The Worthington Estate, nestled snuggly in the Colorado Rockies. Out of all the mansions owned by Warren Worthington III, the heir to the Worthington fortune, this is by far the largest. On the outside, it simply appears to be a mansion belonging to a wealthy young man who prefers to live away from the prying eyes of the media. In truth, the mountains it's nestled in also house other features. These include a hangar, a war room, and training facilities. All are equipped with advanced, Shi'ar technology. Yet, that isn't all. The Worthington Estate is also the current home of the team of mutants known as X-Men Omega.

Said team, along with former members Bobby Drake (also called Iceman, currently operating independently) and Lorna Dane (formerly called Polaris) have returned from an excursion in Aspen. They were searching for Alex Summers (a former member known as Havok), who was presumed dead* until recently. Their search turned out to grant them positive results, when they found Alex wandering the streets of Aspen.**

(* Back in Marvel's X-Factor #149-Dino)
(** Last issue-Dino again)

Currently, the majority of the team is scattered around the estate. Alex, Bobby, and Lorna, along with the X-Men's leader, Bishop, and Pietro Maximoff, the X-Man known as Quicksilver, are currently sitting in what comprises the war room.

"I have to admit I'm extremely curious about this turn of events," Bishop stated. "After being presumed dead for all this time, we find you alive and well. Even further, you end up not far from our Estate."

"What are you talking about, Bishop?!" Lorna asked. "It's ALEX!!! Can't you see it?! Pietro, you should know it's him!! You too, Bobby! You were both his teammates for crying out loud!!"

"Lorna, please," Pietro pleaded. "The incident with Sabretooth* seems to indicate that someone knows where we are. We can't afford to take any chances."

(* Back in issue #5-Dino)

"I don't believe this!!" Lorna exclaimed.

"Robert, could you?"

"C'mon Lorna," Bobby said, placing a hand on her shoulder. "Let's get some fresh air."

"Now that they're gone, let's begin," Bishop stated. "How did you come to be presumed dead?"

"There's a lot of fuzziness in my memories..." Alex replied. "All I can remember is an explosion... then waking up not far from Aspen. It was some kind of national preserve or something... I can't remember..."

"What about your time with X-Factor?" Pietro asked. "What do you know about that?"

"Like I said, a lot of my memories have been muddled," Alex replied. "I can only remember bits and pieces. All I know is that... as the leader of X-Factor... we worked for the government... You were on the team, as was Jamie, Lorna, Guido, and Rahne."

Bishop turned to Pietro.

"What do you think?"

"Nice garden..." Bobby noted. "Must've cost Warren a pretty penny..."

"Mmm..." Lorna muttered, not really paying attention.

"C'mon Lorna, don't worry about it," Bobby stated. "We all know it's Alex. From what Rogue's told me, Bishop's just been a bit... off lately."

"Why?" Lorna asked.

"Well... it has somethin' to do with Shard..." Bobby replied.

"What happened to Shard?"

"She kinda... turned on him..."

"Oh god, are you serious?"

Bobby nodded.

"That's what Rogue told me, anyway."

"I--I never expected... I mean, when we were on X-Factor..."

"It's always the person you least suspect..." Bobby noted.

"Is that so, Robert?"

The couple turned to see a figure stepping from the shadows.

"Jesus... Betsy..." Bobby stated. "Hasn't anyone ever told you how much you freak people out when you do that?"

"Yes," Psylocke replied. "But that---"

She stopped.

"What's wrong?" Lorna asked.

No reply.

"Betts?"

Psionic energy circled around her clenched fist, taking the form of a blade. A few seconds later, it dissipated.

"What is it?"

"Show yourself, Pyro."

"There's a lot I don't really understand about my teleportation powers," Clarice Ferguson stated. "It's really eating away at me."

"Ah know what yer talkin' about," Rogue noted. "Ah've never been able t' control my own powers."

"Do you know why you can't control them?" Clarice asked.

