The X-men, brought together by Tony Stark to fight for peace in a world that hates and fears them, have recently been given a taste of the luxury that some rare mutants get to have. Having gotten invited to a gala for the Hellfire Club by Warren Worthington III's old friend, Emma Frost, the X-men end up meeting Jean Grey's long-lost twin sister, Madelyne Pryor.

However, despite the happy reunion between the two sisters, the Hellfire Club have a secret agenda to use Jean to access something called "The Phoenix Force." This happening so shortly after Jean got hit by a cosmic radiation out in space, it proves to be disconcerting when Jean experiences a power surge in the middle of the festivities.

Now, as the Hellfire Club prepare for a special ritual, Emma Frost is put in the middle as she is forced into taking the side of the Inner Circle, knowing she is betraying Warren and Madelyne.


Issue 78: The Phoenix Saga Part 5

Hellfire Manor – Ritual Chamber

'I cannot believe I am getting thrown into this,' thought Emma Frost as she stood in the ritual chambers of Hellfire Manor in upstate New York.

After Regan Wyngarde, Jason Wyngarde and Selene Gallio psychically knocked out all the X-men, Madelyne, Tony Stark, Pepper Potts and Carly Anne Crocker, the members of the Inner Circle changed into their other clothes. The X-men were currently still unconscious, locked in caged cells with power-dampeners on them. However, the exceptions were Maddie and Jean.

Jean was laying on the ritual table, passed out and dressed in the Phoenix outfit the Hellfire Club had created for her. The outfit consisted of a short, blood-red dress with a black belt and a black Phoenix emblem on the chest. The shards of the M'Krann Crystal that the Inner Circle managed to possess were in the center of the room, resting on a Phoenix symbol that had been painted there. Glowing candles were surrounding her on the table, and illuminated the space. Dark red curtains draped over the windows. Shaw and the Inner Circle were seeing this as a ceremony; a celebration. But Emma did not see what was worth celebrating. An addition who was missing was Logan "Wolverine" Howlett, who was locked away in a separate dungeon.

Emma stood there in her old, White Queen uniform: a white bra, a white lace thong, white boots and white gloves. As she stood there, she looked over at Madelyne and Warren, the two she betrayed in the process.

Madelyne wasn't in a cell, however. She was laying on the floor, passed out in her Red Pawn uniform. She was wearing a power-dampener collar, and her hands were shackled. Warren was locked in one of the caged cells, sharing one with Scott Summers, Hank McCoy, Carly Anne Crocker and Bobby Drake. The sight of it made her feel uncomfortable. Sparing another glance at Maddie, Emma couldn't help but feel a tiny bit of guilt that she pushed back. She'd lied to Madelyne's face the whole week, but she couldn't afford to feel guilty at this moment.

"It's time," Shaw whispered darkly, and Harry Leland, Donald Pierce, Regan and Jason Wyngarde, Shinobi Shaw, Olivia and David Pryor and Selene all came out wearing black cloaks. There were also several masked Inner Circle guards as well. All members of the Inner Circle gathered around Jean's unconscious form. Shaw walked over to Emma.

"You may go ahead and wake them up," Shaw whispered to Emma. "They all deserve to be part of this . . . Madelyne included."

"Why do you want Madelyne part of this?" Emma demanded.

"All will be explained to her shortly. For now, do as I say," Shaw whispered cunningly.

'X-men, Mr. Stark, Ms. Potts, Madelyne . . . awaken. It's time,' Emma called out to them.

Inside the cell, Scott Summers was the first to awaken. His head was throbbing with a painful headache that would give his previous migraines a run for their money. Blinking his eyes, Scott's vision was blurry. He groaned loudly as he was forced back into consciousness. Looking over, he could see Hank, Carly, Warren and Bobby in the same cell as he was. Professor Xavier, Tony, Cecilia, Forge, and Pepper were in another. In another cell next to Scott's, Remy, Ororo, Kurt, Anna-Marie and Kitty were all stirring.

"Jesus, I am going to need to take a hundred aspirins when I get back home!" Bobby moaned, rubbing his aching head.

"I'll second that," Remy grunted. That was when they all took notice to the fact that they were locked in cages, and they were surrounded by armed guards who were pointing rifles at them.

"Where the hell are we?" asked Kitty.

"Who knows?" Tony grunted as he rose to his feet, pulling Pepper up.

"Either way, Remy doesn't wanna know," Remy said.

"Too bad, Gambit. Ah think we'll be findin' out either way, sugah," Anna-Marie surmised around a mumble as she leaned heavily against Remy for support.

