Candy Sothern enters the Manhattan penthouse apartment she shares with her lover, Warren Worthington III AKA the former X-Man, Angel. Calling out to him, she apologizes for being late; she was stuck in traffic. She talks on about her day, wishing she had wings like Warren to leave everything behind her. She notices that there is no answer and wonders if Warren is asleep. Searching the apartment, she finds nothing apart from a few feathers as she leaves the elevator on the upper level of the apartment. She cries out for him again as she notices blood on the feathers. The lights are deactivated –somebody else is in the apartment’s ground floor.
Candy races to the telephone and speed-dials Professor Xavier’s number, even while steps are coming closer. As Xavier answers the phone himself, Candy quickly tells him that Warren has been attacked and somebody’s in the apartment with her. A hand grabs her from behind and she cries out alarm as a deformed giant introduces himself as Sunder and threatens to kill her.
In the meantime, Nightcrawler is sharing a bubble bath with his girlfriend, Amanda Sefton, in her apartment. He jokingly asks her when she intends to give up her restless life. She replies she could ask him the same. The couple flirt some more, edging around the question Kurt wants to ask, when the romantic mood is broken by Xavier’s astral projection. He tells Kurt it is an emergency and Nightcrawler instantly teleports out of the bathtub and to the coordinates Xavier mentally shares with him. He reappears outside Warren and Candy’s apartment building in the winter cold. Xavier informs Kurt that he senses the unconscious Warren nearby. Indeed, Kurt sees somebody hauling the unconscious Warren down a subway station. Before Kurt can do anything, Candy is thrown out the window of her apartment. Nightcrawler teleports and catches the unconscious frozen young woman in mid-air before teleporting her with him to Amanda’s place where she ends up in the tub.
In the meantime, a grim-faced Sebastian Shaw enters the Manhattan chapter of the Hellfire Club after an urgent summons by his aide. Tessa leads him down the stairs to a cellar and informs him about what happened. Emma Frost had entered the premises a few hours ago, clearly frightened, demanding to speak to Shaw. She didn’t want to let Tessa in on what was troubling her and Tessa felt, in some way, the other woman was trying to protect her. Then, without any warning, Emma collapsed in mid-sentence and has, as far as Tessa can determine, retreated into a complete state of catatonia. The two of them stand before Emma’s comatose body. Who could do such a thing, Shaw wonders. Xavier? He’d have the power, but it’s not his modus operandi, Tessa points out. Someone wants to frighten them, to let them know that he or she could destroy them, someone with power over reality in his grasp. They are unaware that someone is watching and laughing at them.
A little later, the rest of the X-Men have gathered at Amanda’s place to listen to Candy’s story. Candy regrets that she cannot describe Sunder – it was too dark to properly see him. At least they know where he fled to, Nightcrawler interjects and sneezes. Running around outside in mid-winter naked and wet did not turn out to be good for his health. Colossus tells him to stay behind and recuperate, but Nightcrawler correctly points out that they are currently ridiculously understaffed with Cyclops being in Alaska and Wolverine in Japan. He’ll just need some hot coffee. Amanda adds that she’d like to help any way she can, but Storm tells her she would prefer it if she guarded Candy for them.
Storm telepathically informs Xavier that they are ready to start the chase. Since they are shy one tracker with Wolverine being away, couldn’t they borrow the New Mutant Wolfsbane instead? Xavier disagrees. Rahne is too untrained. He won’t risk a child’s life. The mini-Cerebro unit they have with them should suffice to track Warren. The Angel’s brain-scans are programmed into it.
In the meantime, Kitty, sporting a new costume, asks her new pet dragon Lockheed to also stay with Amanda without growling or giving her any grief. Her pet seems insulted, but Kitty tells him he’s staying behind to guard the women. The other X-Men are still unsure what to think about Kitty’s pet, if it is a pet at all and not an intelligent being. Kitty assures Amanda that Lockheed has already been fed and shouldn’t be any trouble. Amanda taking the dragon in her arms tells Kitty not to worry. Her mother taught her a lot about dragons. She knows how to handle him. And indeed, as if on cue, the little creature begins to purr.
Alone in the subway, the X-Men get rid of their trenchcoats. Nightcrawler briefs Storm about what else happened. After he deposited Candy with Amanda he returned at once. The entire station was full of policemen. Somebody had knocked out the guard, almost killing him in the process. Whoever their foe is, he’s dangerous.
The portable Cerebro locates somebody a good mile beneath them. Storm informs Xavier but they both note that their telepathic connection is getting weaker. Ever since they’ve entered the subway, something is disrupting Xavier’s telepathy. He fears the X-Men will be on their own if they press on. So, what shall they do? Nightcrawler asks. Press on, Ororo replies, as they walk on the narrow platform past the subway rail. A train rushes past them and the noise and tightness recall Ororo’s feeling of claustrophobia, which the others notice. She can control herself, she tells them. Eventually, Cerebro leads them to a dead end. Ororo asks Kitty to phase through he wall ahead of them and look behind it. Kitty complains that she’d ask Ororo to use her codename, if “Sprite” weren’t such a dumb name. She phases behind the wall and manages to open the hidden door from the other side, where they find some slimy stairways leading down. Continuing her argument with Storm Kitty stresses that she is no longer a child.
