Cumberland, Kentucky, the Guthrie home, where X-Woman Paige “Husk” Guthrie has returned after learning her brother, Jeb was shot after using his mutant powers on the family rivals. Paige and her mother, Lucinda, stand and discuss the family’s recent barring from the town with the local Sheriff, Pete, as Paige’s younger sister, Elisabeth calls to her mother. Lucinda informs Elisabeth that they are rather busy, but Lucinda sees what Elisabeth was about to tell her about – Chester Cabot and some of his clan just pulled up on the Guthries’ front yard. Lucinda sees that Chester has a gun and tells Elisabeth to go and get her rifle, Elisabeth does.
As Lucinda, Husk and her fellow X-Man and former boyfriend, Warren Worthington, a.k.a. Archangel prepare to go see Cabot, Sheriff Pete tells Lucinda that this needs to stop before things get confrontational. As Pete tugs at her trying to hold her back, Lucinda reminds Pete that it has been confrontational with the Cabots for years, and that she isn't the one walking up Cabot’s path with a shotgun in her hands. With Husk now transformed into a stronger form, she goes with her mother, Warren and Pete to the verandah, and Lucinda asks Cabot ‘what’s with the artillery?’
The balding man informs Lucinda that it is for protection and reminds her that her son shots electricity out of his eyes and that everyone knows Paige ‘molts her skin and turns to rock’… ‘Among other things’ states Paige. Cabot declares that Paige, the ‘bird-man’ and any other ‘mutie’ better stand down, because they have come for the one that hurt his son Abe and teach the ‘little mutie’ to respect normal people. Lucinda smirks and asks Cabot if he means to say that he is going to teach her son a lesson, considering all the stunts Abe has pulled on the Guthries over the years – setting the barn on fire, poisoning the dog, beating Jeb up once a week, and now he expects her to step out of the way so he can?
One of Cabot’s sons proclaims that Lucinda is talking lies, and Cabot backs his son up by reminding Lucinda that none of those examples she said can be proved. He points his rifle at Lucinda calls her ‘a paranoid old woman’ that lives alone with nothing but her mutie kids to keep her company since Zeke died. Coming around the side of the house Elisabeth throws the rifle to her mother and Lucinda catches it. She cocks the rifle and declares that she doesn’t have to prove nothing. Lucinda tells Cabot that it is not too hard to believe that his son took up some of his bad manners, and reminds him that he is on her land, uninvited and with weapons of violence.
Sheriff Pete jumps in front of Lucinda and asks her to stop, to which she asks him why he wants her to stop this, as the Cabot’s are the ones who showed up on her property with weapons. She points her rifle and Pete and reminds him that he shot her son.
Meanwhile, at “the View” restaurant, two girls – Julia Cabot and Rosalinda Aguilar who work as waitresses – clap after the band finishes playing. Julia exclaims how wonderful she thought the performance to be, but Rosalinda just states that ‘it was nice’. Julia goes on about the layered vocals from the singer, but Rosalinda just snaps back that she ‘said it was nice’. Julia declares that Josh, the singer is waving, and she seems to think he is waving at – ‘me, I know’ cuts in Rosalinda. Rosalinda tells Julia that she is supposed to meet him after the show, and Julia asks if she wants her to cover the rest of her shift for her.
Rosalinda tells Julia that she wants her to go and see Josh and tell him that she couldn’t make it. Julia says again that she can cover her shift for her, until Rosalinda asks Julia if she hasn’t heard of The Rules. She says that Make them wait and they’ll want you more is ‘like rule number one or something’. She smiles and says that she wants Josh to want her so bad he falls over dizzy. As Julia finishes clearing a table, Rosalinda tells her to go and tell Josh that she had something more important to do and to make it out as if she is seeing another guy.
Julia doesn’t seem to approve much, but nevertheless complies and as she walks to the band dressing room, she wonders if Josh will remember her, or if it is just her lonely imagination. She is excited but scared, and could stand forever and believe Josh was singing about her, about the two of them together, but God has rarely been so kind to her. She pushes open the door to the locker room and enters saying that Rosalinda sent her – and ignoring one of the band members asking her if she knows how to knock, she stops in her tracks when she sees Josh Guthrie standing up with his wings outspread and realizes that they are real.