Warren took a good look around the room. He noticed Jean's identical twin starting to stir around, though she wasn't locked in a cell like the rest of them were. However, that was when he took notice to Emma. He knew that only Emma could be the only one to wake them up from an attack as intense as that. Going over to the bars of his cell, he attempted to walk forward, but it proved to do no good. He noticed he had metal shackles around his wrists and his ankles. They were not going anywhere any time soon.

"Emma, Em, what the hell is going on?" he demanded of his old friend. "What in God's name have you done to us?!"

One of the guards went over and butted Warren in the face with his gun, sending him falling backwards to the cold, dingy floor below. Emma just stood there, watching. Although she hated it, she knew there wasn't much she could do.

"Varren, are you okay?" asked Kurt as he took notice of what had happened.

Warren nodded weakly. He still had a horrible migraine from the psychic blow delivered to him earlier.

"Silence!" spat Shinobi Shaw angrily. "You are in the presence of the Inner Circle! So therefore, show some respect!"

"Fuck off!" Kitty snarled. "How's about cutting me loose and then I'll show you some respect?!"

That earned Kitty a backhanded smack to the face from Regan Wyngarde.

"Shut up!" Regan spat as Madelyne came to. She noticed she was dressed in her Red Pawn Inner Circle uniform. Noticing the power-inhibitor on her neck and the chains she was locked to, she felt a sense of shock, disgust and anger coming over her. "The same goes for all of you! One blasphemous word out of your mouths, castigation will be in order!"

"Regan, what the hell?" Madelyne asked. "What is this? What are you doing?"

"You don't know either?" asked Scott to Madelyne.

"I'm as uninformed as you are," Madelyne said.

"And with good reason, dear daughter," Olivia said, walking over to Maddie.

"Mom? Mom, tell me what the hell is going on here? What is this?" Madelyne demanded. "Tell me the truth right now, or I swear to God I'll –!"

David Pryor went over and smacked Madelyne on the back of her head, hard. "That's enough, Madelyne. You always had a knack for not listening to those above you! This is just a precaution."

"A precaution for what?" asked the professor.

"You will know when we tell you. But right now, no questions are to be asked. All you need to do is ask Emma here. We're known to be very persuasive," spat Selene Gallio.

"Don't flatter yourself, Selene!" Emma hissed, glaring at her icily.

"Emma, why are you part of this? What the hell is happening?" Warren asked again of his best friend. He knew Emma. He knew her better than most did, or at least he thought. Those months they'd spent living on the streets together like street rats had brought them closely together. He couldn't forget any of it that easily. This wasn't the Emma he knew. Whatever had caused Emma to become this way, he wanted to know why.

"You're wasting your time questioning her, Mr. Worthington," Jason Wyngarde said. "She's just a pawn in this whole operation, much like Madelyne over here."

"And both have been very brilliant pawns indeed. This is what makes Madelyne the perfect candidate for the Inner Circle's next Red Queen," Shinobi whispered, going over to Madelyne and kissing her cheek. Madelyne recoiled back in disgust with a scowl on her face.

"Quit trying to flatter me, Shinobi! The day I date you is the day I burn in hell!" Madelyne spat out angrily. That earned her a backhanded slap to the face from Olivia. Her head jerked to the side from the smack to her face.

"Shut your mouth and learn respect you cossetted brat!" spat Olivia venomously, slapping Maddie again, hard enough to bruise. Her adoptive mom was wearing a ring; Madelyne could tell because her cheek was bleeding.

"I do have respect!" Madelyne growled. That was when she and Scott took notice to Jean laying on the table in the center of the room, unconscious.

"Jean!" Scott yelled, rising to his feet. "What did you do to her?!"

"I would like to know the same thing!" Madelyne said, her hands fisted at her sides.

"I know you have questions, Maddie. Those answers you seek shall come soon," Sebastian said quietly as he approached the redhead with Selene.

"Quit the cryptic bullshit talk, Shaw!" yelled Madelyne in anger. She was feisty and stubborn with a fire in her eyes. This was no doubt Jean's twin sister. "Tell me what it is that you are doing to my sister or I swear on the graves of my parents I'll –!"

Selene's eyes glowed purple as Madelyne was cut off. Choking noises were escaping Maddie's throat as she struggled, her face going blue.

The X-men felt a sick feeling forming in the pits of their stomachs as they watched this. They could hardly dare to believe what they were witnessing. But for Cecilia, watching a nineteen-year-old girl being choked to death, this was too much.

"Stop!" she yelled. "You're killing her!"

