Editor: Stan Lee
Writer: Roy Thomas
Artist: Werner Roth
Inker: Dick Ayers
Letterer: Artie Simek
Noise-maker: Irving Forbush
Plot: Banshee flies through New York, using his sonic powers to hypnotize everyone around him while he steals a painting, and later, some pipe tobacco. Meanwhile, the X-Men are testing the limits of Mimic's power when Cerebro, detecting Banshee, warns them of his tremendous power. At the same time, Ted Roberts prepares to tell Jean about his brother, with whom he feels compelled to compete, when a news report about Banshee's crimes interrupts him.
Later, Banshee and his boss, the Ogre, are sent to kidnap Professor X on orders from Factor Three. At Xavier's mansion, the X-Men are preparing for Banshee's arrival, but the ear shields they're wearing are overpowered by Banshee's sonic cry. With the X-Men unconscious, Ogre captures Professor X only to be stopped by a just-arriving Marvel Girl outside the school. She holds Ogre at bay long enough for the other X-Men to revive and free Xavier. Ogre manages to escape with the help of an over-exerted Banshee.
Anticipating a second assault, the X-Men prepare new ear shields based on the Ogre's designs (which Xavier mentally studied). When a rejuvenated Banshee attacks again, the X-Men are able to capture him, forcing the Ogre into action. He is defeated, in large part thanks to Mimic. Banshee is freed, and Professor X destroys his headband, which was actually an explosive device the Ogre was using to force Banshee into helping him. Xavier realized the nature of the headband during their first battle, and sensed that the device controlling the headband was damaged during Ogre's fight with Mimic, making it safe to free Banshee. Banshee then reveals that Factor Three was behind the kidnapping attempt, a secret organization with the means to conquer the world...or destroy it!
Firsts and Other Notables: This is the first appearance of Banshee (aka Sean Cassidy), the first Thomas/Roth creation to really stick around. Banshee, of course, joins the "all new, all different" X-Men in "Giant Size X-Men 1" and remains a stalwart part of the franchise for decades, including his stint as headmaster of Xavier's School for Gifted Youngsters in "Generation X".
The story goes that Thomas originally intended Banshee to be a female villain (since, mythologically-speaking, Banshees traditionally ARE female), but Stan Lee nixed the idea, believing that readers of the time didn't accept female super villains. Eventually, Banshee's daughter Siryn is introduced, and presumably, she's a bit closer to what Thomas and Roth originally had in mind for Banshee.
Less notably, the Ogre appears for the first time. He's basically a thuggish, one note villain who incorporates technology like rocket boots into his costume. He'll go largely ignored until he gets dusted off for a role in the "Thunderbolts" book decades later.
After being teased as a foreboding mutant menace last issue, Factor Three is mentioned by name in this issue. More on them once they show up for the first time (Banshee and Ogre are only their hired operatives, not members of the group itself).
A Work in Progress: Angel is still recovering from Cyclops' wayward optic blast. Curiously, he's seen recuperating at the mansion while the X-Men prepare for Banshee's arrival, yet when Banshee first attacks and takes out the team, Angel is nowhere to be found, despite the fact that last issue, when was presumably less healed than now, he drove after the X-Men just because he thought they might need his help. Here, they do need his help, he's healthier than before, and he doesn't have to go anywhere to help them, yet he remains curiously absent.*
*This is not a setup for a subplot; it's merely bad writing.
Mimic is still part of the team, ostensibly their deputy leader, and still an annoying twit.
Poor Ted Roberts once again tries to spill his angst to Jean, but for the second issue in a row, he's interrupted.
There's one panel setting up a new mystery subplot: Cylcops walks past a door in the basement the X-Men have been forbidden from entering by Professor X. I have absolutely no idea where this is going.
Ah, the Silver Age: Banshee smokes a pipe and steals tobacco for it.
This is actual dialogue spoken by Mimic: "Flake off, bright eyes! You're just beefin' 'cause you muffed your own shot at ramroddin' that kooky crew!"
Cerebro, in all its high tech glory, has a reel-to-reel tape recorder.
The "ear shields" Xavier devises look an awful lot like wads of cotton...
It's in the Mail: The first (I believe) of many people to point out there are WOMEN on a team called the X-MEN.
Teebore's Take: The story hums along nicely, with the Factor Three menace building in the background while their operatives make an overt move against the X-Men. After a litany of forgettable villains Thomas and Roth finally manage to create a character with some staying power in Banshee, though his portrayal in this issue barely resembles the Banshee that will show up in later issues. In addition to a curiously cartoony, unrealistic (even by the standards of the time), almost deformed appearance, Banshee is fairly easy-going about the whole "exploding headband" thing. He disobeys Ogre's orders in order to steal a painting and tobacco and speaks of normal humans like any super villain would. Basically, the "reluctant villain" angle the story tries to sell in the second half of the book is undermined by his actions in the first half.
Still, it's nice to once again read an issue knowing a new character will become part of the mythos, and Thomas is showing his skill at juggling the various subplots (Mimic's role on the team, Ted's brother, Angel's recovery, the secret door) while building the larger mystery of Factor Three.