Profile: Emma Frost

Additional Information

Winston Frost (father); Hazel Frost (mother); Christian Frost(brother); Adrienne Frost (White Queen) (sister, deceased); Cordelia Frost (sister); Steven (brother-in-law, deceased); Jocasta (cousin); Stepford Cuckoos (clones/daughters).

• Telepathy: Monstrous, Emma Frost is able to perform the following power stunts:
• • Read Minds: Monstrous
  • Project Illusions in a target's mind: Monstrous.
  • Mental Bolts: Monstrous, 4 areas, no body armor.
  • Monstrous ability to sense astral beings.
  • Psi-Screen: Monstrous
  • Psionic Rapport: Amazing
  • Psionic Control: Monstrous
  • Generate Pain on touch: Monstrous
• Body Transformation-Organic Diamond Form: As a result of undergoing a body-wide secondary mutation, Frost now possesses the ability to transform her body into a flexible organic diamond form. In many ways, this is similar to Colossus' organic steel form. She must transform all parts of her body, rather than selectively transforming certain areas and can remain in this form for an undetermined amount of time. If she is rendered unconscious, Frost's body will automatically transform into its normal state. This transformation also alters Frost's personality, causing her to become rather cold hearted and to lose her empathy for others. She gains the following abilities:
• • In her diamond form, Frost's Strength becomes Incredible and Endurance becomes Monstrous, her Health changes to 135.
  • Body Armor: Unearthly protection vs. Physical, Energy, Heat and Cold, Amazing protection vs. Electrical and Corrosives.
  • Self-Sustenance: Frost is also self contained while transformed, requiring no food, water or oxygen.

• Telepathic "tasers": Tony Stark developed microscopic telepathic "tasers" that proved able to temporarily prevent Emma from effectively using her telepathy during the first confrontation between the X-Men and the Avengers on Utopia.

• Damaged Power: Exposure to the Phoenix Force has had lasting effects on Emma's powers. While her telepathy hasn't completely vanished, it's so residual that she can barely even control it anymore; she now projects her own thoughts unintentionally instead of reading minds.

Administration: Emma knows how to use a bureaucracy to her advantage at Incredible ability.

Business/Finance: Emma has Incredible Reason in the field and gets an additional +1CS to all Resource rolls.

Education: Emma is an accredited professor and can teach any talent that she has.

Electronics: Emma has Incredible Reason in the field of electronics, their design, building of, and application

Psychology: Emma holds a Masters in both psychology specializing in the field of Sexology, she also receives bonuses to the use of her powers as a result of the talent. She has Incredible Reason in the field.

Dancing: Emma has a past as an exotic dancer and can dance with Excellent agility should the mood strike her.

Bi-lingual: Emma speaks, reads and writes both English and French fluently.

Emma Frost is an attractive blonde with dark blue eyes who is very conscious about her looks. Thus, she is always seen clad in expensive, classic-style clothing, mostly in white colors. Her style is very similar to traditional English high-society clothing of the 18-19th century. 

Also, being something of an exhibitionist, she sometimes, even while working, wears white clothing only covering her most private parts, showing lots of skin. An example is a white cotton lingerie set complete with leg step-ups. She may be one of the only characters in the X-Universe who routinely buys her combat uniforms at upscale lingerie shops. It has also been revealed that Emma has done at least one nose-job as well as had surgically made breast implants.

In her transformed state, all of Frost's bodily tissues become a flexible, diamond-like substance.

Emma Frost is as icy as her name. Despite her vast powers, she relies primarily on cunning and charisma. She believes everyone has a right to privacy, particularly when it comes to his or her mind. Emma avoids battle, preferring to scheme behind the scenes. She can be ruthless, but cares deeply for her charges. Until recently, Emma has been portrayed as a cold, scheming villain who would stop at nothing to achieve her goals. She never hesitated to use her formidable powers to torture her captives, kill her enemies, or cruelly manipulate anyone who could further her plans in the slightest way. 

Emma was consistently shown to be driven by greed and a lust for power. The White Queen is supremely confident in her abilities and disdainful of others. Consequently, she tends to underestimate her adversaries and allies alike. As indicated in a backup story the White Queen also uses her sexual appeal as a weapon. She wears sexy, revealing costumes to keep men off-balance.