Selene's eyes stopped glowing at that, and she released Madelyne from her mysterious grip. Maddie choked and gasped for air, tears stinging in her eyes as she moved to clutch her throat. Falling to her knees, she desperately tried to catch her breath.

"Fine then," Selene said softly. "But Madelyne, now is not the time for you to have the answers that you seek. It's better that you know less. I think that that is something your dear professor should know a thing or two about, X-men."

Everyone turned to look towards the professor. "Professor," Ororo asked. "What did you do?"

"I-I had to keep Jean stable," Charles tried to reason.

"Indeed. Jean and Madelyne have got more power than anyone can ever imagine them to have," Selene said calmly.

"What's she talking about?" asked Hank quietly as he kept Carly near him. "Charles, did you know anything about this?"

"Of course, he did," Shaw whispered sickly as he gathered his members of the Inner Circle to circle around Jean's unconscious body.

Tony yelled, "Give us answers right now! I think we all deserve to know what we are all here for!"

"I'll second that!" Forge chorused in agreement.

"Same here," Cecilia said angrily.

Shaw and Selene both proceeded to take the floor, their explanation on their lips as they prepared to tell the tale. The X-men knew they had no choice. They were at the Inner Circle's mercy, and there was nothing that any of them could do about it.

Scott looked across the room at Madelyne, who was still looking very angry. But she also seemed to be trying to recover from the blows she'd received from her foster parents. The girl had tears in her eyes and was shaking with anger that had to be released. As the X-men watched Madelyne, they knew she wasn't involved with their kidnapping. If anything, Maddie was just as much of a victim as they all were.

"The Inner Circle is united not by wealth, by mutation . . . but by power," Shaw whispered. "This elite group consists of those who are worthy of wielding that said power. We've been formed of the most powerful, omega-level telepaths, empaths and telekinetics from generation to generation. Only the strong can be part of this. Madelyne, however, she was adopted into the lifestyle when my Red King and Queen, David and Olivia Pryor, came to the mental hospital she was living in. We made her stronger, much more powerful than she ever thought she could become. Her gifts were quite desirable for me to have. Nonetheless there was a source of power that we were always missing . . . the power of the Phoenix Force."

"The what?" asked Hank in suspicion.

"Hank, is there even a word to describe any of this?" asked Anna-Marie.

"I believe it's called narcissism, a form of narcissism that even I was never capable of," Warren said softly. "Even I was never that shallow."

"So, the Phoenix Force? What the hell does that have to Jean?" Scott demanded in anger.

"Ms. Grey here is the wielder of the Phoenix Force. I believe that that little rescue mission you all performed not long ago had completed the manifestation of that power within her. It wasn't by any means radiation poisoning. It was something else utterly," said Harry Leland, speaking up for the first time.

"Something else utterly, indeed," said Regan Wyngarde from where she stood beside her father. "The Phoenix Force is an entity that is believed to have existed upon thousands of thousands of years. No, not years – centuries. The Phoenix searches for a worthy host who will be able to exert its power. Proprietorship of such power will be able to make the Inner Circle invincible. We are a group made up of the most powerful telepaths and telekinetics in this world, and we've been waiting to have something like this. And what do you know? The identical twin sister of one of our members just happens to wield the power; quite convenient if you really think about it. It's been a long time coming."

"Well said, dear daughter," Jason said, leaning a hand on her shoulder with a cunning grin.

"Are you kidding me?!" Madelyne yelled, an enraged glare on her face. Her eyes were filled with rage as tears welled up in her eyes again. "ARE YOU FUCKING CRAZY?! NO, YOU'RE NOT CRAZY! YOU'RE DEMENTED!"

"Watch your tone," David said to his daughter coldly.

"NO!" Madelyne shouted. "IF YOU TOUCH HER, I'LL FUCKING KILL YOU! I SWEAR TO CHRIST!"

"Madelyne, watch your mouth!" Olivia snapped.

"You're not my mother!" spat Madelyne, glaring at her adoptive mom. "Sure, you raised me, but what you're doing, you're using me, just like you're about to use my sister!"

"Don't speak like that!" spat Shinobi. "They are better parents to you than your own parents were!"

"YOU'RE A LIAR DON'T YOU DARE! MY PARENTS ARE DECEASED! SPEAK LIKE THAT AGAIN SHAW I'LL RIP YOUR HEAD OFF! I DO NOT CARE IF I GET LOCKED UP! I'LL FUCKING KILL YOU!" Madelyne screeched, her voice hitting a pitch none of the X-men knew existed. Before Madelyne could scream anymore, Selene proceeded to start choking her again.

