Story in Exiles #69-82
The Exiles start off on Earth Prime (Earth-616) to find out it's been messed up due to the House of M conflict.
Beak finds his current wife Angel on this world and she has no clue who he is. Proteus takes over her body and the Exiles battle. Mimic is possessed and killed by Proteus and the team travels from world to world trying to stop him including; New Universe, 2099, Squadron Supreme, Future Imperfect and Counter-Earth. After having posessed Justice from New Universe and Hulk 2099 Proteus finally takes over Morph's body. The team then develops a device that only allows Proteus to have access to Morphs memories, personality and powers so that Proteus is non-exsistent within Morphs mind.