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Factor Three struck again when the Professor attempted to cure his step-brother of being the Juggernaut.The resulting experiment of both science and sorcery ended with the Juggernaut's revival and the Professor on the brink of death.The battle ended with Mimic stripped of his powers and with no memory of the X-Men's civilian identities Fearing an imminent threat, the Professor pressed the group to find new recruits.They unsuccessfully pursued Quicksilver, Scarlet Witch and Spider-Man.Master Mold planned to enslave the human race but the X-Men saved the Professor.The X-Men battled Mimic, a bitter young man who had gained the ability to mimic other people's super-powers and learned the X-Men's secret identities.The first mission brought them to Cape Citadel, Florida and in direct confrontation with the self-styled "Master of Magnetism", Magneto, who became their most frequent enemy.

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Arriving in Europe, they were captured by Factor Three, whose membership included the Vanisher, Blob, Unus, Mastermind as well as two new villains: the Changeling and Mutant Master.

Their next adventure found them defending Washington D. They first clashed with the X-Men when the Brotherhood took over the nation of Santo Marco During this period, the Professor briefly left Cyclops in charge of the school while attempting to stop the alien Lucifer from conquering the world.

This attempt was foiled thanks to the assistance of the X-Men and the Avengers, beginning the two groups' long-standing association.

Frankenstein, Doctor Nemesis, Domino, Elixir, Manuel Enduque, E. A., Eye Boy, Fantomex, Forget Me Not, Frenzy, Emma Frost, Gambit, Goldballs, Havok, Hellion, Hepzibah, Hope, Husk, Iceman (Young), Joseph, Juggernaut, Karasu, Karma, Ziggy Karst, Krakoa, Kymera, Lady Mastermind, Legion, Lifeguard, Loa, Lockheed, Logan, Longshot, Lucid, M, Maggott, Magneto, Marrow, Marvel Girl (Young), Mimic, Mystique, Namor, Northstar, Omertà, Onyxx, Petra, Phoenix, "Phoenix", Polaris, Prodigy, Professor X, "Professor X", Psylocke, Dr. Mutants are often hated and feared by other humans because they are different from themselves.

Kavita Rao, Revanche, Revenant, Sabretooth, Sage, Sapna, Scorpion Boy, Karima Shapandar, Sebastian Shaw, Silent Monk, Slipstream, Sojobo, "Sojobo", Spider-Man, Squidface, Stacy X, Sunfire, Sunpyre, Sunspot, Sway, Tempus, Thunderbird (Proudstar), Thunderbird (Shaara), Toad, Tri-Joey, Vulcan, Warbird, Warlock, Warpath, Wolfsbane, Wolverine, "Wolverine", Wraith, X-23, X-Man, Xorn (Kuan-Yin), Xorn (Shen), Zach, Zero Alpha Flight, Atlanteans, Avengers, Avengers Unity Division, Big Hero Six, Blade, Abigail Brand, Cadre K, Captain Britain, Captain Marvel (honorary member), Lila Cheney, Peter Corbeau, Darkwind, Deadpool (honorary member), Defenders, Doctor Strange, Fred Duncan (deceased), Elektra, Energizer (honorary member), Excalibur (defunct), Exiles, Fantastic Four (defunct), Fiz (honorary member), Sharon Friedlander (deceased), Future Foundation, Gateway (deceased), Gazer (deceased), Generation X (defunct), Dr. D., Vange Whedon (lawyer), Warclan, X-Corporation (defunct), X-Corps (defunct), X-Factor (X-Terminators) (defunct), X-Factor (Government) (defunct), X-Factor Investigations (defunct), X-Force (defunct), X-Force (Strike Team) (defunct), X-Statix (defunct), X-Terminators (defunct), Young Avengers (defunct), Young X-Men (defunct), Utopian mutants (defunct) Abraham Cornelius, Absorbing Man, Acolytes (defunct), Adjunct, Adversary, A. M (defunct), Annex Squad (defunct), Animax, Apocalypse (deceased), Arcade, Baba Yaga, Bantam, Bastion, Belasco, Beyonder, Black Tom Cassidy, Black Womb (deceased), Bolivar Trask, Brood, Brotherhood of Evil Mutants (defunct), X's Brotherhood (defunct), Callisto, Children of the Vault, Church of Humanity, Chthon, Clan Akkaba, Cobalt Man, Count Nefaria, Crazy Maisie, Crimson Commando, Crimson Pirates, Crossbones, Crystal Claws, Cyburai, Cytorrak, D'Ken, Daken, Dark Avengers (defunct), Dark Riders, Dark X-Men, Deathbird, Demi-Men, Desert Dwellers, Desturi, Dire Wraiths, Doctor Doom, Doctor Octopus, Dominus, Dracula, Drenx, Eel, Ejulp, El Tigre, Electric Eve, Eli Bard (deceased), Elias Bogan, Emmanuel De Costa (deceased), Empath, Emplate, Enchantress, Erik the Red, Evolutionaries, Exodus (deceased), Fabian Cortez, Factor Three, Fenris, Fever Pitch, Firelord, Firstborn, Forge's New Mutants (defunct), Freedom Force, Friends of Humanity, Fury, Future Brotherhood, Galactus, Garokk, Genegineer, Gene Nation, Gortokians, Graydon Creed, Grey Gargoyle, Guardian Clan, Haleena, H. Spending most of his adult years studying mutation at Oxford University, Professor Charles Xavier who himself was a secret mutant telepath formed the legendary X-Men to protect a world that hates and fears them.

Cecilia Reyes, Rogue, Storm Students Anole, Armor, Beak, Blindfold, Broo, Cipher, Dust, Ernst, Face, Genesis, Gentle, Glob Herman, Graymalkin, Hijack, Hindsight, Indra, Ink, Kid Gladiator, Kid Omega, Match, Mercury, Michaela Ladak, Morph, Nature Girl, No-Girl, Oya, Pixie, Primal, Rockslide, Shark-Girl, Sprite, Stepford Cuckoos, Surge, Trance, Transonic, Triage, Velocidad Alchemy, Angel, Angel (Young), Ariel, Aurora, Banshee, Beast (Young), "Beast", Bishop, Bling! The roster is made up of Mutants who have been trained and educated in the use of their powers at the Xavier's School for Gifted Youngsters.