Scott felt sick to his stomach as he watched Selene suffocate Madelyne again. The sight of her suffering like that was too much for them to bear. When seeing Madelyne's face was going blue again due to the lack of oxygen, Hank and Warren both stood up. However, before anyone could protest, Sebastian spoke up.

"Enough, Selene. We must start. If she continues to be a problem, we will make an example of her later," Sebastian said calmly.

Selene obliged and let Madelyne go. Maddie proceeded to choke and gag harder than she did previously. However, the Inner Circle seemed to grow tired of Madelyne protesting, because a piece of cloth was shoved into her mouth and tied around her head to prevent her from speaking. Emma was dragged to the center of the room, forced into wearing one of the black cloaks.

"Emma, Emma, please, I know you're better than this!" Warren pled.

"I'm doing what I have to do, Warren," Emma replied, keeping her voice calm and cold. "I've got no choice," she added as tears formed in the eyes of her best friend. She couldn't afford to allow herself to feel anything. Shaw had a leverage over her from multiple directions in her life. He had a lot to hold over her head. One of the answers was a photograph hidden in her cloak, which Shaw had placed in there just to torment her.

"Are they actually going to do this?" Carly whispered.

"I think they are," Ororo whispered in reply.

"Ah can't believe this," Anna-Marie said quietly.

Scott shook his head as he watched the members of the Inner Circle going around his unconscious girlfriend. Suddenly, that was when he noticed Logan wasn't in the room. Maybe, just maybe, Logan would end up being their hope.

Forge, Tony and Pepper however were looking at the professor, who had his head bowed in sorrow. They did not know what Shaw had been referring to, but they could only assume Professor Xavier had somehow tampered with Jean's memories of her past. But they had no time to think about that as the ceremony was about to start.


Dungeons – Ten Minutes Ago

"Hnnn . . ." Logan groaned as he slowly came to consciousness again. His head was spinning as he forced himself to rise to his feet. All he knew was that whatever the Hellfire Club was planning, his kids were in danger. That was more than enough for him to pop out one of his claws and unlock the door to whatever cell he was being held in.

Sneaking out of the cell, he could overhear two people whispering.

"The ceremony is about to start soon. I can only hope that the animal isn't going to give us too much trouble."

"The psychic attack he was hit with is equivalent to an elephant tranquilizer. He won't be much of a problem. Let's pray that Shaw knows what the fuck he's doing. From what I'm hearing, that pampered brat of the Red King and Queen is being quite the pest. She should have an example made of her."

"I am sure she will be promptly punished after the ritual to rise the Phoenix is complete. Who would have thought that the Phoenix's host's sister would be one of the many setbacks?"

"Don't forget about the boyfriend, either. He's been quite determined."

Just overhearing the conversation was enough to send Logan into a berserker rage. Hearing that the Hellfire Club wanted to use his student in some sort of freaky ritual was too much for him. And apparently, Jeannie's twin sister was being thrown in the mix too. Unsheathing his claws, Wolverine proceeded to make his way down the hallways. Even if he had to shed blood, he did not care. If he had to kill, he was going to kill.

Stalking down the hallways of the cold, dingy dungeons of Hellfire Manor, the Wolverine proceeded to sniff the air, hoping to catch the scents of his students. However, that was when he heard the whispering of more guards.

"Someone just informed me that the animal escaped his cell! Be on high alert!" the guard was saying as Logan came up behind him.

"Too late fer that, bub, he's right here," Logan growled, grabbing the man by the neck and slamming him into the wall. Just as Logan was about to stab the guard to death, he could hear the man gasping out, "Fucking shoot him, you idiot!"

Logan felt a bullet hitting his shoulder. Luckily due to his healing abilities, he recovered quickly and stabbed the guard he was holding in place against the wall. Then he turned around and he stabbed the man who was shooting at him with the rifle. Running down the hallways, Logan was determined to find the location of his teammates. As mad as he was with the professor, the last thing that he wanted was for anyone to get hurt.

Continuing to rush down the halls, he could hear more guards approaching, screaming and cursing about him being out of his cell. But Logan could care less. Sniffing the air, he could smell gun oil and fearful sweat, but the scents of his students were not too far away, either.

"Shoot him, you moron!" he heard one another guard saying to someone else.

Logan ran forward and stabbed the masked guard in the side. He'd probably killed at least ten of them, but he did not care anymore. The only thing that was preventing him from going into a berserker rage at that moment was his students.

"Don't worry, Jeannie . . ." he whispered to himself. "I won't let anything happen to ya, sweetheart."