"Can't say that ah do," Rogue replied. "All ah know is that ah can't. An' frankly, t' tell you th' truth, over the years, ah've learned t' live with it. I know I can't control my powers, an' ah probably never will. No sense in whinin' about it. 'Sides, I can fly, ah've got superhuman strength, an' ah'm pretty darn invulnerable. Far as ah'm concerned, life's pretty good."

"What about Gambit?"

"Remy's got his own reasons f'r wantin' t' leave..." Rogue replied.

"You want him to come back, don't you?" Clarice asked.

"Don't really matter much to me," Rogue stated. "It's not like ah can't get on without him. Ah'm not completely dependent on him."

"How sweet..."

Clarice and Rogue immediately spun around, to see the sadistic creature known as Marrow. She was squatting on a large rock, bone daggers held in her hands.

Clarice reached behind her back. Then, she realized her quiver and javelins were inside the estate.

"Damn!" she muttered.

"Pretty little Rogue has accepted th' fact that she's never gonna have someone... accepted th' fact that she's alone."

"Whaddaya doin' here, Marrow?!" Rogue asked. "After what ya did t' Remy,* gimme one good reason why ah shouldn't shove those bones o' yers where the sun don't shine!"

(* In M2K's X-Men #3-Dino)

"I'll give ya several," Marrow replied as teleportation portals opened all around her. Rogue recognized many of them. The one that instantly caught her eye, though, was the Dark Beast.

"Salutations, Rogue," he stated. "And young Blink as well. Allow me to introduce my companions. You've already met Marrow. Joining us are Fatale, Toad, Avalanche, Black Tom Cassidy, Mesmero, and Greystone. We are, naturally, the Brotherhood of Mutants."

"Just our luck..." Blink muttered.

St. John Allerdyce slowly stepped forward, dressed in his bright red and yellow costume, complete with flame-thrower strapped to his back and a mask with goggles for the eyepieces.

"Pyro?!" Bobby exclaimed, transforming into his Iceman form. "You mind telling me what you're doing here?"

"*kaff* The... Brotherhood..."

"What?" Iceman asked. "I thought he WAS part of the Brotherhood."

"'Was' being the key word," Betsy stated. "He's no longer with them."

"How do you know?" Lorna asked.

Betsy closed her eyes, as the Crimson Dawn mark began to glow. She sifted through Pyro's memories, reliving his recent encounter with Iceman.* She saw the assemblege of the new Brotherhood the Dark Beast had created. She watched as Pyro pleaded with McCoy for some help in curing the Legacy Virus, followed by his rejection from the Brotherhood due to a well-placed bone dagger courtesy of Marrow.

(*In M2K's Iceman #2-Dino)

"He's not our enemy," Psylocke stated. "Not anymore, anyway. All he needs is our help. The Brotherhood, however..."

Her mind expanded, telepathy extending to the rest of the X-Men. At that moment, she watched Blink and Rogue attacked by the Brotherhood on the terrace. "We have a situation. A new Brotherhood. I detect eight in all--Dark Beast, Fatale, Marrow, Toad, Avalanche, Mesmero, Black Tom Cassidy, and Greystone. Blink and Rogue are already engaged in combat with them out on the terrace."

Bishop stood from the table.

"We don't have time for this," he stated. "Pietro, bring out Creed."

Quicksilver dashed out in a flash. Bishop then looked at Alex.

"We'll need your help."

"I wouldn't have it any other way," Havok replied with a grin.

Blink quickly sidestepped the Toad's leaping attack.

"Why is it every villain team has to have someone who's pathetic?" she asked. "And I don't remember you being quite so ugly..."

"It's called an improvement, milady," Toad replied, his tongue whipping out and wrapping around her. He then tossed her down on the ground, hard, as he leapt.

Toad spun in the air, his legs about to crash down on Blink's head. Before he could though, a black disc formed above her, and he found himself falling into it, only to appear next to her.

"What in the...?"

"Enjoy that?" Psylocke asked, standing not far away.

"Bloody hell..." Toad muttered. He craned his neck to see the rest of the X-Men running out.

Rage swept over Lorna Dane's face once she spotted Fatale. She was prepared to unleash a blast of pure, magnetic energy before something struck her hard from behind. She looked up to see Alex standing there, his body emitting energy.

