X-Factor (1st series) #31

Issue Date: 
August 1988
Story Title: 
Kiss Off!

Louise Simonson (writer), Walter Simonson (penciler), Bob Wiacek (inker), Joe Rosen (letterer), Greg Wright (colorist), Bob Harras (editor), Tom DeFalco (editor-in-chief)

Brief Description: 

Late one night, or rather very early one morning, the X-Factor trainees are doing their best to prevent Iceman’s date, Infectia, from kissing him, as they know that she is not as she seems. While they do a good job of keeping them apart to begin with, annoying Infectia immensely, However, when Ship gets in on the action, Infectia threatens him, so Ship begins to comply with her demands. After sunrise though, while all the trainees are still asleep due to their late-night antics, Infectia forces Ship to give her and Iceman a jet so they can fly to her apartment in Manhattan. When the unwell Beast learns of this he is terribly upset as he knows what Infectia can do, so despite his ailments takes a jet to Manhattan, where by now, Infectia has trapped Iceman, and revealed her true self, but just as she is about to kiss Iceman, the Beast arrives, and is forced to battle one of Infectia’s Anti-Bodies. After the Beast defeats Infectia’s minion, he then moves between Infectia and the chained Iceman as they are about to kiss. An explosion follows, freeing Iceman, who then finds the Beast - mutating back to his blue furry form, while Infectia escapes. Meanwhile, in Dallas, Cyclops and Jean Grey single-handedly defeat all of Freedom Force in an attempt to find out what Cyclops’ wife, Madelyne Pryor, did with their baby. Eventually, Destiny reveals some cryptic information, before Cyclops and Jean return to New York. In Oklahoma, a strange scenario is played out by a new being who murders an infants parents, while in Chicago, a group of cloaked figures discuss Warren Worthington and how they believe he has returned from the dead. They also touch on his search for Candy Southern, and the group vows to destroy all mutants.

Full Summary: 

A boy. A girl. A silver moon. So very very romantic. A little mood music maestro…if you please….

Somewhere in the Atlantic, on the home of Ship, X-Factor’s sentient vessel. Bobbi “Iceman” Drake leans in to kiss Inertia while the moon glistens on the water, a romantic moment indeed, which is suddenly interrupted by an unexpected and unwanted plasma time-bomb, separating the two before they can kiss. ‘Boom-Boom!’ Iceman shouts angrily as he sees one of X-Factor’s wards, Tabby “Boom-Boom” Smith running across the deck, away from the scene of her mischief. ‘Get back here you mutant menace and face the consequences!’ Iceman exclaims as he creates an ice-sled to chase after the plucky young mutant, while Inertia whimpers ‘But Bobby - what about me?’.

‘Now I’ve got you!’ Iceman exclaims, but as he speeds past the Morlock known only as Leech, the child exclaims ‘No…powers…Leech sorry’ and Bobby is rendered powerless, falling off the ice-sled as he cannot continue to make any ice in front of him. ‘Yeah…I bet you are’ Bobby frowns, before telling Leech that he is up way past his bed time, to which Leech points out that Bobby is up past his bed time also.

Nearby, Henry “Hank” McCoy a.k.a. the Beast swoops down on a rope and grabs a surprised Boom-Boom, ‘YIKES!’ she exclaims, before telling Beast that Iceman bummed her out, that he was going to kiss the bimbo, so she made a really little time-bomb, she never intended to hurt Bobby. Hank replies that it is okay, that he doesn’t blame Tabby, as he doesn’t want Inertia here either, as she is bad, dangerous, and maybe even wants to kill Iceman.

Beast tells Boom-Boom that Iceman won’t listen to him because that Horseman touched him and made him dumb, but that when they were in the city, he saw something, only he cannot remember what it was, except that it was bad. ‘Now I’m scared…I’m really scared!’ Hank admits, before declaring that they have to keep Inertia away from Iceman. Boom-Boom’s fellow trainees - Sally “Skids” Blevins, Rusty Collins, Rictor and Artie Maddicks - approach them as Boom-Boom asks her friends if they heard what the Beast said.

