The Fury of X-Factor!

Following his break out from jail, Flash Thompson's lawyer Sharon Banks is swarmed by the press. She deflects their questions as she leaves the police station. One reporter stops to ask Captain Kris Keating for comment. Keating vows to hunt down and recapture Thompson, pointing out that innocent people don't break out of jail. The news story is seen by Mary Jane who is out at the apartment of a man named Alfredo, putting an end to their all night partying. Worrying how Peter Parker might be taking the news, she takes a cab to his apartment. She worries what might happen if Flash Thompson is really the Hobgoblin. When she knocks at his door, nobody answers. Using her spare keys to get inside she realizes that this is the first time she has felt comfortable in Peter's apartment since she revealed that she knew he was Spider-Man. Calling out to Peter, she finds him, in costume, passed out on his bathroom floor. While at the Daily Bugle, J. Jonah Jameson and Joe Robertson watch the news report about Thompson's escape. This dashes Joe's idea that Thompson was framed for the job. Still he holds onto the only proof he can find, the photos of the Hobgoblin wearing two slightly different costumes just hours apart. Jameson points out that the Hobgoblin could have more than one costume, much like Spider-Man does these days. Jameson thinks Spider-Man has something to do with the whole situation somehow. Robertson, naturally, doesn't totally buy it. Suddenly, Jameson sees a commercial advertising the mutant hunters known as X-Factor.

Later, at X-Factor headquarters, the team is engaging in a training session. Cyclops and Marvel Bay are taking on Angel, Beast, and Iceman. The pair equally trips up their teammates, ending the session. They are then contacted by their liaison, Cameron Hodge, who tells them that they have a job offer. The members of X-Factor are disinterested in hunting down Spider-Man for J. Jonah Jameson, because Spider-Man isn't a mutant. Hodge points out that while they know that, the general public sees Spider-Man as a mutant due to his super-human powers. Although the group exists to secretly train mutants to use their powers, they are perceived as bounty hunters by the public thanks to Hodge's advertising campaign. Iceman points out that perhaps they can help Spider-Man in the same way they help mutants anyway, convincing the rest of the team to go ahead with the job.

By this point, Peter Parker wakes up in bed, and Mary Jane quickly comes to his side. He tells her about how he took the job with Silver Sable to try and get money for Flash's legal expenses, but he ended up getting hit in the head by the Rhino. Peter still feels nauseous and dizzy, leaving Mary Jane to wonder if she should tell him about Flash's recent jailbreak. Meanwhile, the members of X-Factor arrive at the Daily Bugle to interview J. Jonah Jameson. His response to their questions on why he thinks Spider-Man is a mutant. His response is no different than what Cameron Hodge suggested. After negotiating the cost of expenses, J. Jonah Jameson grudgingly writes them a check and tells them to contact him after it runs out so he can determine if he should continue employing them. After X-Factor leaves, Joe Robertson asks if it was a good idea hiring X-Factor to hunt Spider-Man. Jameson points out that this partnership could be mutually beneficial as the Bugle could boost their profile and increase their circulation. If they fail, he can crucify them in the press as anti-mutant bigots.

This doesn't sit well with Joe Robertson, even though he believes that what X-Factor is doing is any different than racist groups of the past. When he gets to his office, he asks Betty Leeds if she was able to get ahold of Sharon Banks. Betty explains that she isn't taking questions from the press. She asks why, and Joe explains that he might have evidence to help Thompson's case. He then asks how things are going with her husband Ned Leeds in light of her affair with Thompson. She says things aren't going well, and asks him if he ever wanted something to work out, but deep down he knew he couldn't. Back at Peter Parker's apartment, Peter overhears a report about Flash Thompson's escape, and he asks Mary Jane why she didn't tell him. She explains that she didn't because he is in no shape to go out as Spider-Man. She then helps him back to the washroom because he can barely stand. She thinks about taking his costume while he is occupied, but when she goes into his room she discovers that it is gone. She rushes into the bathroom but is too late to stop Peter from exiting out of the skylight. While attempting to web-sling, Spider-Man is too dizzy to operate properly, however, he is too concerned about Flash to be concerned about his own well being.

