The Starjammers led by a mysterious Warlord force their way on the royal Behemoth flagship in order to turn back the Shi'ar Throne to Lilandra!
The X-Men (with the exception of Cyclops and Jean Grey) and the Starjammers fight against Deathbird and the Imperial Guard. Meanwhile in the Savage Land: Rogue, Magneto, Ka-zar, Nick Fury and the Shield Agents fight to stop Zaladane from obtaining the magentic power of the Earth's polar field.
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