Kitty Pryde, a member of the X-Men, gets ready to go after her friend Ororo, who's been turned into a vampire by Dracula a week ago. At the X-mansion, Kitty writes a letter to her love, Colossus, saying she has to leave with a heavy heart. But, Kitty finds that she must find Ororo, and either dave her from eternal damnation or kill her. Kitty gathers her weapons – a Japanese katana as well as shuriken and stakes - and secretly leaves the letter to a sleeping Peter, before she leaves the mansion.
In a castle, a redeyed filthyOroro, crouches locked up in a dark cell, her attention focussed on a rat. She grabs it and wants to bite it, but finds the strength to resist, disgusted at her urges. Ororo gets outraged and unleashes an enormous lightbolt out the cell's window, praying for her goddess to make it stop.
Suddenly a voice from behind explains that the hunger will never go away, it gnaws at her very soul. The voice says that in time, she will give into the lust. Ororo uses a ball lightning to light up the cell and asks who the chained, scared man is, and why he's here. The man introduces himself as Forge, and he's here to feed her.
Ororo remembers him as the Judas who's responsible for creating anti-mutant weapons for the government. The X-Men always wondered what had become of the "Maker" of those weapons, and now she sees he has earned his fate. Forge agrees, finding it ironic that one day he's a top-weapons manufacturer thanks to his mutant abilities, and the next he's just food for the undead. Talk about getting bitten by karma…Ororo finds it ridiciolous, but Forge says that she'll need to eat sometime, because without blood she'll die. Ororo sees death as a way out of this nightmare, but Forge claims that there is another way out, referring to a large doorway.
Meanwhile, Kitty is still searching and running through the woods, but she can't find Ororo anywhere. Kitty realizes that it's been a week since she was bitten into a vampire and she could be anywhere by now. The rain is getting heavier and a bolt of lightning strikes a tree next to Kitty, but luckily she phased into safety.
Kitty finds one of Ororo's lockpicks, and recalls the days when she enrolled at Xavier's School for Gifted Youngsters and how she had no idea what the life of a mutant could mean. There, she met Storm, who became the big sister she never had, until the day she was bitten by Dracula. So, Kitty finds that she ows this to Ororo.
Kitty realizes that Ororo must have left the lockpick on purpose and starts running,. But what if she finds her, she wonders. Does she repay Ororo’s kindness by brutally killing her? Is that the person Ororo taught her to be? The castle lies ahead. She’ll find her answers there.
At the castle, Ororo is troubled by her claustrophobia and unleashes winds that smash the door open. She sets Forge free and kills her vampire guards. Ororo wants to leave quick but quietly, but fears she can't resist the bloodlust much longer. Forge says she'll get faster away without him, and resigns himself to her biting him, but Ororo resists and doesn't want to leave him behind while there's still hope for them both. She takes him up and starts to fly.
Kitty has made it into the castle, but gets attacked by two female and a male vampire, who tell her to forget about the Windrider, who's theirs now. Kitty fights back and throws her shuriken at the vampires, killing them, saying that Ororo's hers.
Forge asks Ororo that seeing all the evil he has done to his fellow mutants, why is she helping him. Ororo says that's because she believes in second chances. Forge hopes that the other X-Men also share that sentiment. Kitty shows up, saying she won't live that long to find it out.
Kitty begins fighting, and Ororo is startled by it. Kitty takes out her stakes and gets ready to kill Ororo at the first chance she sees.
Kitty tackles Ororo, apologizing but there is no other way. Ororo begs her to do it, because she can't fight the hunger any longer. Kitty finds she can't do it, and Ororo uses her powers to take her breath away.While kitty lies on the groud coughing Ororo rising as mist before coalescing tells Kitty she expected that one of the X-Men would be her executioner, Havok perhaps, but not Kitty. Kitty toses a stake at her and Ororo catches it almost contemptuously. Ororo has given over to the vampire inside her, as Forge realizes with horror also understanding that Kitty stands no chance. She first toys with kitty before using her hypnotic stare to force kitty to come to her where she feasts on her.
Back at the X-Mansion. Colossus cuts a tree with an axe, as Nightcrawler teleports to him asking if he wants some coffee. Kurt says that he misses them too, because they were both like sisters to him. Peter tells Kurt that Kitty was more to him than that, and reveals an engagement ring he was planning to give her. It's been five months now since Kitty left and she still hasn't come back. Peter kept her alive in his heart, but now realizes that she is as dead to him, to all of them as this tree. Without a word he starts cutting again.