Appearing in "Prehistory"
- Ellison Payton (First and only known appearance)
- unnamed vagrant fed off by Sauron
- Gambit (Mentioned)
- Beast (Mentioned)
- Ka-Zar (Only in flashback)
- Shanna the She-Devil (Only in flashback)
- Zabu (Only in flashback)
- Dr. Cecilia Reyes (Mentioned)
- Professor X (Mentioned)
- Bastion (Mentioned)
- S.H.I.E.L.D. (Mentioned)
- Unnamed taxi driver, transporting Rogue.
- New York State
- Antarctica (Only in flashback)
- Savage Land (Only in flashback)
- Deathbird's spacecraft.
- Unidentified spherical spacecraft.
Synopsis for "Prehistory"
The story opens in the woods surrounding the Xavier Mansion. Rogue is running in forest road, crying, and asking a loud "why?" to nobody in particular. The narration explains several questions that Rogue could be asking. Why was she cursed with the power to absorb the life essence of those she makes skin contact with? A power that sets her apart from humanity. Why was she forced by fate to renounce her feelings for Gambit? She once loved the man, but then found out about his betrayal of other mutants. Why did Storm assume that Rogue had touched Wolverine and drained his life? Storm is both a teammate of Rogue and one of her closest friends? Why did none of her fellow X-Men came to comfort after seeing her so upset? The last question is answered to the reader, but not to Rogue, with an image of Sauron pointing a gun to an unknown target. He is also asking "why?", though it is left unclear who is he asking.
The scene shifts to a nearby battle. Sauron (without a gun) is attacking Maggott, while other present X-Men (Cannonball, Iceman, Storm) are preparing to attack him. Jubilee is also present, but seemingly pays no attention to her surroundings. She is concentrating on the unconscious Wolverine and desperately trying to wake him up. Sauron's arms are glowing with energy. He explains that after draining the life essence of Wolvie, he discovered it was very potent. He has never felt so alive. An angry Iceman threatens that Sauron is actually closer to death than ever, because the X-Men will kill him.
Cannonball maneuvers himself to a position behind the back of Sauron. He attacks the villain from behind, forcing the surprised Sauron to drop Maggott. While smashing Sauron against a nearby tree, he wonders why do the ugly ones (like Sauron) always turn out to be villains. He considers, however, two exceptions to the rule: Beast and Maggott. Below, Maggott wonders why Cannonball considers him to be ugly.
Storm comments that "Samuel" has done well and then asks him and Iceman to step aside. She is preparing her own attack on the "cold-blooded" Sauron. Iceman realizes what she means. Sauron is a reptile and that means that he can not stand the cold. Bobby concludes that Sauron is unprepared for a New York winter. The warm weather the school grounds are currently having is because Storm has placed a heat bubble, that Bobby thinks probably drew the villain there. So the idea is to dissolve the babble and hit Sauron with an unexpected cold front. Storm agrees with his thinking. With a gesture of her hand, she ends the warm weather. It immediately starts snowing.
Sauron denies being drawn to this location by the warmth of an air current. He was lured there by the hunger within him. He could smell the mutant energies of the X-Men wafting over the stench of New York City. It was like the scent of his favorite meal. As he speaks, Sauron counterattacks Cannonball. He uses the claws of his legs to grasp Samuel's shoulders. Sam struggles and asks the "overgrown buzzard" to let him go. Sauron replies with an "as you wish" and drops him over a utility pole. Sam's naked skin comes in touch with overhead power lines. He starts being electrocuted and screams in pain. Iceman screams instructions for his teammate, that he should blast himself and use this to make himself invulnerable. Sam hears the instruction and blasts himself. He escapes the power lines but collides with the ground.
Sauron turns to Iceman, and explains his plans. He has found the mutants, and he plans to feed on them until he feels satiated. Iceman is unimpressed and attacks his foe by hurling shards of ice. Sauron easily evades them and asks why does Iceman seek to prolong his inevitable demise. Iceman brags that by the time he ends dealing with Sauron, the villain would be asking why he ever came to this place. The narration reveals that Sauron himself is unsure of the causes of his actions, he only knows how he did them. An extended flashback begins.
