||The X-Men (future) [Wolverine [Logan]; Three-In-One [Stepford Cuckoos]; E.V.A.; Cassandra Nova Xavier; Martha Johansson [No-Girl]; Beak [Tito Bohusk]; Mer-Max; Tom Skylark; Rover];
Beast [Sublime] (future); Apollyon the Destroyer (future); Hank McCoy (future; possessed by Sublime); Crawlers (future);
Phoenix [Jean Grey] (future);
The Proud People (future flashback) [The Maker; Corona; Brian; Tom Skylark; Rover]
||Tom Skylark recounts how the Proud People died fighting Apollyon and a horde of Crawler to allow Rover and him to escape with the Phoenix Egg. The X-Men know that now that the Beast has the Egg back, they need to attack immediately. Meanwhile, the Beast uses the powers of his Crawler to speed up the hatching of the Phoenix Egg, releasing a confused Jean Grey, who asks him if he's Henry McCoy. He replies that he "also" has a new name now: Sublime.
||Joe Weems; Billy Tan (with)
||Steve Firchow; John Starr; Matt Milla
||Chris Eliopoulos [as Virtual Calligraphy's Chris Eliopoulos]
||Inker credits written as "Joe Weems with Billy Tan".