Dr. Rachel Deming was a victim of the Theta virus, and developed a means to cure the terminal side effects. After curing herself, she set up a base on an island off the coast of California, which she named the Stronghold. From the Stronghold, she began to locate others developing the Theta virus, cure them, train them in their abilities, and recruit them to help her effort. She hired Heather Faraday as her assistant. Over time, she recruited Catapult, Deadeye, Ghoul, Mustang, Tinsel, and Trax. Dr. Deming and the Exiles began to develop some opposition from Malcolm Kort, who sought to control the Theta virus-infected Ultras for his own benefit.
The Exiles succeeded in gathering Amber Hunt, despite the efforts of Kort's agent, the Supreme Soviet. Deming sought to explain what was happening to Amber, and what it's potential consequences were, but the spoiled rich girl was initially quite resistant. Deming sent Mustang and Catapult after their next target, Timothy Halloran, but this time they were defeated by Kort's agents Bloodbath and Bruut, who brought Timothy back to Kort's base.
Deming gathered the rest of the active Exiles, herself included, and headed off to Kort's base to rescue Timothy. Amber finally realized that she needed the treatment or she would die, and she was worried that Deming might not return in time. Deming assured her this would not be a problem. Kort's head scientists, Dr. Deeters, was working on treating Timothy's virus, but he had not mastered the techniques which Deming had designed and kept secret. Halloran mutated violently and exploded from his containment device just as the Exiles arrived.
In their initial assault on Kort's base, Tinsel and Ghoul were captured, Deming herself narrowly escaped falling to her death, and Halloran escaped. Deming named the capture of Halloran as the number one priority, which they ultimately failed at, and it took much longer than expected. Two Exiles, as well as Kort and his agents, were killed as the struggle escalated out of control.
Amber, meanwhile, rightfully feared for her life if the treatment was delayed, and so she tried to rig the equipment herself. Heather Faraday rushed in and managed to begin to reverse the damage, when suddenly a burst of energy from the sky pushed the machinery beyond all limits. Amber, the recipient of the energy blast, survived, flying from the resultant explosion, her mind under the control of the Entity, but everyone else at the base was killed. The rest of the Exiles were returning to the Stronghold just as the explosion occurred. Dr. Deming was tossed through the air and ended up with cracked ribs, multiple broken bones, and other injuries, and the rest of the Exiles were either killed or severely injured.
Dr. Deming observed the events of Break-Thru, as the Ultras encountered the Entity in a body cast from her hospital bed. As one might expect, she was extremely despondent after the destruction and failure of her years of work. Due to her expertise and her past involvement with Amber Hunt, whose powers were at the focus of events, Dr. Deming was consulted by the Strangers and Dr. Rains of Aladdin for assistance in determining the cause. Deming correctly predicted that Amber was running up along the visible spectrum of energy wavelengths and that she would continue into ultra-violet, which would shower the city with harmful radiation. After the conclusion of the struggle, Dr. Deming closed the book on that chapter of her life.
Ghoul recovered from his destruction at Visionary Productions, sought out Dr. Deming, who refused to get involved with him after the last tragedy. She directed him to the graves of the other Exiles. Mister Kyle, the head of Xanadu Amalgamated, had his former agent, Blind Faith, thrown out of a building when he rebelled against his plans. Blind Faith fell into an alley a few blocks away, and his scarf drifted into the hands of Rachel, who was walking on the streets below.