
It's always interesting to personally reach the point where a series starts to get good, and without a doubt issue #3 is that for the X-Men: the plot is tighter, the villain is more compelling, and characters get some actual depth in small increments. Whether or not the following issues will stay as good remains to be seen, but this issue is undoubtedly better than the first two. So much so, in fact, that the series could just start here and be a lot more promising. There's still an odd lack of acknowledgement lingering around the questionable ethics of the X-Men institution and Professor X himself, but the rest of the story is solid enough that it's much less of a problem now than it was before.
X-Men #3:
"Beware of the Blob!"
- Writers: Stan Lee
- Artists: Jack Kirby & Paul Reinman
- Editor: Stan Lee
- Publication Date: November 5, 1963
- Cover Date: Januart 1964
We spend a little less time setting up the X-Men themselves in this issue, which makes a lot of sense because this is the third story. Instead of a holistic introduction, however, we get some zoom-in moments with a couple of the main characters. Smartly, Stan Lee and Jack Kirby don't attempt to force amoment of characterization on all of them at once. That allows the characters that do get their moment a little more space, and it feels organic and rooted in the story.
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| Art by Jack Kirby & Paul Reinman. © Marvel Comics. |
The Beast also gets a measure of characterization, being referred to as a bookworm, and shown reading a book a moment later. It a minor touch, but it gives him a handle for us to understand who he is as a person: we begin to see him as a real character, not just a vessel for his power set. These kinds of character moments would become a staple going into the 70s, but they were still somewhat uncommon during this time.
The plot in issue #3 is a strong one not just compared to the preceding two issues, but also in the context of an average Marvel story of the time overall. For starters, this is the first time that the X-Men institution feels like it makes a little bit of sense, because we're finally starting to flesh out what the school actually does, besides make the students run unnecessarily elaborate and dangerous gauntlets. The opening of this story establishes that they approach suspected mutants to determine whether or not the suspicion is accurate, but also to recruit them if it is.
Rather than just a circus, the X-Men now becomes a strategic operation where Xavier is looking to intercept mutants before anyone else does. That's kind of obvious in hindsight and with just general knowledge of what the X-Men is now, but at the time this was a really cool setup and this, for the first time, made the institution feel interesting and real. It also provokes thoughts regarding the moral angle of what Xavier's institution is doing: it starts to look less like a school and more like a combination of a biologically exclusive cult and a paramilitary organization, with recruiting behavior that, based on this story, hardly feels "opt-in".
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| Art by Jack Kirby & Paul Reinman. © Marvel Comics. |
The issue's antagonist, the Blob, is easily the best part of the issue. He isn't established as an evil mutant as such. He's indifferent and unaffiliated, and interestingly he doesn't know he's a mutant. When the character is first introduced, the Cyclops exposits in a thought bubble that he gets kind of a bad vibe from the large man, but the writing of the Blob is actually strong enough that we didn't need that. His dialogue feels natural and it conveys a personality in a way that the standard 60s over-explaining dialogue usually doesn't. He comes across as very unpleasant and obnoxious in a grounded and understated way: he doesn't do the whole mustache-twirling thing or declare his evil intent (in fact he never has any). He just feels like a guy who you don't want to be around, and who you wouldn't really trust.
What's refreshing is that even going forward, the Blob's motivations aren't anything that ambitious. He doesn't want to conquer the world or even make a ton of money. He just wants to not be bothered, aside from taking control of the circus after learning the truth about himself. The conflict is, in fact, provoked by the X-Men: if they had never approached the Blob to begin with, he never would have felt like he needs to take on the institution, or even learned about being a mutant. There would have been no fight at all.
This is yet another cool thematic angle that I don't think Stan was really aware of when he wrote the story. Considering how in the 60s the characters would often narrate the entire intent of the writer, I think Stan would have hung a lantern on it to communicate it explicitly if that's what he was consciously and intentionally doing. But it is an interesting accidental element in the story that further establishes the X-Men as a morally complicated institution.