Emma feels tremendous guilt and personal responsibility for the deaths of her students. In Emma’s view, Xavier’s students survived and flourished, while hers were killed. This traumatic realization has led her to join forces with Xavier in training the newest generation of young mutants. Perhaps Emma’s most defining personality trait is her desire to be in control—both of herself and her environment. She punishes her underlings harshly because she views their failures as her own

• While in her normal state, Frost has all the physical frailties and vulnerabilities any ordinary human has. While she is much stronger and more durable in her diamond form, her body can be shattered if she were to be hit in a certain area that has a flaw, much as an actual diamond will. Also, while in her diamond form, Frost is unable to access her telepathic abilities.

• Alcoholic: After killing her sister, she became alcoholic.

• X-Men Uniform:

The Uniforms are constructed out of unstable molecule fabric of Remarkable Material. The suits come with a standard comlink that has a 250 mile range and a GPS tracking device built into it. The suits are insulated providing Good Protection vs. Heat and Cold as well as being designed to hide the wearer from mutant scanning equipment, with the exception of the Cerebro. Consider this to be Amazing protection vs. Electronic Mutant Detection. The Suits are also lined with a material designed by both Forge and Hank McCoy that provides body armor, Excellent vs. Physical and Energy. The armor is extremely light and is no thicker or heavier then a standard tee-shirt.

The Hellfire Club, its Inner Circle and Lords Cardinal, The Hellions (those who are still alive), The X-Men (past and present teams), Xavier Institute for Higher Learning and Frost Industries.

Emma Grace Frost was a leading member of an old Boston mercantile family, which arrived from England in the 1600s. The second of three daughters, Emma also had an older brother, named Christian Frost, who had turned to substance abuse as an escape from the drudgery of his life. Unknown to their family or themselves, the three Frost sisters were mutants, whose telepathic abilities matured upon reaching their puberty. Deemed unfit in her father's eyes, Emma produced low grade point averages and was a social outcast while attending the Snow Valley School for Girls. Emma also suffered from intensely painful migraines and, while attending class, began to hear other people's thoughts and collapsed. After the emergence of her powers, Emma used them to excel in all aspects of her life. Due to a crush that Emma had over a teacher of hers, Ian Kendall, Emma decided a future in teaching, much to her father's disapproval, but, after being seen kissing Mr. Kendall in front of the Frost estate, Emma's father blackmailed her to give up her idea of teaching. After her brother's homosexuality was revealed to the family, Winston Frost began to alienate Christian, resulting in his drug abuse and attempted suicide. When it came time for their father to choose a worthy heir to the family fortune, Christian was automatically dismissed due to his drug problem and because he was gay. While the older sister, Adrienne Frost, seemed the most obvious choice, their father chose Emma. At that moment, Christian was picked up by a mental institution, and, surprisingly, Emma refused to be her father's heir, choosing to make her own way through life instead.

Emma began to work minimum wage jobs and stayed at a hotel. After attempting to use her telepathy to pay for the meal with a newspaper instead of money, Emma was eventually caught and made to wash dishes, where she met Troy Killkelly, who she was attracted to and moved in with. Unfortunately, Troy owed money and Emma used her telepathy at a Casino to erase their financial problems, but the loan shark insisted that they owed more, for interest. Troy suggested that they pretend to kidnap Emma and have Winston pay a ransom, but Winston refused, stating that his daughter was already dead to him. After Troy was killed, Emma absorbed all of the shark's memories of business. After her sister Adrienne took Emma's kidnapping video to the news, Winston was forced to pay the ransom. However, Emma freed herself using her abilities, took the money and moved to New York. Later, Emma found herself in a mental institution, the Essex Clinic, where she was drugged and kidnapped by the Brotherhood of Evil Mutants. Magneto took her to Xavier's School for Gifted Youngsters, to use Cerebro and kill all humans, while bringing together all mutants. Beast created a device that shut-off access to cosmic rays of the Evolutionaries and accidentally killed two of them. When Cyclops vowed to protect mutantkind, the remaining Evolutionary reluctantly left, but not before erasing the memory of their presence from the minds of the X-Men and Brotherhood and vowing to return one day. After the Evolutionaries returned Emma to the clinic, her head was clear and the drugs were out of her system.

