(Beneath New York City)
A commuter train rushes past Times Square platform at rush hour without stopping. Atop the train is Spider-Man, who wonders if something has happened to the engineer. The ‘dead man’ switch should activate if anything is wrong, but the brakes clearly aren’t operating at present. Peering inside the lead car, Spider-Man sees a group of armed thugs holding the passengers at bay. They want all the cash and jewellery they can get, but what they get is a face full of Spider-Man.
He crashes through a window and kicks a muscular blond man. He tries aiming his gun at Spidey, but receives a punch in the face for his trouble. Spidey moves swiftly through the carriage, striking his opponents as he goes. He’d been riding the train as plain old Peter Parker, when the train started speeding through station after station without any announced explanation. The passengers get out of his way, but the engineer is grabbed by another thug at gunpoint.
As the train hurtles through the tunnels, Spider-Man sees another train parked at the next station. There’s no way a collision can be avoided, unless he does something, fast. He throws the thug clear and climbs back onto the roof. Smashing the window causes the dead man switch to automatically apply the brakes, but the train still isn’t slowing down quickly enough. With the lead car cleared of passengers, he leaps forwards and into the train stopped ahead of them, and orders everyone off the train, now!
Everyone rushes from the carriage and Spidey just manages to leap clear, as the first train crashes into the back of it. His spider-reflexes enable him to avoid being crushed, but he is knocked unconscious as he lands. Amidst acrid smoke, rescue crews try to evacuate the station. A fire-fighter figures Spidey must have been crushed on impact but, unseen by him, Spidey lies in a gap between the walls. Dead to the world, a group of Morlocks pick him up and whisk him further underground. One figures that, although the X-Men have prohibited them from raiding the surface man’s world, there’s nothing to prevent them from seizing those humans who come to them. They are led by a Morlock sporting a large Mohawk.
Kitty Pryde, also known as Ariel, a member of the X-Men, is babysitting two young boys. They are playing a board game called Sewers & Serpents, and squabbling about the rules. Jeff insists you have to have the guts to break the rules to win, but Edward thinks you need to stick to them. Kitty asks them to pipe down, as she’s on the phone. She is speaking to Storm, who is back at Xavier’s. Storm assures her that babysitting two boys cannot be as bad as some of the situations she has found herself in with the X-Men, but Kitty isn’t so sure. Professor Xavier asked her to baby-sit; a means by which she can continue to do typical teenage type stuff. Storm tells Kitty that it’s hardly as if the professor has sentenced her to a gulag.
Listening to the conversation, Wolverine points out that he doesn’t know about that. He always had much the same opinion about kids as W.C. Fields. He likes ‘em broiled. Piotr trusts that is not Logan’s opinion of Katya, or his little sister, Illyana, but Kurt adds that they’re hardly children; not after all they’ve been through. Kitty heard that, and knows he’s right. She isn’t an ordinary teenager and it’s about time Professor Xavier stopped treating her like one. She slams the phone down and breaks up the argument brewing between her two charges. After some back chat, Kitty drags both boys to their bedroom as punishment and orders them to shut off their lights, shut their eyes, and shut up!
Out of breath, she leans against the wall outside their room, feeling like she’s gone through a level 10 workout in the Danger Room. She heads downstairs and falls asleep on the sofa. Upstairs, the boys are soon on their feet and sneaking out of their window, via knotted sheets. They head to the pit; the site of a new housing development nearby. Edward and Jeff have been warned off the site by their parents, who are tonight at the opera, but, when mom and dad are away, the boys will get into trouble.
Edward slides down the banking and into the pit. It’s dark and he teases his brother that he’d better not come down as it’s so dark and scary down there. He then notices that there’s a deep dark hole that wasn’t there this morning; a bottomless sewer, just like in their game. Jeff asks him to knock it off, as it isn’t funny. Edward drops a rock into the pit and doesn’t’ hear it hit bottom. Jeff calls for his brother to get out of there but Edward calls out, saying that there’s something coming towards him. He screams in the darkness and Jeff dashes back to the house for help.
Minutes later, he returns with Kitty in tow. Kitty can’t believe it. How can she help the world as an X-Man if she can’t even take care of a couple of kids? Carefully, they slide down towards the bottom of the pit and Kitty realizes that it’s some kind of shaft, recently dug from beneath. She has a bad feeling about this. As she contemplates calling the other X-Men, the four Morlocks attack them. She tells Jeff to run, as she tries fighting her opponents physically. Jeff, however, is caught and dragged beneath the surface, like his brother.
Kitty recognizes her attackers as being Morlocks and figures they thought she might be too much trouble. They’re about to find out they’re right. Kitty phases through the pit floor and into a chasm underground. The Morlocks are mutant outcasts, who choose to dwell beneath the surface in darkness. Recently, the X-Men fought them and, when Storm defeated their leader, Callisto, in a duel, she became their leader. She forbade them to ever raid the surface world again. Kitty wonders why they’ve decided to defy Storm’s prohibition now.
She phases through some more rock and is surprised to see a kind of train station. Two cars sit on the track and the Morlocks load Jeff onto one of them. He cries that he wishes to go home, but one of the Morlocks replies that this will be his home, for the remaining few hours of his life. Soundlessly, the magne-car streaks off down the track and away from Kitty. She has one chance. She leaps aboard the second magne-car ahead of the remaining Morlocks and speeds off in pursuit. The car drives itself and all Kitty needs to do is keep her foot planted on the accelerator pedal. The X-Men always wondered how the Morlocks got around down there, she thinks. Now they know.
