After escaping the tyranny of Norman Osborn, his Dark Avengers, Dark X-Men, and H.A.M.M.E.R., the X-Men now have to settle into their new home on the freshly resurfaced Asteroid M, officially renamed Utopia. On Utopia, the X-Men rebuilt homes, cultivated a farm, kept their island afloat, rationed food, gathered Atlanteans, and defended against enemies both old and new.
The X-Men are also faced with the personal challenges, pressured relationships, and individual conflicts. One of the original X-Men leaves the team, a reformed super villain joins, and an old friend finally comes home.
- Major plot events:
- Dr. Yuriko Takiguchi passes away due to natural causes.
- Magneto joins the X-Men on Utopia.
- Beast leaves the X-Men because he believes Cyclops has compromised ethics. He briefly works for S.W.O.R.D. before joining the Secret Avengers.
- "Lobe's Team" are introduced as antagonists to the X-Men.
- The whole X-Factor Investigations team visits Utopia.
- The construction of the Atlantean Pillar to prevent the sinking of Utopia and house the Atlantean people.
- Magneto summons the bullet imprisoning Kitty Pryde back to Earth, but Kitty remains intangible.