Emma dyed her hair blonde and enrolled into Empire State University, where she was reunited with Mr. Kendall. While attending class, Emma met her first fellow telepath, Astrid Bloom, and Astrid began to train Emma in the use of her abilities. After learning that Mr. Kendall was dating her roommate, Christine McDermott, Emma confessed her love for him and he pursued a relationship with Emma. Christine threatened to expose Mr. Kendall's relationship with students if he did not leave Emma, but Astrid influenced him to choke her. Upon learning the truth, Emma mentally defeated Astrid, absorbing her knowledge of telepathy, and saved Mr. Kendall's job, revealing her mutation to him. Unexpectedly, Mr. Kendall left Emma in disgust. These events led Emma to view humans beneath mutants and she began believing that there was no reason to use restraint in her powers. Emma inherited a good deal of wealth, but most of her large fortune was the result of her business successes. Emma rose rapidly through the world of business, thanks to her intelligence, drive, personal charm, and her secret use of her psionic abilities. Also, at some point, the Dark Beast met Emma and helped her rise to wealth and power. Emma eventually became the majority stockholder of a multi-billion dollar conglomerate, which was been renamed Frost International after herself. Despite her youth, Emma became a chairperson of the board of Frost International and its chief executive officer. Frost International was principally involved in transportation (both the building of ships and aircraft and their use for freight and passenger transport) and electronics. Emma also became chairperson of the board of trustees of the Massachusetts Academy, a college preparatory school for grades seven through twelve located in the Berkshire Mountains in Snow Valley, Massachusetts. Frost served as the academy's headmistress and spent a great deal of her time there.

Emma's beauty and talents brought her an invitation to join the Hellfire Club, an elite social organization of the world's wealthy and powerful figures, as a stripper. As a dancer/stripper at the Hellfire Club, Frost was approached by Professor Charles Xavier and Dr. Moira MacTaggart to join a new team of X-Men. When Emma refused, Professor X erased her memory of the encounter, against Kid Vulcan's judgment that Professor Xavier should have forcibly changed her mind. Frost became the ally of Sebastian Shaw, who was a member of the Club's Council of the Chosen, a group which secretly conspired to achieve world domination through economic and political means. Like Frost, Shaw was a mutant. The Leaders of the Club and Council, its foremost Lords Cardinal, were the White King, Edward Buckman, and the White Queen, Paris Seville. The Lords Cardinal were given titles corresponding to the names of chess pieces. Buckman threw the Council's support behind Project Armageddon, which was scientist Steven Lang's program to build Sentinel robots and have them hunt down superhuman mutants. Knowing Shaw was, himself, a mutant, Buckman told him that the Project was intended to capture superhuman mutants for use by the council in seeking power. However, Frost, through her psionic powers, learned that the Project was actually intended as a means of destroying all superhuman mutants. After Shaw chose Emma over two other women, and brutally murdered them in front of her, their union was undoubtedly official. Together, Shaw and Frost staged a coup that gave them control of the Council of the Chosen, which they renamed the Inner Circle. Shaw took the title of Black King and Frost became the new White Queen. Under Shaw and Frost, the Inner Circle was dominated by superhuman mutants. Frost recruited young superhuman mutants and trained them in the use of their powers at her school, so that they might use those powers on the Inner Circle's behalf. Most of these mutant students were members of a team called the Hellions.

Later, when Shaw was in search for a new person for the title of the White King, he threw ??a party to which he invited the most influential men in the world and tried to decide who was most fit for this position. Rejecting the candidacy of Tony Stark, he chose Prince Namor of Atlantis, and invited him to join the Club. But Namor contemptuously rejected the proposal, saying that if Sebastian ever again dared to waste his time with such a minor thing, he would kill him. This led Shaw into a frenzy, so he ordered Emma to force Namor to join the Club, no matter what the cost. A few days later, she acted out a suicide by jumping overboard from a yacht to attract Namor's attention. He rescued her and they spent together two weeks in Atlantis. Shaw, however, tired of waiting for news from Emma, ??and thinking that Namor had killed or captured her, decided to send the Sentinels for her. Sentinels attacked Namor and Emma, and caused damage to Atlantis, and Namor took this as a declaration of war. Finding out where the Sentinels came from, Namor, along with Emma, went there and clashed with Shaw, Pierce and Selene. Selene mind-wiped Emma to erase the memories of her betrayal and make her loyal to the Club again. Surrounded by two telepaths, Shaw explained to Namor that he would never get close enough to kill him. Namor left, but vowed to take revenge one day.