"Alex...?"

"Sorry babe," he replied. The image of the man she loved began to change, shifting into a more twisted version. One who wore a military-esque uniform complete with a headset, a thick, black line tattooed over his left eye, and a military-style haircut. His face was disfigured by rage. And Lorna knew that this wasn't the same man she had fallen in love with. This was someone completely different.

"You can call me Prelate," he stated, extending his hand.

"LORNA, GET DOWN!!" Iceman ordered, throwing up an instant ice-shield. It only provided temporary protection from Prelate's plasma blasts. The situation became worse once something struck his arm.

Marrow whipped out bone daggers, cutting through the air and heading towards Drake. Iceman flash-froze them in mid-air.

"Remember me, popsicle?" she asked.

"How can I forget?" Bobby replied. "Especially after all the trouble you put me through last time!!"

"Yeah, well life's a bitch, Drake," Marrow stated, moving in fast, placing a dagger to his throat. "An' so am I."

"No kidding..." Iceman replied. Ice spikes formed on his body, cutting into Marrow. "But you're not the only one who can make sharp things."

His hands gripped her arms, and Marrow felt cold sweep over her as Iceman froze her. He then tossed her to the side, looking over to where Lorna and Prelate were currently in a battle of powers. He was about to come to her aid when the ground began to quake.

The Dark Beast grabbed Sabretooth's arms as the crazed X-Man dove at him. He doubled-over on his back, and hurled the former villain into a rock.

"You turned down my offer before, Creed,"* he stated. "I shan't make that mistake this time. This time, I'll simply kill you!"

(*Back in Marvel's X-Factor #125-Dino)

"Now yer speakin' my language!!" Sabretooth replied with a grin. Adamantium claws slid through the openings in his restraints. "Let's dance, furball."

Archangel dove down, feathers of pure light shooting down at Black Tom. The villain extended his arm, concussive blasts firing forth from them. Warren dodged them easily and continued to fire more blasts of light.

Tom's hand expanded, his fingers extending into branches as his arm shot forward, snagging the X-Man. He grinned as he slammed Warren through the wall.

Black Tom approached him, his body already mutating into a plant-like state.

"Looks like ye're not ready for th' big times yet, boyo," he stated, gripping Archangel's throat.

"On... the contrary," Archangel replied, his finger extending into a talon, piercing Tom's body. There was no physical wound, but Black Tom felt an immense backlash of pain in his mind. Archangel kicked him off and stood over him, his fingers forming into talons as he did.

"You feel that, Cassidy?" Warren asked. "That's the feeling of purification. Now, it's time you felt it..."

He lifted his talon up, prepared to strike.

"The feeling of your death."

Before he could bring the talon down, his mind became ravaged, knocking him unconscious.

Psylocke stood over Toad, her psychic knife visible in her hand. Then, she felt something... A change...

Rather than deliver the blow to Toad, she instead used her psychic powers to telepathically strike out at Archangel, preventing him from destroying Black Tom's mind.

"Good... Now, destroy him."

"No..." she muttered, her brow furrowed in concentration. "I will NOT be controlled again!!"

The mark of the Crimson Dawn glowed so brightly, that it illuminated her entire face. The shadows shot out, spitting back the man responsible for the mind control.

"Hello Mesmero," she said. "You could've easily taken control of one of the other X-Men. Instead, you decided to take on a psi. Your mistake, luv."

The mark continued to glow, as she pierced Mesmero's mind.

"Welcome to my world," she stated. "I may not be on the same level as Phoenix or the Shadow King, but compared to you, I am a GOD!! You have such potential as a psi. A shame it's wasted."

"Don't push me, mind-witch," Mesmero stated. "If I wanted to, I could easily exert complete control over you. I could force you to shut down the minds of all your teammates."

"Then do it," Psylocke teased. "If you truly are as powerful as you believe yourself to be, then you should have no problem."

As Mesmero began to concentrate, he failed to take notice of the shadows growing larger. Slowly, they began to cover him.

