifice by creating an altar. N'Astirh is shocked to see how quickly Madelyne is adapting to her newfound powers. When the demonically transformed Grey parents arrives with young Christopher Summers, Madelyne is disgusted by their ability to sense that the child is somehow related to them. As Madelyne finishes commenting about how only the baby is truly hers, she is angered to find that young Christopher has telepathically communicated to Jean Grey about his impending sacrifice launching her into a fury and deciding to hold off on the sacrifice until she can destroy Jean Grey once and for all.
Down below in Central Park, Jean Grey's battle with Rogue is cut short when winds carry her up to where Storm has been watching the battle. When the two are finally reunited, they agree to get both of their teams to stand down so that they can save Christopher from his insane mother. However their reunion is cut short when N'Astirh teleports before them and attacks, despite the combined efforts of both X-Men and X-Factor, none prove to be much of a match against the newly technogranic demon. However, when he grabs a hold of Rogue and attempts to infect her with the Transmode virus, he learns that she had developed an immunity to it thanks to her encounter with the Technarc named Magus. While atop the Empire State Building, Colossus reaches its peak and when he attempts to stop the Goblin Queen, she blasts him away. As he flies across the city he is saved from a nasty landing by Iceman, who uses an ice slide to send him flying into N'Astirh, weakening the creature due to its natural weakness to iron, forcing the demon to teleport away.
With the X-Men and X-Factor unified, Storm orders Psylock to boost her psi-powers over the static created by the Inferno by psi-linking with Marvel Girl. This is a pleasant surprise for Jean, who for months has not had the benefit of her telepathy. They exchange information regarding Rogue and Colossus's encounter with the Magus in order to learn the weaknesses of technorganic beings so that they can better deal with N'Astirh when they make their final assault on the Empire State Building.
Sending Colossus up the tower again to distract N'Astirh, the Goblin Queen and Havok, he finds himself bound by strange tentacles. When Dark Angel and Wolverine join the fracas, they injure N'Astirh and save Colossus giving Storm and Iceman and opening to freeze N'Astirh in ice. As N'Astirh boasts that the cold allows his computer systems to operate at peak efficiency he attempts to cast a massive spell. However, this is when Cyclops and Dazzler chime in with their powers along with Storm increasing the humidity under the ice barrier causing N'Astirh's circuits to overheat. As the final salvo, Storm unleashes a powerful torrent of lightning bolts that quickly overload N'Astirh's circuits causing him to explode. Unfortunately for the two groups of mutants, even though N'Astirh was seemingly destroyed, the Inferno spell still appears to be intact.
Cyclops is appalled at Storm's willingness to slay their enemy, and this begins a debate between the two groups' different methods in striving for defending mutants. In the middle of the argument, Jean is suddenly caught in a mystical noose and pulled away, when the X-Men and X-Factor turn to see who has attacked Jean, they are shocked to see that the Goblin Queen is still alive and possessing all her magical might and demon hordes and that she now intends to destroy them all.
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