Frost again encountered the X-Men when she attempted to recruit young mutant Kitty Pryde for her school. The Hellfire Club had hired the mercenary, Warhawk, to battle the X-Men, while leaving a device that enabled the Inner Circle of the Hellfire Club to monitor the activities of Cerebro, a mutant-detecting machine Professor X built. Prof. Xavier and Frost would each approach Pryde and her parents as the heads of private schools seeking to recruit her as a talented student. Neither Prof. Xavier nor Frost intended to reveal to Kitty's parents that their daughter was a mutant. Emma left after making her pitch to Carmen and Theresa Pryde, noting that whilst Carmen was in favour of her school, Terri wasn't. As Emma was leaving Professor Xavier arrived accompanied by Storm, Wolverine and Collosus. While Kitty and the X-Men were at a malt shop, Frost ordered their capture and, while Kitty got away, Frost took the captured X-Men to Frost International. After Kitty phoned the rest of the X-Men, Emma was defeated by the X-Men and Dazzler, another mutant the Hellfire Club was attempting to acquire. After building the Mindtap Mechanism, a device that allowed Mastermind to beam his illusions directly into Phoenix's mind, the Phoenix fell under Mastermind and the Hellfire Club's control and transformed into the Black Queen. After the X-Men battled the Hellfire Club's Inner Circle, Phoenix underwent another transformation into the almighty Dark Phoenix and soared through the universe. Later, Kitty's parents reconsidered allowing her to join Xavier's School and enrolled her into the Massachusetts Academy. Emma used that opportunity to switch bodies with Storm, who had driven Kitty there, while Shaw attacked the X-Men and with a new design of Sentinels. After using Emma’s telepathy, Storm was able to gain her body back and the X-Men destroyed the Sentinels.

Later, while attempting to give Shaw an important message, Frost collapsed into a catatonic schizophrenia and remained in a coma, due to Mastermind. Emma awoke from her coma and invited Doug Ramsey to her school, bringing her back into contact with Kitty. After capturing Kitty and Doug, Emma was unaware that Kitty and Magik shared a rapport, and the New Mutants came to their rescue. After having the New Mutants battle the Hellions, Kitty caused enough chaos for Magik to teleport them all away. Emma continued to have problems with Empath, her best and most reckless student, and gained a leader for her Hellions in Thunderbird, a powerful Native American who blamed Professor Xavier for the death of his brother. While battling with the virtually omnipotent Beyonder, the New Mutants were killed, then obliterated from existence by the Beyonder and then recreated by him. In being recreated, the New Mutants somehow lost much of the proficiency in using their superhuman powers that they had learned at Prof. Xavier's school and seemed detached. Emma used this opportunity and sent her astral form to speak with the new headmaster, Magneto, and offered her services with rehabilitating the children. Emma also had Empath effect Magneto's emotions of fears, insecurities, paranoia, and temperament, until he transferred all of the New Mutants, except Mirage and Warlock, to the Massachusetts Academy. The New Mutants, with the exception of Magik, adjusted surprisingly well and Emma made a lot of progress in their mental therapy. Upon realizing the manipulation, Magneto raced to rescue the children and Emma placed an anonymous call to the Avengers. After the New Mutants left to rescue Magneto, Emma and Magneto worked together to cure the children of their trauma at the hands of the Beyonder and they returned to Professor Xavier's. Emma later met with Magneto, as Shaw had offered him a position in the Inner Circle.

After the New Mutant, Magma, received a letter from her father, stating that she had learned enough from the outside world and it was time to return home and marry, she fantasized about life among the Hellions, at the Massachusetts Academy again. After hearing of an animal creature that was being mistreated after capture, Emma allowed the Hellions to participate in a contest with the New Mutants to abduct Bird Brain, where Magma and Empath revealed their mutual attraction to each other, and, after returning home victorious, Magma decided to return to the Massachusetts Academy. While picking-up Magma, Emma suggested to Magneto that Magma was better suited for the Massachusetts Academy and possibly some of her students were better accustomed to Xavier's School. While living with the Hellions, Magma was ordered by her father to return home, to her arranged marriage, and Emma suggested she comply. Emma also ordered Empath to accompany Magma. After sensing the psychic distress of a mutant Moloid, Val-Or, Emma received a message from Empath, stating that Magma had been kidnapped. After arguing with Magma's father, Emma contacted the Hellfire Club and Magneto. Emma, Magneto, and the Inner Circle left to rescue Magma, unaware that the New Mutants had already rescued her. Later, Emma contacted Magneto about a coming danger and the recklessness of his students, suggesting that he accompany her to the Hellfire Club. During the meeting, Shaw berated Magneto for his students' rash acts and Emma came to his defense. The Inner Circle battled a rain of demons that descended upon Manhattan from a portal in Times Square. After the portal was closed, the Inner Circle was approached by the demon N'Astirh, who offered a truce with the Hellfire Club and proposed that if they would allow him Manhattan, he would give them the rest of the world.

