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"Find yourself some other prey.
The Starchilde belongs to Selene!"

"All prisoners will be culled. Let the weak perish and the strong survive. This has always been the way of Apocalypse."
Apocalypse, Age of Apocalypse (Factor X v1 #3)
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The X-Men have faced many villains over their long history, but several members of their Rogues Gallery stand out in terms of heinousness.

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All spoilers are unmarked. You Have Been Warned!


Earth-616 X-Men
  • Ahab: Rory Campbell, in the dark future, became a monstrous cyborg. Responsible for the Hounds program, Ahab tortures mutants into his obedient dogs and uses them to track down and convert or murder other mutants. Ahab attempts to do this to the child Franklin Richards, even trying to convert his family, returning with his Hounds to also hunt down his arch-nemesis Rachel Summers and wipe out the X-Men. Ahab later manages to incorporate psychic powers with a Hound, able to inject memories of horrific torture to shape his victims more efficiently, attempting to exterminate mutantkind and whoever else gets in his way.
  • Apocalypse: An ancient Egyptian who gained his powers from Celestial technology, En Sabah Nur, better known as Apocalypse, is one of the oldest—and evilest—mutants in existence. Believing that the strong must dominate the weak, Apocalypse aims to test humanity. Those who survive the process will be allowed to live as his servants, those who fail, die. Apocalypse has a history of granting powers to other unscrupulous individuals, transforming Nathaniel Essex into the mad geneticist Mister Sinister in exchange for Sinister agreeing to unleash a plague that would exterminate most of humanity, and empowering terrorist leader Moses Magnum, in exchange for the latter winnowing out the strong from the weak. His other crimes include infecting the infant Cable with Techno-Organic Virus, as well as turning Cable's clone, Stryfe, into the monster he is today; trying to force humanity to reduce its own population by ninety percent or face the wrath of another meta-plague; and effectively killing Stryfe by bodyjacking him. He later conducts experiments on test subjects to find a new body, and, seeing himself as a god, eventually destroys a civilization. In Age of Apocalypse, he has devastated North America with nuclear weapons, reduced the human population by purges, and gave free reign to like-minded psychopaths Sinister, Holocaust, and Mikhail Rasputin, effectively destroying civilization. Believing wholeheartedly that those he considers weak must be slain, Apocalypse is well deserving of his name.
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  • Fabian Cortez: He is the leader of the defunct Upstarts, a group of mutants that hunted and killed other mutants for points and bragging rights in Selene's Upstarts competition. In his first outing, he puts together the Acolytes and tries to sway Magneto back towards taking an antagonistic stance against humanity. When Magneto is wounded, Cortez uses his own powers to make him dependent on his treatment under the pretense he was helping him. Cortez's machinations lead to the U.S. and Russia destroying Asteroid M with a plasma cannon, which resulted the deaths of his entire first group of Acolytes, including his own sister. When Magneto returns and Cortez loses his top spot in the competition, he goes to Genosha and inspire the mutants there to rise up against their oppressive human government, causing a bloody civil war. At the same time, he kidnaps Magneto's infant granddaughter so he can use her as a Human Shield against the X-Men, the Avengers, and Exodus in an attempt to kill as many of the Avengers as possible. When Magneto becomes the ruler of Genosha and learns the hidden technology that can restore his power levels, Cortez betrays him by amping up ex-Acolytes to send against him. A supremacist and a backstabber at its finest, Cortez committed his despicable crimes in order to score points in a competition.
  • Mister Sinister: A nineteenth-century eugenicist who believed that people should be bred in order to produce superhumans, Nathaniel Essex was approached by Apocalypse, who granted him near-immortality, regenerative, and psionic powers. Betraying Apocalypse, Sinister struck out on his own. Recognizing his own genetic handiwork in some of the Morloks, a group of street-dwelling mutants, Sinister hired the Marauders to exterminate them, because he viewed their existence as plagiarism. Obsessed with Scott Summers's bloodline, Sinister cloned Jean Grey, and sent the clone, Madelyne Pryor, to have a child with Scott, so that he might then steal the child. He later tried to use the High Evolutionary space station in order to alter the genetics of the entire planet; failing in this endeavor, Sinister later sent out the Marauders to murder everyone who knew about the dark future where Apocalypse ruled the world. On another occasion he merged with the Dreaming Celestial and transformed the entire population of San Francisco into clones of himself. At another time, Sinister, then part of the Weapon X project, promised to free the project's prisoners from the concentration camp they were held in, only to turn around and use them as part of his own experiments. Concerned only with his mad genetic theories, Sinister has worked with everyone from Josef Mengele to Apocalypse in the interest of furthering his research, and making himself the dominant life form on Earth.