‘Yeah! We heard Bobby’s on the endangered species list!’ Skids exclaims, and as Artie Maddicks uses his powers to create an astral illustration of Iceman with a circle around him and a line through it, Sally remarks that while Cyclops and Jean Grey are in Dallas, it is up to the rest of them to keep Iceman from becoming extinct!

Meanwhile, half a continent away in Dallas, Texas, Jean “Marvel Girl” Grey finds a pistol lined up to her head while she tells the Freedom Force member Crimson Commando that she and Cyclops came here for answers from Freedom Force. Crimson Commando grabs Jean’s wrist and tells her that she has a nerve, making demands when they have her at such a disadvantage. Super Sabre and Stonewall take hold of Scott “Cyclops” Summers, as Jean replies ‘Do you -? Then pull that trigger…if you can!’.

Crimson Commando does so, only to discover that the trigger won’t budge. ‘I am a very powerful telekinetic’ Jean replies, while Scott adds ‘And I go armed!’ as he uses an optic blast to destroy Crimson Commando’s gun. ‘Like I said, we want answers!’ Grey declares as she lifts Stonewall into the air just by thinking about it. She demands to know the location of Cyclops’ missing son, and as she forces Stonewall down to the ground, smashing him into Super Sabre, she warns Freedom Force that if they don’t give her the information, she will rip it from them. ‘What son? How would we know about his son?’ Stonewall asks.

Jean flies past the Blob who tries to grab her, while remarking that Freedom Force was with the X-Men right up until they died, so they were the last to see Madelyne - Cyclops’ wife - alive. Pyro begins to aim some flame at Jean, but Cyclops cuts of Pyro’s flame thrower with another optic blast. ‘That red-headed whiner was his wife?’ Spiral asks as she follows Grey into the air. ‘It was Cyclops she begged to find her baby? On national TV?’ the six-armed time-witch asks, before exclaiming that is very rich, that usually the quiet men fall for spitfires, so she wonders what Cyclops was doing with Madelyne Pryor.

Catching up to Grey and grabbing her by the hair, Spiral remarks ‘You wondered that too, of course…!’ to which Jean asks Spiral what she knows about it. ‘What do you know about anything?’ Jean exclaims, annoyed, before using her telekinesis to pull all the swords from Spiral’s hands. Spiral replies that is for Jean to find out, to which Jean swings around and smacks Spiral hard in the face.

Back down on the ground, Avalanche uses his powers to create a land-tidal-wave, which the Blob rides towards Cyclops, telling him to say his prayers for he and Avalanche are going to bury him in a tidal wave of sand. While Mystique and Destiny watch nearby, Cyclops stands his ground and declares that he has enough of this childishness. With his visor glowing, he demands one last time to know where his son is.

Back aboard Ship, Iceman returns to Infectia and apologizes for what just happened, explaining that the kids that X-Factor has rescued are all mutants too and are just learning to control their powers. ‘And they can’t help sometimes, well…acting like kids! It…shouldn’t happen again’ Bobby adds. ‘Good. Because tonight the most important thing in the world is…your lips…on mine’ Infectia replies as she and Bobby bring their lips closer to each other, ready to kiss, a nasty power darts around Infectia’s lips, unseen by Bobby.

The kids watch from a nearby upper deck, and Skids wonders what he is waiting for, when suddenly, Rictor stamps his foot, sending seismic vibrations down towards Iceman and Infectia, who are knocked off their feet before they can kiss. ‘What was that?’ Infectia asks. ‘Rictor!’ an angry Iceman replies, when suddenly, Rictor calls out that he is sorry and claims that he was just practizing his powers like X-Factor always tells him to. ‘At two in the morning?’ Bobby asks, to which Rictor suggests that he turn in, as he is beginning to sound awfully crabby.