Returning to Xavier's School, the Inner Circle and Magneto arrived just in time to save the New Mutants from the Marauder Sabretooth, who explained that Mr. Sinister had destroyed the mansion. A battle between the Inner Circle and the New Mutants began, until Magneto trapped all of the New Mutants in a metal ball. Shaw accused Magneto of having lost all of the control the Hellfire Club petitioned his membership for, and the two battled. After he defeated Shaw, Shaw stated to the other Inner Circle members that if Magneto stayed, then he would not, and Emma stated that his funding of the Sentinels inadvertently created Nimrod and killed Harry Leland and Friedrich von Roehm, weakening the Hellfire Club, and so Shaw was voted out of the Inner Circle. It is also possible that the White Queen was telepathically manipulating Magneto. Later, the X-Men joined with the Hellions in order to protect the White Queen from a time-traveling attacker known as Trevor Fitzroy, but not before Fitzroy's brutal assault plunged Frost into a deep coma and brought about the untimely demise of the majority of the Hellions. Frost's consciousness was apparently still active on the material plane and her body was kept in the Med-lab at the X-Men's mansion.

Seeking to ensure the welfare of her students and the future of the school, Frost foresightedly willed the care of the Academy to Professor Charles Xavier. It was during her psychic incapacitation that the Massachusetts Academy was legally added to the rapidly expanding Xavier Institute. While in the Med-lab an accident caused Emma Frost to possess the body of the X-Man Iceman, and likewise, his mind was transferred into her body. Emma believed herself to be a prisoner of the X-Men and tried to escape, using Iceman's powers in ways even he had never imagined. When she discovered the fate of her Hellions, she broke down. She began to realize that her training had been insufficient and that Xavier’s may have been the right approach. Emma Frost returned to her own body and when she fully recovered she resumed her role as headmistress of the Academy. Together with Banshee, they trained the new class of mutants, Generation X. During a battle with Post, Iceman received a massive chest wound so severe that he dared not to transform back to flesh, fearing that he would die. Bobby demanded to know how Emma would use his powers to repair such damage, but Emma refused to help him. She knew that Bobby would have to do it himself, so she confronted him with his own innermost insecurities in the forms of ex-girlfriend and lover, Opal, and his father until Bobby realized that he himself had been holding back all this time. He managed to transform back with his chest fully intact. The Massachusetts Academy closed its doors following a bold revenge plan by Adrienne Frost that ended in Synch's death and Emma murdering her sister. Emma began teaching in Genosha, and became one of a handful of survivors of the Sentinel massacre there due to her Secondary Mutation. Emma once again returned to the Xavier Institute to teach. She immediately took the quintuplet psychic sisters, the Stepford Cuckoos (Now Three-In-One), under her wing. Emma and Henry McCoy struck up a friendship, while many others resented her presence at the school. During a riot at the school by Quentin Quire and his Omega Gang, the Cuckoo Sophie died when using the drug Kick and Cerebra to subdue Quentin. Blaming Emma's emphasis on heroism for Sophie's death the Cuckoos abandoned her.

Meanwhile, with a void growing between Scott Summers and Jean Grey, Emma began to have a psychic affair with Scott. The Cuckoos took out their anger toward Emma by tipping off Jean. When Jean discovered the two together on the astral plane she brutally tore through Emma's memories, forcing her to remember all the things she'd repressed in her past, including her failure to keep the Hellions alive. Breaking down, Emma admitted to Wolverine that she had indeed fallen strongly and madly in love with Scott. Phoenix was killed by the Magneto impostor, Kuan-Yin Xorn, and she encouraged Cyclops from the White Hot Room to begin a new chapter of his life with Emma. Presently, the couple acts as headmaster and headmistress of the Xavier Institute and are active members on the X-Men squad. Emma also acts as supervisor to a new set of Hellions, as all students that attend the school were assigned to squads. Due to Emma's more refined telepathic abilities, she beat the alternate future daughter of Phoenix and Cyclops, Rachel Grey, in a contest on the astral plane, despite Rachel's vastly superior power. However, she then rather peacefully offered Rachel the chance to help her hone her telepathic skills since there was now no one else to do so. Rachel, though still wary of her, accepted the proposal. In the House of M reality, caused the reality warp by Quicksilver and the Scarlet Witch, Emma was married to Scott and the pair had three children. Also, notably, she was the first X-Man Wolverine contacted for help. She was the only other reawakened individual to side with Wolverine in a controversial opinion to kill the Scarlet Witch in order to return to the world to normal. Emma was among the relative few mutants to retain her powers following M-Day.

