Demons attack Bloodstorm's castle. Inside, Bloodstorm orders her lover Forge to flee and Kitty Pryde to protect protect him with her life during their escape while Bloodstorm stays behind to face the demons by herself until help arrives. When they are gone, Bloodstorm hears the creatures arriving, shifts into battlesuit, and orders the creatures of the night to come to her, and obey her as they have done ever since the fateful night Dracula turned her into a vampire. The demons rise from the ground, and Bloodstorm goads them to do their best. But, Bloodstorm knows something is very wrong with this evil, a dark and evil entity wich repulses even her.
Bloodstorm flies up and asks her former goddess to let her control the elements as she once did and come to her aid. Bloodstorm commands the thunder and lightning which strikes the demons. She tells them to flee before the Six arrive, whom she has called up for help ever since she first heard them attacking. A voice explains to Bloodstorm that no help is coming. Bloodstorm wants to know who speaks to her, but the voice says she knows it all to well. Bloodstorm collapses and can't believe it's her.
Meanwhile, half a country away, Havok, Scotty and Elektra ride in their car. Scotty's hungry and wants to stop, but Alex wants to go a little further before dark. They finally stop at a diner nearby. Scotty goes to play videogames, and Elektra observes that Scotty truly loves Alex, which hasn't always been the case. Alex asks if that's so, and Elektra explains she has worked as Scotty's nanny for a long time now and knows him well. Scotty always respected Alex, but didn’t love him. Ever since Alex' near death experience, Elektra discovered Alex' change for the better, and this resulted in Scotty loving him.
Elektra wants to leave the place now, because there's something, and Scotty joins them explaining he feels something bad too, and that's good enough for Alex and they leave.
Back East, Ice-Man arrives at Bloodstorm's castle and calls for her, but she's not responding. Ice-Man wonders where the rest of the Six are. He’s been suspecting it for a while: the Six are falling apart. Havok is acting strange, and Maddie ’s not much better. Brute's been convicted and executed for murder and he doesn't like any of those things. Ice-Man enters the castle and sees Bloodstorm defeated, as she begs him for help. Ice-Man quickly helps her up and assures her he'll get her out of here. Ice-Man wants to give her his hand, but he quickly withdraws it because he forgot he can't touch people anymore now. Bloodstorm asks him to leave and warn Alex, because she is back.
Back to Alex, Scotty has fallen asleep and Elektra asks why he has taken them on this road trip, away from the Six. Does it have anything to do with Brute's death, as Alex took it pretty hard. Alex admits he was a true friend, and finds Elektra not so subtle. She explains she finds little use for subtlety and points out that Maddie and the Fallen had gotten over Hanks’ death pretty easy. Alex agrees and tells Elektra he appreciates it that she accompanied them. Alex thinks something is going on with Maddie and the Fallen has got something to do with it. Elektra suddenly orders him to stop the car, as a man and two woman with weird looking eyes suddenly stand in front of them!
Back to the castle. Ice-Man asks Bloodstorm what the things are that want to attack them. Bloodstorm explains they're demons and work for her. Ice-Man asks for who, but Bloodstorm can't even think such a thing and orders Ice-Man to take any chance he's got to escape and warn Havok. But Ice-Man says he won't leave without her, because they are a team. Bloodstorm then loses it and orders Ice-Man again to go find him and warn the world before it's too late. Ice-Man panics and then a voice tells him that he doesn't have to fight anymore, not now, not ever. Ice-Man screams and tries to fight the voice.
Elektra recognizes the attackers as the cook and waitresses from the diner from before, and their only way out of it is to fight. Scotty announces that they've come for him, to take him back to her. Havok says he will not allow that to happen and prepares for battle. Then, a huge person from behind comes and tells Alex and Elektra they don't want to fight him. Alex and Elektra can't believe their eyes, as Brute steps forward! Alex exclaims it can't be, because he saw him die. Brute finds it a bad thing they did to him, it hurt a lot, but she made it all better and she can make a lot better. Alex tells Brute to step away as he'll take Scotty back into the car and drive away, real fast. Brute says he can't allow it because he was told by her to convince him and bring her Scotty. Alex asks who he's talking about, but Brute says he's always known it. Brute orders Scotty to come to him and eventually grabs him in his claws. Alex and Elektra prepare to fight, and Alex tells Elektra to give it her best because these humans are most likely not even human anymore.
Meanwhile, Ice-Man is trying to escape from the demons who try to trick him. Bloodstorm comes to him, and says he doesn't have to hide behind the ice anymore, and she can help him in the same way he helped her. Ice-Man asks who did this to her, and Bloodstorm again tries to convince Ice-Man that she can do the same for him, but he doesn't want to because the price will be too high. Bloodstorm says he's got no choice and then she and someone else come from behind. Ice-Man knew it was her, they all knew it, but ignored all the signs. She says it's too late as she touches Ice-Man, and this will only be the beginning.
More demons come to fight Elektra and Havok, who are now outnumbered. Havok doesn't care because he won't allow Scotty to go back to her. The demons are not as tough as they look and eventually Havok and Elektra destroy them all. Brute congratulates them, but says they made a big mistake. This could have been easy and fun, but now she's going to be really mad. Brute says Alex knows how she got the last time someone tried to take Scotty from her. Brute lets Scotty go to Alex again and says he'll try again later. Alex hugs Scotty and both he and Elektra swear he'll never be taken from them again.
Brute disappears, and then joins his mistress: Madelyne! A Maddie who has fully transformed into the Goblin Queen and taken over both the Fallen and Bloodstorm. Now, she has taken over Ice-Man as well, and made him look human again without the ice, and given him back his control over his powers. Maddie tells Ice-Man to join her group of Five, but, she adds, they will be the Six again pretty soon!