THE HUMAN TORCH HAS DIED. THE FANTASTIC FOUR IS NO MORE. WELCOME TO TOMORROW. WELCOME TO THE FUTURE FOUNDATION.

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1 THE HUMAN TORCH HAS DIED. THE FANTASTIC FOUR IS NO MORE. WELCOME TO TOMORROW. WELCOME TO THE FUTURE FOUNDATION.

2 WRITER: PENCILER: INKERS: COLOR ARTIST: LETTERER: COVER ARTISTS: ASSOCIATE EDITOR: EDITOR: JONATHAN HICKMAN STEVE EPTING STEVE EPTING & RICK MAGYAR PAUL MOUNTS VIRTUAL CALLIGRAPHY S RUS WOOTON STEVE EPTING, DANIEL ACUÑA, MARKO DJURDJEVIC, GERALD PAREL, STAN GOLDBERG, JOE SINNOTT & VAL STAPLES LAUREN SANKOVITCH TOM BREVOORT EDITOR IN CHIEF: AXEL ALONSO CHIEF CREATIVE OFFICER: JOE QUESADA PUBLISHER: DAN BUCKLEY EXECUTIVE PRODUCER: ALAN FINE BETTER DAYS GONE BY: STAN LEE & JACK KIRBY THE CLUB FF (ISSN # ) No. 1, May Published Monthly by MARVEL WORLDWIDE, INC., a subsidiary of MARVEL ENTERTAINMENT, LLC. OFFICE OF PUBLICATION: 135 West 50th Street, New York, NY APPLICATION TO MAIL PERIODICAL POSTAGE RATES IS PENDING AT NEW YORK, NY AND AT ADDITIONAL MAILING OFFICES Marvel Characters, Inc. All rights reserved. All characters featured in this issue and the distinctive names and likenesses thereof, and all related indicia are trademarks of Marvel Characters, Inc. No similarity between any of the names, characters, persons, and/or institutions in this magazine with those of any living or dead person or institution is intended, and any such similarity which may exist is purely coincidental. $3.99 per copy in the U.S. (GST #R ) in the direct market and $3.99 per copy in the U.S. and $3.99 in Canada (GST #R ) through the newsstand; Canadian Agreement # Printed in the USA. Subscription rate (U.S. dollars) for 12 issues: U.S. $27.00; Canada $37.00; Foreign $ POSTMASTER: SEND ALL ADDRESS CHANGES TO FF, C/O MARVEL SUBSCRIPTION DEPT. P.O. BOX 5187 BRENTWOOD, TN TELEPHONE # (800) FAX # (615) subscriptions@marvel.com. ALAN FINE, EVP - Office of the President, Marvel Worldwide, Inc. and EVP & CMO Marvel Characters B.V.; DAN BUCKLEY, Publisher & President - Print, Animation & Digital Divisions; JOE QUESADA, Chief Creative Officer; JIM SOKOLOWSKI, Chief Operating Officer; DAVID BOGART, SVP of Business Affairs & Talent Management; TOM BREVOORT, SVP of Publishing; C.B. CEBULSKI, SVP of Creator & Content Development; DAVID GABRIEL, SVP of Publishing Sales & Circulation; MICHAEL PASCIULLO, SVP of Brand Planning & Communications; JIM O KEEFE, VP of Operations & Logistics; DAN CARR, Executive Director of Publishing Technology; JUSTIN F. GABRIE, Director of Publishing & Editorial Operations; SUSAN CRESPI, Editorial Operations Manager; ALEX MORALES, Publishing Operations Manager; STAN LEE, Chairman Emeritus. For information regarding advertising in Marvel Comics or on Marvel.com, please contact Ron Stern, VP of Business Development, at rstern@marvel.com. For Marvel subscription inquiries, please call Manufactured between 02/25/2011 and 03/08/2011 by R.R. DONNELLEY, INC., GLASGOW, KY, USA.

THE HUMAN TORCH IS DEAD. THE FANTASTIC FOUR IS NO MORE. SPIDER-MAN HAS BEEN INVITED TO JOIN THE NEW FUTURE FOUNDATION. REED S FATHER NATHANIEL RICHARDS HAS RETURNED HOME FROM THE TIMESTREAM.

