All-New X-Factor #10

Issue Date: 
September 2014
Story Title: 

Peter David (writer), Carmine di Giandomenico (artist), Lee Loughridge (colorist), VC’s Cory Petit (letterer), Kris Anka & Jared Fletcher (cover artists), Xander Jaroway (assistant editor), Jordan D. White (editor), Axel Alonso (editor in chief), Joe Quesada (chief creative officer), Dan Buckley (publisher), Alan Fine (executive producer)

Brief Description: 

Though the destruction of Dakota Bennett’s house is total, magically no one seems physically harmed. After digging themselves free, Polaris calls X-Factor’s employer, Harrison Snow, and informs him of the situation. Immediately, Snow assembles the remaining members of the team – Danger, Warlock and Gambit. Not yet knowing whether Snow is aware that he has unintentionally slept with Snow’s wife, Gambit is nervous, and more so when Snow transports the trio to Minneapolis via a never-before mentioned matter-transporter. Snow immediately orders the prep of the transporter for their eventual retrieval, but is suddenly informed by his assistant, Linda Kwan, that she found Gambit in bed with his wife that morning. At the site of the abduction, Danger informs the reunited team that she can track Georgia and her father via their residual heat signature. Meanwhile, Memento Mori informs his daughter that, though he is indeed a super villain, most of his operation is actually legitimate, including the five-star hotel in which is office is located and the entire indoor mall in which the hotel is located. He then explains how Georgia’s mother, Dakota, left him when she was pregnant after discovering what he was and gave her up for adoption to protect her. However, now that they are together, Georgia and the powers she possesses will serve him and his needs. Panicked, Georgia uses her desiccation powers on her father and tries to escape. She races through the mall but, despite using her powers on a guard, she is taken down by a tranq dart. Fortunately, Gambit, Cypher and Warlock prevents her recapture. The trio make their way to X-Factor’s rendezvous point, where the team is extracted via Snow’s matter-transporter. To his shock, however, Gambit finds himself left behind.

Full Summary: 

Polaris gasps for breath as her head breaks free of the rubble that was once Dakota Bennett’s home. A voice calls out her name repeatedly, asking her if she’s okay. Doug? she asks, now that she’s able. Grasping her by the wrist, Cypher pull Polaris free from the rubble, noting that it’s good that she hasn’t got amnesia or anything. Still disheveled, Lorna asks what the hell happened, but then remembers. There was some guy… Some distance away, Quicksilver interjects that the guy was Georgia’s real father. And naturally, with their luck, her father’s a super-villain. Asked by Lorna what he called himself, Quicksilver reminders her. Memento Mori. It’s Latin, he adds, meaning “Remember that you will die.”

Suddenly, Lorna sees what Quicksilver is doing, removing the rubble covering Dakota Bennett, Georgia’s mother, and calls out her name. Removing he last piece covering the woman, Quicksilver explains that she’s knocked out, but seems all right otherwise. He hears an ambulance coming, he then adds. Or the police. Or both.

Back at Serval Industries HQ, CEO Harrison Snow asks Lorna over the phone to slow down. She’s saying Georgia was kidnapped? By who? He then repeats the name “Memento Mori” and begins to remark on its meaning, but Polaris interrupts him. She knows what it means. He came in there and clobbered all of them without even trying hard. She needs the rest of the team there immediately. All right, he replies. He’ll take care of it. Before disconnecting, he reminds her to be careful. She knows how he worries. The line broken, Snow calls out to Beverly, ordering her to have the rest of the X-Factor team assemble in room 42. And cancel his eleven o’clock. Receiving a “yes sir,” Snow darts off, muttering that he hopes she’s okay in whatever hellhole this marauding lunatic has her stashed. Who knows what sort of torture he has in store for her?

Elsewhere, Georgia Dakei sits at a table, enjoying an elaborately constructed ice cream sundae, complete with multiple flavors and garnished with various toppings. Anything else she would like? her father asks, standing stoically nearby in his smart, brown suit, complete with a silk cravat. “No, dis iz grade,” she replies, her mouth full of ice cream. When her father begs her pardon, Georgia repeats her statement more coherently, saying that she said this is great. He is so pleased, Memento Mori replies, looking anything but.

