‘How do I get myself into these situations!’ Chris Powell a.k.a. the armored hero, Darkhawk, thinks to himself as he struggles to hold up a very large billboard that has been dropped towards him, while civilians below - in danger of being crushed - rush about in a panic. ‘The Brotherhood of Evil Mutants escape, and they take the guy I came to find - Portal - with them - and leave me with an armful of billboard to contend with!’ Chris recalls, hoping that he can just give it one good push over the side and away from the gawkers below before it falls on them. Thankfully, Darkhawk manages to do so, but now before the ledge he is standing on collapses, and Chris starts to fall towards the people below, so he uses his cable-claw, extending it, it latches onto a nearby rooftop, and he lowers himself safely to the ground.
The billboard slams to the ground an instant later, but Darkhawk sees that they are all safe, as if he. ‘Can’t say the same about that Sleepwalker character - not after he cut out on me when I needed him most’ Chris thinks to himself, deciding that next time he sees Sleepwalker, he will learn that that Darkhawk doesn’t forget - or forgive.
Elsewhere, ‘It worked! I have found the hideout of the Brotherhood of Evil Mutants by following them through the dimensional door that Portal opened for their escape’ Sleepwalker thinks to himself as he stands behind a corner so that the Brotherhood of Evil Mutants - Toad, Blob, Phantazia, Pyro and Sauron - don’t see him.
‘A fat load of good your mind control powers are, Sauron!’ Pyro snaps, shaking his fist at the dinosaur-like mutant. Sauron was supposed to order Portal to teleport them to a government weapons factory in Washington state where they could have stolen enough firepower to make all the X-teams a bloody memory. ‘Instead, Portal planted us in the middle of Manhattan! You screwed up!’ Pyro exclaims.
The hideous Blob agrees, and declares that Pyro is right - Portal couldn’t have picked a better spot for attracting super heroes than Time Square, which is the last thing they wanted to do. ‘Let’s waste the sucker’ Blob suggests. Sauron points out that Portal did get rid of Spider-Man, as he commanded. Sauron adds that they can’t afford to give up on Portal so soon, as he is potentially too valuable an asset.
‘And with his dimension-travelling powers Portal may be my only hope for returning to my home dimension, the Mindscape!’ Sleepwalker thinks to himself, deciding that he must save Portal. Suddenly the Blob shouts, ‘He may be valuable to you - to me he’s an armor-plated punching bag!’ as he punches Portal over.
As Portal gets up, he looks towards Sleepwalker, who is crouched around the corner. Sleepwalker worries that Portal has seen him, but Portal turns and walks back to the Brotherhood, as if Sleepwalker wasn’t there. However, Sleepwalker supposes that under mind control, all of Portal’s actions must be dictated by Sauron. ‘Keep your fleshy fists off him or I’ll slice you up and serve you on toast, mammal!’ Sauron threatens as he lashes out at the Blob, much to the delight of Toad and Pyro, who grin wickedly. But eventually, Toad tells them that is enough, and suggests they run more tests on Portal before they decide whether to try another dimensional jump - or kill him.
Suddenly, Sleepwalker begins to fade away, and he realizing that his human host, Rick, must be waking, so he is being pulled back into Rick’s mind. Indeed, Rick sits up in bed as his clock flashes that it is seven AM. He switches the alarm off and tells himself that he could have used another hour. At the same time, the enigmatic Phantazia notices a wisp of smoke where Sleepwalker was hiding. Toad tells the only female member of the team that it is a mere atmospheric aberration, and that she need only concern herself with the matter at hand and nothing else.
Meanwhile, in another dimension, Peter Parker the Amazing / Spectacular / Sensational Spider-Man finds himself attacked by strange beings. He narrowly dodges energy blasted by one being, while exclaiming that he doesn’t know where Portal sent him, but that this sure isn’t Disneyland. ‘You fellas sure know how to make a stranger in these parts feel unwelcome!’ Spider-Man calls out, while jokingly asking them if they aren’t worried they will lose the tourist biz? As another beam is blasted at him, Peter tells himself that he can’t keep avoiding their eye-beams forever, so he needs to find a way out of here, or hope that Sleepwalker and Darkhawk find one for him.