Bobby finds Infectia and starts walking along the deck with her, exclaiming that he is crabby, for this is a gigantic ship, but tonight they cannot seem to be alone on it. Infectia points out that they are alone now, on the farthest deck from the residential quarters. ‘Far from prying eyes…and childish interference’ Infectia remarks, before asking Bobby to kiss her. Infectia’s power bubbles around her lips again, but just before they kiss, Skids comes up behind Bobby and taps his shoulder, spreading her force field over him, she remarks that Bobby probably shouldn’t keep Infectia out so late.

‘She could use some beauty sleep!’ Sally exclaims as Infectia slides off Bobby before she manages to kiss him, and slams onto the deck. ‘Oh gosh, sorry. I musta accidentally extended my repulsion force field around you!’ Infectia scowls as she gets up. ‘Accidentally?’ she scowls, to which Sally claims she has a lack of practise, and asks why she would want to hurt one of Bobby’s friends, before running off.

‘Good question’ Iceman remarks, before telling Inertia that he has never seen the kids act so nuts, and decides he better go after them and find out what’s going on. ‘NO!’ screams Inertia, before quickly exclaiming ‘I mean…don’t go…kiss me!’ Their lips close in on each other once more, and again Inertia’s black power manifests itself, when suddenly, a burst of flame cuts between the two of them, knocking them apart. ‘RUSTY!’ shouts Iceman furiously.

Shortly, Inertia points out that she and Iceman are now on the highest tower on this ship. ‘No one can disturb us here!’ Inertia exclaims as she reaches towards Bobby, ready to kiss him, her power also ready, when suddenly, a large pink t-rex dinosaur manifests itself behind Iceman, causing Inertia to scream and run away. Bobby slaps his face, disappointed that Artie is in on the scheme also.

Bobby follows Inertia who exclaims that she has had it. ‘They obviously hate me!’ she declares, before announcing that she is going to bed. Standing alluringly in a doorway, Inertia is about to suggest that Bobby join her, but as Bobby begins to follow her, Ship forces Inertia inside, and slams the door on Bobby’s face, pointing out that Inertia has stated her preference for rest, Ship tells Iceman that it is time he took his rest as well.

The kids are watching from a nearby balcony, Boom-Boom exclaims that Iceman looks mad, before congratulating Ship on some nice work. ‘It was my pleasure’ the sentient vessel replies, before Rictor exclaims that he is exhausted, and suggests they get some rest. Sally remarks that she cannot wait for Cyclops and Jean to get back.

Inside, Inertia stands with her hands on her hips and asks Ship if he was in on it too. ‘I beg your pardon?’ Ship replies innocently. Inertia boasts that she can deal with Ship, and plants a kiss on one of the walls, exclaiming that her mutant ability allows her to alter objects on a molecular level. Suddenly, Inertia is knocked off her feet as Ship shakes, exclaiming that his old master, Apocalypse used that method to enslave him. ‘Oh I’d hate to have to do that’ Inertia claims, suggesting to Ship that they keep this little incident a secret. Entering some quarters, Inertia requests a bed, which slides out from the wall, and she remarks ‘See how nice it is when we cooperate? I do so want us to be good friends!’.

Meanwhile, in Oklahoma, Nebraska, an odd round being stands on the edge of some kind of vat of liquid, watching intently, as something - someone - rises, then grabs an enormous weapon from a stash of assorted weapons. Then, later that night, carrying said weapon, the mysterious being that rose from the liquid is lowered down from an aircraft to the roof of a house. Inside, a baby sleeps in its crib - when, suddenly, the mysterious intruder uses its weapon to murder the kids parents. BLAM! BLAM! BLAM! BLAM!

Dawn, the sun rises above Ship, where Iceman and Inertia are taking a morning stroll along one of the decks, and Inertia asks if the kids aren’t up yet. ‘Of course they aren’t! They were awake till three!’ Bobby replies. ‘So were we!’ Inertia reminds him, to which Bobby asks Inertia what is going on. ‘Don’t you want me to kiss you?’ he asks. ’Not right now’ Inertia replies, assuring Bobby she isn’t paranoid, but that Saturday morning brunch in her townhouse would be so much more romantic.

