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Wolverine is exploring the Morlock tunnels looking for survivors. Betsy contacts him to tell him Storm wants one (Marauder) alive, the rest are Wolverines. The remainder of the X-Men are looking after the wounded - Morlock and X-men. Storm does some soul-searching, tries to give up leadership of the X-men, and Callisto snaps her out of it. Magneto attempts to heal Colossus. Wolverine picks up X-Factor's scent, including Jean's, is confused, and gets ambushed by Sabertooth. Sabertooth is winning, but Wolverine is playing for the life of Sabertooth's toy, the Morlock Healer, and manages to collapse a tunnel to cut Sabertooth off. Wolverine and the Healer barely make it out of the tunnels before they're scoured clean by a hot blast of plasma (see Thor (1966) - #374 for further details).