That day, in a Brooklyn tenement on planet Earth: ‘I’ll have that bannister repaired in no time, Mr Epstein’ Rick Sheridan calls out as he sits on the tenement’s internal staircase with his toolkit. ‘Don’t forget to check the boiler next’ grumpy Mr Epstein mutters. ‘No problem’ Rick replies, before turning to his dog, Rambo, and asking him if he thinks he has changed Mr Epstein’s mind about him. Rambo the dog just growls. ‘Maybe yes, maybe no, eh? I hope so’ Rick remarks, reminding his dog that he needs this job as super of Epstein’s building and the free apartment that comes with it. Suddenly, ‘Excuse me’ a voice calls out, and Rick turns around, and falls off the stairs. Standing over him is a woman wearing only a bikini top and jean shorts, she asks ‘Can I help you up…or would you prefer to worship at my feet?’
‘Nothing against your feet, I’m sure they’re very nice - but I’d rather know your name’ Rick replies, as he introduces himself. The woman introduces herself as Janine and explains that she has just moved in. Rick gets up and points out that he is the super, so he should have known if an apartment was available and someone was moving in. ‘I bet there’s a lot you don’t know’ Janine replies. ‘What?’ Rick asks. ‘I mean about me’ Janine tells him. Rick suggests that they could try to change that, and as she opens the copy of the Daily Bugle newspaper she is holding, Janine explains that she was on her way to the park to look at the want ads, but she decides that can wait.
However, as Rick sees the front page article which states that Spider-Man has disappeared and Sleepwalker and Darkhawk are suspects, Rick changes his mind and tells Janine that he is busy, with work to do. Janine tells Rick that she understands, and starts off down the street. ‘But…how’s tomorrow afternoon?’ Rick calls out. Janine tells him that she will be here at four tomorrow and will see him then. ‘Whew! I almost blew it! But I gotta find out what’s going on between Sleepy and Spidey before I do anything else’ Rick decides.
Minutes later, in his room, Rick takes off his shoes, and asks his dog if he thinks Janine is hiding something. The dog barks, and Rick mutters ‘That obvious, huh’, but he knows he can’t worry about that now, as he has to doze off and get Sleepy out here. He lays back on his bed, hands behind his head, he hopes that the relaxation techniques he has been practicing pay off. And, soon, Sleepwalker emerges, deciding that this is a most unusual time for Rick to fall asleep. Sleepwalker sees that Rick has left a message, that says “turn on machine”, and pressing the answer machine on, Sleepwalker receives a message from Rick - ‘I heard about the trouble Spider-Man is in, Sleepy. If there’s anything you can do to help him, then do it! And hurry - I’m not real tired and could wake up any moment!’
Later, at a radio station where Chris Powell works, Traci Lords tells Chris that he has been here since the crack of dawn, so he should go home and get some rest. As he looks into the sound booth where an announcer is speaking, Chris claims that he is working on a school project. ‘But it’s summer -’ Traci points out, as Chris listens to the announcer report that the mysterious Sleepwalker has been spotted floating above Times Square. ‘That’s the kinda news I’ve been waiting to hear!’ Chris decides, before ducking into a nearby alley, he then grasps a glowing amulet, and transforms into the intrepid Darkhawk.
At Times Square, ‘Okay, Sleepwalker, you have got a lot of explaining to do!’ Darkhawk exclaims as he appears overhead, a crowd of civilians, and Police officers, gathering below. ‘No one pulls the kind of stunt you pulled on me and gets away with it!’ Darkhawk calls out. ‘Not even a big, green alien like you!’ Darkhawk adds. Sleepwalker sees the young hero, and dodges his lunge. ‘I did not come here to fight you! I just wanted to get your attention!’ Sleepwalker calls out. ‘Huh?’ Darkhawk asks. Sleepwalker explains that he had complete confidence that Darkhawk could handle the falling billboard on his own, which is why he left him and went in pursuit of Portal. ‘You did handle it, did you not?’ Sleepwalker asks. ‘Well, yes, but -’ Darkhawk begins. ‘As I expected. Now. On to the matter at hand’ Sleepwalker declares.
He projects beams from his eye, which display an image from his memory - the view from the hideout where the Brotherhood is hiding Portal. Sleepwalker explains that he was hoping Darkhawk would recognize the view, as he does not. Darkhawk announces that it looks like it is along the Hudson River, near the West Side Highway. Sleepwalker starts to warp the air and create a wind funnel, so they can proceed there without delay. Pushed along by the wind funnel, Darkhawk tells Sleepwalker that he sure knows how to travel in style.