The flashback begins in the Savage Land with Sauron fighting Ka-Zar, who has climbed on his back. Sauron is trying to achieve godhood but his nemesis has intervened. The fight somehow leads to an explosion, which Sauron manages to escape. The narration comments that he was left for dead, but that he has a legendary ability to cheat eternity. His suppressed human mind slowly returns to him and this allows to reason out a plan ensuring his survival. He keeps alive the rumor of his death, and hides away. He is waiting and watching. He is spying on Ka-Zar, Shanna the She-Devil, and Zabu. He unexpectedly watches Ka-Zar, the self-proclaimed lord of the Savage Land, packing his possessions and preparing to abandon the area. He is supposedly leaving the Land to its savages. Sauron seeks the reasons for this development and interrogates local sources. He learns about local stories which claim that the Savage Land is doomed and that it will be destroyed by the gods. He reasons that only a crazy man would believe mere rumors or act upon them. He believes that there is some truth to the rumors, and decides to escape as well. He hides himself in one of Ka-Zar’s crates that are being shipped to New York City.
The flashback continues, sometime later, with Sauron in a port area of New York City. He is alone in a civilized land. Before Ka-Zar or his wife Shanna arrive to reclaim their property, a weakened Sauron escapes into Manhattan. He needed energy, supposedly just a little bit or just a taste. He was desperate enough to drain even the energy of a normal human, though he finds that kind of life essence rather "bitter-tasting". That bitter energy was enough for him to get more powerful. He then found a better-tasting and more satisfying mutant life force. His victim's name was Ellison Payton. Payton's mutant power was a precognitive knowledge of numbers, which allowed him to master the stock market and win the occasional lottery. While sitting on Payton's ledge, Sauron identified the scent of another mutant. It was the smell of a meal he had tasted before, and he went in search for it.
The flashback continues with Sauron draining his meal, Wolverine. He was determined to drain him completely, but at the most vulnerable phase of his transformation, someone interrupted him. He had to conceal himself until he was fully Sauron once again. The flashback images identify the intruder as Rogue, and depict her staring at the unconscious Wolverine. The flashback ends, with Sauron still in deep thought.
Back in the present, Iceman has noticed that Sauron has been daydreaming. He uses his foe's distracted state to build an ice wall, right on Sauron's flight path. Sauron absentmindedly slams into the wall. Bobby mocks that for somebody who put down Wolvie, Sauron sure is an easy mark. Sauron angrily vows that he will consume Iceman's life force next. Storm flies up to him and declares that he will do no such thing. She explains to him that he has made a mistake coming to the X-Men's domain, where they are dominant. In this world, Sauron is a mere anachronism. Suddenly Sauron pulls out a handgun and shoots at her. Storm seems hurt and falls out of the sky, while Jubilee witnesses her fall and worries about her friend's safety.
Sauron lands on the ground and notes that taking out Storm was so easy. He is suddenly attacked by Maggott, who swats the handgun out of Sauron's hand and then has his metal-eating slugs devour it. An angry Jubilee claims that Sauron was only a threat because he caught them off-guard, but now they are ready for him. Iceman suggests that he and Jubilee should team-up against Sauron. Sauron stands disarmed, but is far from harmless. He starts hypnotizing Iceman with his eyes, claiming that he is Bobby's friend, a fellow mutant, and an ally against the she-creatures that would turn against them. Bobby stares at Jubilee and sees her as a female monster in a bikini. He attacks her ferociously, claiming that she is just another demon. He seemingly knocks her out, but then appears terrified of the monsters supposedly surrounding him. He stars concealing himself in a glacier in an attempt to hide from them.
A flying Sauron is pleased that Iceman is effectively sealing himself in place, commenting that he can then descend upon him at his leisure. He then listens to a voice claiming that he should not count on it, because Bobby will melt free long before Sauron's wounds heal. It is the voice of Maggott who jumps from the top of a tree on the back of Sauron. Sauron desperately tries to get this new foe off his back, but fails. Maggot keeps hitting him and points that they have not been properly introduced yet, as he names himself. Maggott taunts that Sauron can dish out punishment but he can not take it, which he finds it unsurprising. This gives Sauron an idea to turn the tables and see how durable Maggott is. He starts flying up towards the son, asking a surprised Maggott if he can withstand the sudden change in pressure, the dizzying heights, and the thinning air. The pair are soon depicted from down below as a mere speck in front of the Sun.
