The X-Men were frightened by their friend's transformation.
"Do not do it!" Storm pleaded.
"Oh, dear." Beast whispered.
The Dark Phantom Phoenix glared at the X-Men. "You wish me to return to the darkest corners of his mind? You wish me to give up this body? Never! There is a power beyond good and evil." He raised a hand as a flaming Ectopus formed. "The power to create." He then crushed it. "And the power to destroy. Though, I prefer the power to destroy."
"Danny, can you hear me?" Rogue shouted.
"He can hear nothing." The Dark Phantom Phoenix declared. "You speak only to the Dark Phantom Phoenix."
"Danny, fight it!" Rogue urged. "Please! I know you can do it! Don't leave me!"
"Rogue?" Danny said, taking back control. "Rogue, help me."
"Enough!" The Dark Phantom Phoenix was back. "You will not free him! I am in control!"
He blasted them off the roof. Rogue managed to gain control before grabbing Gambit. Wolverine, unfortunately, fell into the lake.
"Ducks." Wolverine grumbled. "I hate ducks."
Storm managed to catch Beast, while Jean used her telekinesis to lower her and Scott to the ground safely.
Despite the tense situation, Gambit couldn't help but make a joke. "Gambit can't help but notice that you wish you were holding Danny instead of Gambit."
Rogue wasn't amused. "Be serious, swamp boy!" She dropped Gambit into the lake as she flew back to Danny.
"Please, listen to me!" Rogue begged. She remembered that the last time she met the shadow, she was able to make it stand down. Maybe she could do it again. "You got to let Danny go! This isn't right! Give him back! I love him!"
The Dark Phantom Phoenix sneered. "I do not care for your feelings, woman." He pointed a finger at her. "I now know that you would never love us. The other two betrayed me. Who's to say you won't? Especially if you knew the truth."
Rogue was confused. What other two? And what does he mean by the truth?
Before Rogue could ask, she was blasted back as she landed near the rest of the X-Men.
"Little piece of advice, Cajun." Wolverine said to Gambit as they got out of the lake. "Never make that woman mad at you." They then regrouped with the rest of the X-Men.
"Why did the shadow attack me?" Rogue pondered. "Last time I encountered it, I was the only one it seemed to listen to, but not anymore for some reason."
"It's possible that whatever set off Danny's emotional turmoil affected the shadow enough that even you can't reason with it." Beast hypothesized.
The Dark Phantom Phoenix floated above the X-Men. "Your time is at an end, X-Men. I suppose, out of respect for our past, I should let you live. But that's not how I work."
"Defend yourselves." Scott ordered. "But remember, Danny is in there somewhere. Be careful."
Storm raised her arms. "I call upon the power of the hurricane!"
A hurricane formed as it tried to blow Danny away. The X-Men were knocked off their feet. Rogue was hanging onto a tree when she caught Gambit. "Hang on, sugar."
Wolverine impaled his claws into a tree while Beast was hanging on to a lamppost with one hand while holding Scott and Jean with the other.
The Dark Phantom Phoenix didn't move an inch as he laughed. "Do you really think you are a match for me, mutant?"
"Forgive me, Danny." Scott fired an optic blast at Danny, but it did nothing.
"This is too easy." The Dark Phantom Phoenix remarked. "Without Danny, you are all helpless.
Storm flew into the sky as she fired lightning out of her hand at the Dark Phantom Phoenix. "The power of lightning!"
The Dark Phantom Phoenix merely absorbed it into his palm. "It's over, weather witch. You cannot defeat me."
He blasted Storm out of the sky as Rogue took a tree out of the ground to hit him.
"Get away from her, Danny!" Rogue demanded.
The Dark Phantom Phoenix burned the tree.
"What in the world?" Rogue said.
"Uh-oh!" Wolverine said.
The Dark Phantom Phoenix then threw Rogue to the ground, knocking her into Wolverine.
"I told you, I'm the Dark Phantom Phoenix!" He yelled. The entity then saw Gambit throwing cards at him, but they did no damage.