Inertia explains that her father did most of his research there and she knows Bobby will find it fascinating. ’I find you fascinating’ Bobby replies. Inertia asks what a girl has to do to get a plane around here, when suddenly, Ship suggests to Iceman that he should stay here and mind his errant charges. Inertia tells Ship not to be silly, pointing out that the Beast is here. ‘And so are you’ Inertia remarks, ‘And the last thing you want is to disappoint us - kiss kiss - isn’t it?’ she remarks, while Bobby looks on, puzzled.

On cue, a plane materializes courtesy of Ship, to which Bobby remarks that the kids may be unfriendly, but that Ship sure seems to like her. ‘Oh…I know and I’m so touched’ Inertia replies as they take off in the plane, remarking that it is amazing how much the trust and admiration of a creature like that can mean to one.

Back in Dallas, Cyclops unleashes a massive optic beam from his visor which shatters the land-tidal-wave that Blob is riding, causing the obese mutant to fall to the ground, where he lands and bounces along, coming to a stop right by Cyclops. ‘You still think this is a game!’ Cyclops exclaims, before firing a narrow optic beam into the Blob’s shoulder, which tears right through. Blob cringes, ‘You…hurt me arm!’ hr blubbers, while Cyclops demands answers, asking again what Madelyne did with his son.

Mystique and Destiny approach Cyclops as Destiny tells X-Factor’s leader to cease his mindless attack, declaring that the skeins of time have wound together, she is beginning to see. Destiny remarks that she remembers time bent around her, ‘Like around that one’ she exclaims, motioning to Jean Grey, before announcing that she can no longer perceive Madelyne, or the X-Men. ‘The threads of their lives are broken’. ‘Then…my wife…my brother…are dead, Destiny. My baby is alive!’ Cyclops exclaims.

‘Is he? I see…a tiny coffin…cold…so cold. Freezing mists…a vision…?’ Destiny replies, before announcing that it is real, Cyclops’ son does live, but that there are bars on the windows - ‘And the threads of his future are tangled in your past!’ she remarks cryptically, before turning to Grey, ‘And yours too, Marvel Girl. The same displacement of place and time subsumes your son. But wait. He isn’t yours…!’ Destiny exclaims.

‘No.’ Jean replies. Destiny looks at her oddly and remarks that it is time that is confusing her. ‘She had not time. And you have all the time in the world’. Destiny tells Jean cryptically. As Freedom Force gather around, Destiny remarks that Madelyne said nothing about the child, and she has told them all that she can divine. Destiny tells Cyclops and Marvel Girl to go, to return to New York, as their destiny lies there. ’My destiny is with my son’ Cyclops replies, as Jean lifts him telekinetically into the air and they fly off.

Meanwhile, in Chicago, in a floor located at the top of a high-rise, a group of cloaked figures have met. ‘Roll the film!’ one of them exclaims. ‘That’s supposedly Warren Worthington?’ someone else asks as the film begins, adding that Worthington lost his wings, as they have ample reason to know. ‘Nonetheless, we believe that is Worthington’ the first speaker remarks, adding that he was somehow saved and transformed by the mutant known as Apocalypse.

On the video recording, Worthington, formerly the X-Man, Champion, Defender and X-Factor member known as Angel, breaks into a building, and one of the assembled figures points out that they can see how dangerous he has become, decimating several of their installations, always asking the same question: Where is Candy Southern? ‘Once his lover, now…?’ someone remarks, while another exclaims that the termination order has been suspended pending a review. ‘Excellent. I will continue to monitor the situation’ another remarks.