The scene shift from the Sun to another star, in a galaxy far, far away. The private transport ship of Deathbird passes in front of the star. Inside, the ship, Deathbird herself is conversing with Bishop (apparently for the first time since he is in her care). She wants to know if he really meant what the man said about her. That he was truly as impressed with the woman she can be, as by the warrior she is. He answers that he is a man, so he could not help but notice her beauty. But he also comes from a future where it takes more than mere bravery for one to be regarded as a warrior. Her history (which he read in a Shi'ar book) spoke volumes to him.
Bishop then turns the conversation to what else he has been thinking since the day their previous ship exploded and he was left in this (paralyzed) condition. He points out inconsistencies in what Deathbird has told him. She claims that she managed to teleport herself and Bishop to safety, leaving the other X-Men behind. Why was she supposedly unable to teleport everyone to safety? She claims that Bishop was still injured in the explosion and completely paralyzed, but also that he is recovering from his paralysis. But how is such a recovery possible?
Deathbird step away, wraps up herself in cloak, and expresses her indignation. He dares ask her these question, after she saved him from the dark fate that befell his teammates. She claims that she saved his life, and that she risked her own life for him and for the two of them (as a couple). She instructs him to ask nothing more, because he is paralyzed and only Deathbird can save him. She vows that she will save him, and that they will rule an empire together. She asks if her only love understands what she is saying. Bishop replies that he understands. He privately thinks that Deathbird is insane and she is not telling the truth. He does not remember what happened after that explosion, but he does not believe that his fellow X-Men are dead. He also finds himself unable to move from this sickbed, but this is because of his restraints, not a paralysis. He suspects that she is holding him prisoner.
His thought's are interrupted when an alarm goes off and the ship's computer warns about an uncatalogued spacecraft approaching them. Bishop is worried and asks Deathbird about the warning, but she is more surprised than he is. They are in a sector of space with no regular traffic, and there should no other ships except their own. That is why she chose to travel in this sector. A spherical spacecraft that dwarfs their own appears and shoots two blasts at Deathbird's ship. The computer immediately reports systems failure and instructs the passengers to abandon their spacecraft. The narration explains that due to the theory of gravity, their out-of-control ship is now caught in the gravitational pull of a larger body. They seem to be drawn to the nearest star.
The scene shifts to the exterior of the Xavier Mansion, with Rogue about to enter from the front door. She is desperate and thinks that she has to leave the team. She thinks that nobody believes her anymore, not even Storm. She thinks that nobody seems to care much that she has lost the man of her dreams (Gambit) and that her heart is broken. She wonders if she is a hero and should just be able to take it and to set her feelings aside.
As she enters the Mansion, Rogue is greeted by a disturbing sight. She notices Joseph laying unconscious on the floor, among an apparently wrecked room. The narration explains that he is comatose and that every metal object in the room has been pushed 5 feet (1, 52 meters) away from his body. Rogue tries to get him to wake up, claiming that she is in no condition to deal with him being dead. She then decides to place her head on his body and try to listen for a heartbeat, as that is what they on television medical dramas. She is disturbed further when she can not listen to a beating heart, indicating he no longer has a heartbeat.
Rogue decides that she has got to get some help for Joseph. But Beast is missing and everyone else is down at the pond. She suddenly remembers that the team has a member who is a doctor, but has trouble remembering the name. She finally remembers and calls for Dr. Cecilia Reyes, though nobody answers. Cecilia is apparently missing. She decides to help Joseph herself. She could fly him out of the building to get him some help, but she recalls that people are not supposed to move injured folks. She can leave alone to try to reach the help, but in her absence he might die or get drain damage. She thinks he might need someone to give him mouth-to-mouth resuscitation (rescue breathing), and then decides to try and do it herself. She feels that this is the only chance for Joseph to survive, or so she tells herself. She is still tempted to touch him.