Back at the Guthrie farm, Jeb’s friend, Ray, is told to go back inside by his father, Ray Senior. Sheriff Pete tells Lucinda that he shot Jeb in the shoulder as he had to, for he had already destroyed his police car and a house and wouldn't stand down when he was asked. He puts a hand up to Lucinda’s rifle and says that he did what he did to calm the situation, just as he is doing now. He remarks that Jeb is lucky he isn't dead and Lucinda frowns asking Pete if that is supposed to make her feel batter. Pete looks a little worried as the gun is pointed right at him and asks Lucinda to tone it down. He asks her out to dinner so they can discuss it like grown-ups – to which Cabot asks Sheriff Pete if that is the reason he didn’t throw Jeb in jail after he hurt Abe – because he is attracted to Lucinda.
Cabot cocks his rifle and says ‘well to the Devil with you, Pete’ and he points it at Pete, who pushes it away just in time, the bullet flies past him and Lucinda and hits the roof of the Guthrie home. Cabot uses the blunt of the rifle to hit Pete and Archangel flies forward with his sword and cuts it in half, as the rock-hard Husk punches one of the Cabot boys. Another Cabot hits her over the back of the head with a baseball bat, which stuns her for a minute, but seeing she isn't out cold he puts his hands up and says that he quits. Paige smacks him over and says that she doesn’t.
Sheriff Pete gets up off the ground and tells Cabot that he had no right to do this and orders him in to the back of his car. Paige grabs Cabot by his throat and he protests, reminding Pete that Jeb Guthrie nearly killed his son Abe, yet he is arresting him. Pete aims a pistol and Cabot and tells him that he will do more than arrest him if he doesn’t get in the back of the car.
Back at “the View” Josh tells his band mate, Manuelo that Julia won’t tell anyone about his wings and reminds him that it has been kept a secret this long. Manuelo tells Josh to wait until someone beats him up for being a “mutie” and then he will be short of a singer-songwriter. Josh smiles and tells Julia that Manuelo is a worrier and asks Julia if she is going to tell anyone. Surprised, Julia replies that she won’t before asking Josh if he actually remembers her. Josh looks Julia in the face and tells her that he has never been able to forget her.
Julia tells Josh she has never been able to forget him either, and as they move closer to each other, almost about to kiss, Manuelo asks them if they want to be alone. Julia pulls away quickly and reveals that she and Josh “sort of” knew each other, but she was not sure if he remember her or not. Josh smiles as he says that Julia is the first girl he ever saw naked. Julia cries ‘don’t tell him that! I was ten!’ and hits Josh in the chest jokingly. Manuelo smiles and declares that this sounds interesting. Julia tells him that it was all innocent as there was a pound out in the mountains, and eight years ago she would sneak up to it and go skinny-dipping when the ‘heat was in the hundreds’ and…her voice trails off as Josh smiles.
Manuelo says that he can see where this is going, and Julia says that Josh used to sneak up and play Peeping Tom on her. Josh remarks that it was a public pond as Julia says he used to throw things into the pond until she left so he could have it all for himself. Josh tells Julia that if she were to go to the pond now and get naked he wouldn't throw anything at her. Julia smiles and tells him she bets he wouldn't, to which Josh tells her to try him and see.
Continuing with her story, Julia says that eventually Josh learned to share the pond – ‘mostly because I kicked his butt’ – and they would hang out there together, for a couple of weeks. Julia declares again that it was innocent, as Manuelo informs her Josh doesn’t tell it that way. Josh tries to shut his friend up as Julia asks Josh what he told him. Josh reminds Julia that she heard his song ‘yeah, the PG version’ Julia replies as she tells him she didn’t think he would remember her. Josh takes Julia’s hands in his own and says ‘I feared I’d never forget’ and feels that Julia is trembling.
Josh asks Julia if she is cold and tells her he can warm her, unless of course she thinks it is weird for him to touch her that way. His hands still on hers, Julia tells Josh that she is just caught off guard, but it is nice, and that he has sweet hands. ‘The hand of an…angel’ Josh kisses her on the hand and asks her about the lips and whether or not it would be weird for her if he kissed her hand after all this time. Besotted, Julia tells him that she doesn’t know, but that he has nice lips. Manuelo looks unimpressed and Josh tells Julia that he didn’t realize how much he missed her. Julia agrees and their lips are almost touching when he tells her that he saw her outside watching him, and he felt whole again, without realizing that he had even been incomplete.
Suddenly the door to the changing room swings open – and Julia is shocked to see her grandmother enter. She quickly pulls away from Josh and asks her grandmother what she is doing as Manuelo asks if there isn't anyone who knocks. Grandma Cabot informs Julia that Rosalinda told her she would be in her and adds that she came to collect her from work because her father was busy. Seeing Josh, Grandma Cabot asks him if he is one of the Guthrie boys – ‘one of those mutants’. Taken aback, Julia asks Josh if his last name is Guthrie and her grandmother grabs her by the arm and leads her out of the room, telling her that her father would not want her here.