Some distance below, the first group of Morlocks brings Jeff before their leader, Strigor. Jeff asks what they’re gonna do with him. He’s petrified, as he is surrounded by well over a score of Morlocks. Strigor thinks it only fitting that he answers the boy. He explains that he is Strigor, an outcast human. He and others like him were down there in the darkness long before the coming of Callisto’s mutantkind. Thus, they do not consider themselves bound by ‘arrangements’ entered into between the mutants, and the hated surface humans.
Jeff doesn’t know what he’s talking about. He just wants to go home. Strigor tells him that is something that he will never do, for tonight the Morlocks feast. Jeff is thrown into a darkened cell and discovers a skull as he sits up. He worries about never seeing his folks again, or Edward, but a voice from behind him shocks him into turning around. “Whining ain’t gonna get us out of here, brother.” He turns to see Edward, standing alongside Spider-Man, who is shackled in place against the wall. His shackles are electrified, so as to prevent anyone tampering with them.
Edward explains that he received the same supper speech when he arrived, but he doesn’t plan on being eaten. They’re gonna get Spidey out of there. Jeff can’t believe it is really Spidey, but cannot argue with the fact that he is there. Edward tries unlocking one of the shackles but is thrown backwards as an electric shock zaps through his body. The zap awakens Spider-Man and Jeff figures that, the same energy that keeps Spidey bound, must also be keeping him unconscious.
They figure out a plan to free the superhero. Edward kicks the top off the skull, which acts as a bowl. He then scoops up water from a puddle and throws it towards Spidey. It’ll either save him or kill him. Fortunately, despite being almost fried by wave after wave of electricity which spasms through his body, Spidey manages to pull himself free and kneels on the floor to recover. He thanks them, and explains that his spider-strength instinctively kicked in to save him. He asks where the heck they are and who they are. The boys excitedly fill him in on the details, as Kitty’s magne-car pulls up behind the first one.
She hops out and runs off to find the boys. It’s really dark down there, but she notices two Morlock guards standing in front of a locked door. She decides to go for the direct approach and wanders over to them. She asks where the tour of Howe Cavern starts. They see her and leap towards her but, as her natural state is to be phased, they go straight through her and land with a thud against the wall. Kitty grabs the keys to the door, just as the door comes flying off its hinges towards her. She phases to allow the door to go through her and notices that Spider-Man is responsible for its detachment.
Spider-Man wonders if she is a Morlock, but Edward explains that she’s their babysitter. He can’t believe it. Kitty introduces herself and says that the door flew right over her when she ducked. Spidey finds her story hard to believe, but buys it for now. He suggests they make a quick exit, for the Morlocks will probably have heard all the commotion.
They head through the tunnels, but are ambushed from above. As Spidey faces the Morlocks, Edward picks up a large bone from the ground and says he isn’t going down without a fight. Kitty notices his bravado and thinks back to the board game. Edward is now the one willing to break the rules in order to win. Danger reverses the kid’s roles. She asks them to stay back and leave the fighting to Spider-Man.
Spidey uses his agility to lay into the hapless Morlocks, and Kitty thinks he’s just as the other X-Men describe him: fast and funny. However, there are too many for him to fight alone, so it looks like her secret identity is about to become a thing of the past. One man leaps at her, but goes straight through her body. Spidey notices it as he webs up a few guys, and is surprised.
The two kids also come under attack and they fight furiously with the bones; determined not to be taken lightly. Kitty uses her limited physical prowess, as well as her phasing, to keep away from her opponents and warns Spidey that, the more time they spend there, the greater the danger to the kids. He hears her but isn’t sure where the exit is. Kitty tells him to look for a way up, a flight of stairs or a tunnel, anything like that. She learned that when the X-Men fought another group of Morlocks. Spidey makes the connection and Kitty tells him to go to the head of the class. She also asks him to keep it under his hat. She doesn’t want Edward and Jeff to know.
The kids, meanwhile, face Strigor. Kitty can’t worry about her identity now, so she asks Spidey for a fastball special. He throws the slender Kitty, saying that, although he’s no Goose Gossage, he’s been clocked at 95mph in a pinch. As Kitty flies, she remembers how Colossus and Nightcrawler practice this maneuver all the time. It’s fun. She just hopes it’s too dark for the kids to see her.
She smashes Stigor’s face into the rock and Stigor drops like a stone. Unfortunately, a muscular companion grabs Spidey around the neck. “Die surface dweller!” he cries. Congratulating him on his originality, Spidey uses his fighting skills to throw the man over his shoulder and through a stalactite. The man is knocked unconscious, but the stalactite’s destruction turns out to be far worse than the threat caused by the man. It was supporting the ceiling, which now begins to crumble.
Spidey quickly erects a shield out of webbing for them to stand under and the other Morlocks flee, as rocks rain down on them. Kitty and the gang soon find a flight of steps and run up them, grabbing a ladder that leads to the street. Spidey pulls everyone out into the street and finds he is right where he started. Kitty states that it’s not right where she started. She has to get the kids back to Westchester. Spidey offers to help, but Kitty figures she’ll call Professor Xavier. It’ll cost him much more to come and get her than she’ll earn babysitting, but maybe he’ll think again before assigning her to typical teenage work again.