(Cover Date: January, 1988)

Summary: The team is transported to his ship & is met by Apocalypse. Apocalypse tells them of his past & his objectives. The team fights the three Horsemen to stop them from destroying Manhattan. Apocalypse intoduces Death (Archangel), who attacks them with knives thrown from his wings. After the team is bound, Apocalypse sends the Horsemen out to attack the humans to create anti-mutant hatred. Caliban joins Apocalypse, asking for an increase in power.