  • Amanda Mueller: A ruthless mutant geneticist who worked with the aforementioned Mr. Sinister, she faked miscarriages in order to supply Sinister with her own babies to experiment on. She eventually joined the Black Womb project where she assisted in experimenting on countless babies with methods too vile even for some of her partners, in one instance strangling a baby to death on camera. Seeking to murder Professor Xavier to use Mr. Sinister to repair her body, Mueller demonstrates that in depravity, she is nearly the equal of Essex himself.
  • Omega Red: Arkady Gregorivich Rossovich was a Soviet soldier stationed at a small town who started murdering from sheer boredom. His fellow soldiers shot him in the back of the head when they caught him. The Russian government learned he survived and recommended him for the Soviet Super Soldier project, which he apparently only survived due to his nature. To survive carbonadium poisoning, he drains the life forces of those around him, even when a cure is available. He later turned on and killed several of his employers working for the Hand for the reason that they irritated him. In his presently final issue, he ends up in a regular Russian prison and taunts a prisoner dying of HIV/AIDS by calling him worthless. He later casually kills Wildchild by impaling him through the chest and dumping him in molten lava.
  • Donald Pierce: The cyborg leader of the Reavers is a raving bigot who's thrown in his lot with the Hellfire Club as the White Bishop for a chance to kill as many mutants as possible. Preferring not to go after targets who can fight back, Pierce deliberately goes after the young and vulnerable, having murdered over 300 innocent mutants-—virtually all of them children or infants-—with nothing short of glee, transforming his Reavers into cyborgs as well to have them kill as much as they want. Opting to torture the heroes if they fall into his hands, and even plotting the betrayal of his own nominal allies in the Hellfire Club, Pierce is such a vile, spiteful, cowardly bully so filled with hate his last words before Cyclops kills him is to say he's just sorry he won't be around to see the mutant race destroyed.
  • Sabretooth (pre-AXIS): While Wolverine rejects the savage, animal side of him, fellow mutant Victor "Sabretooth" Creed embraces it. He became a mercenary, while also committing multiple murders for fun. Sabretooth is known for making a game of hunting down women and children before killing and eating them, including live babies. One issue of Deadpool revealed that, after slaughtering a large group of people, he had a little girl locked in his closet as a snack for later. Sabretooth once joined X-Factor, though he was revealed to be faking a Heel–Face Turn in order to ensure that a psychic dependence on an addiction was removed. He promptly attempted to murder those he could. At one point, Sabretooth found himself as an unlikely father figure to Wolverine's amoral son Daken. This wasn't out of altruism however. Sabretooth played off Daken's desire for fatherly affection and drove him towards a confrontation with his father solely to hurt Wolverine more after he was forced to kill Daken. Every affection he ever had for Daken was a lie: Sabretooth would have killed Daken himself, but wanted the death to be at Wolverine's hands for maximum agony. For decades, Sabretooth has reveled in his monstrosity. He mixes his sadism with a brutal cunning and intellect, and is revealed to remember every life he's ever ended because he savors every death he deals.
  • Selene (Gallio): At times Black Queen of the Hellfire Club, she is one of the few mutants to be older than Apocalypse, and one of the few who can match his evil. A psychic vampire, Selene survives by draining the minds of other beings into herself, a move which brainwashes those she only preys on a little, and kills those she drains completely. She's also possessed of a phenomenal god complex, and has repeatedly tried to attain godhood, and has forced others to worship her. Her crimes include trying to psychically devour the entire city of Rome; using mind control to force the citizens of Nova Roma to worship her as a goddess; trying to kill her own descendant, Magma; successfully killing her loyal servant Eli Bard; manipulating Wither, an otherwise good kid, into descending into omnicidal mania while pretending to love him; promising the Upstarts prizes if they committed enough murders;repeatedly trying to bodyjack Rachel Summers; and enslaving the souls of all Genosha's dead. A seemingly immortal parasite, Selene set the standard for all future Queens of the Hellfire Club to follow.