Continuing, he notes that she knows this entire event has been somewhat traumatic for her… Interrupting, Georgia incredulously repeats the word “traumatic” and reminds her father that he kidnapped her and blew up her mother’s house. Her mother will be fine, Memento Mori replies coldly, still facing away from Georgia. And he’s already moved funds into her bank account that will enable her to buy a brand new, much better house. To this, Georgia adds that he’s also a super villain. Why? Memento Mori asks, finally turning around to regard his daughter. Because he uses his abilities to acquire money through illegal means? Well, pretty much, yeah, she replies. All right, he admits, that’s a fair point.

Now walking past her, Memento Mori asks Georgia to come with him. He wants to show her something. In short order, the two are in a business office setting and Georgia finds her father quickly greeted with a “Morning, Mr. Mori.” After Memento Mori returns the greeting, another employee informs him that he’ll have that report for him by 1 PM, as scheduled, sir. Excellent, Mori replies.

Detecting shock from his daughter, Mori asks if something is wrong. Taken aback, Georgia replies that somehow this isn’t what he pictured for a super villain’s lair, that’s all. What did she picture, her father asks. Evil soldiers? Flunkies? A crackling laboratory where insane creatures are being created? Kind of, she replies. And maybe hidden inside a volcano… She’s seen too many James Bond films, he tells her. Not that many, she replies. She liked “Goldfinger.” That whole laser beam thing with, “Do you expect me to talk…?” “No, Mr. Bond,” Mori continues. “I expect you to die.” Yeah, that’s great, Georgia says.

Moving to a window, Mori informs Georgia that, believe it or not, most of his endeavors are perfectly legitimate. Including the one where she’s standing. This, he tells her, is a five star hotel. Does she think the people who love their food and rooms give a damn how they meet their year-end quota? Plus, there is the added intriguing benefit, namely… They’re in a mall, which he also owns. The biggest mall in the world. Looking outside the window of the Mori Hotel, Georgia sees a giant, enclosed area filled with stores and shoppers.

Mori continues, noting that best of all… Interrupting, Georgia finishes, guessing that no one can attack him there. That is exactly right, he replies. So-called super heroes are obsessed with the safety of civilians and this mall is open 24/7. As Georgia takes this all in, Mori asks her if she has powers. Still engrossed with the view outside, Georgia almost absent-mindedly confirm and asks if she got them from him. So it would seem, Mori replies. But he doesn’t know what they are.

Leaning in close to Georgia, his hands on the back of her shoulders and his check next to hers, Memento Mori is transformed. No longer in a business suit, he is in a costume with a cape and cowl. The cowl covers his face, save his mouth and ears, and contains elements similar to a voodoo houngan. Continuing, he tells the startled Georgia that all he knows is this: her mother was pregnant with her and then she learned what he was. Instead of trying to accept it, live with it, she ran off. By the time he found her, Georgia has been born and he’d give her away. He’d kept an eye on her ever since, praying she’d show up. Georgia attempts to apologize, but Mori dismisses it. They’re together now, and he’d going to help her make the most of her power. And she’ll use it to serve him and his needs. Asked that she will, Mori replies with a “yes.”

No, Georgia counters. Standing back to his feet, Mori grabs Georgia by the wrist and tells her that she doesn’t get to say “no.” He then orders her to tell him about her powers. Tell him this… Memento Mori’s words trails as a white light emits from the hand he grasps. A moment later, Mori falls to the floor, demanding to know what she’s doing. Showing you! she yells to him as she darts to freedom. However, before she has gone but a few steps, Mori waves his arm, sending arcs of energy at his daughter, tossing her forcefully against a wall.

Fortunately for Georgia, Mori begins to remove his glove to inspect what has been done to him, providing Georgia the distraction to exit through a part of sliding doors. Still engrossed with his wound, Memento Mori finds his hand desiccated. Of, all the… impertinent! he mutters. Asked by a security guard if he is all right, Mori replies that he’s fine. Nothing that his restoration process can’t handle. He then orders Georgia to be brought back, only for the guard to report that she’s gone. Well, find her! he snarls. Get her back. Does he have to do everything himself?! Clearly frightened, the two guards reply no and run off. Idiots, Mori mutters to himself.

Meanwhile, at Serval Industries HQ, CEO Harrison Snow informs Gambit that he’s been looking for him. He didn’t answer his pager. Come with him. As Gambit follows, he is convinced that Snow knows. He knows he slept with his wife. He doesn’t know how he knows, but he knows. He knows that there’s obviously some sort of whack-job love fight going on with them and he’s now stuck in the middle of it. This is not grief that he needed right now.

