Appearing in "Kitty's Fairy Tale"
- Bamf (First appearance)
- Fiend-With-No-Name (First appearance)
- Lockheed the dragon (First appearance)
- Noble Prince (First appearance)
- Wind-Rider (First appearance)
- Wizard Xavier (First appearance)
- Dark Phoenix (First appearance)
- Hellfire Club (Mentioned)
- White Queen (Emma Frost) (Mentioned)
- Carol Danvers
- Illyana Rasputin
- Roak (Only appearance)
- Unnamed characters from Earth-5311
Races and Species:
- Prime Marvel Universe
- Nhu Yorkh
- X-Men Blackbird (Mentioned)
Synopsis for "Kitty's Fairy Tale"
The X-Men are cleaning up the grounds at the Xavier estate following the recent battle with the White Queen. While the others are hard at work, Kitty Pryde decides to tell Illyana a bedtime story. She entitles her story, "Kitty's Fairy Tale"
Kitty's Fairy Tale
In the Caliphate of Nhu Yorkh, the local constabulary seeks to apprehend two notorious brigands known as Pirate Kitty and her first mate, Colossus. Colossus uses his massive strength to open up an escape route, and Kitty and he make for the docks. They come upon a group of strangers. One is an ancient wizard sitting upon a flying carpet, and the other is a blind prince who can shoot fire from his eyes. The Wizard, Xavier, explains to Pirate Kitty that they are seeking a missing princess known as Jean. Jean is the inheritor of a great power that has corrupted her, turning her into an entity known as the Dark Phoenix.
Even as the travelers speak, Dark Phoenix arrives and attacks the troupe with massive star bolts. Xavier drives her away by way of a magic sphere, containing the pure and good aspect of Jean's soul.
As Phoenix flies off, Xavier convinces Kitty and Colossus to help them track her down. Kitty summons her pet, a gigantic black dragon named Lockheed. Everyone climbs on the dragon’s back and Lockheed flies across the western ocean. They eventually come upon a grassy, peaceful island and they stop for a rest. A species of small, blue elves named Bamfs to appear before them and begin hanging around Kitty.
Colossus, meanwhile, walks to the beach where he finds a bottle floating on the edge of the shoreline. He opens the bottle, releasing a powerful genie named Wind-Rider. Wind-Rider reveals Jean Grey and she were once close friends, but Dark Phoenix imprisoned her inside the bottle.
Rounding out the cast is a strange, hairy man known only as the Fiend-With-No-Name. The Fiend manages to offend everyone around him and gets into a scuffle with Colossus – a scuffle that comes to an abrupt end due to a burst of flame from Lockheed’s mouth.
Suddenly, Dark Phoenix appears and begins attacking everyone. Xavier uses his magic to grant Kitty and Colossus the gift of flight. Wind-Rider and Prince Cyclopes concentrate their own energy powers on Dark Phoenix. While Phoenix concentrates her efforts on the assailants, the Bamfs appear and begin teleporting all about her, causing her to become distracted. This allows the wizard Xavier the opportunity to channel the good spirit of Jean Grey from the magic sphere back into her body, exorcising the malevolent Dark Phoenix for all time.
- Although the characters from Kitty's story are presented as fictitious, they do in fact exist in their own alien dimension as revealed in Nightcrawler #3 and Nightcrawler #4. It is probable that Kitty's telling/creating the story caused the dimension to exist.
- With this issue, the cover price rises to 60 cents.
- Illyana is seen holding onto a Fozzie Bear stuffed toy. Fozzie Bear is a character voiced by Frank Oz featured on the Jim Henson variety program, The Muppet Show.
- In this issue, Pirate Kitty has a pet dragon named Lockheed. This character is intended as a living representation of the X-Men's SR-71 Blackbird. The Earth-616 Kitty, however, is fated to meet a real dragon, which she names Lockheed in Uncanny X-Men #166.
- On the cover of this issue, Kitty is seen saying, "And now for something completely different!" This was the popular lead-in catchphrase frequently heard on the BBC comedy program Monty Python's Flying Circus.
- Kitty is seen wearing an Elfquest t-shirt in this issue. Elfquest was a comic book franchise created by Richard and Wendy Pini. Originally published by Warp Graphics, it was also licensed to Marvel Comics and published under their Epic imprint.