  • Shadow King: Amahl Farouk, the Arch-Enemy of Storm, was a powerful mutant who made his living as a crime lord, using children—including Storm—as pickpockets or prostitutes. After being defeated by Charles Xavier and locked in the astral plane, he became far worse. Taking the alias "The Shadow King", Farouk became a being of psychic malice. Not content to remain on the astral plane, Farouk consistently possesses others with psychic energy, and then enacts a game of destroying them mentally. He often forces them to indulge in the sickest desires he can imagine, or that he finds in their subconscious, leaving them aware that they are doing such horrible things, but making them enjoy it. Farouk enjoys psychic torture as a hobby, and seeks to corrupt the hearts and minds of every human he can, this being both an art and enjoyable past time to him. Recently, Farouk was the one to reveal to the young boy who might grow to be Apocalypse that his life was a lie and he was the destined destroyer. Being Farouk, he mocked him the entire time about how his life was a worthless simulation, and showed utter glee in awakening the one to commit genocide on humanity.
  • Reverend William Stryker: Debuting in God Loves, Man Kills, he hatefully persecutes mutantkind, having stabbed his own infant son for being born a mutant and killing his wife for birthing the boy. Founding the "Purifiers", Stryker has them kill any mutants they come across. Kidnapping Charles Xavier to Mind Rape him, Stryker plans to use the psychic mutant to wipe out every other mutant on Earth in the name of his fanatical quest. Temporarily stopping his genocidal crusade, Stryker resumes upon finding the mutant-killing machine, Nimrod, founding a new Purifier group and revealing it to the world through bombing a school bus full of de-powered mutants, killing dozens of innocent children. After manipulating and then killing a young mutant, Stryker launches an all-out assault on the X-Mansion in the hopes of killing all the children living there. Even after his own death, Stryker's brainwashing of his own son breaks the boy into becoming a fanatical, bigoted monster like his father.

Wolverine has clashed with several of the above, including Omega Red, Donald Pierce, and especially his Arch-Enemy and Evil Counterpart Sabretooth; he also has his own villains:

  • "Perceptions" arc (March 1991-July 1991, by Todd Mc Farlane et al.): Krahn is a Chief Inspector of the RCMP, as well as a pedophilic Serial Killer who has abducted, raped, and murdered countless young boys throughout British Columbia. When a benevolent Wendigo unearths the remains of one of his victims, Krahn blames the beast for the murder and exacerbates hysteria over it by leaking details of the case to the public, sparking panicked riots and misguided acts of vigilantism that result in the death of at least one innocent hunter. To keep the charade going, Krahn kidnaps and kills another boy, letting dogs gnaw on him in order to make it look like the child was mauled by the Wendigo. Later getting together a posse, Krahn sets out to slay the Wendigo, which will calm the public and allow him to resume molesting and killing children under more optimal conditions.
  • The Founder, the Big Bad of Jason Aaron's 2010-2011 run, is the son of a robber baron and proud of his wicked father's abuse of his workers. After his father was killed by Wolverine, the Founder, seeking vengeance to salve his own twisted ideals, forms a cult, the Red Right Hand, with Wolverine's other enemies, to hunt him down. Selling his soul to a demon lord to damn Wolverine to hell, the Founder then has anyone who was ever kind to Wolverine hunted down and killed. After Wolverine escapes from hell, kills The Founder's minions, the Mongrels, and hunts the Red Right Hand down, he finds the cult has committed suicide. Leaving a tape recording, the Founder reveals the Mongrels were really Wolverine's lost children, as a final mockery.
  • Wolverine: The Best There Is, by Charlie Huston, Juan Jose Ryp, et al.: Winsor, aka Contagion, was born from a Latverian eugenics program. Winsor's body contained every single disease known to man, which he trained himself to be able to release at will. Killing all the other children born from the program, Winsor struck out on his own, acquiring the services of numerous nearly-immortal individuals as both enforcers and test subjects, whom he would infect over and over again with his diseases in order to make them stronger and more deadly. Winsor used his abused son, deformed from exposure to his father's diseases, as bait to acquire Wolverine for his experiments under pretense of wanting to use his research to cure his son's condition, knowing Logan, as a Friend to All Children, would never refuse the offer. Ultimately, however, he revealed his true motive: In making his diseases stronger and stronger he hoped to engineer one that could kill absolutely anything, which he would then unleash on the world and then the entire universe via a stolen spaceship. When his followers ceased being useful, he subjected then to And I Must Scream to ensure they would not rebel. With evil plans unmatched in scale for an Earth-based villain, Contagion more than makes up for his brief tenure in the comics with his cruelty.

