Jay & Miles X-Plain the X-Men

88 – …Just Before Dawn (Fall of the Mutants, Part 3 of 3)

Art by David Wynne. Prints and cards available at the shop, or contact David to purchase the original.
Art by David Wynne. Prints and cards available at the shop, or contact David to purchase the original.


In which X-Factor finally comes out ahead; Jay and Miles weigh in on the X-Men: Apocalypse trailer; En Sabah Nur is better at theater than tactics; no one does scale like Simonson; Iceman pulls an Xavier; Cyclops and Marvel Girl totally do it; and we conclude our three-part coverage of Fall of the Mutants.


  • A potential (but unlikely) vector for resurrecting Cyclops-616
  • Events vs. crossovers
  • Our thoughts on the X-Men: Apocalypse trailer
  • X-Factor #24-26
  • Power Pack #35
  • Incredible Hulk #340
  • Captain America #339
  • Fantastic Four #312
  • Daredevil #252
  • Newsletters of Apocalypse
  • Some deeply dubious immunology
  • The fall of Caliban
  • Sense of scale
  • The kiss we’ve been waiting for
  • Teen Titans Wasteland
  • A recognizable ruse
  • A thematically significant crash landing
  • Some long-awaited resolution
  • How to judge an original-5 book
  • Sweatsuits of Apocalypse
  • The iconic X-Factor costumes
  • Fall of the Mutants tie-ins
  • Emus
  • The best-dressed X-Men


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Buy prints of this week’s illustration at our shop, or contact David Wynne for the original!


  1. I sort of feel like Warlock would be the perfect Emu War ender. He can just turn into a giant fenced area, yeah? Or eat one or two of the really dangerous ones.
    I was also SUPREMELY fascinated by the idea of Apocalypse claiming to have been Kali, especially so soon after Miles commented on how ridiculous he looked with his limb stretching and whatnot…because there’s this story about how Tenali Raman(your basic coutry jestery wise man) once met Kali only to escape her wrath by laughing at how ridiculous she looked because she had several faces but only two hands so if she had a cold, blowing all those noses would be a pain and…I kinda wanna see a Deadpool/Apocalypse version of that now.

    1. I doub Warlock would want to risk a Technarch transmode infected emu possibly managing to escape before he could consume it. The Phalanx Covenant would have been even more relentlessly terrifying if it had been run by emus.

  2. Eemyou, not eemoo, but it’s all good. They have a smaller but heavier and angrier cousin called a cassowary, which is an absolutely beautiful and terrifying animal.

    1. I concur: “eemyou” is the correct pronunciation. (I’m Australian.) Not a big deal, obvs, but it would be nice if more people pronounced that word properly.

  3. Following the emu question, I now really want to commission an artist to draw Fantomex getting is ass kicked by an emu.

    I never realized how much I wanted this in my life.

  4. Around this age was when my interest in the X-Men started to decline and I continued reading for years out of obligation and commitment. There where many – MANY – good moments of fun and excitement later but it was never quite the same like in the begging of Claremont’s run.
    I guess some bars are set too high.

  5. I’m going to take a probably unpopular stance and say “I don’t like Archangel”.

    Now let it be clear I have nothing against the design (Which is classic Simonson, which as you say SHOULDN’T work, but does), or the concept of there being a mutant like Archangel, but I did not like the weaponisation of Warren Worthington.

    It seemed, as with Cypher, to almost stress a lack of understanding about what being a mutant should mean. To imply that only those mutants with offensive powers are to be featured as being of worth. That having a passive, or at best only nominally matrial power means you are _less_ worthy as a mutant.

    If all they can do is fight, then fighting is all they will do. (As I’m pretty sure someone once said, but I have no idea who)

    Angel can fly and only fly, right then, USE that. Use him for reconnaisance, for transportation, for seemingly impossible aerial stunts when required. Have him able to fly rings around anyone else who doesn’t actually have supersonic speeds, because he’s just THAT good at it.

    Or have him move his focus so he’s less an active hero, and more the public (and decidely photogenic, which could be a source of issues all by itself) face of mutant-dom. Can his vast wealth and political influence actually do more for mutants than his natural powers?

    Don’t just make him ultra angsty and strap a chain gun to each wing just because you think it makes him badass.

