The comic serves as a sequel to the 2000's X-Men. Set sometime after the Liberty Island incident, it begins with the X-Men battling the Brotherhood of Evil Mutants. Wolverine and Rogue fight Sabretooth in California, while Cyclops, Jean and Storm go and tangle with Mystique and Toad in New York City. After two lengthy battles, the villains are defeated and the day is saved.
But as it turns out, this was all a distraction by Magneto to keep the X-Men busy while he and three new mutant followers he calls the Acolytes go and see a boy named Malcolm. Malcolm is a young mutant, and Magneto is attempting to pour a honeyed potion in his ear to have him join the Brotherhood. Professor Xavier, having seen through Magneto's plan, shows up to offer Malcolm an alternative to Magneto's bleak world outlook. Magneto tells his newest underlings to deal with the Professor... but Xavier didn't come alone, having brought three new X-Men, Colossus, Angel and Psylocke, and thus a battle begins to determine the fate of Malcolm.
For obvious reasons, the comic's plot was rendered completely non-canon by the release of X2: X-Men United, but it remains an interesting "what-if" story, particularly for its depiction of Rogue, Angel, Colossus and Psylocke in the movie versions of the X-Men costumes.
As a bonus, the comic included sections covering the development of the Trading Card Game, and included production artwork of characters intended to appear in it. And since the card game was based around the movie, this means the bonus material shows characters such as Beast and Marrow in movie-themed X-Men uniforms.
Tropes used in this comic:
- Actionized Sequel: It's heavy on action, light on story.
- Bad Boss: Magneto has no problem potentially getting Mystique, Sabretooth and Toad captured or killed while serving them up as distractions.
- Benevolent Boss: Despite this, he makes a point of taking the unconscious Acolytes with him when he escapes at the end. It could however just be a case of Pragmatic Villainy - if he leaves them behind to be interrogated, they could tell Xavier his secrets, like who his next target is after Malcolm.
- Black Cloak: Well, greenish gray cloak, anyway, but the principle is the same; along with a face mask, Senyaka distinguishes himself from the other Acolytes by wearing a long hooded cloak over his uniform.
- Big Damn Heroes: Xavier and the three new X-Men showing up to stop Magneto from tempting Malcolm. It may not seem like a big deal, but they're effectively fighting to prevent an innocent boy from having his heart filled with hate and cynicism like Magneto, so when they show up and interrupt the Master of Magnetism's efforts to turn the boy to his side, it's a pretty satisfying moment.
- The Big Guy: Colossus, the largest X-Man in the comic (this one, anyway).
- Big "SHUT UP!": Colossus delivers one to Frenzy, who won't stop talking while she's fighting him, punctuated by backhanding her.Colossus: Little girl, you do not know when to shut up!
- Canon Discontinuity: Thanks primarily to poor sales of the trading card game and the release of X2: X-Men United.
- Canon Foreigner: Malcolm. Odd given how he's the central figure in the plot, with both Xavier and Magneto fighting over him. He'd never appear again in any Marvel properties (nor do we learn exactly what his mutant power is).
- Comm Links: The X-Men and the Brotherhood both wear wrist communicators to talk to each other in the field. The X-Men's even have little video screens.
- Covers Always Lie: The very lovely wraparound cover by Art Adams, depicting the entire X-Men team except for Professor X fighting Magneto, Sabretooth, Mystique and Toad depicts a fight that does not occur in the comic.
- Dead Partner: An NYPD officer claims Toad "took out" his partner, and offers to help Cyclops. It turns out "he" is Mystique in disguise, and she knocks out Cyclops as soon as his guard is lowered. It remains to be seen if there even were was a cop whose partner Toad killed.
- Dynamic Entry: How the new X-Men get introduced. There's a big Splash Panel showing the three of them leaping in. Angel is flying, while Colossus and Psylocke, um, leap down. From somewhere. Who cares? It looks badass!
- Elite Mooks: The Acolytes, judging by their more stylish outfits compared to the other Brotherhood members and the fact they get their own special group name.
- Emerging from the Shadows: When the Acolytes first appear, they're just a threatening presence standing behind Magneto and Malcolm while they're talking, half-hidden in the shade of a tree. We can't make out their faces, just the basic outlines of their bodies, enough to tell Magneto has some Mooks with him at least. But when Magneto introduces them to Xavier, they come out from under the tree and are revealed in the light.
- The End... Or Is It?: The comic ends with "Never the end..." A nod to the ongoing struggle for mutants to gain acceptance, as well as Xavier and the X-Men's continued fight against Magneto.
- Face Framed in Shadow: During Magneto's conversation with Malcolm, the Acolytes are originally shown in the background like this. Justified as they're standing under a tree and it's late evening.
- Floating in a Bubble: Jean defeats Toad by trapping him in a big pink psychic bubble thing of some sort.
- Glass Cannon: Frenzy can't take as much punishment as she dishes out. She repeatedly (painfully!) beats Colossus, but eventually he just knocks her back with one punch and she's out of the fight. To be fair to her, though, he's freakin' Colossus, so it's possible she could've taken more hits from a different enemy.
- Here We Go Again!: This is the X-Men's general attitude towards fighting the Brotherhood again, suggesting that at this stage, they're basically the Goldfish Poop Gang.