He shot a burst of flames at Gambit, burning his trench coat. He then flew off, only for Beast to jump off the top of the tree and land on his back.
"Cyclops, now!" Beast called.
Cyclops fired his optic blast, but it only hit Beast, making him fall.
"No!" Scott cried.
"Beast!" Rogue managed to catch him in her arms.
"Fools!" The Dark Phantom Phoenix knocked Jean to the ground with a wave of his hand. "My senses are too advanced to not notice your tricks."
"Danny, I know you're in there!" Rogue said. "You got to fight him! Or else he's gonna kill us all!"
"Shut up!" The Dark Phantom Phoenix grabbed her by the throat. "Your attempts at stopping me are starting to get on my nerves."
"Give Danny back!" Rogue choked out.
"Why do you care about him?" The Dark Phantom Phoenix questioned.
"Because I love him!" Rogue replied.
"Danny and I are ghosts." The split personality pointed out. "We aren't meant to be loved, but to be feared." The malevolent presence tried to choke Rogue, but his hand wasn't obeying his command.
"What in the world?" He muttered. "Why can't I finish her off? I have the power to."
Danny then came back. "Rogue?" He asked. "What am I doing?" He let Rogue go.
Rogue coughed a bit before noticing that Danny wasn't attacking her. "Danny?"
Danny kissed her. "Rogue, whatever happens, I want you to know that I love you. Don't forget that."
He then screamed as the Dark Phantom Phoenix returned.
"Danny?" Rogue reached out a hand, only to be thrown back by the hybrid.
"Why can't I kill you?" The Dark Phantom Phoenix shouted. He decided to retreat for now. He sneered hatefully at the mutants. "This isn't over, X-Men!"
He then took off to the stars, releasing an energy surge that was felt everywhere as various beings sensed it.
This included Dr. Strange, Thor, and Uatu.
Rogue looked up at the sky with tears in her eyes.
"Danny."
The Dark Phantom Phoenix flew through the empty void of space, not even noticing the brief appearance of Eternity, the embodiment of the universe itself.
The evil being was still lost in its thoughts. "How is it that I couldn't kill them?" He said to himself. "I'm in control; I have all the power. Can I not destroy anything?" He then noticed a nearby solar system and smirked. "Well, here's an opportunity to test it out."
On a Shi'ar spacecraft, the captain, Juber, asked for a report.
"Life readings, Eluke?" He asked. "As if I didn't already know."
"Nothing, captain." Eluke reported. "The D'Bari system is as devoid of life as the others."
"It seems such a waste." Juber commented. "An entire universe out there waiting to be discovered, and we're asked to map dead star systems."
"Who knows?" Eluke said. "Maybe one day we shall find something."
The alarm then went off as the two went to see what was happening.
"What is it?" Juber demanded. "What's happening?"
"I don't know." Eluke replied.
The Dark Phantom Phoenix flew past them, causing the ship to turn and everyone on board to stumble around.
"Eluke! What was that?" Juber asked once everyone got their balance back. "A comet?"
"No." Eluke said in confusion. "It is alive!"
They watched on their holographic projector as the Dark Phantom Phoenix flew into the sun.
"It just plunged into the sun." Juber observed. "Surely, it cannot have survived."
"According to my readings, captain, the creature is still alive." Eluke informed him. "Not only alive, but feeding!"
"Feeding?" Juber repeated incredulously. "On a star?"
The two then saw that the sun was starting to become unstable.
"Engine room!" Juber cried. "Full forward, now!"
The ship sped out of there as the sun exploded, destroying the solar system.
"All engines stop!" Juber ordered once they were out of reach of the supernova.
Eluke was confused. "Why are we stopping? Get us out of here!"
"No." Juber refused. "That thing, whatever it is, just destroyed an entire star system."
"If those planets had been inhabited, billions of innocent beings would have been wiped out."
"We must destroy that creature before it feeds again."
The ship fired on the Dark Phantom Phoenix, who dodged their shots and fired a ghost ray that took off one of the ship's wings.
He was about to fire another blast to finish them off when he found he couldn't. He then fled the scene.