    If the ultimate aim of the Xavier dream is human/mutant equality, then only having mutant warriors to call on for your team line up is NOT the way to go about it, and the results of Fall of the Mutants was the first definite step towards the excesses of the 90’s for me.

    1. That’s a valid point – between Doug dying, Storm getting re-powered, and Angel becoming Archangel, FotM leaves the various X-teams much more fight-tacular than they were before the event. (I recall Louise Simonson saying in an interview that powering up the less impressive X-Factor members was actually a specific goal of hers in this part of her run.) I agree that it’s a shame – having some less combat-oriented characters allows for more varied storytelling, and that was definitely something we lost around this time.

      That said: I love Warren’s transition to Archangel, and it’s not because he’s made of shooty poison blades. Warren was never terribly interesting to me before this (although to be fair, I haven’t read his Champions issues) – his powers were fine, but his past and present didn’t have much of the gloriously angsty internal conflict that I enjoy so much in X-books. It wasn’t until he was hospitalized post-Mutant Massacre that I found myself all that invested in his struggles, and when his transformation into Death made external his growing internal conflict, I was completely on board.

      That’s not to say that I disagree with your interpretation – in fact, I’d love to see the Warren-as-face-of-mutantkind arc you described. But for me, Angel becoming Archangel gave Warren a type of depth that I was really excited to see.

      1. I sympathize with the writers who found it challenging to give characters like Doug and Warren meaningful stuff to do, and also sympathize with Doug and Warren themselves for how it must feel to be a weaker member of a team of action heroes.

        It seems like you can tell good stories for a while about someone having angst over their lack of fighty powers, but eventually a character has to resolve that by either getting powered up, or getting killed, or being relegated to a lesser role in the story. I can’t think of any low-powered character who was able to stick around as a prominent member of a superhero team for a really long time, other than Warren – but perhaps I’m forgetting someone. (I’m not counting people like Batman or the Hawkeyes as low-powered, because despite the lack of superhuman powers, they’re still good in a fight, so it’s not hard to give them stuff to do in a typical superhero story.)

        1. P.S. – Warren as face of mutantkind sounds like a great story that should have been done at some point. It could still be done, I guess, but now O5 Warren has wings of fire from the Black Vortex, so he might not make the best impression as spokesman these days.

        2. There were “mascot” characters like Rick Jones and Snapper Carr, but not sure I would count them.

          I think it also depends on the make-up and intent of the team. If they are like the JLA or the Avengers, they are formed with a definite combat oriented outlook and so combat powers make sense.

          The X-Men, and particularly the cadet teams like the New Mutants and Generation X etc, are not formed with that stated intent and so have scope for a richer range of characters and powers without it seeming shoehorned in. They’re not soldiers, they’re students (Well, at least until Cable gets involved, but that’s a whole ‘nother rant).

          I agree with Miles that Warren did have very little in the way of notable personality traits. He was the sort who was a good friend and did things because they were the right thing to do, but usually defaulted to being a good-hearted guy who happened to be rich, pretty and had lovely fluffy wings and could dodge projectiles for almost five straight seconds.

          It’s a purely personal opinion of course, and others seem to love Archangel, and the impact that Doug’s death can’t be denied,. it’s just that I think that, with the raw material of the likes of depowered Storm, Doug and Warren, there would be so many more interesting things to do with them than what Fall of the Mutants did.

    2. I agree completely.

      The X-men in the 90s felt homogenized to me. Just blue skin and spikes everywhere. This really takes off after the Blue/Gold team split but I feel that it gets its start here.

      Warren’s story though this era was fascinating to me reading the issues as they came out, and it overall adds some needed depth to the character, but I feel like the bad parts of the changes stuck around far too long.

      Why keep the Death costume after he rejoins X-Factor? And even the blue skin after he gets his organic wings back?

      I do like the Jekyll/Hyde thing with the other persona recently but just “weaponizing” Warren into yet another imitation Wolverine pigeonholes the high-flying Angel.

      *I didn’t intentionally use “pigeonholes” but then once it was in there it was too good to change.