Julia asks her grandmother to stop pulling on her and the grandmother tells her that one of the Guthries used his powers and hurt her brother Abe badly. Julia asks if Abe is all right, to which her grandmother tells her that he might be, but if that isn't reason enough to leave on its own it should be enough that Josh is a Guthrie – and she is a Cabot. Josh is as shocked to learn Julia is a Cabot, as she was to learn he is a Guthrie, and she is dragged from the room.
Back at the Guthrie Farm, Cabot and his boys are loaded into Sheriff Pete’s car as Archangel, Husk and Elisabeth stand and watch Lucinda talking to Pete. Pete grabs her by the arm and tells her that he is trying to do the right thing, especially as he and the rest of the town have had enough of the Guthrie-Cabot feud to last them a lifetime – several lifetimes even. He tells her that he is bending over to help her out, to which Lucinda tells him that banning them from town is not going to help them. Pete tells her that they brought it on themselves, what with property being destroyed, not to mention Jeb’s actions costing him a patrol vehicle and the whole town a gas station.
Pete adjusts his hat and tells Lucinda that he should by rights put Jeb in jail for what he has done -–especially as he admitted to setting the whole thing up. Pete puts a hand on Lucinda’s shoulder and tells her that as a favor to her he is letting Jeb go, as he knows the escalation wasn’t the boy’s fault. He tells Lucinda that the least she can do is give him the time of day and show a little consideration for the consideration he has shown to her. Lucinda remains stern and declares that she cannot believe what she is hearing. She tells Pete to take his hand off him and that he doesn’t shoot her son then tell her she owes him a date.
Nearby, Josh and Manuelo are driving when Josh declares that he cannot leave Julia, especially as his heart is back with her. Manuelo asks Josh if he is serious and realizes that he is, remembering the poet’s moves he was making on her back at “the View”. Josh puts a hand to his head and admits that he has not been able to forget Julia since that summer and no one has ever compared to her. He says that he was happy just being with her, they used to lie beside each other in the warm evenings, staring into space, talking about civilizations beyond the stars and whatever life there may be, which he thinks paled beneath the life twinkling in her own eyes.
Manuelo reminds Josh that Julia is a Cabot, to which Josh says for that one crazy thing he will forever owe his family’s worst enemy, for giving life to such perfection and making it breathe and speak just for him. Manuelo pulls the car over to the side of the road and when Josh asks him what he is doing he tells him that he is doing both of them a favor. He tells Josh to get out of the car, to take off his shirt and unfurl the wings he hides from his family, to fly to Julia’s house and be with the woman he loves so much, even if for no other reason than his whiny poetic babble is making Manuelo ill.
Josh gets out of the car and his wings spread, ripping his shirt off as Manuelo tells him he is a great songwriter with all his poetry, but that he makes an annoying lovesick friend. Josh thanks his friend and Manuelo reminds him to keep his eyes open, as he is not used to flying in the dark. Josh calls back that he is blinded by love and that the darkness means nothing. ‘No, but a tree might. You overgrown canary’.
At the Cabot Mansion, Chester Cabot and his boys are out of the police car and Chester punches Pete in the face. As Pete lay on the ground, Cabot declares that Lucinda surviving this confrontation was never part of the deal, and reminds Pete that he was supposed to take the Guthrie kid home and then leave so they could burn them all out. Pete informs Cabot that he remained at the Guthrie farm because of Archangel showing up, as he knew he was part of the X-Men. Wiping away blood from his nose, Pete says if he left then Cabot wouldn't have stood a chance, reminding him of what Archangel did to his gun.
Cabot informs Pete that he has seen Archangel on the news and that he is a ‘rich boy with more money than sense’. Pete tells Cabot that Archangel is trained and will not be as easy to kill as he thinks, adding that he wont be able to poison Archangel like he did to the Guthrie’s father. Cabot frowns and agrees that the poison didn’t work on any of the other Guthries except Zeke, and believes it must be something to do with ‘their mutie system’, but he declares that they can be killed, anything can be killed, and that includes the Guthries – ‘and whatever mutie helpers they might bring along for the ride. I don’t care how touch they are’ Cabot says defiantly.
At the Guthrie farm, three of the X-Men arrive, Husk thanks them for coming – the sultry Lorna Dane a.k.a. Polaris, the demonic looking Kurt “Nightcrawler” Wagner, and Wolverine – who has already left his mark by carving with a claw “Logan was here” into a post at the house.