Dunwich, California, a bar, where night is falling. Motorcycles are lined up outside the bar, and inside, Jimmy Hudson sits at the bar, starring into his drink. 'Something wrong with your beer, honey?' a woman wearing jean shorts and a green top, with red hair in pigtails asks, leaning against the bar. 'Hmm?' Jimmy asks, looking up at her. The woman points out that he has been nursing his drink all night. She tells him that if he doesn't like it, she can pour him something else. 'Something with a little more kick, maybe?' the woman offers, leaning into Jimmy, her eyes wide. Jimmy tells her that the drink is fine, but maybe he isn't as thirsty as he thought. The woman asks him if he has been here before, as he is kinda familiar. 'No, I don't think so. I'm -' Jimmy begins, adding that he isn't from around here, while remembering his home world, and fighting alongside the likes of the Guardian, Firestar, Karen Grant and the Hulk.
Jimmy suddenly groans and clutches his head. 'Hey – are you all right?' the woman asks him. 'Just thinking... about home' Jimmy tells her. The woman strokes Jimmy's chin, and tells him that he plays that whole “mysterious stranger” role pretty well. She Informs him that she gets off in about an hour, and asks 'What d'ya say, Mr “Not from around here”? Maybe you could show a girl a good -' she begins, when suddenly, someone grabs Jimmy's shoulder and asks him who he thinks he is.
Jimmy looks up and sees a man in a green jacket holding a pool cue, who tells him that he has a lot of nerve, that he picked the wrong damn place to come sniffing around. 'You can take that to the damn bank!' he adds. 'Kyle!' the woman gasps. 'Let me guess. Ex-boyfriend?' Jimmy asks the woman as he stands up. Jimmy tells Kyle and the other men who are with him that this is all a misunderstanding. He offers to buy them a drink and then he will be on his way. 'There's no need for -' Jimmy begins, only for Kyle to crack the pool cue over Jimmy's face. 'You really should've let me buy you that drink' Jimmy mutters as he pops his claws.
'Too late for pleasantries now!' Jimmy calls out as his appearance suddenly changes, thanks to the Symbiote that he had bonded with and the Poison that he was infected with. The woman looks horrified. 'It's... oh, Lord... it's one of those things!' she exclaims. 'It's a Poison!' a man calls out. 'It... can't be. They were all destroyed!' another man gasps, wide-eyed. 'ALL BUT ME' Jimmy snarls, before lunging towards the men.
'Don't let it touch you!' one of them calls out, ducking and narrowly avoiding being sliced by Jimmy, while another man screams. As he causes damage to the bar, Jimmy remembers sitting on a bench, then being attacked by the Poisons. He moves in towards the woman, who cowers against a wall and asks him not to hurt her, and to leave them all alone. Jimmy looks at her, 'Please!' she cries, tears falling down her face, when suddenly, Jimmy reverts back to his regular appearance. He looks around at the damage he has caused. Tables and chairs are smashed and broken, and men lay strewn about the bar. He staggers forward, then runs from the bar into the night.
Jimmy runs out onto a road, and is nearly hit by a car, the driver honking the horn at Jimmy, who leaps across the road and begins climbing a hill, heading into a forest. He remembers being struck by Sabretooth, and has a vision of Poison Sabretooth and Poison Gwenpool, along with several Poisons. Suddenly, a voice calls out 'Y'know, Jimmy... every time you run from your problems, we find you lurking around the forest' and Jimmy pops his claws, to see Jean Grey a.k.a. Marvel Girl and the rest of the time-displaced X-Men standing before him, along with Bloodstorm, who hovers above them. Marvel Girl reminds Jimmy that when they found him before, they wanted to help him, and tells him that they still do. 'I know you're hurting. I know you're afraid' she adds. 'Beleive me, more than anyone – I know'. Jean extends her hand and asks Jimmy to come back with them, to come home. 'Don't call me that. That's...that's not who I am anymore. And I don't have a home!' Jimmy snarls, ready to strike.
'Jimmy Hudson is still part of who you are. You've changed. You're not the man you were, but there's something that makes you different from the other Poisons. It's both physiological and mental' Marvel Girl explains, adding that she senses it, and telling Jimmy that he does, too, as she connects with his mind, and shows him memories, specifically of the time and she and her teammates went to his world and fought alongside him and his world's X-Men and Spider-Man against the Doombots. 'These are just the previous host's memories. They are not mine. Jimmy Hudson is dead' Jimmy snarls. Jean telekinetically lifts herself above Jimmy, 'I don't think so' she replies. 'Stay out of my mind. You will not like what you see' Jimmy warns her. Jean connects with Jimmy's mind again, and this time sees bodies littered across a ruined landscape – the X-Men, Avengers and other heroes, and dozens of Poisons.