Very quickly, the two reach large doors, labeled “42” on them. Convinced that something bad awaits him on the other side, Gambit begins to defend his actions, only to stop mid-sentence seeing Warlock and Danger are awaiting them within. The large room has its ceiling and floor covered in blue hexagons and in its center are several identical devices. On top of these stand Warlock and Danger, standing on what seems purposefully designed for them to do so.

Speaking to someone behind a console, Snow asks if they have coordinates locked in. Informed that they do, Snow replies “good” and orders the tech to prepare to activate. Still at a loss for what is happening, Gambit begins to stammer a protest, but Snow interrupts, telling him that Lorna will bring him up to speed once they arrive in Minnesota. Take care. A moment later, energy begins to arc around the trio within the machine and a deafening mechanical waaaaaakk kwaaawz fills the room. Panicked, Gambit pleads for someone to tell him what’s going on. According to Mr. Snow, Danger replies, they are about to…

…transport, Danger concludes, as the trio arrive in the midst of Polaris, Cypher and Quicksilver. While Polaris and Cypher are both visibly shocked, Quicksilver offers a nonchalant “hunh” and then supposes aloud that they do have a matter transporter after all.

Soon thereafter, Dakota Bennett is being moved into an ambulance, muttering weakly for them to get her daughter back. At her side, Cypher tells her not to worry. They’re on it. Sensing something amiss, Lorna asks if he’s okay. Does he need a trip to the hospital as well? He’ll be fine, he replies simply. He’ll be fine. Is self-friend sure, Warlock asks. Asked by Cypher where he came from, Warlock replies that his homeworld is Kvch. Is self-friend suffering from amnesia of some sort? No, Cypher replies. He means… never mind

Turning his attention to Polaris, Cypher tells her that they have to go after Georgia. They have to track her. Great idea Polaris replies, any thoughts as to how? Cypher begins to offer his thoughts, but Danger points to a direction and announces that if they are seeking the girl, she went that way. Asked how she knows, Danger replies thermal imaging. Another hour before it dissipates. Then let’s not wait, Polaris announces.

Meanwhile, Georgia continues to race through her father’s mall, pushing past shoppers. However, she soon finds herself cornered by three Segway-riding security guards, who inform her that her father wants her back at his office. Georgia protests and tries to evade, but one of the guards grabs her by the wrist. Unfortunately for him, Georgia’s power activates and the man falls off of his Segway in pain. Apologizing profusely, adding that she hopes she didn’t kill him, Georgia commandeers the guard’s transportation. The two other guards pause to check on “Todd,” trying to understand what has just happened to him.

Not waiting herself, Georgia propels forward on her Segway, bowling over shoppers and lamenting that there’s gotta be an exit there! Can someone point her to the ex…! She stops mid-sentence when she is hit in the arm by something. Glancing back, she spies the other two guards, one of which announces that the tranq got her! That should take care of this! A moment later, Georgia loses control of her Segway and hits the basin of a giant water fountain, the impact of which propels her into the water. The two guards step down from their Segways, anxious to get Georgia out of there before she drowns.

As they do so, they ask new arrivals how Todd is doing. Unconscious, but okay, they are told. When one then asks what the hell did she do to them, the newcomer bets that she dehydrated him. She does that. Hearing this, the guards realize that other party is not a coworker and find Gambit standing before them. Sounds like she’s starting t’control it, he then adds. So, that’s good. They’ll want t’be handing her over now, he tells them. The guard begins to protest, but Cypher comes out of nowhere and knocks out one of the guards with an elbow blow. Gambit seems a bit incredulous at this, but Cypher replies that he figured like they had to move this along.

Before they can do so, however, a group of armed security guards arrive, all with weapons drawn and ordering them to put their hands up. Now! Ignoring the guards, Cypher instead picks up Georgia and calls to Lock, announcing that they’re leaving. The incredulous lead guard begins to mock that they’re not, but a moment later the robotic Warlock leaps over the guards and in one swift motion morphs around Cypher and the unconscious Georgia, immediately thereafter transforming into a driverless motorcycle. Within the cabin he has created for Cypher and Georgia, Warlock asks if self-friend is secure. Told “good to go,” Warlock declares that they then shall.

