(Cover Date: January, 1969)

Summary #1: Erik the Red (Cyclops) puts Mesmero & Magneto's guards on the run when he starts destroying the area around them. With Magneto injured, Cyclops convinces Polaris that he should be in charge. Cyclops summons Jean, Beast & Angel to Magneto's base & joins them when they arrive. Iceman is shocked unconscious by a trap set up by Angel. The X-Men are attacked by Mesmero & the guards, with Angel being captured. A recovered Iceman tells Polaris that she is not Magneto's daughter based on his investigation. Polaris uses her power to free Angel, who is being held at gunpoint. The X-Men flee Magneto's base after he tells them it will be blown up.

Summary #2: Beast is captured by El Conquistador, who has kidnapped his parents. Xavier senses Beast is in trouble & senses his location using Cerebro. Beast steals an experimental nuclear reactor for El Conquistador & manages to avoid the guards on the way out. El Conquistador strikes Beast down when he asks for his parents to be released as they agreed. more