Ritual Chamber – Present Time

'It has to be done,' Emma thought to herself as she stood in a circle with the other members of the Inner Circle around Jean. She knew that she and Jason oversaw the telepathic portion of the ceremony by releasing the blocks on Jean's mind. Emma knew that if they unleashed Jean's recollections, that it would potentially cause something horrible. But Selene and Sebastian were determined to take control of the powers of the Phoenix by using the shards of M'Krann Crystal. Emma wasn't sure how they got their hands on such a mysterious artifact, but she knew that it wasn't anything good.

Emma and Jason stood at Jean's head, placing their hands on either one of her temples. Emma let out a breath she hadn't even realized she'd been holding in the whole time. She could see from the corner of her eye Madelyne glaring at them with such rage and hatred. Madelyne may not have been able to speak because of the gag in her mouth, but the look in her eyes spoke louder than words ever could. Sobs were escaping her chest as she stood there shaking with rage.

Over her years of being part of the Inner Circle, Emma hadn't allowed herself to feel any remorse or hurt. Tonight, was no exception. Shaw and his associates had psychologically undone her so much to make her not have any empathy. It wasn't until after Shaw had revealed the sneaky tricks that he'd pulled on her that Emma had been so determined to leave the Hellfire Club. Her thoughts drifted back to the photograph of the five teen girls Shaw had showed her days ago. That was the only reason why she was going along with this insane ceremony.

As Emma closed her eyes, she could hear Warren still trying to plead with her. She felt her heart breaking just a little bit, but she kept her tears where they belonged. The mission came first. She needed to be cold. She needed to suppress how she felt in that moment for the sake of the task at hand. Although she knew it was wrong, Emma knew in that moment in time that she had no other choice. If it meant locking her emotions away so that nobody had to see, she would do whatever it took to keep that façade up.

Those exact thoughts were going through her mind as she started to unlock the first barrier on Jean's mind. The first barrier was on the memory of Jean and Madelyne causing the car accident that killed their mother and father all those years ago.

'I guess I should be thankful no one has told Madelyne the truth yet. If she finds out, we'll be in deep shit,' Emma thought as she continued her work, while also continuing to hold back any feelings she might have towards the situation.


Unknown Location

The feeling of such power as they caused the car to smash into the drunk driver's car . . . the sensation of the car being flipped over onto the pavement . . . glass breaking . . . blood splattering . . .

"AHHHHH!" Jeanscreamed. "Where am I? What's happening to me?! Scott? SCOTT?!"

"Jean . . . oh Jean . . ."

"Who's there?" Jean cried out, tears starting to come to her eyes.

"I'm disappointed. I thought for sure you'd remember me, darling child."

"No, no! Where am I?!" Jeangaspedas she took notice of the swirling colors all around her. She was completely paralyzed with fear.

"Shhhh, don't worry, my poor little psychic. It will all be over soon. You and I will both be free . . ."

"No, no! Leave me alone! Please! What's happening to me? Where are my friends? Where's my sister? Where is Scott?!"

"They are no longer important, my dear child . . . it no longer matters anymore how much you love them. Nothing will ever be the same."

"No, no stop saying that please," Jean cried. "I'm scared!"

"I am only telling you the truth. You must learn to accept that I am the only one with the power to help you. I promise you, this will all be over soon. You will no longer have to suffer. You and I can be free."

"No, no, it's all in my head! This isn't real!"

"Oh really, it isn't real? It is more real than you could ever imagine, Jean. I was there with you every step of the way. I was always with you."

She was back in the mental hospital again, where she had lived for nearly ten years. She could see her nine-year-old self curled in a corner crying. The sight of her younger self curled in a corner sobbing was a pitiful sight, something Jean didn't want to remember. It only brought forth an onslaught of sensations. Sadness and heartache permeated her mind as she remembered all she had lost. That was when she heard that voice again, speaking to her in a tone that was almost . . . motherly . . . comforting. But Jean didn't feel comforted by it. It only further scared her as she remembered everything.

"I was always with you through it all, Jean. You and I, we are part of each other . . . we always have been. All you must do is accept it. Accept destiny. You are special Jean. And if you just stop fighting the force inside of you, you can and will possess the very power of a God, little one."

"No . . . no! Stop, stop, stop!" Jean gasped, the tears rolling down her face as she struggled to hold back her sobs.

"Wait . . . something's not right. What's remaining of my Crystal, it's calling for us. But . . . unless someone is tampering with it!"

"What are you talking about?" Jeansobbed. "What are you doing to me?"


Ritual Chamber

Swirling red, yellow and orange flames were surrounding Jean's twitching, writhing body as tears poured down her cheeks. Her screams were filling the air as she laid there on the table, the Inner Circle members surrounding her, trying to control her.

