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The issue begins with Johnny aiming his gun saying that he plans on using it on Alex. Johnny’s friends question why he has a gun; and that using a gun is a bad idea (that he’s more than likely to shoot himself, before he shot Alex). Johnny counters that Alex has some kind of super strength power like Spider-Man, and that he had thrown Johnny with one hand. One of Johnny’s friends tells him to just fight Alex fair and square; and Johnny agrees that he will fight him in the school yard where Alex can’t use his super power without showing everyone; but if that fails, he promises he’s going to use his gun.
The scene switches to the Power kids, minus Alex, watching the television when the news speaks of Sara Grey being fire bombed by a terrorist suspecting her to be related to mutants (Note: This happens in X-Factor, Volume One, #12). Julie, Jack and Katie go to the roof to tell Alex, and see he’s trying to lift a barrel and accidentally surprise him, which ends up with him absorbing the barrel. He eventually gets mad and tells them to lay off and that he’s tired of dealing with kids, and discharges an energy ball into the sky.
At school Johnny tries to provoke Alex into a fight; but only a few swings are exchanged before a teacher breaks up the fight. Alex and Johnny agree to continue this after school. Johnny friends approach Allison, Alex’s would be girlfriend, and ask where Alex is and she says she doesn’t care where either of them are. They then see Julie, Jack and Katie and ask where Alex is, but they don’t tell them either. They wonder if they should have told them about Johnny and his gun.
Elsewhere, Spider-Man is watching and following a drug dealer who is making an exchange. He thinks about how he’s been following this guy for awhile, waiting to see where it leads to. Unknown to him, he’s being watched by Hobgoblin who works for The Rose, and is attempting to set up the Kingpin.
Not far away, Alex and Johnny exchange words and begin swinging. When Alex grabs Johnny’s sleeve, Johnny draws his gun, thinking Alex is going to flip him again with his “super strength” (which was actually his gravity powers). Alex pauses and asks if it’s a real gun; and Johnny explains it is and that if he tries anything funny he will use it; but he intends to keep Alex there while he calls X-Factor on Alex and his family. Alex then grabs and bites Johnny’s arm which causes Johnny to fire the gun. This gets the attention of both Spider-Man and Hobgoblin.
Hobgoblin swoops down and grabs them both by the scruff of their shirts, while they’re still fighting. Johnny tells Alex to use his super strength and Alex tells him he doesn’t have it; so Johnny says he will just shoot Hobgoblin; but when he aims the gun he realizes he can’t pull the trigger. Hobgoblin bats it out of his hands, and the gun misfires when it hits the roof and nearly shoots Spider-Man.
Alex notices that Hobgoblin steers with his feet and tries to use his weight to throw it off balance; which forces Hobgoblin to release his old on Johnny. Alex believes Johnny has fallen to his death; but in truth, Spider-Man has caught him and finds out what’s going on. Spider-Man catches up to Hobgoblin, but Hobgoblin puts a pumpkin bomb in Alex’s shirt and swears he will set it off; but Alex absorbs the bomb then uses his disintegrating power on Hobgoblin’s glider. Spider-Man shows up and Hobgoblin kicks Alex off the roof; forcing Spider-Man to save Alex and allowing Hobgoblin to escape.
Alex confesses that he feels weak that he couldn’t stop Hobgoblin and kill him after he killed Johnny. Spider-Man explains that Johnny is alive; and shares the personal story of always choosing life rather than death; because something similar happened to him which led to the death of Gwen Stacy.
Spider-Man and Alex catch up to Johnny; and cops go rushing by to do the bust on the drug ring. Johnny says that Crack is bad; because it’s made his neighborhood a war zone, where it feels like a gun can always solve your problem. Alex and Johnny talk about not taking a life doesn’t make them a coward. Johnny and Alex walk away together, seemingly with a better understanding of each other.