Emma's unusually antagonistic relationship with Kitty Pryde and possible domination of Scott Summers were given as possible evidence of disloyalty. Her secretive relationship with the surviving Stepford Cuckoos was also presented as "evidence," and accusations were frequently made by others having reason to distrust her motives. The question of Emma's "true loyalties" were brought into focus as Emma abandoned the team during a fight to confer with a shadowy figure, revealed to be one of a group of four individuals watching from the shadows. The group contained Sebastian Shaw, Cassandra Nova, Negasonic Teenage Warhead (a girl who apparently died in Genosha), and a cloaked figure called Perfection, who discussed among themselves Emma's impending betrayal of the team. It was later discovered that Emma's survival of the destruction of Genosha was due to Cassandra Nova creating Emma's secondary mutation as part of a scheme to infiltrate the X-Men as a sleeper agent, Nova having erased the memory of their encounter and only restoring it recently. Ellie, Shaw and Perfection were actually psionic projections created by Emma under Cassandra's influence. Cassandra Nova had placed a portion of her mind in Emma's before being trapped in the body of Stuff. Emma began using her telepathy on Cyclops to appear as Phoenix, trying to reveal the lack of control he had over his optic blasts. Shortly after Scott fell out of a plane with his younger brother Havok, Scott had placed a deep mental block in his mind which prevented the controlled use of his powers. Encouraged by Emma, Scott revisited that moment in his life and reversed the decision. For a brief time during this period, Emma was host to the Phoenix Force. After following the Stepford Cuckoos, including the resurrected Sophie and Esme, to The World, Emma Frost discovered that the Cuckoos and hundreds of others had been cloned from her eggs.

During the new Marauders' attack on the X-Men, Omega Sentinel was possessed by an entity known as Malice and attacked her. Later, when the new Acolytes team invaded the mansion for the books of Destiny, Shadowcat thought she had the books, but the books had no words, and Exodus realized that Emma Frost was responsible. Emma and Scott were called to San Francisco when Warren realized someone was telepathically making everyone think they were in the 1960's. It was actually Martinique tricking them. The X-Men and any remaining mutants came to San Francisco, where the mayor had offered them refuge, ignoring the Fifty State Initiative. Things got complicated as Magneto was working with the High Evolutionary and a Hellfire Cult run by Empath. Emma felt that something was wrong with Scott and looked into his mind. She found that his psycho-geography had formed itself as topsy-turny hotel, filled with projection of every woman Scott cast a furtive glance upon. She managed to locate the source, a mysterious black box that Scott claimed was a place for secrets -- not relationship secrets but tactical secrets that could result in death.

Emma called every "X-Man" (any powered and depowered mutants, friends or foes) in the world using her telepathy, to ask them to rally in SF. After Norman Osborn was appointed as the USA's top cop, he immediately convened a group of supposedly like-minded individuals (later dubbed the Cabal) to consolidate his grip on power. Emma joined the group consisting of Norman, Namor, Doctor Doom, Loki and the Hood as part of Scott's master plan. As Emma and Namor met again, finally restoring her memories about their first meeting and Shaw's betrayal, she offered Namor a deal: she would help him kill Shaw, and in response he would protect and defend mutants as his own people. Namor agreed, so Emma telepathically called Shaw to the Club's mansion. When he arrived she blinded and immobilized him in illusion, and at the same time showed Namor another illusion, in which she kills Sebastian. After convincing Namor that Shaw was dead and enlisting his support for mutants, Emma took Sebastian to the Graymalkin Industries and locked him in the Brig for crimes against mutantkind.

Following a series of pro versus anti-mutant protests and riots instigated by Simon Trask in San Francisco, Emma was tasked by Norman Osborn to lead a civil peacekeeping group of X-Men, one sanctioned by himself. She was given a black costume and was given command over Wolverine's son Daken, Weapon Omega, Mimic, and the duo of Cloak and Dagger. Emma brought a final element to the team, Namor, with whom she had previously shared a romantic relationship with prior to her time with the X-Men. Though not an official member of her team, a person appearing to be none other than Prof. Xavier served as the team's spokesman and moral backup. Emma easily saw through the ploy and the "professor" was revealed to be Mystique, who was working with Osborn only because they had injected explosive nanobots into her bloodstream. Emma's first sortie with the team occurred when she arrested a group of mutant vandals led by her own formerly favorite student, Hellion. Even at that early stage, tensions already arose, particularly when Daken almost perpetrated a lethal attack on one of the other mutant rioters. Emma prevented any fatalities, and the prisoners were brought in.