Other Earth-616 Characters

  • Dark Beast: This Evil Doppelgänger of the kind-hearted Henry "Hank" McCoy" originally hails from the Age of Apocalypse. Initially the Bastard Understudy of Mr. Sinister, Dark Beast earned a reputation as a sadistic monster in Apocalypse's concentration camps for his cruel experiments which tortured and killed many, giving him the nickname of "Beast", which he liked enough to mutate himself to better fit the moniker. When Dark Beast was brought to the X-Men's world, he set about killing everyone the good Beast cared for and continued his monstrous experiments on innocents. With his most heinous actions being to create a machine that fed off Hank's lifeforce while keeping him in unspeakable agony, in addition to his experiments on children, Dark Beast eventually attempted to foster a war between the X-Men and S.H.I.E.L.D.. When exposed and dying from experimenting on himself, Dark Beast attempted to initiate a bomb to take the X-Men with him simply out of spite.
  • Generation X: Johnston Coffin, from 2000's "Correction" storyline, is wanted by S.H.I.E.L.D. for crimes against humanity, but instead somehow finds himself employed by the US Government. With the government's blessing, he builds a Hellhole Prison where he "fixes" disobedient teenagers, many of which had only said or thought something disobedient. He also has his "Special Children"—kids from his first prison in the '70s, whom he's wired up to huge cyborg bodies and uses as security. They've been that way so long—it's implied in perpetual agony—that their bodies have actually begun to rot. He also has half a human mounted on his wall, is implied to be a rapist, and carries around the skull of a child he shot in the head everywhere he goes.
  • Uncanny X-Force: Harry Pizer, also known as "the Skinless Man", was once a barrister who used his ability to stretch and contort his body to cheat and win cases. When contracted by the Weapon Plus program to fight the Russians during the Cold War, Pizer, designated Weapon III, giddily used the opportunity to slaughter countless enemy troops, deeming it a righteous cause all the while before murdering his way into Otherworld to steal the powerful Orb. After being skinned alive due to Fantomex's interference in his plans, Pizer only got worse as he assisted in orchestrating a bloody war against all of Otherworld, and later attempted to torture Fantomex and Psylocke to death in front of each other, starting by slicing Fantomex's face off. Eventually joining Daken's Brotherhood of Evil Mutants after murdering his ex-wife and her new husband, Pizer gleefully takes part in their plans to psychologically torture the young boy Evan into becoming the next Apocalypse, even tricking the boy into thinking his father figure Fantomex is alive only to reveal Pizer murdered him. When confronted by a vengeful Evan, Pizer offers him one final chance to revive Fantomex, only to swipe the offer away, simply laughing at the boy's gullibility. Pizer stands out even among the Brotherhood due to the fact that, while all the other members have alternative motives for trying to create a new Apocalypse, Pizer just wants the boy to kill millions of people as a final spiteful move towards Fantomex.
  • X-23: Innocence Lost & Target: X: Dr. Zander Rice, one of the lead scientists of Weapon X's X-23 project, has X-23 kept in a padded room except during training sessions or assassination missions, and sadistically torturing her at the age of seven. He develops a pheromone "trigger" to activate her berserker rage, using it to get X-23 to kill her martial arts instructor, and leaves her behind on a mission to be killed after he murders the other members of the team. After X-23 shows back up alive, Rice then manipulates the head of the X-23 project—who had raised Rice after his father's death—into granting Rice control of the project, at which point Rice then sends X-23 to kill the man, his wife, and son—even though Rice knows the boy is his own son. Upon taking over the project, he begins the development of embryos X-24 through X-50, which he intends to sell to the highest bidders, and then taints the one remaining person X-23 cares about, the project scientist who was her surrogate mother, with the "trigger", which causes X-23 to fatally injure the woman. Rice's motive is that he ostensibly wants revenge for his father, who worked on the original—Wolverine—Weapon X project and was killed by Wolverine when he escaped, and X-23 is Logan's genetic double; he really just wants to avenge his own ego.

