Appearing in "The Greatest Freakshow on Earth"
- Hellfire Club
- Pastor Hail
- Murder Circus
- Frankenstein's Monster
- Wolverine/Revolto the Clown (Logan) (Joins team)
- Shadowcat (Kitty Pryde) (Joins team)
- Beast/Beastmaster (Hank McCoy) (Joins team)
- Storm/Windrider (Ororo Munroe) (Joins team)
- Iceman/Iceface (Bobby Drake) (Joins team)
- Marvel Girl/Starchilde (Rachel Grey) (Joins team)
- Warbird/Bird of War (Ava'Dara Naganandini) (Joins team)
- Toad (Mortimer Toynbee) (Joins team)
- Doop (Joins team)
- Bamfs (Mentioned)
- Avengers (Mentioned)
- Professor X (Photo)
- Cyclops (Scott Summers) (On a T-shirt only)
- Skrulls (Mentioned)
- New York
- Cyclops' Visor (On a T-shirt only)
Synopsis for "The Greatest Freakshow on Earth"
After waking up, Quire is 30 minutes late for class. However, he cannot find any teachers, the only ones at school are the students. He uses his telepathy to search for the teachers. While Glob Herman is overjoyed, Rockslide and Genesis are confused by the teachers' sudden disappearance. Quire decides to seek them out.
Meanwhile, at Salem Center, Idie walking in the park with Pastor Hail, the priest she has been seeing lately. Idie wonders why did Broo went to the church and who shot him but Hail replies he was not there when it happened. Also, Hail warns Idie to leave school, as it will mean the ruin of them. Idie refuses to leave until she makes sure Broo is okay and walks away.
Watching the exchange from afar, Max von Katzenelnbogen of the Hellfire Club deactivates the robot pastor and talks with Kade about their plans with Idie. Max wants to bring her to Hellfire Club by force but Kade insists Idie must come by her own free will. Kade also reminds Max his family's history, the legacy of the Frankenstein family, but Max does not want to hear it. Then, Max comes across a circus.
The teachers of the Jean Grey School have been brainwashed into becoming circus performers.
Storm is Windrider the escape artist. Beast is the Beastmaster. Iceman is Iceface, the living popsicle who is swallowing fire. Rachel Grey is Starchilde the fortune-teller. Warbird is Bird of War, a knife-throwing artist and Kitty is Shadowcat, her assistant. Wolverine is Revolto the Clown. Toad works as a elephant feces cleaner.
Quire, Genesis, Rockslide, Eyeboy and Shark Girl have been watching everything beneath the bleachers and jump into to save the teachers.
Meanwhile, a young girl and her parents are visiting the circus. The parents board a boat and enter tunnel and a witch drain their souls. The witch and the clowns have been using the circus in order to steal souls and the brainwashed X-Men have made their job easier.
The girl enters a strange caravan and meets Frankenstein's Monster. Remembering him from her storybooks, the girl attempts to emphatize with him, saying he is not evil, just misunderstood. Frankenstein ignores her and imprisons the girl in a cage. He reveals he has been killing people to steal their blood and organs and keep himself alive in order to take vengeance against his creator's family.
The witch Calcabrina has found the last Frankenstein, a kid, is here. She orders the brainwashed X-Men to seize every kid in the circus, causing the teachers to attack the students. Meanwhile, Frankenstein comes across Max, who is indeed the last Frankenstein.
- Kid Omega is wearing a "Cyclops was right" T-shirt, a reference to his earlier "Magneto was right" T-shirt worn in New X-Men #135. Additionally, in Cyclops mentions a rebelious teenager eventually showing up at the Jean Grey School wearing a "Cyclops was right" T-shirt in AvX: Consequences #2.
- Archie and Jughead from Archie comics can be seen in the circus crowd.