She finally gets down and performs mouth-to-mouth resuscitation. She soon realizes that Joseph is not dead yet, since she absorbs part of his mind. She resists absorbing more, though she finds it hard to do. She ends the mouth contact and starts performing chest compressions (cardiopulmonary resuscitation, CPR). She is not sure if she is helping or hurting him, since she is never allowed to use her powers and does not know how to control them. She has never been able to learn how to just do a little bit, instead of going full force. Though she is trying to learn. Though she notes that she is not swimming in his memories and that she has only experiencing little bits of them, indicating than no full absorption occurred.
She is suddenly interrupted by a voice calling her "sugah" (Rogue's typical way of calling people) and sarcastically asking if Rogue does this to all the boys who are not co-operating. She turns to see Marrow standing beside her, with the new arrival convinced that Rogue has simply wanted to absorb Joseph. Rogue tries to explain that the scene Marrow witnessed was not what it looked like. Marrow tells her that she does not have to make up excuses for her. She knows what she saw, and feels that she and Rogue are two of a kind at heart. Marrow explains that she sneaked back into the Mansion to take care of some private business, and is now ready to leave again. She assures Rogue that her secret is safe with her, for the time being. Joseph suddenly wakes up, coughs a bit, and wonders what the two women are doing. Rogue is glad that he is alive but tells him that she has to leave immediately. She then runs out of the Mansion, as if trying to escape. She fears that what Marrow said about her motives might be considered true, or worse that it might be the truth.
The scene shifts to Sauron flying above the clouds, with Maggott still riding on his back. He explains to Maggott that when he last fought Ka-Zar, his foe used the same strategy of riding on his back. He has since learned how to shake unwelcome riders. Maggott points that he does not know who Ka-Zar is and that Sauron seems to be trying to convince himself about the effectiveness of his new strategy. Sauron instructs the "cretin" to say his prayers. Realizing that Sauron is about to drop him from this height, Maggott calls for the girls (his slugs) to eat the ground beneath him and to eat as much as they can. Sauron mistakes this for a prayer and comments that Maggott is a follower of an odd religion. He then tosses Maggott off his back and towards the ground, which Eany and Meany are devouring at a fast pace.
At level ground, Cannonball is conscious again and tending to a knocked-out Storm. Iceman is completely encased in a glacier. Jubilee is also trapped in ice, with only her head and shoulders seemingly free. Maggott screams for Cannonball to get out of the way, because he is about to land on him. Samuel fails to react on time, Maggott lands with great force, and the ground (weakened by the slugs) collapses beneath them. Only Jubilee seems to have escaped falling, but now Sauron turns his attention to her and prepares to devour her life essence. She informs him that she is nobody's snack food.
Jubilee uses a plasma bursts to break the ice surrounding her. The light and energy she unleashes briefly reach Sauron, who screams in pain. He soon recovers and brags that her little fireworks can not harm him. She seems confident and points that she just hurt him scream. She then climbs on a tree, and Sauron assumes that she is trying to escape him. She informs him that he assumes wrong, leaping off the tree, lunges at him, and kicks him. She claims that she was just trying to keep him an arm's length away to do this. He points out a mistake in her calculations: he does not have arms, he has wings and quite powerful ones. He stretches his left wing, strikes her with it, and knocks her out. He next stands triumphant by the unconscious bodies of Jubilee, Wolverine, Maggott, Iceman, and Cannonball. (Storm is also unconscious but not depicted in the image).
The scene shifts to Anchorage, at the house of Cyclops and Phoenix. Inside, Cyclops is wearing his visor and trying to retrain himself in using his powers. He uses a tostada shell as a target and tries to use his force beam to open a small hole through the center of the shell. He fails as his beam is too strong and shatters it completely. Also the use of his powers pains him. He then uses another tostada shell as a target for the same trick. He fails to hit the center of the target, and only chips away at one of its outer areas. The pieces of the shell fall on the floor, where there is a huge pile of pulverized tostada shells. He has apparently been trying and failing in this exercise for quite a while. Jean asks what he is doing in there, and he claims that he is making nachos the hard way.