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| Art by Jack Kirby & Paul Reinman. © Marvel Comics. |
The story has the Blob scouted and brought to the school, where Xavier evaluates him and determines that he is in fact a mutant. When the Blob refuses to join the X-Men, Professor X declares that he can't be allowed to leave with knowledge of their real identities. I can accept that maybe Stan didn't think the mindwipe thing from the previous issue was a problem, but surely he must have recognized that Professor X is not speaking like a benevolent leader here. For a moment it feels like we're leaning into the psychic tyrant angle of Xavier's character, but that's immediately contradicted by nobody calling it out. There's still a weird dissonance of something clearly being wrong, but nobody acknowledging it.
There’s an additional element in this issue that further makes Xavier a problematic character from a 2025 point of view – in his thoughts, he confesses love for Jean Grey, which is already sort of annoying because can’t there be a single man in the X-Men universe who isn’t drooling after the one female character, but it’s also immensely unethical from a mentor-student dynamic standpoint. At least here the notion is acknowledged as problematic, with Xavier reminding himself that he can never share his feelings with Jean, but it’s a really weird curveball in an already morally messy character that I don’t feel was necessary.
The Blob escapes the school, returns to the circus, and takes control of it by threatening the director. I like this because there's a reason why he's doing this right now and not before: earlier he assumed he was just a big guy, but now that he knows he's a mutant, he understands the situation has changed. The part about it that feels a little unclear is how much the general population knows and understands about mutants: so far it's often been implied that mutants are a relatively unknown concept to regular people (who the Blob was, for all intents and purposes, just a moment ago), but here he references Magneto's principle that mutants are in fact superior to humans.
Following the Blob's power grab at the circus, he organizes the crew for an attack on the school – this is also motivated by actual circumstances, because the Blob understands that now that he knows who they are, the X-Men won’t stop trying to take him out until they succeed, and so he takes the fight to them. The following action sequence is standard Kirby fare – fun and colorful, with various circus-themed combatants giving the fight a unique identity, and each of the X-Men getting opportunities to show off their powers. The X-Men lose, and are captured by the circus folk, who then leave them outside while entering the school to find Xavier.
A refreshing turn of events here is that it’s Jean Grey, mostly sidelined so far, who provides the key to their escape with her telekinesis (even though Xavier needs to mansplain her powers and what she can do with them first). They intercept the bad guys and hold them off long enough for Xavier’s fancy brain amplifier to be ready for action, and then he wipes the circus folks’ minds like he did with the Vanisher.
The conclusion is passable because it hinges on the X-Men themselves more than before, and even the cheap mind-wipe trick was given a little bit of a narrative cost this time with the professor suddenly needing a device with a timer to do it. There’s still no acknowledgement of the ethical problems with what’s happening, and further no recognition of the Blob now being fair game to "evil mutant" recruitment again, but I didn’t really expect any either; even with the ending ignoring that the original threat wasn't resolved, I like the conclusion that the recruitment failed and the Blob is back at the circus, unaware that anything out of the ordinary had happened.
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| Art by Jack Kirby & Paul Reinman. © Marvel Comics. |
Even with its problems, X-Men #3 is a very good comic book, an entire order of magnitude above two middling-at-best issues. With some thought put into some of the more complicated elements of the story and either cutting or properly exploring some of the problematic dimensions with an honest and critical touch, this could already be a tremendously good series – and that’s all based on this issue alone.
X-Men was caught between a concept that was pushing hard towards breaking new ground and an environment that still expected a certain conventionality from super heroes, with the creators not really having a clear idea of which way they were leaning, or how they’d get there even if they did know their destination. Marvel’s storytelling was already experimenting with anti-heroes, flawed protagonists, and superheroes dealing with the mundane challenges of everyday life, but perhaps a team book that deals with the undertones of an implicitly tyrannical and unethical leader would have been a little too heavy. The identity of the series is still under construction here in issue #3, but for the first time you can actually see the shape of what it's trying to be.




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