"Please . . . stop . . . stop! Get out of my head . . . stop . . . stop . . . stop . . . stop . . . stop!"

For Scott Summers, Professor Charles Xavier and Madelyne Pryor, watching the girl that they all loved suffer was difficult to watch. The X-men, new and old, were forced to stand there and watch Jean scream in agony. They could see there was a part of her that was trying to fight it, somehow, but it was no use. Between the Phoenix Force having control over her body and mind, and the Inner Circle members trying to control her, they could all tell she was in a state of confusion and fear.

"Jean," Scott whispered shakily, hardly able to stand hearing his girlfriend in pain. Looking around at the others, he could see Ororo, Kitty, Bobby, Warren, Cecilia and the professor all in tears. Anna-Marie had her head burrowed in Remy's chest, her shoulders shaking with silent sobs as he tried consoling her. Even Forge looked deeply troubled and upset.

Madelyne however looked the most affected. She looked distraught over it, but due to the power-inhibiting collar around her neck, she could only stand there, not knowing what to do. Scott's heart went out to her. Suddenly, that was when Scott felt a sharp pain in his head, and he let out a shout of pain in surprise as he clenched the sides of his head. He kneeled over in pain, gasping from the shock of it all.

"Scott are you alright?" Bobby cried as he and Warren went over to him.

"Scott, are you okay?" Hank asked.

Scott panted heavily, shaking his head. "I can feel she's in pain . . . whatever they're doing to her . . ." he told them behind a clenched jaw.

"How's that possible? How is he able to feel what she feels?" Pepper asked in a panic.

"I do not know," the professor replied softly. He didn't understand how Scott was feeling the physical and mental pain that Jean was currently in.

Scott felt so nauseated from the pain he nearly vomited. The agony in his head was so sharp, it was like a red-hot poker to his brain. Suddenly, they could hear something that sounded like the shriek of a bird. Looking up, Scott could see a fiery halo surrounding Jean, and that her eyes were shot open. They were not glowing like every part of her body was. Instead, they were an ominous, pitch black color. Every vein in her neck was popping out and taking on the color of a bright, fiery orange. Her hair seemed to be made of flames as it danced wildly. Fire seemed to be bursting from her fingertips as she lay there on the table. Suddenly, that was when a powerful telekinetic burst pushed away the members of the Inner Circle, and Jean's body rose from the table, a powerful, angry glare on her features. For the X-men, it looked very different from the woman they all knew and loved dearly.

"Merde," Remy whispered.

"Oh, my God," Kitty gasped, her hands coming up to cover her mouth in shock.

"They did it," the professor whispered grimly.

"Holy shit," Tony said.

"YES! AT LAST I AM FREE! AFTER SEARCHING THROUGH THE ASHES AND MORTAL FLESH, I AM REBORN!" Jean was crying out in a voice that did not sound like hers at all. Her voice was booming through the room.

"Jean, Jean, if you can still hear me, listen to me!" Ororo cried out. "For the name of the love that we all share, let us help you!"

"Come on, Jean! You do not vant zhis!" Kurt pleaded her.

"JEAN GREY NO LONGER EXISTS! HEAR ME NOW, X-MEN! I AM NO LONGER THE WOMAN YOU KNEW! I AM FIRE, LIFE AND INCARNATE! I . . . AM . . . PHOENIX!"

"Selene, Regan, whatever the two of you had planned to do, do it now!" Sebastian yelled.

"As you insist, Sebastian," Selene said sickly, going over to pick up the M'Krann Crystal shards. Selene's actions however only seemed to agitate and aggravate the Phoenix further.

"WHO DARES TO TOUCH THE REMNANTS OF MY CRYSTAL? THE POWER OF THE M'KRANN CRYSTAL IS NOT FOR YOU TO TAKE, YOU FOOLISH, PESTILENT MORTAL! YOU ARE TRULY A SPECIAL KIND OF IDIOT!"

"How dare you talk to me like that, you bitch?" snarled Selene. "I must have my destiny!"

Madelyne had somehow managed to force the gag out of her mouth using her tongue, and she spat it out. Nothing was going to stop her from saying what obviously had to be said. "That's what you get for playing with forces you don't understand, Selene. Do you see what you just did?!" she said angrily.

"YOU FOOLISH MORTAL!" Jean snarled out angrily. "NO ONE TOUCHES WHAT IS NOT THEIRS! I BELIEVE THAT IS WHAT YOU HUMANS CALL BEING POLITE!"

"We're not human, you stupid bitch!" shouted Shinobi Shaw. That was when the Phoenix entity in the form of Jean blasted him with an angry, pyrokinetic burst of energy, sending him flying backwards.

