Proteus has spent years trapped in a psionic hellscape of the Astral Plane, where The Shadow King reigned supreme, only to escape last issue. Part of the reason that he could was the escape of Charles Xavier (who now chooses to go by X, since he is now in a younger body after escaping), and now X leads the X-Men directly into an ambush, as Proteus has warped an entire village with his powers, leading to a mind-to-mind battle that leaves X on the receiving end of a psychic beatdown.