Elsewhere, ‘Patience, Blob! My tests on Portal are almost finished!’ the Toad exclaims, when suddenly, ‘And so are you, Toad!’ Darkhawk exclaims as he and Sleepwalker crash through the window of the Brotherhood’s hideout. Sleepwalker suggests that the Brotherhood surrenders Portal to them, or else suffer the consequences. ‘You’ll be the only ones doing any suffering around here, mate!’ Pyro exclaims has he casts flame towards Darkhawk, who easily blocks the flame with his shield, and tells Pyro that the flames can’t get through his shield. ‘But they can sure get around them!’ Pyro boasts, as he manuevers the flame around Darkhawk’s shield. The young hero screams in pain, realizing that Pyro must have anticipated the shield, that he must have learned from the last time they fought.
‘You are a fool, Sleepwalker! Humans hate you even more than they hate us mutants…yet you fight on their side!’ Toad exclaims as he lunges at Sleepwalker and latches his hands onto his face. ‘It is evil I fight against!’ Sleepwalker calls out. ‘A fatal mistake!’ Toad tells him, as he starts to release a gunk from his hands. ‘My face - it grows numb!’ Sleepwalker realizes, as Toad explains that it is merely the effect of his paralysing secretions, and that soon the rest of his body will grow still as well. ‘How will he know the pain of my claws ripping the flesh from his skull, Toad, if he cannot feel it?’ Sauron asks as he flies towards them, as Darkhawk calls out ‘That’s no longer your concern, Sauron!’ as he moves down and grabs Pyro’s hand, aiming the flame right at Sauron, who cries out in agony. ‘No! You redirected my flame!’ Pyro exclaims, as Sauron thrashes about - and rakes Toad’s back with his claws.
Toad keels over, ‘My back! Sauron, you idiot!’ Toad gasps, before Sleepwalker manages to throw Toad off of him, and into Pyro, suggesting that they discuss their problems together. ‘Don’tcha know nothing, Pyro? When you fight a guy who’s a walking tin can - you gotta use a can opener!’ Blob laughs as he punches Darkhawk backwards, then picks up a large metal beam, ready to use it on Darkhawk, until Sleepwalker clings to it, telling the Blob that he will not be on his feet long enough to get the chance. ‘Ha ha! You trying to move me?’ Blob asks, unimpressed, before boasting that he is immovable, Blob flings the metal beam downwards, causing Sleepwalker to crash into the floorboards. Phantazia announces that she has Sleepwalker in sight, and uses her power to disrupt his flight capabilities. The Blob exclaims that Phantazia is a disruptive li’l gal, to which Darkhawk declares ‘Not after she gets a dose of Darkhawk blast!’ and he fires energies at Phantazia, knocking her back.
The Blob declares that he and Darkhawk have some unfinished business and he tries to attack him with the beam, but Sleepwalker uses his powers on it, and the beam suddenly wraps around the Blob, trapping the behemoth. Sauron flits about and orders Portal to get them out of here, to teleport them to back-up base 2B, and to hurry. With a thought, the mesmerized mutant rips a hole in the air, and the beaten Brotherhood plunges through it. ‘I don’t care where you guys are going…as long as you go…and don’t take Portal with you!’ Darkhawk exclaims as he extends his claw-cable, which latches onto Portal, and pulls him away from the Brotherhood, as the warp closes. Sleepwalker then slams his fist into Portal’s face and announces that he will not be going anywhere.
Soon, at the laboratory of Dr Charles Warren Fong, Sleepwalkers points out that the doctor’s expertise is in optics, and explains they are hoping they can use his knowledge to overcome the mind control that Portal has been subjected to. Dr Fong replies that he has never attempted anything like this before, but that theoretically it is possible. Bright lights dance about, and a moment later, Portal utters ‘What happened?’, to which Dr Fong reports that the treatment seems to have worked. Portal thanks Dr Fong, and starts to leave, but Darkhawk asks him where he thinks he is going. ‘Away from here - and you two!’ Portal replies. ‘Some gratitude - if it wasn’t for Sleepwalker, you’d still be the Brotherhood’s personal chauffeur!’ Darkhawk remarks.