Colossus shudders as he looks at the squalor. People live down here? Outcasts from society who weren’t given any choice, Storm bitterly assumes. Or perhaps people who don’t want to be found. At that moment, strange, deformed people pop up behind them and attack the X-Men. When they rush towards the X-Men, the frail railing breaks down and Colossus falls with several of his foes. Storm orders Kitty to phase and scout ahead what dangers are in store for them.
Others, in the shadow, watch and observe how the X-Men deal with their foes. Are they mutants as well, the giant Sunder wonders. They are not like them at all, a deformed hooded hunchback named Masque replies. They are beautiful. A hardened warrior woman named Callisto urges them to wait until they know their foes’ powers. In any case, they should lure them further below. Kitty has closed in to the four, eavesdropping on their conversation and recognizing Sunder as Candy’s attacker. She may be silent, but Callisto’s heightened senses catch her scent and she orders the old woman called Plague to get her. Kitty phases away but nevertheless feels the touch as the old woman grabs for her arm. Sunder follows, collapsing the wall Kitty phased through with one blow. Callisto chides him for his stupidity. How can brute force stop her when she can become intangible? It doesn’t matter, she adds. If Plague infected her she is as good as dead.
Meanwhile, the three X-Men have finished their foes off, only to have them disappear as quickly as they first appeared. They even took their unconscious friends with them so the X-Men couldn’t question them. They were testing the X-Men, Storm realizes. Colossus is getting anxious: Kitty should have long returned by now. Kurt suggests looking for her. Storm points out that they have no way of doing that: Cerebro is programmed to localize Angel and she cannot recalibrate it. So they can only continue looking for Warren, unless they have a better suggestion. Storm doesn’t intend to abandon Kitty, does she? Peter asks worriedly. Ororo seethes inside, hurt at the suggestion that she could do that to Kitty, but doesn’t answer. Nightcrawler is shocked at her seeming coldness and wonders if Peter was so far off with his suggestion. Diplomatically, he asks whether they shouldn’t somehow gather re-enforcements.
They don’t even have contact with Xavier, Storm points out. No, this time they are on their own, so they’d better concentrate on their search, as they climb even further down.
Elsewhere, not too far away, Kitty phases through a wall, calling for Storm. Plague’s illness has already infected her. She’s delirious and finally falls into the channel. A hooded, cloaked figure sees her and hurries to her side. It’s Caliban, the sad creature who once tried to abduct her. He jumps into the channel and drags the unconscious girl out. He figures that she became Plague’s victim and promises her that he will heal her. Then, she will stay with him forever and love him, he tries to convince himself.
The others have finally finished their long climb down and find themselves in the “Alley,” a huge tunnel, hundreds of feet beneath the ground, but looking relatively high-tech and new. Lights flare up and a female voice warns them to stay where they are. Storm tells the others to get ready and tells the woman that she is Storm, leader of the X-Men. They are looking for a friend. Does she mean Angel, the woman asks. He’s right here. The X-Men finally see.
Callisto stands on a train wagon. Beside her is the unconscious Angel, almost naked, propped up on some pillows which stand in painful contrast to the fact that he is not only bound, but also his wings have been pierced with a spike on each side The hard, one-eyed woman with the hawkish features introduces herself as Callisto, leader of the Morlocks. This is her realm and she makes the rules here. As for the Angel: well, she is a queen, and every queen needs a consort…
She’s in… love, Colossus states incredulously. No, lust, Storm silently corrects him. She remembers. She was twelve when a man looked at her like that and she had to flee.
Callisto tells them mockingly to make themselves comfortable. Wouldn’t it be a pity if Angel got lost in the giant tunnel system, she asks and starts cutting away feathers from his wings. The X-Men can’t stand this anymore – she’s going to cripple him! Nightcrawler orders the others to free Angel. He teleports straight over to Callisto, who shouts for the Morlocks to attack. The tunnels go wild as dozens of mutants attack Nightcrawler, while Callisto tells them to do what they want, just leave them alive. Hovering in the air, Storm tells Colossus to help Kurt, she’ll hold of Callisto’s army with some lightning. Callisto takes out a sling and hits Storm’s temple. Not able to focus, Storm sinks to the ground. Colossus, the last man standing, fights and fights, but finally he too finds himself overwhelmed.
Kitty awakes in a bed, still horribly ill. As she tries to sit up, she becomes violently sick. Delirious, she tries to remember what she is doing here as she gets up. Caliban enters the room and tells her she was supposed to stay in bed. As if on cue, she faints, crying out for Ororo. Caliban catches her. He grimly realizes that what little medicine he has will not be enough to break her fever. Cradling the girl close to himself, he vows that he will go to Callisto and Plague and ask them to restore her. Then she will stay with him forever…