"Eluke, where is the creature now?" Juber asked once they managed to get the ship to stabilize.
"Gone." Eluke answered. "Just gone!"
"Connect me with the empress." Juber requested.
"No, do not pursue, return to me now." Lilandra ordered the crew who told her this news. She then turned to Gladiator. "Gladiator."
"Yes, my empress!" Gladiator queried.
"Assemble the Imperial Guard immediately and make ready the Imperial Star Cruiser!" She ordered.
"What has happened, my empress?" Gladiator responded.
"Our worst nightmare." Lilandra said.
"I can destroy." The Dark Phantom Phoenix confirmed as he flew through space. "But I still couldn't kill the X-Men, why?" It then hit him. "Of course, Danny still has some hold over me." He should've known that he wouldn't give up so easily.
"He may be dormant, but he will never allow me to perform the finishing blow. I must get rid of him." He pulled out Clockwork's medallion, planning to use his powers along with Clockwork's to erase Danny, but it didn't work. "It appears you won't work for me. Well, that doesn't matter. There is another way. I need to be fully complete so I can finally get rid of him. I just need to find the last piece to the puzzle."
He then headed back to Earth.
"I'm afraid that Daniel Fenton no longer exists." Xavier said as they were all back at the institute. The rest of the X-Men were at the table, looking somber.
Jubilee was in tears when she heard the news of Danny's condition. She didn't want to lose her brother.
"When he first had the powers of the Phoenix, we were thankful." Xavier continued. "Danny used those powers to protect us from the M'Kraan Crystal. But now, Danny has been overwhelmed by the dark side within him."
Rogue wasn't going to give up just yet. "Danny's still in there, professor! I saw it! He spoke to me! He's not gone!"
"Of course, Rogue, but we must also be honest with ourselves about the depth of the problem." Xavier replied. "Unless the shadow agrees to give Danny back control, I see no other way to save our friend."
"We can't give up on Danny!" Jubilee protested. "He would never give up on any of us."
Jean walked into the room. "Professor, Danny's coming back."
"He's back?" Xavier asked as everyone's eyes turned to Jean.
"How do you know that he's back?" Rogue pumped her for information.
"Cerebro was able to detect his ecto-signature." Jean revealed. "He's back at Amity Park."
The Dark Phantom Phoenix landed in Amity Park.
"I'm home." He murmured.
He soon made his way to the town's cemetery. Looking around, he found the right grave as he glanced down at it.
The grave read Samantha Manson.
"Hello, I've come back." The ghost said conversationally. He stopped when he decided to get to the point.
"I know the truth now. You lied to me." He accused. "You said that I was unique and that it was a good thing." He paused a bit as his rage started to build. "I now know you were lying. After everything we've been through, I thought I could rely on you." These words were said with a bitter tone.
His hand glowed with rage as he was tempted to destroy the headstone, but he decided it was a waste of energy. "Well, this only proves that I must rely only on myself."
He then heard footsteps and saw that they were coming from Jeremy Manson. The man stopped as he gazed at the spirit in fear.
The Dark Phantom Phoenix shook his head. "Boo." He said with a bored voice.
Jeremy screamed as he raced out of the cemetery.
Rolling his eyes at the pathetic mortal's fear, he turned back to Sam's grave. "There's no need to keep that promise. What's the point in keeping a promise to a traitor? I only came here because I want you to know that your lies have damned the entire world to my wrath. Goodbye."
The Dark Phantom Phoenix then disappeared in a flash of flames.
"We will do everything in our power to save Danny." Xavier announced. "But at the same time, we must do all we can to defeat the shadow within him, or our world will not survive."
"How do you beat something that can melt you in a second?" Wolverine asked.
Rogue thought about that before she realized the answer. "That's it!"
"What's it?" Jubilee asked.
"Why hasn't the shadow melted us?" Rogue said.
Jubilee shrugged. "How should I know?"
"Because Danny has at least some control over that nasty shadow." Rogue explained. "That means there's still hope that we can get him back."
