In deep space, an intergalactic battle is taking place. Visions of these become nightmares in Xavier’s mind. An alien being calls out to Xavier. Xavier awakens from his nightmare and calls for an emergency meeting in the War Room.
Xavier wants his X-Men to find a way to stow aboard the Starcore space shuttle scheduled for that morning’s launch. A trap awaits the crew on the Eagle One space station. The X-Men must help stop a terrible event that is going to occur.
Before leaving, Cyclops has come to have a word with Xavier, but a confused Xavier has no answers for him.
At the shuttle base, Storm creates a fog while Cyclops, Jean, Wolverine, Gambit, Beast and Jubilee make their way inside. As soon as they get into the building, an alarm is sounded. Jubilee remains behind to let the guards believe they have caught the intruder, allowing the X-Men to get to the space crew.
Cyclops knocks out the crew with his blasts. After locking them up in the isolation chamber, the X-Men put on the space suits. When Dr Corbeau meets up with the X-Men, Jean telepathically alters Corbeau’s vision and thus disguising the X-Men as his crew.
The shuttle launch goes smoothly as planned. Xavier and Storm proceed to rescue Jubilee.
The shuttle approaches Eagle One and the docking sequence is initiated. Cyclops finds Beast and Wolverine examining the solar probe on board the shuttle. Getting onto Eagle One, they walk right into a trap and are gassed unconscious. Erik the Redd of the Sh’iar comes to check on them. After taking Dr Corbeau away, he orders for the disposal of the X-Men.
Jean gains consciousness in time to override the station’s system and save them from being sucked into space. After a brief period of recovery, they proceed to rescue Dr Corbeau.
Erik the Redd reveals the Sh’iar’s plan to Dr Corbeau. They had taken over Eagle One and installed their equipment on board to attack Lilandra once she enters this part of the galaxy. The X-Men manage to foil Erik the Redd’s plan, but destroys Eagle One in the process. Erik the Redd retreats. The X-Men, with the space station crew, retreat back to the shuttle.
With the shuttle damaged, they can’t alter course to avoid flying into Lilandra’s Sh’iar cruiser&8217;s energy contrail. Beast suggests the solar probe as a shield against the radiation. Unfortunately, a pilot needs to stay behind as the auto-pilot is malfunctioning.
Cyclops refuses to allow Jean to sacrifice herself for the team, although she postulates that she has the highest chances of survival to land the shuttle. She telepathically knocks Cyclops out, and places him in the solar probe, together with the rest of the X-Men.
But even Jean’s telekinetic shield isn’t strong enough to shield her against the radiation. Help comes in the form of the Phoenix Entity.