Meanwhile, Joe Robertson pays a visit to Sharon Banks' home to show her the evidence he has. However, she is so fed up with the press that she slams her door in his face before he explain why he is there. At that moment, over Manhattan, the Angel and Beast are in their X-Terminator costumes searching for Spider-Man. When they sight the hero swinging across the city, they radio back to the others. The X-Terminators attack Spider-Man, and the group begin attacking him, but realize something is wrong. However, Spider-Man can't hear what they are saying over the pounding in his head. He is also confused by the fact that former members of the X-Men are attacking him. Fed up by their attacks, Spider-Man leaps down to fight them on his terms. While the battle rages on, Joe Robertson has waited for Sharon Banks to leave her apartment. He finally catches her and she is surprised to discover that he is giving her evidence that might help her case and apologizes for her previous behavior. At this moment, the battle between Spider-Man and the X-Terminators continues on. Spider-Man's head injury is making him more and more unpredictable. Marvel Girl attempts to restrain him in a telekinetic shield, but the wall-crawler forces his hand free and smashes the side of a chimney. The scattered bricks are blasted to dust by Cyclops' optic blast.

This leads to another bout of fighting, until Angel accidentally knocks Spider-Man into Marvel Girl, knocking her off the ledge of the building. Despite his injuries, Spider-Man is able to fire web line to catch her and save her life before he blacks out. In the aftermath of the battle, the X-Terminators stand over the unconscious body of Spider-Man and are shocked that this is the selfless person is the person they were hired. The group realizes that they have only one solution to this situation. Later, once they have changed back into their X-Factor guises, the five mutants return to the Daily Bugle and tell J. Jonah Jameson that they can't hunt Spider-Man as they have determined that he is not a mutant. Even though they return their retainer, Jameson calls them frauds and orders them out of his office. When Jameson begins ranting to Joe Robertson about how he wants to write an editorial chastising X-Factor, Joe refuses to let Jameson publish his hatchet job. He then hands Jameson his key to the executive bathroom and tells Jonah that he can either send it, or his editorial down through internal mail, as he won't need both.

Later, Spider-Man wakes up inside X-Factor's van with Iceman standing by his side. Iceman explains that he had been out for hours and that his teammates were trying to help him out. Iceman then covers for the dual nature of his team by saying that the X-Terminators were coming to help him because they had learned that the Daily Bugle hired X-Factor to hunt him down. Spider-Man declines their offers to help and bids Iceman farewell as he heads off. While back at the Daily Bugle, Joe Robertson gets an internal envelope and finds only his executive key inside. That's when Jameson comes in and apologizes for how he was acting. When he asks how Joe learned to be so stubborn, he jokingly responds that he learned from a master.

Recurring Characters

Spider-Man, X-Factor (Cyclops, Marvel Girl, Beast, Angel, Iceman), J. Jonah Jameson, Joe Robertson, Betty Brant, Sharon Banks, “Kris Keating”, Alfredo Morelli

Continuity Notes

• Flash Thompson was framed for being the Hobgoblin in Amazing Spider-Man #276 and was broken out of jail last issue.

• The man who appears to be Kris Keating is actually the Foreigner. He killed Keating and took his place, as revealed in Peter Parker, The Spectacular Spider-Man #129.

• Joe Robertson points out the two different costumes in the photos taken during the Hobgoblin's "arrest". His hunch is correct, the real Hobgoblin framed Flash. The true identity of the Hobgoblin is revealed in Spider-Man: Hobgoblin Lives #3.

• At the time of this story, X-Factor posed as mutant hunters since their inception circa X-Factor #1, while operating in their mutant guises as the X-Terminators. They kept this ruse up until X-Factor #24-26.

• Joe Robertson briefly thinks about focusing on his own problems. He is referring to the events of Peter Parker, The Spectacular Spider-Man #117, wherein Joe discovers that his son Randy had eloped with a Caucasian woman.

• Spider-Man mentions how he was planning on retiring his costumed identity, a decision he made in Amazing Spider-Man #275.

• The wall-crawler recognizes members of the X-Terminators as former members of the X-Men. That is because these are all the founding members of the original X-Men formed in X-Men #1. Spider-Man first met the team in Untold Tales of Spider-Man #21. Spider-Man states that "some of you", likely because he doesn't recognize the Beast here. The last time Spider-Man saw the Beast, he had blue fur. This hair mutation was reversed in X-Factor #3.

• Spider-Man also recalls how the X-Terminators recently fought X-Factor. He is referring to the events of X-Factor #7, which was a deception created by the mutants to convince the public that there was a distinction between X-Factor and the X-Terminators.