At Serval Industries HQ, Harrison Snow asks how they are doing. Are they tracking them? Yes, sir, one of the technicians in a full-body suit replies. Polaris is on the comm unit. She says that Cypher has acquired the girl and is heading toward the rendezvous point. Good, Snow replies. Set the coordinates.

As the technician complies, Linda Kwan walks into the room, asking for Snow. Politely, Snow replies that this might not be the best time, but Linda presses. She needs to tell him something, and this isn’t the easiest… Good, Snow replies. Then it won’t be a problem if it waits until later. Linda begins to protest, but Snow reminds her he said later. Turning back to the technicians, Snow instructs them to make sure this thing is charged up. He doesn’t want any mishaps to… Interrupting, Linda informs Snow that she found Gambit in bed with his wife this morning. Turning to look at her with a stern face, Snow informs Linda that she has his attention.

Meanwhile, Warlock-the-motorcycle races through the giant indoor mall, causing shoppers to leap out of his way. Behind him, the lead guard orders the others to go to full offensive mode! Now! A moment later, the Segways of each guard transform into flying sleds, which the guards ride vertically on their bellies. Within moments, they reveal their next secret, as the flying sleds open fire. Within the cycle, Cypher announces that they have company, though Warlock replies that “self is aware of that.”

A few moments later, Warlock-the-motorcycle crashes through a wall and into the parking lot, which like the mall is still inside. Involuntarily, Warlock ejected Cypher and Georgia, explaining that those blasts were more severe than self anticipated. Before any of them can recover, police cars pull up, ordering via loudspeaker for them to put their hands over their heads! Don’t move! How about they don’t move, Polaris suggest, lifting each of the vehicles into the air via her magnetism. Oops, she quips. Too late.

Speaking to Quicksilver, she asks if Cypher and Georgia are okay. They appear uninjured, he reports. Self is likewise uninjured, Warlock offers, to which Quicksilver offers a “good.” In case Quicksilver was concerned, Warlock then adds. He really wasn’t, Quicksilver replies. Joining the group is Gambit, pursued by guards on the flying sleds. Asked by Gambit if everyone is there, Warlock affirms, including “self” if Gambit was concerned. Nah, not really, Gambit replies. Self is feeling discouraged, Warlock mutters.

As she moves away the police cars, Polaris orders everyone in tight. They’re leaving. Asked by Cypher if they’re going to the plane, Polaris replies that the plane’s already heading back. They’re being transported. He is not liking the sound of that, Cypher offers. He gets too worried about these things, Gambit interjects. It’s just like “Star Trek.” When Cypher then notes that they had transporter accidents all the time, Gambit replies that they didn’t. They did in the first movie, Cypher retorts. First movie doesn’t count, Gambit explains. The whole thing sucked. Not in retrospect, Cypher counters. If you…

Incoming! Quicksilver yells, referring the fully-costume Memento Mori. Flying at high speed to their location, he orders no one to move. Touching her comm unit, Polaris announces that if they’re leaving, now is the time! Ha! Gambit smiles, waving at their foe. See him next time, Memento… Gambit’s words trail as he realizes that the rest of his team have departed, disappearing in a flash of light. Gambit has only a moment to consider that he has been left behind before Mori’s attack knocks him out. They can start with one, Momento Mori announces to the unconscious Gambit.


Characters Involved: 

Cypher, Danger, Gambit, Polaris, Quicksilver, Warlock (all X-Factor)


Harrison Snow

Linda Kwan

Serval technicians


Dakota Bennett

Georgia Dakei


Memento Mori

Mori Hotel employees

Guards (Todd & unnamed)

Mall shoppers

Ambulance EMTs

Story Notes: 

Georgia Dakei and Memento Mori accurately describe a famous scene from the 1964 James Bond film, Goldfinger.

Mori’s mall is undoubtedly inspired by Minneapolis’ famous, real-world “Mall of America,” one of the largest malls in the world.

When Danger, Warlock and Gambit arrive, Cypher is shown to be shocked by their arrival. However, he seems shocked to see Warlock again a minute later, after Dakota Bennett is taken away by EMTs. As the question arose of amnesia twice in the issue, it’s not clear if this is a plot point or art/story error.

In the first Star Trek film “the Motion Picture,” the characters of Commander Sonak and an unnamed female officer are killed in a transporter accident when the beam accidently merges both of their bodies during reintegration.



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