The Entity makes the Micronauts live through nightmare scenarios to break their will. They come to accept him as Master and he dresses them in original X-Men uniforms. In the meantime, the X-Men, alongside Baron Karza and the Micronauts’ sentient Bioship, reach Homeworld, Karza’s seat of power. They are not happy with their alliance with Karza, but don’t see any choice. Karza informs them he will remain behind on Homeworld to gather a new army, while the X-Men check out the Entity. The X-Men are not aware of the fact that Karza has inadvertently swapped minds with Kitty Pryde. He suggests they leave “Kitty†with him, but can’t convince them. Through Bioship’s link with Commander Rann, the X-Men find the Micronauts, led by what appears to be Professor Xavier. The brainwashed Micronauts manage to capture the now diminutive heroes. As “Ariel†falls as well, on Homeworld, Kitty finally gains control of Karza’s body.