"NO, I KNOW THAT! YOU THINK YOU ARE TOO GOOD FOR HUMANS. BUT TRUTH BEING TOLD, YOU ARE JUST AS PATHETIC!" The Phoenix sent another fiery blast, this time towards Emma, Selene and Jason Wyngarde.

"Keep away from my father you bitch!" Regan shouted.

"LIKE FATHER LIKE DAUGHTER. HOW IRONIC? DOESN'T SURPRISE ME, THOUGH. YOU BOTH SHOULD KNOW TO STAY AWAY FROM WHICH DOESN'T BELONG TO YOU! ARE YOU THREATENING ME? BECAUSE, IF YOU ARE, THAT WOULD BE A BAD IDEA," Jean as the Phoenix fired an angry, fiery blast at Regan, sending her flying backwards just as Logan came running into the room, claws unsheathed.

"LOGAN!" Kitty screamed out to him.

"Logan, cut us loose so we can do what we have got to do!" Scott yelled.

Logan braved his way through the fire that was starting to burn down the ritual chamber into nothing but ash. He proceeded to release all the X-men and took the power-dampeners off them. Scott ran over to Madelyne, who was still chained down. Upon releasing her, Scott could see Madelyne's face was mixed with sadness and anger as she took notice to Selene rising to her feet again.

"Don't even think about it, hell-bitch!" Madelyne shouted as she watched the Phoenix fling her adoptive parents across the room, knocking them out cold. Madelyne's eyes turned purple as she pointed her hand in Selene's direction out of spite. That was the moment a portal opened, and her monstrous goblin minions submerged from the portal.

'Go my babies . . . do as Mommy says. Make her suffer, do your worst,' Madelyne commanded her goblin minions telepathically. She watched with satisfaction as her goblin creatures proceeded to attack Selene, doing exactly as she commanded them to. Madelyne took a deep breath before turning her attention to her sister. Watching as her identical twin raged on brought even more pain to Maddie's heart.

"Jean, Jean, listen to me, Goddammit!" she shouted out to her sister. "Come on Jean! Fight through it!"

Just when a fiery burst was about to take its aim at her, Madelyne instinctively shielded her body using her telekinesis.

"Jean, Jean, listen, if not to your sister then to me!" Scott shouted.

"WHY DO YOU CARE FOR THIS MORTAL BODY?" Phoenix asked cunningly.

"I love her," Scott declared simply.

"LOVE? I DO NOT UNDERSTAND! YOUR ANSWER IS UNACCEPTABLE!" The Phoenix proceeded to hit Scott with an angry, pyrokinetic burst as she was proceeding to finish off the rest of the Inner Circle. Scott fell back against the cold, stone floor, his glasses falling off his face as he kept his eyes shut. Suddenly, that was when there seemed to be a change within Jean, and she seemed to change back. Her eyes went from onyx to green, and the glow around her form seemed to lessen.

"Scott? Oh God, what have I done?" she cried out.

"Jeannie!" Logan called out to her as he and the rest of the X-men gathered around, trying to lend their support as Madelyne rushed to Scott's side to help him to his feet.

"Jean, listen to us! We're your friends!" Kitty called out to her. "We love you!"

Jean's eyes were flickering as she hovered above her friends and family. Tears were rolling down her face as she could hear the voice of the Phoenix speaking to her in her head.

Jean asked, "W-Why did you make me do that?" She seemed to be asking the Phoenix that, because she did not understand why. More than anything, she was scared, confused and out of control. Her body was trembling with fear.

"He doesn't matter, Jean," the Phoenix was telling her. "Whatever he may have meant to you before, suppress that. You are worth more than anything he ever would be."

"No," Jean choked out. "Please . . ."

"We are one and the same, Jean. This is all part of you. You must accept it."

Jean began clutching the sides of her head as she felt the overwhelming sensation of the Phoenix within her. It brought her feelings of confusion, rage and pain. It was horrible, yet so intriguing and marvelous and there was the temptation to give in. More than anything, Jean was stuck in a state of suffering that she hadn't been in since the professor had picked her up from the mental hospital.

"Stop . . . stop . . . stop . . . stop!" she cried out, the glow around her intensifying as she continued to shake and cry. It was painful for all the X-men to watch.

"C'mon Jean, fight through it, sugah!" Anna-Marie called out to her, catching Jean's attention.

There seemed to be a struggle within Jean, a side of her which was deciding whether she was Jean Grey, or the Phoenix. Tears were welling in her eyes which were flickering back and forth between black and green. Madelyne telekinetically shoved Selene back, snapping her fingers to make her goblin minions disappear.