"Ah, yes, his mind." Beast said. "Freakshow was able to control Danny, at least for a time, by attacking his most vulnerable spot."
"But Beast, it's Danny's mind!" Rogue cried, angry that Beast was planning to do something to Danny's mind that could hurt him.
"I do not propose to harm his mind, only disable it." Beast elaborated. "Or the shadow's mind, to be exact. A mnemonic scrambling device..."
"Would temporarily prevent the shadow from forming coherent thought." Xavier finished.
"That would allow an opening for Danny to come out and take back control." Storm added.
"My thoughts exactly." Beast said.
Xavier couldn't believe how simple the answer was. "How could I have not seen it?"
Beast was now in his lab, finishing up the device. "One mnemonic scrambler, made-to-order." He pulled out a headband-looking object. "Now to find a suitable test subject." He looked at Storm and Rogue. "Any volunteers?"
The two ladies looked at each other, both bemused.
They then all met up at the War Room, where Cyclops was looking at the monitors.
"Professor, he's changed locations." Cyclops informed his mentor.
"Where is he now?" Xavier asked.
"Wisconsin." Cyclops said in a confused tone.
"Wisconsin?" Xavier repeated. "Why would he be there?"
"Maybe the shadow hasn't forgiven Vlad like Danny has?" Jubilee assumed.
Xavier nodded. "Perhaps."
"Well, what are we waiting for?" Rogue said. "Let's go get Danny back."
They all headed to the Blackbird, and as Jubilee was about to join them, Xavier appeared in front of her.
"No, Jubilee." Xavier said. "It's too dangerous."
"Professor, you need me." Jubilee said. "If the goal is to reach out to Danny, what better person to help than his foster sister?"
Xavier sighed. He couldn't argue with that logic. "Fine, but you will stay by my side at all times; is that understood?"
Jubilee made a salute. "Yes, sir."
Xavier shook his head.
The Dark Phantom Phoenix appeared in front of the entrance to Vlad's mansion. It was time to embrace his fate.
Vlad was doing some reading in his study when he heard an explosion at the front door. Turning to his ghost form, he went to confront the intruder, only to stop when he recognized who it was.
It was some ghost made of fire that Vlad had never seen before, but he did notice the logo on its chest.
"Daniel, is that you?" Vlad asked.
"Don't call me that!" The Dark Phantom Phoenix snapped. "I am the Dark Phantom Phoenix, and I've come for you, Vlad."
Vlad was taken aback by Daniel's ferocity. "Why?"
The flaming ghost took a step forward. "You are what I need to finally be complete."
"What are you doing, Daniel?" Vlad raised his hands as they glowed with energy, prepared to defend himself if he had to.
"Taking what is mine and fulfilling my destiny." He blasted Vlad across the room.
Vlad returned to give him a punch, only for his opponent to grab his arm and electrocute him, just like he had done to Danny once before.
"What's wrong, Plasmius? Hate falling for your own tricks?" The Dark Phantom Phoenix taunted before throwing him into his Green Bay Packers memorabilia.
"Don't think that since we have put our differences behind us, I will let you walk over me." Vlad said as he made duplicates that circled around his opponent.
The Dark Phantom Phoenix let out a blast, destroying all the copies. Vlad was then grabbed by his cape and tossed into his study.
Vlad knew that he couldn't take Danny on in a straight fight, so he had to even the playing field. As the Dark Phantom Phoenix approached him. Vlad fled into his secret lab, with the entity following him.
Hurriedly, he looked around his lab until he found what he was looking for.
The Plasmius Maximus.
He grabbed it off the table and was about to use it on Danny when his arm was caught by his foe.
The Dark Phantom Phoenix snatched the Plasmius Maximus out of his hand. He then electrocuted Vlad, locking him in his human form. The ghost then crushed the gadget as he locked eyes with the Cheesehead.
Vlad had one more trick up his sleeve. He whistled, and his three vulture ghosts ambushed the Dark Phantom Phoenix. Vlad was let go as the angry fire ghost started to attack his minions.