Jean enters the room, though she seems to be covered in shadows. She notices the mess her husband has made and jokes about his vendetta with Taco Bell. She invites him to speak about what is troubling him. As she hugs him from behind, Scott explains that he is trying to get his powers back in line. But the scar tissue from his recent emergency surgery still causes him pain, and that pain causes to lose his concentration. He can not focus. She suggests to give himself some time to heal. He answers that he feels as if he is paralyzed and having to learn how to walk all over again. He complains that his powers are what defined him for so many years, and now he has lost that defining trait.
Jean assures him that Scott Summers is more than his powers, and that is true of all them (X-Men or mutants, unclear in the text). The powers are part of them but are not the totality of what they are. As she speaks, Jean picks up a package of tortilla shells and prepares to snuck on them. Scott (and the reader) takes his first good look at what she is wearing and is rather shocked. The new suit that Jean has chosen for herself is a version of the original Phoenix costume. She now looks exactly like the Phoenix Force did when using. Noticing Scott's surprise, she asks him what caused it.
The scene shifts back to the vicinity of the Xavier Mansion. Sauron is staring at the unconscious Jubilee, and trying to decide which X-Man he should feast on next. He considers using Jubilee as an appetizer, but then dismisses her energy as probably too small for him to further transform and transcend to new levels. He next considers Storm (whose body is seen bleeding on the ground) as a far more satisfying meal, but can not locate her. He then realizes that her body has fallen into the pit on the ground opened by the slugs. He rejects the idea of entering the pit too search for her. He considers Wolverine next, but considers the man already drained. He next notices the closest available target, Cannonball, and seem glad to feast on him. As Sauron speaks, Wolverine regains consciousness and slowly unsheathes his bone claws.
Wolvie confronts Sauron, letting him know that Cannonball is off limits and that Wolverine is not dead yet. And death is the only thing than can get him off Sauron's back. He then attacks and manages to slash Sauron with three of his claws. Sauron counter-attacks by grabbing his foe and starting to drain him again. Wolvie straggles to break Sauron's hold and punches the villain in the face. The fight temporarily ends when both combatants seem to loose consciousness. They slowly recover and rise to their feet again, but seem tired and reluctant to attack first.
Sauron claims that his opponent should be dead by now, but Wolverine points that his life force is a 2% of its normal capacity. He brags that this is more life force than he needs to win this fight. He unsheathes one of his claws and tiredly invites Sauron to come and fall on it. Sauron seems exhausted, but still claims that a mere scratch from Wolverine will not be enough to kill him. The half-hearted fight ends when Jubilee approaches Sauron from behind, makes skin contact with the area his ears should be and unleashes an explosion of light and sound. Sauron screams in pain and then collapses, finally knocked out.
Wolverine still has trouble speaking without panting, but thanks Jubilee for her good work. He claims he could take care of Sauron himself. Jubilee agrees but points out something about herself. She is currently hanging out with the kids (Generation X), but she still remembers what it takes to be an X-Man. A worried Wolvie wants to check up on Storm and the others. But then he notices Storm, Maggott, Iceman, and Cannonball having regained consciousness and standing together at short distance from them. Eany and Meany are standing next to the team. Storm explains that Sauron's shot did little more than graze her. She is mostly unhurt and will soon recover.
Iceman wonders what are they going to do with the now captured Sauron. Wolvie jokes that they can not eat him. He offers to take Sauron to New York City and deliver him to S.H.I.E.L.D. or somebody else who can sort this problem out. He then seems angry and informs his teammates that he wants to find Rogue. He has got some questions for her and they are big ones.
The scene shifts to the nearby town of Salem Center. Rogue hails a taxicab and then enters the vehicle. She is running away from the X-Men. She instructs the driver to take her to Manhattan, though he points out that this will be a long ride and that it is going to cost her a large sum. They briefly converse and he understands that she is having a rough day. He offers to listen to her problems, but she is teary-eyed and dares not discuss them. She has a small flashback. In the flashback, she discovers the unconscious Wolverine, just drained by Sauron. Her reaction is to touch him herself and try to absorb him, unable to resist the temptation. The flashback ends. She informs the driver that she is not interested in a conversation. She just wants to go to the Agee Institute, a location which she learned about in the news. Rogue is apparently looking for a way to get rid of her powers. The story ends.