While more tensions rose between the Avengers and the new X-Men team, enhanced by the aggression of Daken and Hawkeye, Emma put emphasis on the fact that she would only continue to be a party to this strategy of Osborn's if all the mutants were treated humanely. She insisted on touring the facility to see how the prisoners were being treated. She was then contacted, weakly, by Professor X, who informed her that he and Hank were being kept prisoner there. He also told her that the Omega Chair developed by the Dark Beast had horrible side effects, and that Osborn wasn't telling her everything. Emma then discovered that the presence of Hank and Professor X was being kept secret from her using hologram projectors. Remaining in her diamond form for protection, and unable to speak telepathically, she verbally reassured the Professor that she believed him, and that she would make sure everything would be all right. Over the next several days, she then took her team of X-Men around San Francisco, not only stopping Trask and his human-conversion bio sentinels, but also clearing up the residual riots and rounding up the remaining mutants from the streets. Her motives came into greater doubt when she and Namor stood idly by when they witnessed the Dark Beast using his Omega Machine to torture and power drain the captives, while Cloak and Dagger could barely look on.

However, Emma's true motivations and interests behind her recent actions were revealed when, after another session draining Henry McCoy with the machine, Dark Beast and Weapon Omega discovered that all the mutant captives had disappeared. They discover that Mindee Cuckoo had allowed herself to get arrested just so she could lead the rest of the X-Men there. Teleporting in and out via Magik's portals, X-Force freed the prisoners. After raising the alarm, Emma led Osborn's X-Men to stop X-Force, then surprised everyone by betraying her own team. Daken and Mimic were taken down in the process, and Emma took Cloak, Dagger and Namor with her and X-Force to rejoined the rest of the mutants. Emma then rejoined Scott with the rest of the mutant community and their sympathizers on a mobile island/vessel, reminiscent of Magneto's Asteroid M, which had been dubbed Utopia. With his Cabal crippled due to the loss of two key members, an enraged Osborn ordered the Dark Avengers and Dark X-Men to bring him Namor's head and Frost's heart. However, the X-Men outnumbered Osborn's Avengers and X-Men, forcing them back. Emma personally freed Xavier. She then telepathically accessed the "white room" she had stored in the Sentry's mind, so that she could contain the Void while he made his escape. Unfortunately, the Void proved too strong for Emma and escaped, chasing after the Sentry. Worse, a small sliver of the Void was trapped in her forehead, forcing Emma to remain in diamond form so it wouldn't control her.

Eventually, things came to the decision to remove the sliver from Emma, given that the X-Men needed a telepath in place of the Stepford Cuckoos, who were rendered unconscious when the Phoenix fragments escaped from their bodies. Cyclops attempted to go into her mind to extract the sliver. Unfortunately, the Void changed tactics and attempted to take control of him. Luckily, Cyclops was able to seal the Void within his black box. After the return of Hope, Emma took Sebastian Shaw to China and wiped his memories. During the events of Fear Itself, San Francisco was strangely spared for a time. Namor tried to seduce Emma once more but she refused him; however, Namor taunted her about her romantic relationship with Cyclops, saying that "he married the redhead". After the super-sentinel attack on Utopia, Emma considered going with Wolverine to the school in order to pursue her love of teaching. Cyclops begged her to stay however and she relented. She then joined the Extinction Team. On their first big mission against a resurrected Mister Sinister she lost her arm in diamond form, forcing her to stay that way until it was reattached.

