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As the Angel tracks down the Right, the deadline for the Mutant Registration Act is drawing nearer! How will the Act affect X-Factor's lives? And once Inferno strikes, will they live long enough to care?

Note: This issue was titled "A Matter Of Conscience" in the original solicitation.

Synopsis

Mysterious things have been happening around New York City. Trish Tilby is in the streets covering flying manhole covers when the Alliance of Evil trashes the nearby neighborhood. Frenzy grabs Trish's microphone and broadcasts a challenge to the Mutant Registration Act and, more menacingly, to X-Factor to come out and stop them.

In a store some blocks away, the young mutants in X-Factor's charge try on some new clothes. Nothing seems to fit, however, regardless of the different sizes being tried. At one point, Boom Boom swears that she is attacked by a sweater. She blows it up. Iceman scolds her about responsible uses of her power but gets interrupted when Tower throws a car into the store. (The Alliance of Evil had obviously been tipped off to their presence.)

Aboard Ship, Cyclops is concerned that Beast continues to switch between his human form and his beast form. Beast breaks out of his bed at one point in an unconscious rage and Ship effects bonds that hold him tighter. Neither Cyclops nor Ship know what to do about their friend. Cyclops then sees the television broadcast of the Alliance of Evil calling X-Factor out for a fight.

In town, Iceman and Jean Grey fight the Alliance of Evil. The younger mutants have been told to stay back. They join the fight anyway. Rusty, however, is afraid to join since there are cameras about and he is on the lam for deserting the Navy.

In Missouri, the Nanny and the Orphan Maker approach a house. Inside are two promising girls. Orphan Maker sneaks in and attempts to take the girls but they call out for their parents. The parents arrive and Orphan Maker kills them and takes the girls. The Nanny is pleased and the four fly off to another location.

In New York, Rusty is bugged that he can't help his friends in the fight. He steals a sweater and burns eye holes into it. He puts it on like a mask and joins the fight. His powers very quickly give him away. The fight stops, however, as the Alliance of Evil tries to talk Rusty into joining them. He is, after all, already a wanted man. The television cameras are still on and Cyclops sees these latest developments. Beast hears them and wakes up in his furry form and effectively breaks through the shackles. The men instruct Ship to join the fight.

Rusty seems stunned that he would be asked to join the bad guys. No answer is given, however, as Beast shows off his new strength by shaking the ground and throwing everyone off balance. Seeing the scales tipped, the Alliance of Evil tries fighting again. It does not go well. X-Factor wipes the floor with the bad guys, just in time for Freedom Force to arrive and pick up the pieces. Mystique questions if X-Factor is going to register as part of the Mutant Registration Act. Beast happily obliges. Cyclops and the rest do as well, only with their super-names, however. They younger mutants are exempt - for now. Rusty decides that he will turn himself in the next day.

Elsewhere, Death flies past the headquarters of the Right where Cameron Hodge is preparing himself for a fight by donning a mechanical suit. He deploys his men for a battle.

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