  6. Terrific episode! In fact, I’ve been eagerly awaiting it since I first started listening to your podcast earlier this year. X-Factor #25 was not only my first X-book, but also the first superhero comic I ever owned. After reading it, I was immediately hooked and soon started catching up on my mutant lore through Classic X-Men and whatever back issues I could get my hands on.

    Anyway, I’m psyched to hear that you guys enjoyed the X-Factor portion of Fall of the Mutants as much as ten-year-old me did back in the day. Keep up the good work!

  7. As someone who has chosen this nickname for a long time, I feel I need to post to show my Emu pride. I don’t have much to add, but I wanted to thank you for pointing out the Caliban bottom panels, which is something I completely missed the first time I read it.

    I’ll also add that, technically, yes, Leland Owlsley can, in fact, turn his head 180 degrees.

  8. Is personal experience with emus why Jay is so convinced that bird-like dinosaurs were huge jerks?

    Not that they’re wrong.

  9. Has anyone else noticed that a circle quartered with a cross a la Susan Cooper is very very similar to a X in a circle? Does that mean that the Xmen are Old Ones?

    1. *turns on private browsing*
      *frantically googles combinations of “the dark is rising” and “x-men” and “fanfiction”*

  10. This is my favourite run of X-Factor before Peter David takes over. For all that even as a kid I didn’t feel like the core concept really justified itself, they finally got it to a place where it could conceivably work.

    Archangel was the first time I remember being really wowed by a character re-design because it was the first one I could remember where they took special care to make him an antithesis of what went before. His costume lines are sharp angles instead on curves. His curvy, feathered wings are a sharp plane. At every level there was a deliberate attempt to make him look like a vicious mirror of Angel.

    I also used to imagine that that SKREEEEEEEEE noise he made sounded something like the TIE Fighters from Star Wars. There seemed to be something fitting about the air screaming in pain as he flew through it.

    On a wholly unrelated note . . .now I’m scared of emus. Gonna avoid them vigorously and assiduously.

  11. Given the way that his wings sometimes folded to just the spiky back nub he had, I always thought that Death/Archangel’s wings were some sort of energy projection. So when Apocalypse Vanna’d him, he turned on his wings to get the full effect (and you don’t get the full effect without the hat).

    How do the neurotoxin flechettes work with the energy wings? Well, his wings are also a portal to a dimension filled with neurotoxin flechettes.

  12. Thank you for touching on the fact that Scott has always been pretty lost with an authority figure in place above him. Get out of his way and he owns it, but any time he’s not in charge he kinda flounders. Growing up with these books as a young man who was usually tasked with enforcing rules and keeping peace, my headcannon (back before we called it that) back then was that Chuck had placed come kind of psychic brain block in Scott to always follow the authority figure in charge. Seemed like the kind of douche move Xavier would pull, plus explained why Cyclops kept letting the group follow Hodge’s hair-brained schemes…

    1. Also, on a quasi-related note, since you brought up the X-Men cinematic universe, Your thoughts on the following:

      Since the latest X-Movies seem to be divided by decade and recall stores from that era (First Class=’60s, DoFP=’70s, Apocalypse=’80s) what iconic story line do you both feel would best represent the ’90s on the big screen? Onslaught perhaps?

  13. I feel that it should be mentioned that if you want to see Steve Rogers go through the superhero equivalent of the dream that he’s naked in high school and about to take a test he hasn’t studied for, Captain America #339 has that.

  14. Been binging through the series.

    Anyway, Here are my three dream guests for this show
    1. Linkara
    2. Jim Shooter
    3. Steve Blum

    Also, a question

    If you were making an X-team whose line up is composed of one character from the original line ups of every X-Team, what would the line up be?

    For clarification: The various X-Men teams and their adjectives all count as one team. The teams that I am thinking of when I ask this question are X-Men, New Mutants, X-Factor, Excalibur, X-Force, X- Statix, and the Avengers Unity Squad, though since you are the experts it is possible you are aware of teams that I am not

  15. This was X Factor at it’s best. And another awesome episode from Jay and Miles.

    I’ve always wondered whether Warren would have had the same reaction if he had “Killed” Scott or Hank. Even in the 90s, Warren is quite protective over Bobby. He referred to Iceman as his best friend a few times.

    Obviously we know that Hank is Bobby’s best friend. But I wonder if Bobby is Warren’s.

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