Firestar is in her room reading a book; a snowflake falls on her shoulder. It’s Bobby; he reminds her that today is a special day. They both break into their uniforms. Somewhere in the city, an alarm goes off. Spider-Man chases two bank robbers. He tangles them in a web net as he sees Firestar and Iceman fly by. They tell him they’re going to an X-Men reunion, but he can’t come because its X-Men only.

Spider-Man sits on a tower, bored, as Juggernaut punches it down. Juggernaut tells Spider-Man he’s after the X-Men. Spider-Man tries to trap him in a web-net but he breaks through. Spidey continues to fight Juggernaut. He claims he’s the only one who can destroy his step-brother Charles and his X-Men, because of the powers he gained from the Cyttorak Crystal. Spider-Man tries to stop Juggernaut with cement, but Juggernaut breaks through. Spider-Man heads to the X-Mansion to warn the X-Men of what is to come.

At Xavier’s mansion, Xavier tells Angel and Storm that the other X-Men are coming. The two of them welcome Iceman and Firestar to the mansion. Angel introduces them to Storm, the new member. In the mansion, Cyclops introduces Firestar to Wolverine, another new X-Man. Storm asks Firestar what it was like living with her mutant powers? Firestar said it wasn’t fun because of a girl named Bonnie.

Flashback:
Bonnie is building a Snowman and Angelica asks if she can help. Bonnie says no because Angelica is too poor. At Angelica’s house, her father tells her to ignore them, because money isn‘t all that matters. In the park Bonnie and her friends begin to play with dolls, but when Angelica starts to play with them she touches a doll and it melts. From then on, Angelica starts experimenting with her new-found powers; one example is a scene where she heats her father’s coffee. At Angelica’s school dance, Bonnie tells everyone that Angelica is going to make something terrible happen. When Angelica hears this, she gets mad and spills punch on her own dress. Embarrassed, she heats up her punch cup, and the fire sprinklers go off. Later, Angelica walks down the street, Bonnie bumps into her and her book report goes flying off. Angelica grabs the book report only to realize she’s flying. She goes to visit her father at his construction site. One of the buildings comes down, and Angelica’s father is left hanging on a scaffold. Angelica realizes that only she can help her father. She puts on a construction suit and flies up to him, burning through the rope he’s hanging from, she catches him before he falls to his death. A man yells for her to come back, but she has already flown off.

Bonnie and her friends are at cheerleading practice outside of the school. Angelica walks by, and Bonnie makes fun of her. Bonnie’s friends make it clear that they are tired of Bonnie constantly making fun of Angelica. Dean Wilmur trusts Angelica with the key to the case that holds the school‘s most prized trophy; she places it in a drawer in a classroom. A kid named Jay asks Angelica out. She accepts his offer. Bonnie sneaks into the classroom and steals the key. From there she steals the trophy out of its case. Dean Wilmur confronts Angelica about the missing trophy, because she was the only student with access to it. Angelica explains to him that she couldn’t have taken the trophy, because she was talking to Jay at the time. Jay claims that he never asked Angelica out. Dean Wilmur suspends Angelica from school. Angelica explains the day’s incidents to her father, and he tells her to find the real thief so she can be proven innocent. Bonnie tells Jay, her boyfriend, that she plans to ruin Angelica with the trophy. The two of them drive off in their car, but they don’t know that Angelica is following them. Bonnie informs Jay that she’s going to put the trophy in Angelica’s locker and tell the Dean. Angelica acknowledges that she can put her powers to use in stopping Bonnie. She sews herself a superhero costume.

At a football game, Jay is seen taking the trophy out of Bonnie’s car. Angelica, as Firestar, flies over the football game. She lifts Bonnie off the air and asks who really stole the trophy. Bonnie confesses to stealing the prize out of fear. Firestar drops Bonnie into a large mud puddle. Dean Wilbur tells Firestar that she can’t scare someone into confessing that she needs proof. She flies Jay with the trophy over to the field and drops him in the mud. Dean Wilbur expels both Bonnie and Jay from school. Firestar flies off before anyone can say thank you. Angelica walks to the scene and everyone apologizes to her for thinking she stole the trophy.

Later Iceman confronts Angelica, she blasts him, Angel flies over, and she tries to attack him. Cyclops asks her to join the X-Men. They tell her that Professor X can help her. Firstar explains what she has done with the X-Men including her use of the danger room and their fight with Magneto and a Sentinel.

Back in the present Juggernaut busts through a wall of the X-Mansion. Cyclops blasts Juggernaut through a car and Storm flies up to strike Juggernaut with lightning. He continues to run through the lightning as if it isn‘t affecting him. Xavier tells the X-Men to follow his mental commands because it‘s the only way to stop the Juggernaut. He tells Cyclops and Iceman to be the second line of defense from the mansion. Iceman creates an ice-wall, while Cyclops creates a large ditch. Juggernaut bursts through the ice-wall, falling into the ditch. Sadly, this only slows him down as he crawls out only seconds later. Xavier tells Firestar not to attack yet, because he needs her. Wolverine attacks Juggernaut, but Juggernaut throws him away. Firestar surrounds Juggernaut with fire. Juggernaut walks through it towards Professor X. Before Juggernaut can attack the Professor, Spider-Man appears and lifts Xavier off the ground with a web net. Iceman locks Juggernaut in ice while Spider-Man removes his helmet. Xavier uses his telepathy to paralyze Juggernaut. Firestar states the Juggernaut made this reunion unforgettable and toasts him, “to the Spider-friends and the X-Men, friends forever.”