- The fight with Ka-Zar that Sauron recalls, the explosion, and his rumored death are apparently references to Ka-Zar of the Savage Land Vol 1 1 (January, 1997), where Sauron dies in an explosion. The details of the flashback do not exactly match, but they are used to explain why Sauron is still alive.
- The personal business that has Marrow sneaking into the Xavier Mansion is probably getting some supplies. According to her storyline in X-Men Vol 2, she is taking care of her injured mentor Callisto. Callisto was injured by Prime Sentinels in Uncanny X-Men Vol 1 346 (August, 1997) and has yet to recover by 1998.
- This is one of Joseph's last appearances with the team. He quits the team in X-Men Vol 2 73 (March, 1998), the same issue where he finds out that he is not the real Magneto.
- The Marvel Chronology Project, which keeps track of character appearances has the following information on the characters of this issue:
- Bishop appears here following Uncanny X-Men Vol 1 353 (March, 1998). His next chronological appearance is in Uncanny X-Men Vol 1 357 (July, 1998).
- Cannonball appears here following Uncanny X-Men Vol 1 353 (March, 1998). His next chronological appearances are in Uncanny X-Men Vol 1 355 (May, 1998) and Alpha Flight Vol 2 9 (April, 1998), which depict the same story from different perspectives.
- Cyclops appears here following Cable / Machine Man Vol 1 '98 (May, 1998). His next chronological appearance is in Uncanny X-Men Vol 1 355 (May, 1998).
- Deathbird appears here following Uncanny X-Men Vol 1 353 (March, 1998). Her next chronological appearance is in Uncanny X-Men Vol 1 357 (July, 1998).
- Eany and Meany appear here following Uncanny X-Men Vol 1 352 (February, 1998). Their next chronological appearance is in Uncanny X-Men Vol 1 355 (May, 1998) and Alpha Flight Vol 2 9 (April, 1998), which depict the same story from different perspectives.
- Iceman appears here following Uncanny X-Men Vol 1 353 (March, 1998). His next chronological appearance is in Uncanny X-Men Vol 1 356 (June, 1998).
- Joseph appears here following Uncanny X-Men Vol 1 353 (March, 1998). His next chronological appearance is in X-Men Vol 2 73 (March, 1998).
- Jubilee appears here following Uncanny X-Men Vol 1 353 (March, 1998). Her next chronological appearance is in Generation X Vol 1 41 (August, 1998).
- Maggott appears here following Uncanny X-Men Vol 1 353 (March, 1998). His next chronological appearance is in Uncanny X-Men Vol 1 355 (May, 1998) and Alpha Flight Vol 2 9 (April, 1998), which depict the same story from different perspectives.
- Marrow appears here following Uncanny X-Men Vol 1 353 (March, 1998). Her next chronological appearance is in X-Men Vol 2 73 (March, 1998).
- Phoenix appears here following a full appearance in Cable / Machine Man Vol 1 '98 (May, 1998) and a voice-over appearance in Uncanny X-Men Vol 1 355 (May, 1998). Her next chronological appearance is the main story of Uncanny X-Men Vol 1 355.
- Rogue appears here following Uncanny X-Men Vol 1 353 (March, 1998). Her next chronological appearance is in Uncanny X-Men Vol 1 355 (May, 1998) and Alpha Flight Vol 2 9 (April, 1998), which depict the same story from different perspectives.
- Sauron appears here following Uncanny X-Men Vol 1 353 (March, 1998). His next chronological appearance is in Uncanny X-Men Vol 1 355 (May, 1998) and Alpha Flight Vol 2 9 (April, 1998), which depict the same story from different perspectives.
- Storm appears here following Uncanny X-Men Vol 1 353 (March, 1998). His next chronological appearance is in Uncanny X-Men Vol 1 355 (May, 1998) and Alpha Flight Vol 2 9 (April, 1998), which depict the same story from different perspectives.