"Jean, please," Tony said. "C'mon kid, don't tap out on us here!"

"Jean, listen to me. Focus on me," Cecilia said, walking over to Jean, intending to have a chance at helping her. She watched as Jean lowered to the ground, her body continuing to shake as Cecilia walked closer to her, arms extended. "Jean, I have no intentions of staying away, not until I know you're going to be okay. Let me take care of you. Read into me and concentrate."

Jean could see flashes going through her mind of Cecilia. She could see images of herself with Cecilia, spending ninety percent of their time in the medical labs back at home. She saw flashes of Cecilia talking to her and giving her advice. She could see a vision of this woman hugging her, and making her feel so loved. However, these visions were slowly being clouded by pictures of what appeared to be the creation of the Universe itself. She could see destruction, creation, fire, life, incarnate, and death all coming at her at once. It was all so unclear, invigorating, addicting, and terrifying at the same time. These strange visions were clouding the ones Cecilia was trying to make her remember.

"Just tell me what's the matter," Cecilia murmured.

"No . . . No," Jean whimpered. "You don't understand."

"Then make me," Cecilia said.

"I – I can't control it . . . because when it comes . . . people get hurt," Jean said, her eyes starting to form to a color of onyx again, the fiery veins in her face coming back as the glow surrounded her. "I break everything."

"What you break, we can fix," Cecilia said, trying to soothe her. "Let us help you."

"No . . . not this time," Jean sobbed.

The internal struggle within Jean only seemed to intensify as the professor made the attempt to perform a psychic intervention on her.

'Jean . . . please, listen to me, my child. Let me help you,' the professor was saying. But those were the words that triggered the Phoenix's rage.

"LIKE YOU'VE HELPED YOUR SON? LIKE YOU'VE "HELPED" HER BY BLOCKING AWAY PIECES OF HER PAST? YOU HAVE DONE NOTHING TO HELP HER, CHARLES XAVIER. YOU MANIPULATED HER, AND YOU USED HER FOR HER POWERS!" the Phoenix was screaming out, Jean's eyes going onyx again. She pushed Cecilia away. "NO! I WILL NOT ACCEPT YOUR HELP, YOU FOOLISH MORTAL. JEAN GREY NO LONGER EXISTS. ACCEPT IT! THERE IS ONLY PHOENIX!"

The Phoenix let out a pulsing, telekinetic burst of energy, knocking all the X-men off their feet and Xavier out of his wheelchair. And with a loud screech that sounded like a bird crying out, Jean, as the Phoenix, rose further into the air and broke through the layers of flooring in Hellfire Manor, flying off into the heavens.

The X-men all laid there on the floor, dazed and in shock over what had happened to the woman that they all loved.

"Did she just –?" Kurt started to ask.

"Did this really happen?" asked Remy asked as Ororo rushed to help the professor back into his wheelchair.

"What do you think?" Madelyne snipped angrily, tears in her green eyes as she looked around at the destruction of the place which she called home.

"Hey, easy there, sugah! No need to get snippy with us!" Anna-Marie said, coming to Remy's defense loyally.

Madelyne looked as though she wanted to kill someone. Though she settled for going over to a vase in the corner of the room that was still not broken. She grabbed it, throwing it against a wall as her sobs overwhelmed her. She was obviously in deep grief for what had happened to her sister. Pepper walked over and wrapped an arm around the girl's shoulders.

"What do we do now?" asked Hank as he kept Carly close to his side.

"I know what we do. We get answers!" Logan pointed in the direction of Emma Frost, who was still knocked out.

"Sounds good to me!" Madelyne said angrily, turning around to face them. Her face was still ravaged with tears. "And if you're interrogating her, I want in on it!"

"Guys, are you serious?" Warren asked. "We do not even know if Emma knows anything that important!"

"What else would you propose we do?" asked Forge in a sarcastic tone. Bobby nodded in fierce agreement, his tears still making their way down his face.

"I'll take anything at this point," Tony said in agreement.

Scott however was still standing there in shock, looking at the place where Jean had just been moments ago. Seeing her like that was especially painful on him, being the one who loved her more than life itself. He could feel Kurt resting a gentle hand onto his shoulder.

"Scott, ve must go home. Ve have to come up vith a plan," he said to his friend.

Scott breathed a deep sigh he didn't even realize he was holding in. "You're right, Kurt," he said as he turned to look at the unconscious form of Emma Frost. They knew exactly where their answers lie. That was if Emma would be willing to cooperate.


Up next: The Phoenix Saga Part 6