Vlad then made a run for it as he made it out of his mansion to his front yard, only for the Dark Phantom Phoenix to appear in his path.
"Pitiful, hiding behind others." The Dark Phantom Phoenix pushed him to the ground. "But what else can I expect from you, Vlad? Your pride and your arrogance have always been your greatest weakness. Years of your life wasted on your pathetic attempts to get me and my mother. Which is all for nothing, aren't they?"
Vlad could only look on in terror as the boy he once craved for as a son, and still does for that matter, was now this horrible monster.
"No matter what schemes and ideas you came up. No matter how many gadgets and gizmos you've invented." The Dark Phantom Phoenix berated. "Your goals were never achieved, and all your time and energy were for nothing. It only shows that you are not worthy of the power you possess. It's better off with me as I take it for myself and reach my full potential."
Rogue then came up behind him and slipped the device on his head. "Sorry, honey, but this is the only way." She apologized. I just hope it only hurts the shadow and not you."
The Dark Phantom Phoenix was enraged by this as he turned to Rogue and the other X-Men. "You idiots!" He grabbed Rogue and threw her at Gambit.
"Why ain't that brain buster working?" Rogue demanded.
"Patience, Rogue." Beast said as he was working the controls. "It should take effect momentarily."
The Dark Phantom Phoenix screamed as the collar started to hurt him.
Storm then approached him. "Danny, my friend! Do not reject our help. Let your mind..."
"I am a ghost!" The angry being shouted. "I have no friends!"
He blasted Storm into the air, where she was caught by Rogue.
"What if this? Catch the X-Men Day?" Rogue said.
"His mind is more powerful than anything I could imagine." Beast said. "He has overloaded the scrambler's circuitry."
"We knew it would come to this." Wolverine said regretfully as he took out his claws. "We got to end it."
He charged at the Dark Phantom Phoenix, who simply sent a wave of fire at him. Vlad then ran back to his mansion, where the Dark Phantom Phoenix followed him.
Before the monster could get a hold of Vlad, he was tackled by Rogue, and the two flew down the hall before crashing into a suit of armor.
Rogue got up when she heard a voice.
"Rogue?"
Rogue saw the Dark Phantom Phoenix looking at her. His expression was not one of hate but of fear.
She realized that this was Danny. "Danny?"
"Do it." Danny threw her the mace from the suit of armor as he turned back to his human form. "Quickly, while I still have control. Stop him now!"
Rogue couldn't believe that Danny was asking her to kill him. She gripped the mace and looked at it with uncertainty.
Could she really do this?
Rogue threw it to the ground. "I can't!"
"Please, Rogue, you have to stop him!" Danny begged. "If you don't, it'll be the end for all of us."
He shrieked as he turned back to the Dark Phantom Phoenix form, which was now back in control.
"You should have destroyed me when you had the chance." The Dark Phantom Phoenix scolded as the other X-Men joined them.
The Dark Phantom Phoenix took off Beast's invention and melted it. "What a pity, Beast. I've ruined your little toy. Now it's my turn to play."
He used his telekinesis to hold them all up in the air.
"Let them go, Danny." Xavier said as he entered the mansion. He had ordered Jubilee to stay in the Blackbird as he went to deal with Danny.
"Danny is gone." The Dark Phantom Phoenix stated. "Only the Dark Phantom Phoenix remains."
"I know you're there, Danny." Xavier beseeched. "You cannot let the shadow destroy your friends."
The Dark Phantom Phoenix simply destroyed Xavier's chair, leaving him unable to move.
Jubilee then came in as she tried to reach Danny. "I love you, Danny. We all love you. And you love us. Please, stop this."
"I don't need love." The Dark Phantom Phoenix screeched as it lifted the two up into the air. "I never did. Now it's time to put an end to this."
He used his powers to summon Vlad as he flew into his hand.
The Dark Phantom Phoenix then ripped out Vlad's ghost half, throwing the human half to the floor.
As the creature gripped the ghost half, Vlad's human half tried to reason with him.
"Daniel, please!" Vlad cried. "This isn't you. You're not like this!"