8 THE HUMAN TORCH IS DEAD. THE FANTASTIC FOUR IS NO MORE. SPIDER-MAN HAS BEEN INVITED TO JOIN THE NEW FUTURE FOUNDATION. REED S FATHER NATHANIEL RICHARDS HAS RETURNED HOME FROM THE TIMESTREAM. DOCTOR DOOM HAS BEEN INVITED TO JOIN THE TEAM AND THE FAMILY. REED RICHARDS, MISTER FANTASTIC BENJAMIN GRIMM, THE THING VALERIA RICHARDS DOCTOR DOOM FRANKLIN RICHARDS DRAGON MAN SUSAN RICHARDS, THE INVISIBLE WOMAN SPIDER-MAN NATHANIEL RICHARDS WU & VIL WRITER: PENCILER: INKERS: COLOR ARTIST: LETTERER: COVER ARTISTS: ASSOCIATE EDITOR: EDITOR: DOOM NATION JONATHAN HICKMAN STEVE EPTING STEVE EPTING & RICK MAGYAR PAUL MOUNTS VC S RUS WOOTON DANIEL ACUÑA, MARKO DJURDJEVIC & GREG HORN LAUREN SANKOVITCH TOM BREVOORT EDITOR IN CHIEF: AXEL ALONSO CHIEF CREATIVE OFFICER: JOE QUESADA PUBLISHER: DAN BUCKLEY EXECUTIVE PRODUCER: ALAN FINE ABDICATED: STAN LEE & JACK KIRBY MIK, KOR, & TURG TONG LEECH ARTIE BENTLEY ALEX POWER FF (ISSN # ) No. 2, June Published Monthly by MARVEL WORLDWIDE, INC., a subsidiary of MARVEL ENTERTAINMENT, LLC. OFFICE OF PUBLICATION: 135 West 50th Street, New York, NY APPLICATION TO MAIL PERIODICAL POSTAGE RATES IS PENDING AT NEW YORK, NY AND AT ADDITIONAL MAILING OFFICES Marvel Characters, Inc. All rights reserved. All characters featured in this issue and the distinctive names and likenesses thereof, and all related indicia are trademarks of Marvel Characters, Inc. No similarity between any of the names, characters, persons, and/or institutions in this magazine with those of any living or dead person or institution is intended, and any such similarity which may exist is purely coincidental. $2.99 per copy in the U.S. (GST #R ) in the direct market and $3.99 per copy in the U.S. and $3.99 in Canada (GST #R ) through the newsstand; Canadian Agreement # Printed in the USA. Subscription rate (U.S. dollars) for 12 issues: U.S. $27.00; Canada $37.00; Foreign $ POSTMASTER: SEND ALL ADDRESS CHANGES TO FF, C/O MARVEL SUBSCRIPTION DEPT. P.O. BOX 5187 BRENTWOOD, TN TELEPHONE # (800) FAX # (615) subscriptions@marvel.com. ALAN FINE, EVP - Office of the President, Marvel Worldwide, Inc. and EVP & CMO Marvel Characters B.V.; DAN BUCKLEY, Publisher & President - Print, Animation & Digital Divisions; JOE QUESADA, Chief Creative Officer; JIM SOKOLOWSKI, Chief Operating Officer; DAVID BOGART, SVP of Business Affairs & Talent Management; TOM BREVOORT, SVP of Publishing; C.B. CEBULSKI, SVP of Creator & Content Development; DAVID GABRIEL, SVP of Publishing Sales & Circulation; MICHAEL PASCIULLO, SVP of Brand Planning & Communications; JIM O KEEFE, VP of Operations & Logistics; DAN CARR, Executive Director of Publishing Technology; JUSTIN F. GABRIE, Director of Publishing & Editorial Operations; SUSAN CRESPI, Editorial Operations Manager; ALEX MORALES, Publishing Operations Manager; STAN LEE, Chairman Emeritus. For information regarding advertising in Marvel Comics or on Marvel.com, please contact Ron Stern, VP of Business Development, at rstern@marvel.com. For Marvel subscription inquiries, please call Manufactured between 04/01/2011 and 04/12/2011 by R.R. DONNELLEY, INC., GLASGOW, KY, USA.

THE ONCE AND FUTURE JUGGERNAUT PART ONE OF FOUR ARTIST JORGE FORNÉS WRITER CHRISTOPHER YOST COLORIST RACHELLE ROSENBERG

THE ONCE AND FUTURE JUGGERNAUT PART ONE OF FOUR ARTIST JORGE FORNÉS WRITER CHRISTOPHER YOST COLORIST RACHELLE ROSENBERG WITH THE RECENT DEATHS OF CHARLES XAVIER AND WOLVERINE, THE JEAN GREY SCHOOL FOR HIGHER LEARNING HAS BEEN LEFT IN CHAOS. THE X-MEN ARE SPLINTERED AND BROKEN, AND WITH THE FUTURE OF MUTANTKIND HANGING IN