Someone else declares that Worthington is working his way here, to the top. ‘I am expecting him. He is not expecting me’ someone remarks cryptically, before freezing the video recording on a scene where Warren has been searching through some computer files, then grins wickedly. ‘But, gentlemen. He is merely an archetype of a dangerous race. We have tolerated the mutants among us for too long!’ the apparent leader exclaims. Someone else remarks that their organization has located a number of mutants, many of whom are as yet unaware of their special status. ‘So much the better. Our troops must hunt them down…and destroy them like the rabid dogs they are!’.

In the Atlantic, aboard Ship, Beat sits on the edge of his bed, clearly upset, he wonders why it had to happen. ‘I’m scared, get dumber when I use m’power. Used it…too much…that was dumb too…and now…can’t hardly think a’tall’. Hank exclaims, adding that Infectia is dangerous, but he doesn’t even know why. Ship informs Beast that he is frightened too, explaining that Inertia kissed him, did something to him, and told him not to tell. ‘Tell what?’ Hank asks. Ship replies that he can’t tell, or Inertia will hurt him, except she might hurt Bobby more.

Ship explains that Inertia manipulates matter on a molecular level, and that she does it by kissing. Beast looks like he has remembered something and leaps through a hole in his quarters, downwards, as Ship tells him that Inertia has gone off with Bobby in one of his planes. Ship explains that he was frightened and didn’t know what to do, and Iceman wouldn’t listen to him. ‘Only…I can’t let her have him, just ‘cause I’m scared!’ Ship exclaims, wondering if Inertia could really take him over, wouldn’t she have done it by now? Beast enters one of the other planes and asks Ship where Bobby and Inertia went. Ship replies that they went to Inertia’s townhouse, and sets the plane on autopilot directly to the townhouse, telling Beast to hurry before it is too late, and with that, Hank takes off on a mission to save his friend.

At that moment, Iceman and Inertia arrive at Inertia’s townhouse, and Bobby pays the cab driver while Inertia exclaims that it would have been really fun to travel here by ice slide, ‘But you’re so famous…and the last thing I want is for the public to know you’re here’ she remarks as they enter the townhouse. Inertia adds that, right now, she wants Iceman all to herself, and takes his coat for him, before telling him to relax. ‘I do so want you to be comfortable’ Inertia remarks, before suddenly pushing Bobby backwards, where he lands in some contraption that clasps his arms and legs, while Inertia informs Bobby that she has analyzed him very thoroughly in a bio-molecular sort of way. ‘Daddy taught me how’ she explains, before informing Iceman that the restraints holding him are power blockers.

Bobby asks Inertia why she is doing this, to which Inertia replies that she didn’t want to do it this way, pointing out that she tried to kiss him on Ship, but there was practically a conspiracy to thwart her. ‘A girl needs a back-up plan, you know?’ she remarks, while Bobby asks if this is all so she can just kiss him? ‘Well, yes…and no’ Inertia replies, before remarking that she could tell Bobby, but that it that it would be so much more fun to show him. Pressing a button, a panel rises, revealing a human man held in basic restraints behind the wall panel.

Inertia smiles as she informs Bobby that the man is the postman, and she has been saving him. ‘Haven’t I, Mr. Binkley?’ she remarks, before telling Bobby to watch as she plants a kiss on the postman’s lips, which causes him to suddenly mutate into a horrid bestial creature. ‘See?’ Inertia exclaims, before spinning Iceman’s contraption upside down so that he us hanging with his legs held in the air, and remarks that Mr. Binkley likes it now that he is used to it. ‘But…why?’ Bobby asks.

Inertia replies that Ship is too big and much to complex for her to do more than frighten, so she wants Bobby to give Ship to her. ‘You want that too, don’t you, Bobby darling?’ Inertia remarks as she strokes Bobby’s face. Suddenly, there is a loud crash, as the Beast bursts into Inertia’s townhouse from the skylight above them. ‘Oh, honestly! Can we never be alone!’ Inertia exclaims, before motioning at the Beast and telling Mr. Binkley that he destroyed her skylight, adding that he is trying to delay them from their appointed rounds. ‘We can’t have that, Infectia!’ Mr. Binkley exclaims as he lunges at the Beast, who looks a lot less of a beast than Binkley himself.