Other Continuities

  • Askani World (Earth-4935) has En Sabah Nur and his equally evil daughter:
    • The Adventures of Cyclops and Phoenix, by Scott Lobdell et al.: Apocalypse is an incarnation of Earth-616 Apocalypse two thousand years in the future. His wickedness not dulled over two millennia, he has taken over much of North America and implemented his Social Darwinism beliefs. Perhaps his most vile crime was infecting an infant Nathan Summers, the future Cable, with a Techno-Organic virus two thousand years prior, just to have Nathan prove he was strong enough to eventually serve as Apocalypse's vessel, as the latter is burning through his bodies, and so has to take new ones more often. Even after finding out that Stryfe, a clone of Nathan, isn't a mutant, Apocalypse still tries to bodyjack the boy. Finally, Apocalypse is conducting research on a virus similar in composition to the Legacy Virus.
    • X-Men: Phoenix, by John Francis Moore et al. note : High Councilor/High Prelate Diamanda Nero oversees Apocalypse's empire, decades before the majority of the above story, while the latter constructs his newest armor to house his body. A psychotic sadist who is introduced fatally, and gleefully, torturing a victim for information, Nero has killed many mutants, at which point she absorbs their powers. At one point, she tests a plague on an enclave, resulting in over 2,700 deaths. Using this knowledge, she creates Plague, basically a zombie turned into a Walking Wasteland. Her other crimes include more brutal torture and having her forces brutally kill a group assisting those fighting Apocalypse's rule.
  • Excalibur: Necrom, from issues 45-50, an alien scientist who refashioned himself as the tyrant of an alternate Earth, seeks to harness the energy matrix caused by the alignment of all the infinite worlds of existence. In pursuit of this, Necrom leaves his planet to die after draining the life from it–-previously having a city of thousands massacred to wipe out the royal family and their loyalists, and murdering the Earth's version of Excalibur to turn them into his mindless undead servants–-and is pursued by the Barbarian Hero Kylun, whose Love Interest he spitefully murders. Necrom further massacres a unit of soldiers sent to investigate him solely for the thrill of it, subjecting the heroes to awful Mind Rape, before revealing his ultimate intentions to harvest the energy matrix by smashing down all the worlds in the multiverse into one, eradicating all life in reality for the sake of godhood.
  • House of M: In this timeline, before Magneto takes over the world, Dr. Bolivar Trask is the Vice President under Richard Nixon. Trask is also the director of the Sentinel program and a major player in an anti-mutant conspiracy. Trask has set up forced labor camps across America that use mutants as slave labor. When Magneto assassinates anti-mutant activist Graydon Creed, Trask uses that as an excuse to send a strike force to Genosha to kill Magneto. Under Trask's orders, Bucky Barnes threatens to blow up key facilities in Genosha, including a hospital, if Magneto does not let Bucky kill him; Bucky kills Charles Xavier in the process. After killing Bucky, Magneto goes to the White House for revenge. Trask uses this as an excuse to launch a nuclear strike against Genosha. When Blackbolt disables the nuclear missiles heading to Genosha, Trask considers nuking the Inhumans' city of Attilan as well. When confronted by Magneto, Trask sends his special Theta Sentinels to kill Magneto, not caring whether he or his SHIELD subordinates die in the process.
  • Old Man Logan:
    • Even in this dark setting, the Maestro, a corrupt version of the Incredible Hulk from an alternate future, stands out as a particularly vile villain. Maestro arrives on Earth and takes over Hulk's brood of inbred children after Logan killed this world's version of Hulk. Maestro has the Hulk Gang take over a military base in the Yukon territories, killing all the guards there. Maestro also has one of the Hulk Gang, Billy Bob, killed for his incompetence. Maestro uses the base's resources to create several nuclear bombs. Maestro plans to use the Hulk Gang as suicide bombers and have them blow up several major cities, destroying most of humanity. Maestro promises the Hulk Gang they will survive the blasts, but that is a lie, they will die along with most of humanity so that Maestro can rule over a post-nuclear-holocaust world. After Maestro's genocidal scheme is foiled and he is confronted by Logan and Hawkeye, Maestro attempts to set off a nuke, to take out everyone in the area, out of spite. After that defeat, the Maestro reappears later, having conquered a small Northern Canadian town, where Maestro kills anyone who opposes him and turns the women of the town into his sex slaves.
