The story opens up at a cemetery at the grave of Ned Leeds, late
husband to Betty Brant. The grave is just how Betty remembers it from the day they buried Ned there. Suddenly
however, she feels a rumble under her feet and the decaying hand of Ned breaks through the ground surface. Then
Ned’s entire corpse extracts himself from his grave telling Betty that "Loving Hubby Ned's Home". Nearby,
Gwen Stacy's corpse also extracts herself from her grave and a few feet away, Spider-Man's corpse – although he is
still very much alive in reality – extracts himself from his grave as well. At that moment, Betty Brant lets out a
deafening scream that echoes throughout Flash Thompson's apartment. Flash comes rushing into the kitchen from
upstairs to see what is going on. Betty explains that she was just standing there fully awake and had this terrible
nightmare about her late husband. Flash consoles her and tells her that "it's this city" and that
"something weird is happening". They head into the living room and look out the window at the Empire State
Building, which has lights exploding all around it. Betty tells Flash that she can hear screams and laughter all
at once as well as the sound of babies crying. Putting his arms around her, Flash replies that he can hear them too
and that he wished Spider-Man were there, as he would know what to do. Unbeknownst to both of them, two demonic
creatures are lurking outside the window and prepare themselves to have a "little fun with the humans".
Boarding up doors and windows, Flash somehow makes his way on the rooftop of his apartment building where
he stands there watching the New York skyline. Suddenly he hears a voice behind him and as he turns around, he
comes face to face with none other than his icon: Spider-Man. Flash is ecstatic relieved that Spidey showed up
and asks him what they are going to do to get out of this mess. Spidey replies that it is a very good question
for which he has a really good answer. Flash eagerly asks him what it is and at that moment, Spidey punches him
hard, sending him flying in the air and landing hard on the ground. Flash is stunned and doesn't have a clue why
his hero is doing this.
Back inside the apartment building, Betty is busying herself in the living room when she hears tapping at
the window. She makes her way there and opens the curtains. She almost has a heart attack when she sees that
the corpse of her late husband, Ned Leeds, is the one tapping on the window. Betty is petrified and remains
motionless and wordless. That is until the Ned-corpse comes crashing through the window and starts running after
her. Betty takes off running downstairs, the Ned-corpse following her not far behind. Betty makes her way into an
unlocked apartment and locks the door behind her. Sitting down in the foetal position against the door, Betty grabs
her head between her two hands and prays that Ned won’t hurt her.
Back on the rooftop, Flash Thompson is webbed upside down from a TV antenna and Spider-Man is beating the
crap out of him. Flash is a hair away from blacking out and it takes every ounce of energy he's got left in his
body to stop himself from doing so. Spidey explains to him that the reason he webbed him to a TV antenna is that
TV antennae make terrific lightning rods. Flash is horrified and asks Spidey why he's doing this. Spidey replies
that he is annoyed by Flash and that the whole hero-worship routine of his is making him want to barf. Unknown to
Spidey at that time is that Flash is keeping him talking so that he doesn't see that his hand is moving behind his
back and is attempting to grab the screwdriver that is attached to his belt.
Back in the apartment, Betty is pondering about how she's been frightened forever and how she needs someone
to take care of her, to save her, just as her brother, Bennett Brant, used to do when he was still alive (Bennett
was killed during a fight between Doctor Octopus and Spider-Man) and just as Ned Leeds used to do when he was still
amongst the living. Suddenly, as if the Gods themselves heard her request, the ghost of Ned Leeds appears in the
living room and tells her that neither him nor Bennett can save her and that she needs to save herself by using the
love that they shared as her weapon and by simply being strong. Somehow, Ned's apparition fuels Betty's courage
and she decides to take matters into her own hands.
Back on the rooftop, Spider-Man has his back to Flash and is waiting for lightning to strike the TV antenna
Flash is webbed to (it should be noted that the sky is very dark and that there's been lightning all along).
Suddenly, Spidey gets hit in the back of the head by a flying hammer. Stunned, he turns around to see what is
going on and in comes Flash who tackles him to the ground (Flash, it seems, used the screwdriver to rip the webbing
off). Flash then rips the mask right off of Spider-Man's face, revealing a demonic Spider-Man's face. The fake
Spider-Man grabs Flash around the neck and tries to strangle him. The two foe battle it out, rolling all over the
rooftop. Meanwhile, back inside the building, Betty comes out of the apartment she was hiding in and goes back
upstairs to Flash's apartment. As she enters the apartment, she discovers that dozens of candles have been lit and
scattered all over the place. She heads into the living room and grabs the small gas heater that she had lit
earlier to warm herself up. At that moment, the Ned-corpse appears and confronts her. Betty tells him that
she knows he's not Ned and that he'd better stop pretending. The Ned-Corpse transforms into his real demonic self
and advances upon her. Betty steps back a bit and activates the gas heater that she had been holding in her hands,
telling the creature that she is "done with running and hiding".
Meanwhile back on the rooftop, the fake Spider-Man has Flash in a chokehold and is trying to push him off
of the building. Suddenly, lightning strikes the TV antenna next to them and its cable wires snap like a whip.
Grasping for breath, Flash takes a chance and grabs one of the wires as it flails back. The two foes are pulled
down from the rooftop by the weight of the antenna and they come (coincidentally) crashing through the living room
window of Flash's apartment, where Betty Brant is facing off the demon seen earlier. Candles are sent flying
everywhere, setting the apartment on fire. The fake Spider-Man tries to grab Flash but the latter dodges it, just
like the old days on the Midtown High football field. Flash doesn;t get far however because the other demon – the
one that was facing Betty – punches him in the face, sending him to the ground. Furious, Betty advances upon the
fake-Ned-demon and drives the small gas heater right into his belly. She then grabs Flash by the arm and pulls him
out of the apartment and out of the building. Back inside the apartment, the small gas heater starts to hiss loudly
and seconds later, the whole apartment blows up, destroying both demons in the process. Outside the building, Betty
and Flash are safe and sound and start laughing together with relief. Betty asks him if it;s all over to which Flash
replies that it is. In the background, people are dazed and confused and are trying to figure out what has been going. As well, the Empire State Building is back to normal too (find out why in X-Factor #38). Betty is glad that they were able to survive all by themselves, without the help of any heroes or saviours, just the two of them. Flash replies that they weren't quite alone and that they had help. Not from any hero out there in the world but from the only hero everybody ever really needs – the hero everybody carries inside.
The end...for now.