"Wh-what are you doing?!" he exclaimed.

"It's called winning," Psylocke replied. "You should try it sometime. It's bloody remarkable."

"No... please, don't!!"

"Do I hear you begging, gene-trash?" she asked, a sinister grin on her face. "Has the great Mesmero fallen so low?"

"No... NO!!"

Mesmero cried out, attempting to possess Psylocke once more. However, the shadows which were hers to command completely enveloped him, only to sink back down a few seconds later, and reveal him in an unconscious state. As this happened, the Crimson Dawn mark turned back to the normal red hue.

Toad barely had a second to recover, before Blink delivered a swift kick to his head.

"You owe me a rematch, froggy!!" she exclaimed, teeth clenched.

"It would be my pleasure, Madame," Toad stated. "Unfortunately, we don't have the luxury of time."

He spat some sort of odd, green goo at her.

"What the hell is this?" she asked.

"Allow me to show you," Toad replied, as he spat more of it, covering her entire body. "That is a special chemical my body secretes. It hardens in seconds, as you are beginning to discover. Not very comfortable for the victim."

A bright, pink glow emitted from it, as the shell shattered.

"How...?"

"A little trick called teleporting!" Blink exclaimed, bringing her foot down. "It's my specialty."

"But... how?" Toad asked. "How were you able to shatter the shell?"

"Easily!" she replied, picking up one of Marrow's discarded bone dagger. She used her teleportational powers to energize it, and hurled it at the stunned Toad. He vanished for a second before reappearing, and collapsed.

"Reality-displacement for such a brief period can be pretty disorienting," she stated.

Quicksilver dashed across the battlefield, rocketing towards Fatale from the back. Before his fist could connect with her head, he found himself dashing straight into Bobby.

"Iceman, look--UMPH!!"

"Geez Petey..." Iceman stated, pulling himself up. "Can't ya watch where you're going?"

"It was Fatale," Quicksilver replied. "She must've teleported me an instant before I was going to take her down..."

"You're not the only one who was going to take her on," Bobby said. "Well, now we can--"

Bobby Drake wasn't given a chance to finish his sentence. The ground began to quake again, but this time, the tremors were more violent as rubble began to fall. Iceman quickly whipped up an ice-shield to shield himself and Quicksilver from the attack.

Avalanche stood at the center of it, grinning as he commanded the onslaught. What he didn't see was the large rock column ramming into him. Another column struck him once more, and then he spotted Crystal, fists glowing. Winds were rushing at him from every direction, keeping him suspended in midair in a whirlwind. The constant shift in direction prevented Avalanche from concentrating on his powers.

All of a sudden, Crystal dissipated the winds, only to summon a rock column slamming into him.

Bishop's gauntlets became energized as he threw his arms forward, sending out a blast of energy at Greystone.

"How could you betray the Oath?" Bishop shouted.

"I just want to go home!!" Greystone replied. "McCoy can do that for me! And no one's gonna stand in my way, not even you!!"

His fist shot out, growing as it did, slamming into Bishop.

Greystone delivered another blow. Then another. And another.

He was too enraptured in his pounding of Bishop to notice the figure accelerating towards him.

Rogue slammed into him with all her strength, causing the giant mutant to tumble. Before he could get up, Rogue's bare hand made contact with his face.

She felt a wave of memories wash over her. Memories of Greystone's time as part of the XUE. Memories of travelling to this time with his teammates, Archer and Fixx. Memories of his battle with the Dark Beast. Memories of his homemade time machine exploding. Memories of being pulled from the wreckage.

She blocked them out, rising into the air, and throwing a punch, her arm growing larger and more deformed.

"UGH!!!" Greystone grunted as the massive fist struck his already-weakened form.

He shouldn't be here. He knows he should be resting on his deathbed.

But St. John Allerdyce doesn't care. He was promised help in exchange for his services. He was promised a cure. He fulfilled his end of the bargain. The Dark Beast, however, didn't.

And now, Pyro would have his revenge.