"You don't know anything about me, Plasmius." The Dark Phantom Phoenix replied.
"I know you're a hero." Vlad pressed. "I know that no matter what obstacle or challenge appeared in your path, you never lost your way. You managed to always do the right thing in the end. You're too pure, little badger, to be corrupted. I should know. I have tried and failed many times to do it to you."
Vlad then got up as he placed a hand on one of the Dark Phantom Phoenix's. "These hands of yours aren't made to hurt like mine are. They were made to protect, because that is your obsession, Daniel. To protect the innocent."
"He's right, Danny." Jubilee said. "You can't let that shadow push you around. Fight it!"
"You can't hurt us, Casper." Wolverine said. "You're too good to do that kind of thing."
"You have a strong sense of justice." Storm said.
"You always there to lend a hand." Gambit added.
"Your will is unbreakable." Jean said.
"Your morality is admirable." Beast said.
"You always managed to pull through any situation, no matter how troubling." Scott reminded.
"You have the heart of an X-Man." Xavier said. "You're one of the biggest reasons that I still have hope that humans and mutants can live in peace."
"I love you, Danny." Rogue had tears in her eyes. "I'm not going to let this shadow beat you, I promise."
Deep within Danny's mind, he was trying to get out of the locked door but found it hopeless. They were all doomed.
When all hope seemed lost, he heard several voices give him encouragement.
"You can't hurt us, Casper. You're too good to do that kind of thing."
"You have a strong sense of justice."
"You always there to lend a hand."
"Your will is unbreakable."
"Your morality is admirable."
"You always managed to pull through any situation, no matter how troubling."
"You're one of the biggest reasons that I still have hope that humans and mutants can live in peace."
"These hands of yours aren't made to hurt like mine are. They were made to protect, because that is your obsession, Daniel. To protect the innocent."
"He's right, Danny. You can't let that shadow push you around. Fight it!"
"I love you, Danny. I'm not going to let this shadow beat you, I promise."
He recognized the last voice as Rogue's. He focused on the last two words she just said.
"I promise."
They kept echoing across Danny's mind.
"I promise. I promise. I promise."
In that moment, he heard voices from his past.
"Don't worry. I won't turn into that. Ever. I promise."
"What makes you think you can change my past?"
"Because I promised my family!"
"Oh, you are such a child! You promised?"
"Yes! I PROMISED!"
With a Ghostly Wail, Danny was able to blast the door open as he was finally free from his prison.
It was time to take back control.
The Dark Phantom Phoenix howled in pain as he let go of Vlad's ghost half, which merged back with its human half.
The X-Men were released from their hold as the Dark Phantom Phoenix kept struggling.
"No!" He cried. "I won't let you stop me! Not now! I'm so close!"
Danny's voice then spoke through. "Get away from my family!"
"Danny!" Rogue cried as she realized that he was fighting back.
The Dark Phantom Phoenix let out one more scream of pain before he fell unconscious. The rings went over his body as he turned back to Danny Fenton.
Rogue went to his side. "Professor, will he be all right?"
"I believe that Danny managed to reemerge and fight the shadow." Xavier said as Jean held him up. "Their battle must have exhausted his body. But I feel that the shadow isn't gone. Not yet. We must figure a way to help Danny get rid of it."
They were all leaving to head to the Blackbird when they noticed a Shi'ar ship floating above them.
"We got company." Rogue stated.
Vlad sighed. "At this point, I'm not even surprised by the existence of aliens."
"The Shi'ar." Xavier said.
Lilandra, Gladiator, and the Imperial Guard then teleported in front of the group.
"Greetings, Charles." Lilandra said.
"Lilandra! What is the matter?" Xavier asked. "Why didn't you alert me telepathically?"
Lilandra ignored his question. "Charles Xavier, it is the decision of the High Council of the Shi'ar Empire that the being known as the Phoenix and as Daniel Fenton must be destroyed!"
"Lilandra, stop this!" Xavier couldn't let one of his students be harmed.
"For the sake of all that live, Daniel Fenton must perish." Lilandra said.