    • Old Man Hawkeye miniseries: Baron Helmut Zemo is presented as a far crueler villain than his 616 counterpart. Zemo was enraged that Hawkeye took away the Thunderbolts from him, so in the lead up to the supervillain take over, Zemo strong-arms the Thunderbolts into betraying the Avengers. When the Avengers are ambushed by supervillains, the Thunderbolts turn against the Avengers and help the villains kill them. Zemo personally kills Black Widow in front of Hawkeye and only spares him because he thinks Hawkeye is worthless. In the future, Zemo is running a Super Soldier program at the Weapon X facility for Red Skull, experimenting on people. His test subjects often become deformed and beg for death after Zemo is done with them. Eventually, Zemo succeeds and creates a new Captain Hydra, Zemo has him test out his abilities by having him kill several of Zemo's guards. Zemo also plans to kill all the scientists at the Weapon X facility, so no one can recreate his research.
    • Sinister is revealed to be the mastermind behind the plan that created the dark future of the timeline, in which civil society was destroyed and replaced with supervillain-controlled fiefdoms, killing millions in the process. Sinister came up with the plan to unite the supervillains, kill all the superheroes and take over the world, and presented this plan to Red Skull. When Old Man Logan traveled to the past, trying to stop this dark future from taking place, Sinister, in the form of Miss Sinister, learns of the future. Wanting to ensure the Old Man Logan future comes to pass, Miss Sinister recruits Mysterio, hoping to use him to trick the superhero community into killing each other and takes her plans to Red Skull's daughter Sin, working with her to ensure this plan succeeds and helps Sin kill everyone who could stand in their way. After Logan defeats Miss Sinister in the past, Logan goes back to the future, where Sinister has once again taken the form of Mr. Sinister. Mr. Sinister has created a hit squad of Sabretooth clones to do his bidding. Mr. Sinister sends these clones to kill anyone who prevents him from capturing Logan and Bruce Banner Jr.—Hulk's preteen son—massacring a gang of cannibals and Forge's encampment of refugees. Mr. Sinister wants to experiment on Logan and Bruce, so he can create an army of Super Soldiers to conquer the world.
  • The Uncanny X-Men and The New Teen Titans, by Chris Claremont et al.: Darkseid himself, seeking to expand his cosmic empire, seeks the power of Jean Grey for his own ends. Having Deathstroke and Ravok the Ravager act as proxies down on Earth, Darkseid eventually rallies up both the X-Men and the Teen Titans-–coldly vaporizing Ravok for failure with his Omega Beams right after—and uses their memories to painfully reawaken Jean Grey as the Dark Phoenix. With her power, Darkseid seeks to turn Earth into a second Apokolips, destroying most life on it, before repeating the process with every planet in the universe until he rules all.
  • Wolverine MAX: Victor Creed, the first Arc Villain, very much resembles his canon counterpart in being a sadistic beast of a man obsessed with killing. Having spent his near-immortal life killing everything in his path, notably a peaceful monk monastery where he drank the blood of the head monk, Creed eventually carved a path to become second-in-command of the Yakuza. Using his position to search for the Yashida clan's prized sword, Creed convinces a woman to suicide bomb a jumbo plane, killing nearly 400 people, in exchange for Creed giving her family a good life, something Creed was lying about. Confronting Logan after needlessly decapitating two cops, Creed mutilates Logan and proclaims his intent to begin downing numerous airplanes over and over again until he finds the Yashida sword, and reveals he plans to murder the head of the Yakuza and take over first the organization, then the entirety of Japan.
  • X-Men 2099: Brimstone Love is a mutant with a demonic appearance and a personality to match. He runs a group called the Theatre of Pain, which kidnaps people, tortures them, and sells the torture footage to rich people for a profit. Brimstone claims to be an artist, but is really driven by sadism and greed. Brimstone enslaves a mutant named La Lunática, using a Shock Collar to control her, and forces her to Mind Rape the Theatre of Pain's prisoners. Brimstone kidnaps some of the X-Men and has La Lunática torture them. During a fight with the X-Men, La Lunática manages to get free of her collar and escapes the Theatre. Brimstone tries to recapture her, put quickly becomes interested in the X-Men's leader, Xi'an, who is dealing with a Split Personality. When Xi'an's evil personality takes over, Brimstone convinces him to join the Theatre of Pain, and mentally tortures Xi'an in an attempt to destroy his good side. Brimstone and the now-evil Xi'an quickly devise a scheme to take the Theatre of Pain to new heights. Brimstone and Xi'an have of one of the X-Men's foes, Master Zhao, hooked to a giant machine, which uses Zhao's Psychic Powers to torture over a thousand people at once.

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