Emma Frost sided with her fellow X-Men against the Avengers. She took Hope away deeper into Utopia to keep her safe and joined the fight, which began when Cyclops blasted Captain America with his optic power. During the battle, Emma's telepathic abilities were blocked by a nanocloud created by Iron Man, forcing her to rely on her diamond form. After the Avengers appeared to have won the battle of Utopia when Cyclops surrendered, this was in fact a ruse allowing Cyclops, Emma and several other mutants to escape and begin the search for Hope, who had left Utopia after defeating the Lights, Wolverine and Spider-Man. Next, Emma and Cyclops went to the Jean Grey School in order to recruit people to their side in the battle. A brief fight broke out between Cyclops's Extinction Team and Wolverine's X-Men. After Wolverine was approached by Hope and betrayed her location to Captain America, Emma used her telepathy to find out where Hope was; and together with Colossus, Namor, Magik and Cyclops, she journeyed to the Moon in order to stop the Avengers from getting her. Before a battle could break out, the two teams were interrupted by Thor who fell from the skies badly injured. He was swiftly followed by the Phoenix. A fight broke out between the X-Men and the Avengers, as the Phoenix was making Hope into its new host; while Iron Man built a weapon to fight the Phoenix. Iron Man attacked the Phoenix but instead of destroying it, the Phoenix turned Emma, Cyclops, Magik, Colossus and Namor into avatars. Cyclops and the rest of the avatars took Hope back to Earth in order to prepare her. Emma and her fellow Phoenixes began using their powers to make the world a better place by eliminating wars and providing water, food and energy to the entire world for free. The Avengers continued to oppose them however and kidnapped Hope, causing Cyclops to declare "No more Avengers". The Phoenixes fought the Avengers whenever they showed up and captured many of their number. Cyclops insisted on not using lethal force however. Emma found out the Avengers were hiding in Wakanda and told this to her fellow Phoenix Namor, but neglected to mention it to anyone else. Namor stormed Wakanda, but was narrowly defeated by the Avengers.

After receiving Namor's portion of the Phoenix, Emma's power increased and she found out where the Avengers had taken Hope. The increased power also became more than she could handle and she began worrying over what she would do next. With her increased telepathic powers, she was able to know the secrets of everyone in the world and began losing control of herself by killing people who had harmed mutants (like a pilot who accidentally killed a young mutant and neglected to report it). When Colossus and Magik fought each other and knocked each other out, their portions of the Phoenix went to Emma and Cyclops. Emma began exerting her dominance over the X-Men, threatening those that had thoughts that displeased her. Magneto attempted to reason with her but Emma refused to listen and threatened him. After being defeated by Hope, Cyclops realized that he needed more power and traveled to Utopia to find Emma. Cyclops could not find himself to take the Phoenix from Emma, despite the fact that she taunted him. She tried to tempt him to burn the entire world and start again from nothing, but Cyclops refused her. Their conversation was interrupted when they were attacked by the combined might of the Avengers and the X-Men. Professor X used his telepathy to try and shut them down long enough for the Avengers and X-Men to take them down. Cyclops finally gave in and brutally took Emma's portion of the Phoenix, becoming the sole wielder of the Phoenix Force. After Xavier tried to shut him down again, Scott killed him and completely lost control of himself, becoming the Dark Phoenix. Emma's later seen in custody of New Avengers members Luke Cage, Mockingbird, Daredevil and the Thing. After members of the Purifiers attempt to assassinate her, they are defeated by the combined forces of the four New Avengers previously mentioned.

Shortly after, Emma was freed by Cyclops and Magneto as she was being transferred to what could be assumed a Mutant Prison after a prison break gone horribly wrong where both Cyclops and Magneto lost control of their powers, causing extreme damage. While she was grateful for the spring, she was still furious at Cyclops and wanted to get as far away from him as she could, even revealing that she could no longer read people's minds, and that anyone touched by the Phoenix had their powers altered in some way. After a moment of deliberation, and the fact more police were on their way, Emma agreed to join with Scott and Magneto once more and along with Magik, began searching for new Mutants. Emma was present during several of Cyclops' skirmishes in freeing several Mutants from their human captors, but was not present for the meeting with the original five X-Men, displaced in time, and was displeased to hear of Jean Grey once more among the living and running around in their time. What her intentions to do with this information as of yet still remain unknown. During a mission to San Diego, Emma, along with the rest of her team, donned new outfits, sporting a completely black wardrobe this time around in the same vein as her teammates. She poked fun at Magneto being unable to control metal like he use to when battling the Sentinels, but was rescued by Cyclops during a counterattack. She was also in utter shock at seeing what level of destruction the alterations to his powers created in its wake. Emma later accused Tony Stark in being responsible for the Phoenix Five's birth, convinced Scott to go along with Magneto's double agent status, recruited time-displaced Angel and the Stepford Cuckoos, combat the forces of Limbo, and assist in teaching David Bond how to control his powers. When Irma Cuckoo dyed her hair, she supported her daughter's desire to be different in contrast to Celeste.