- One side, socialites!! The Brotherhood of Mutants have come to party!
- -- Toad
Appearing in "Phoenix? (Part I)"
- Academy of Tomorrow
- Lilandra Neramani
- Brotherhood of Mutant Supremacy (Illusion)
Synopsis for "Phoenix? (Part I)"
Professor X sends Warren Worthington to infiltrate Emma Frost's Academy of Tomorrow. Warren telepathically provides Charles with an update and takes a moment to ask about Dazzler's condition. Xavier tells him that she is still in a coma.
Shortly afterwards, Xavier and Jean use their telepathy to enter the mind of the unconscious Elliot Boggs. Despite the recent loss of his parents and the development of his X-Gene, Elliot appears to be coping quite well with his situation. He promises that he is in control of his powers and convinces them to let him wake up. Grudgingly they agree, and slowly bring him back to consciousness.
Xavier then asks Jean to meet with Lilandra Neramani of the Church of Shi’ar Enlightenment. They wish to study Jean to determine whether she may be the living incarnation of their matron deity, the Phoenix. Jean grows angry with Charles for even considering the proposition, but agrees to meet with Lilandra nonetheless.
Elsewhere, Wolverine receives a call from Nick Fury. Nick asks him to meet him at an office on West 125th street in Harlem. He provides very little information, other than to say that it is important.
Later still, Cyclops takes Elliot on a tour of the mansion. Elliot is very eager to learn about his powers and become a full-fledged X-Man. Cyclops appreciates Elliot's enthusiasm, but warns him that it will take time and training before he can even be considered for membership.
In the Danger Room, Rogue, Iceman and Storm engage in a holographic training program against a squad of Sentinels. Iceman notices that Rogue is behaving more and more like Gambit with each passing day. She even charges up several playing cards with kinetic energy and uses them to destroy the lead Sentinel.
Lilandra arrives at the mansion and offers Professor X a gift – a brand new X-Wing. Jean and Lilandra prepare for the upcoming tests.
At Emma Frost's academy, several former X-Men attend a homecoming dance. Peter Rasputin arrives with his date, Jean-Paul Beaubier. They mingle with Alex, Lorna and Warren, when suddenly the Brotherhood of Mutants crashes the party. A fight erupts and Colossus places a call to Cyclops. Cyclops responds and tells him that back-up is on the way. He invites Elliot to come with him. Once again, Elliot seems to get his way.
- The scene depicted on the cover to this issue, does not actually take place within the story.
- Elliot Boggs caused the death of his parents in Ultimate X-Men #66.
- First appearance of the new X-Wing.
- Dazzler has been in a coma ever since her fight with Lady Deathstrike in Ultimate X-Men #63.
- Mr. and Mrs. Boggs appear as mental representations only in this issue.
- First appearance of Gerald, Lilandra's assistant.
- Rogue has been slowly demonstrating aspects of Gambit's personality ever since Ultimate X-Men Annual #1.
- The Wolverine subplot in this issue leads into events chronicled in Ultimate Wolverine vs. Hulk #1.
- Nick Fury uses the nickname Nathan Fitzgerald in this issue. Both names share the same initials.
- Jean-Paul Beaubier's name is misspelled as John-Paul in this issue.
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