The Dark Beast didn't like his present situation. Although he was perfectly willing to use his brute strength in battle. But against Sabretooth, especially a Sabretooth with an adamantium-laced skeleton and claws, he was on the short end of the stick.

"Whaddaya say, McCoy?" Sabretooth asked, a toothy grin on his face. "Wanna see how far my claw can go into yer head before ya start t' get dumber?"

"You're... a fool, Creed..." McCoy muttered. "Do you think you can really kill me?"

"Only one way ta--URGH!!!"

Fatale pulled her dagger out of Sabretooth's back. The large mutant got off of Dark Beast, and looked at the teleporting assassin, his eyes filled with rage. He moved with lightning quickness, grabbing Fatale by the throat and slamming her on the ground.

Twin feet rammed into Creed's back, courtesy of the Dark Beast.

"Who is on top now, Mr. Creed?" he asked.

"BURN!!!"

Pyro came up from behind the estate and directed his flame-throwers at the Dark Beast.

"BOSS, LOOK OUT!!" Fatale exclaimed, teleporting in front of him, just as flames surged towards her.

"Fatale...?"

"AIEEEEEE!!!!!"

"FATALE!!!"

Crystal whipped up an instant waterfall to wash over the villainess. When it was cleared, all that was left of Fatale was a charred skeleton.

"Fatale..."

Prelate wouldn't relent with his plasma blasts, keeping Lorna at bay. Energy continued to emerge from his body, powered by the ambient cosmic rays he absorbed.

Lorna tried with all her might to generate a magnetic blast to take him down. But, she couldn't do it. She kept seeing Alex Summers, the man she loved. And she couldn't attack him. She couldn't do it.

She faltered for an instant, which was all Prelate needed to knock her off her feet.

He stood over her, his hands glowing with energy, yet not directed at her.

"...You're not Alex..." she muttered.

"Get real," Prelate replied. "Your Alex Summers is dead. As far as anyone is concerned, I AM Alex Summers!! But don't worry... you can still be with your sweetie--if you join the Brotherhood that is. I'm sure we can become good friends..."

A lecherous grin appeared on his face, and that was all Lorna Dane needed to be convinced that this wasn't the man she loved. That she could never love this man.

Her weak forcefield suddenly expanded, throwing Prelate back. She hovered over to him, her body illuminated with magnetic energy. She looked down at Prelate.

"You have no idea how easy it'll be to just stop the blood flow of iron to your brain..."

"LORNA NO!!!" Bobby exclaimed, sliding over to her. "You can't!!"

"Leave me alone, Bobby!!" Lorna shouted. "This... thing can't have Alex's face or his name!!"

"Lorna, you know that's not the answer... Besides, he isn't Alex. You know that. Alex is so much more than this sorry imitation."

"...I won't let him win..."

"Then you can't kill him, if you do then he wins."

Lorna looked at Bobby, and her magnetic shield dropped. She magnetically took control of a piece of metal lying on the ground, and slammed it against Prelate's head.

"I knew you would do the right thing, Lorna," Bobby stated.

"Yeah," Lorna replied. "I won..."

SHIELD Agents were at the Estate's location within the hour. They apprehended the Brotherhood and gathered the remains of Fatale.

"Can we trust these guys?" Blink asked.

"Yes," Quicksilver replied. "I'm a former Avenger, and they have a lot of contact with SHIELD. Besides, Nick Fury isn't in the mutant-hunting business."

"What do we do with Pyro?" Rogue asked. "Ah know he's supposed t' be our enemy an' all, but th' poor guy DID help us out, an' he doesn't look all that great..."

"He stays with us," Bishop replied. "It's too dangerous to move him at this point. We'll see about finding a cure ASAP."

"What about you, popsicle?" Rogue asked, turning to Iceman.

"I've got a job and a life back in New York," Bobby said. "Besides, this was just meant to be temporary."

"I'm going home, too..." Lorna stated. "I'm done with this life. With the X-Men. It's time for me to live a normal life."

NEXT ISSUE: Who sent Sabretooth after the X-Men? Psylocke intends to find out!

"Questions? Comments? Flames? Send them to X-Pressions!"