Portal explains that he resisted them the best he could, and that when he was ordered to take them to a weapons factory, he took them to Times Square instead, hoping to attract the attention of some super heroes. ‘It worked, didn’t it?’ Portal points out. ‘That maybe so, but you still needed our help to free you’ Darkhawk reminds him. Since Sleepwalker arranged to de-control Portal, he offers to grant them one favor, but then he is outta here. ‘You wanted me to send you back to the Mindscape, right?’ Portal asks. ‘Yes’ Sleepwalker confirms, but adds that was before Portal banished Spider-Man, and now he wants Portal to return the hero to them.
Minutes later, atop of a building, Portal begins to open a warp, and reports that he tossed Spider-Man into a nasty place known as the Dark Dimension. ‘No guarantee there’s anything left of him to bring back’ Portal adds. ‘For your sake, pray there is’ Sleepwalker warns Portal, when suddenly, ‘What trickery is this? Who are these creatures, Portal?’ Sleepwalker asks, as several strange beings appear, beams blasting from their eyes. Portal reveals that they are Mindless Ones - murderous brutes who roam the Dark Dimension, destroying all in their path. ‘This is one path that’s closed!’ Darkhawk declares as he punches one of them in the face, suggesting to Sleepwalker that they knock them back where they came from. The heroes attack the Mindless Ones, with Sleepwalker shouting ‘Begone, monsters! There is no place on this world for evil such as yours!’
One of the Mindless Ones is not blasting any eye-beams, but as Darkhawk and Sleepwalker try to apprehend the monster, it mumbles something at them. Sleepwalker points out that this one is much more difficult to handle than the others, so they need to render him unconscious. He manages to grab the creature by its ankle, when suddenly, ‘Who you talking about rendering, bug-eyes?’ Spider-Man asks, as he emerges from the webbing that he had wrapped around himself, giving him the monstrous appearance. ‘Spider-Man! We did not know it was you!’ Sleepwalker calls out. Spider-Man explains that he covered himself with webbing to help shield himself from his playmates’ blasts, not to be attacked by the two of them. He then kicks one of the Mindless Ones back through the warp. ‘Remember to write!’ he jokes, before reporting that that was the last of them, and telling Portal to close the warp. Before he does, Portal leaps into the warp. ‘Where’re you going?’ Spider-Man asks. Portal points out that he has fulfilled his part of the bargain and that he has no desire to deal with them, the so-called “heroes” any loner, before bidding them farewell.
‘We can’t let him leave like that! I thought he was going to help you figure out where your armor came from, Darkhawk!’ Spider-Man exclaims Darkhawk explains that Portal had a deal with Sleepwalker, and that he did his part. ‘What was that? Giving Handsome a one-way ticket back to the Mindscape?’ Spider-Man asks. Darkhawk explains that that would have been the deal, if Sleepwalker hadn’t asked for Portal to return him here instead. ‘Oh’ Spider-Man mumbles, embarrassed, before swinging away on some webbing, he declares that he has to go, as there is a big webbed foot that needs removing from his mouth!
Darkhawk thanks Sleepwalker, who points out that even humans like Spider-Man find it difficult to trust him. ‘I’m sure if he got to know you better…he’d trust you just fine’ Darkhawk replies, before telling Sleepwalker that he hopes he gets home someday. ‘And I hope you learn the secret of your armor’ Sleepwalker replies, before they go their separate ways.
Early evening, the next day in Chinatown, Rick and Janine walk down the street, arm around each other, Rick asks Janine what she thought about the Wok Around the Clock noodle shop. ‘What do you think I think, Rick? I ate enough for two!’ Janine replies. ‘I think you liked it’ Rick smiles. ‘As much as the company?’ Janine asks. ‘One way to find out…’ Rick tells her, as they lean in to kiss each other. They kiss, and then Rick notices something out of the corner of his eye - several thugs have approached them. ‘Stay where you are!’ one of them shouts, while another declares that they are not looking to hurt anyone. Rick tells Janine to keep cool, and assures her that he will get them out of this. ‘It’s too early to call it a night’ Rick points out, when suddenly, as the thugs surround him, Janine tells Rick that he is wrong, and that it is later than he thinks….