X-Factor returns to their base in New York only to find it under siege by both pro-mutant and anti-mutant groups. Two mutants, Bulk and Glow Worm, who are dying or radiation poisoning, decide if they are going to die they might as well take down the mutant hunters, X-Factor, as well. The X-factor team must split into two group and fake losing to themselves while driving Bulk and Glow Worm off.