Several years after the Builder War, the X-Men were deep in what used to be the Shi'ar Empire. Scavenging a free-floating Shi'ar battleship, crippled by the Builders whom the X-Men hadn't seen in a long time. The last of the X-Men were now scavengers, forced to rely on the supplies of space derelicts to survive. After taking the supplies back to the Blackbird, they prepared to leave the Shi'ar battleship when Beast alerted them all that there was an incoming ship, which it surprised them as it had been a while since they last encountered anyone. It was an Avengers Quinjet and the last of the Avengers boarded the Blackbird. The X-Men weren't sure they are the Avengers and not Skrulls, but Sunspot convinced Cannonball they were the Avengers.

The two teams then caught up with each other. Cannonball told Sunspot about what happened on Earth. Of how when they arrived back to Earth, they escaped as quickly as they could. He witnessed the Helicarrier try to evacuate into space, only for the Builders to easily dismantle it, sending its dead into space. In turn Sunspot informed him that they witnessed the death of Thor and he and Smasher were now together. Rachel went to get more Shi'ar wine and discovered the Black Widow and Starbrand stealing their supplies. Using her telepathy she discovered that the Avengers were going to kill the X-Men and were being controlled. Sunspot was unable to tell Cannonball who had been controlling them but did say that they had been stealing the supplies of ships they've come across, and killing their crews.

Battle erupted between the two teams, and when Cannonball and Sunspot collided with each other in space, the explosion resulted in the Avengers been freed from their controller and therefore they stopped fighting. Sunspot was able to tell Cannonball who was controlling them, and he tore into the Quinjet. Where he found Supergiant who after the defeat of Thanos and the Black Order by the Builders, decided to carry on Thanos' legacy of death. Cannonball accused her of turning the Avengers into killers. She informed him that she was only partly responsible, as she just pushed them to do what they needed to do to survive. An enraged Cannonball killer her by taking her into the vacuum of space. Beast and Sunspot convinced Cannonball to assume leadership of the X-Men, which now includes the surviving Avengers, all now wearing the gold and blue old school X-Men uniform.

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