The mutated Mr. Binkley grabs the Beast as he lunges at him, before tossing Hank aside, where he crashes into some equipment. ‘”Neither snow, nor rain…nor heat, nor gloom of night…stays these couriers…from the swift completion…of their appointed -”’ Mr. Binkley quotes as he lumbers towards the Beast, when suddenly, Hank reaches up from under the rubble, and grabs Binkley’s arm, Hank squeezes it tightly, Binkley cringes at the pain - before suddenly combusting.

‘That’s what always happens! A little stress and poof! Up in smoke!’ Inertia exclaims, not too concerned that Binkley has died, before turning to Bobby and telling him that she should kiss him fast. ‘NO!’ shouts Hank as he races towards Bobbi, while Inertia leans towards Bobby, remarking that making him fight the Beast will be a waste of talent, ‘But a girl’s gotta live’ she remarks, before she places her lips on another’s, adding that she hopes this works, as she has never kissed a mutant before.

Almost instantly, there is an explosion, and Inertia is thrust backwards as she realizes that the she kissed the Beast, who had managed to step between her and Iceman just in time. ‘Beast! That was Bobby’s kiss!’ Inertia exclaims angrily, before remarking that her kiss has never exploded before. The explosion also shattered Iceman’s shackles, and he goes over to the Beast, asking him to forgive him. ‘You tried to warn me. I wouldn’t listen!’ Bobby exclaims as he holds his friend, who has somehow returned to his blue furry form. While Infectia makes her getaway, Hank tells Bobby that it is okay. ‘Be crazy ta listen ta a dummy like me anyhow…’ Hank whispers, before he stops talking and moving. ‘Hank! HANK??!’ Iceman cries out….

Characters Involved: 

Beast, Cyclops, Iceman, Marvel Girl (all X-Factor)

Artie Maddicks, Boom-Boom, Leech, Rictor, Rusty, Skids (all X-Factor Trainees)



Avalanche, Blob, Crimson Commando, Destiny, Mystique, Pyro, Spiral, Stonewall, Super Sabre (all Freedom Force)

Nanny II & Orphan Maker (both unnamed)

Cameron Hodge & The Right (hidden by cloaks)

Parents & Baby

Cab Driver

Mr. Binkley, the Postman

On Video Recording:

Angel / Death III (former member of X-Factor / Horsemen of Apocalypse)

Story Notes: 

The Beast was kissed by Pestilence in X-Factor (1st series) #19 and since then has been losing his intelligence .

Beast saw Infectia kiss and mutate a police officer, which is what he cannot remember, in X-Factor (1st series) #30.

On page 14, when Orphan Maker rises from the liquid before later going and murdering the parents, the nursery rhyme “Rock-a-bye baby” appropriately appears in caption boxes.

This marks the first appearance of both Nanny II and Orphan Maker.

The X-Men apparently died in Uncanny X-Men #227.

Madelyne Pryor is incorrectly called “Madelyn” in parts of this issue.

One of Destiny’s speech balloons on page 19, panel 2, is incorrectly drawn coming from Cyclops.

Angel lost his wings and was transformed into Archangel over the course of the classic X-Factor (1st series) #14-21.

The quote that the postman Mr. Binkley recites is from the Greek historian Herodotus, and is inscribed on the main post office in New York City.

Beast returned to his human form in X-Factor (1st series) #2-3. He has yet to return to his human form following X-Factor (1st series) #33, and in fact, transforms into a “cat-like” form in New X-Men (1st series) #114.

Infectia returns in X-Factor (1st series) #55, before meeting her demise from the Legacy Virus in X-Men (2nd series) #27.

Special thanks to Peter Luzifer for help regarding the Orphan Maker scene on page 14.

Issue Information: 
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