- Wolverine appears here following Uncanny X-Men Vol 1 353 (March, 1998). His next chronological appearance is in Uncanny X-Men Vol 1 355 (May, 1998) and Alpha Flight Vol 2 9 (April, 1998), which depict the same story from different perspectives.
- In the flashback, Ka-Zar appears following Ka-Zar Vol 3 4 (August, 1997). His next chronological appearance is in Ka-Zar Vol 3 5 (September, 1997).
- In the flashback, Shanna the She-Devil appears following Ka-Zar Vol 3 4 (August, 1997). Her next chronological appearance is in Ka-Zar Vol 3 5 (September, 1997).
- In the flashback, Zabu appears following Ka-Zar Vol 3 4 (August, 1997). His next chronological appearance is in Ka-Zar Vol 3 5 (September, 1997).
- The issue easily marks one of Sauron's most effective depictions as an X-Men villain. He dismantles an entire X-Men team, taking out 6 opponents (Cannonball, Iceman, Jubilee, Maggott, Storm, and Wolverine). He looses because his opponents have time to recover and attack again.
- This issue is a rare instance where an X-Man villain (Sauron) takes out an X-Man (Storm) by using conventional weapons. He does not use super-powers or advanced technology, he just pulls out a handgun and shoots her.
- The medical crisis Joseph has in this issue (which nearly killed him) and the wrecked condition of the room he is found in are story points that are never really explained. As he was written out of the team at about this time, what was going on with him apparently did not seem of much importance to the writers. There are various online theories about this, such as him over-reacting to sensing Magneto, him being directly attacked by Magneto, or loosing control of his powers. No answer seems to be forthcoming.
- The character development of Rogue in this issue largely consists of scenes where she fights the temptation to touch her teammates and absorb their powers and memories. She fails twice. She finds an unconscious Wolverine and her first act is to touch him. She then finds an unconscious Joseph and saves his life, but in the process touches him and absorbs part of his memories. She seems to be out of control and is apparently quite aware of it. An awareness which scares her, depresses her, and makes her seek a way to get rid of her powers.
- While several X-Men manage to fight Sauron and get some good shots before falling, the issue places a spotlight on Jubilee. She hurts him twice while fighting on her own, and then she becomes the one opponent who manages to knock him out and end the fight. Saving Wolverine in the process.
- While the story largely consists of fight scenes and action, it does manage to advance the characterization and storyline of Rogue. It also introduces subplots about other characters.
- The depiction of Marrow in this issue is more consistent with her storyline in X-Men Vol 2, though it contradicts her depiction in Uncanny X-Men Vol 1 353 (March, 1998). The contradiction apparently took place because of poor coordination between Steven T. Seagle and Joe Kelly, the respective writers of Uncanny X-Men Vol 1 and X-Men Vol 2. In X-Men Vol 2 72 (February, 1998), Marrow fought Wolverine. Kelly ended that fight with Marrow running away from the Mansion and returning to the Alley. She had decided to quit the team and was not convinced to return until X-Men Vol 2 74 (April, 1998). Seagle apparently did not know about this detail and depicted her in issue #353 as still living in the basement of the Mansion and simply avoiding her teammates. In this issue her continued presence is explained by her sneaking in and out of the Mansion.
- With Jean Grey choosing a new costume in this issue, this marks the end of an era in her personal appearance. Her previous costume was an orange and blue colored outfit which was introduced in X-Men Vol 2 1 (October, 1991). Jean ended up using this costume for about 7 years, covering most of the 1990s.
- The green Phoenix outfit which Jean Grey wears in this issue is a version of the original uniform of the Phoenix. It was originally introduced back in X-Men Vol 1 101 (October, 1976). It is a green body suit with golden-looking long opera gloves, over-knee boots, and a sash with a stylized Phoenix simple. Writer Steven T. Seagle apparently chose this costume to fit with his planned storyline of Jean becoming more Phoenix-like in powers and personality.
- Jean Grey ended up using this green Phoenix outfit as her regular uniform from 1998 to 2000. When she joined a new version of the team in Uncanny X-Men Vol 1 381 (June, 2000), she replaced it with a red and yellow costume. It sported a huge Phoenix logo that stretched out from her shoulders to her lower abdomen.