- Heroic Willpower: Psylocke during her battle with Cortez. He amplifies her powers to painful levels, bringing her to her knees, but she manages to gather enough strength to stand up and stab him through the head with a psychic blade.Psylocke: Don't worry about the pain - it's all in your head.
- "Hey, You!" Haymaker: At the beginning of their fight, Colossus' back is turned to Frenzy. She talks to him, he turns, and then she promptly unleashes a No-Holds-Barred Beatdown on the big guy.
- Impersonating an Officer: Mystique gets the drop on Cyclops by changing herself into the form of a male police officer and knocking him out.
- Improvised Weapon: Sabretooth uses a hot dog cart in an attempt to squish Wolverine.
- Know When to Fold 'Em: After the new X-Men defeat the Acolytes, Magneto decides to cut his losses and flies off, telling Xavier he can have Malcolm.Magneto: Keep the boy, Xavier! There are dozens more like him out there!
- Made of Iron: Colossus. Frenzy tries to beat him up, and, yeah, she's strong and all, but because he's, well, y'know, freakin' Colossus, he just lets Frenzy use him as her punching bag for a minute before knocking her out in one hit.
- Muscles Are Meaningless: Subverted. Frenzy is a woman of ordinary height and build who, thanks to her mutant power, can repeatedly punch Colossus hard enough to cause him pain and even knock him off his feet. Despite this, Colossus quickly proves that muscles do matter when he finally decides to stop letting her get free shots, and he proves to be the stronger of the two.
- No-Holds-Barred Beatdown: Delivered to Sabreooth by Rogue after she absorbs his Super Strength and ferocity. Later attempted by Frenzy against Colossus. She doesn't do so well.
- Off-Model: Sabretooth. For some reason Anthony Williams has him with a ridiculously big Badass Mustache and his muttonchops and sideburns downplayed. It makes him look like M.C. Gainey in Con Air. To be fair to Williams, this is how he drew him in the movie's comic adaptation, so apparently Marvel was fine with how he drew Sabretooth. Art Adams' cover more accurately depicts how the character appeared in the film, with less 'stache and more 'chops.
- Offscreen Moment of Awesome: It turns out that while Storm was busy defeating Mystique, Jean managed to capture Toad in a big psychic bubble thing. It happens entirely off-panel. After Mystique is flung against a car and knocked out, it just cuts to Toad in the bubble.
- Picard Speech: Xavier delivers one to Malcolm at the end, in the hopes of restoring the boy's faith in the basic goodness of the world. He tells him it doesn't have to be the way Magneto says it is, and that, with patience and hard work, mutants can live in harmony with ordinary humans.
- Punctuated! For! Emphasis!: When punching Sabretooth, Rogue's dialogue is punctuated by growling ("RRRR"). Frenzy does some of this, too, when she's fighting Colossus.Frenzy: You! Ain't! Nuthin'!
- Punctuated Pounding: A few times. First by Rogue, when she's beating up Sabretooth after absorbing his strength. Then, when Colossus is fighting Frenzy, Frenzy punctuates each of her blows with an insult against him. He then fires back with some punctuated pounding of his own when he delivers his Big "SHUT UP!" and knocks her away.
- Putting on the Reich: The Acolytes' Anvilicious uniforms, especially Cortez and Frenzy's, have a definite Nazi officer look to them. Senyaka's appears to be the same but it's difficult to tell given the hooded cloak he has on over it (although we do see he at least has the same pants and knee-high boots as them under there when he's fighting Angel). These outfits are particularly ironic given Magneto's own experiences with the people who wore those uniforms.
- Shock and Awe: Senyaka with his electric whip.
- Shut Up, Hannibal!: Done twice. First by Psylocke to Cortez when he is standing over her laughing at her rather than finishing her off; she musters her Heroic Willpower to stab him in the head with a psychic blade. Then by Colossus to Frenzy when she is trash-talking him with her Punctuated Pounding and he finally just backhands her, telling her (literally) to shut up.
- Terrible Trio: The Acolytes, the newest members of Magneto's Brotherhood.
- Unexplained Recovery: It's never explained how Sabretooth and Toad survived. With Sabretooth, he has Wolverine's healing factor, so a fall from the top of the Statue of Liberty and then through a boat isn't going to irreparably damage him. Toad, though, is a little harder to reconcile, considering he was electrocuted with a bolt of lightning (through his tongue!) and sent flying several yards out to sea.
- Unstoppable Rage: Rogue, after she absorbs Sabretooth's mutant power. She throws him into the water, and promptly beats the ever-loving crap out of him before flinging him against a pier. This leaves him stunned long enough for Wolverine to deliver the finishing blow.
- Walking Disaster Area: Cyclops during the fight in New York. His Eye Beams do more damage than the villains!
- We Can Rule Together: Although Magneto never explicitly says this to Malcolm, given his mutant supremacist views, it's a pretty much a given that this is going to be part of his sales pitch. Xavier interrupts him before he can give the boy the full speech, though.
- Would Hit a Girl: Colossus has no problem fighting back against Frenzy just because she's a woman.
- Whip It Good: Acolyte Senyaka dual wields an electric whip.