Jean goes wide-eyed and ends the connection. 'Told you' Jimmy smirks. 'Those... are memories... of other worlds... other realities the Poisons conquered' Jean declares. 'Good times' Jimmy grins, before he transforms into the Symbiote/Poison hybrid that he has become. 'You go digging for old host's thoughts...you get the new host's thoughts, too!' Jimmy exclaims. Jimmy hurls his extendable claws towards Jean, who blocks the attack with a telekinetic shield. 'The old memories – those are just growing pains!' Jimmy calls out, adding that, soon enough, they fade to nothing. 'Here we go again' Bobby Drake a.k.a. Iceman mutters as he ices-up to his bulky form. The other X-Men prepare to enter the battle, as Jimmy cuts down a triee with a slash of his claws, causing Jean to drop to the ground as the tree shards topple towards her. 'Sorry, Jean. I know you wanted to give him a chance. I did, too. But he's gone too far' Scott Summers a.k.a. Cyclops calls out as he fires an optic blast, which strikes the transformed Jimmy.
Jimmy responds by releasing his extendable poison-claws, 'You wanted to give me a chance, Cyclops? That's cute. And also impossible to believe!' Jimmy exclaims. 'Believe whatever you want, Jimmy. Seems par for the course. Everyone believes whatever thry want about me and the man I'll become' Cyclops mutters as he fires another optic blast at the claws that move towards him, noting that these tentacle claws heal faster than he can destroy them. Warren Worthington a.k.a. Angel flies towards Jimmy and dowses him in cosmic flame, telling him that Jeannie has to be right about him, and that he can fight this. Iceman creates several ice-golems which lumber towards Jimmy, who is recovering from the flames, 'Hey, Jimmy. Remember when I kicked your butt before? You're about to see an instant replay!' Iceman exclaims, but Jimmy releases the tentacle-claws again, 'I don't think so, Iceman. Last time you faced Jimmy Hudson. This time, you face the last of the Poisons!' he snarls, as the tentacles slice through the ice-golems.
'That's my name! POISON!' Jimmy shouts as Iceman and Bloodstorm attempt to restrain him – but he releases several poison spikes, which knock them both backwards, forcing Bobby to revert to his regular form, and Bloodstorm looks at a fiery flare on her side where the spike struck her – almost in her heard. 'Hank – do it!' Cyclops calls out to Hank McCoy a.k.a. Beast. 'Are you sure?' Beast asks. 'Do we have a choice?' Cyclops replies. But Marvel Girl tells the Beast to wait, as she holds Poison in a telekinetic bubble. 'With enough time, I can get through to him!' Marvel Girl exclaims. Jimmy manages to pierce the telekinetic bubble with his poison tentacles, forcing them into the ground – they then rise up through the ground, knocking the surprised X-Men about. One of the tentacles even grabs Jean, wrapping around her and knocking her out, thus freeing Poison from the telekinetic bubble. 'JEAN!' Cyclops shouts.
Poison stands his ground, and holds Marvel Girl overhead as the other X-Men start to gather around him. 'Jean Grey would destroy me. She would kill the last of my kind. Just as she killed the first' Poison declare, looking up at Marvel Girl, he exclaims that she deserves to die. Beast announces that he can't wait any longer, and activates the remote Anti-Venom modules, which he reports will kill Poison on contact. 'I'm sorry, Jimmy. So sorry. But you gave me no choice' Hank points out. 'Are you sure, Beast? I'm betting I'm faster than you think' Poison declares, before warning Beast to drop the modules. Cyclops looks at Beast, who looks at the modules, then drops them on trhe ground 'Let her go, Jimmy' Cyclops pleads. 'Call me by my true name' Poison asks. 'All right... Poison... whatever you want to be called. You can go, all right? I give you my word. Let Jean go and we'll leave you be' Cyclops assures Poison.
Poison raises his claws to Marvel Girl and remarks that she still has hope for the previous hope, and she is one of the only people to resist their influence. 'I'd be better off killing -' Poison begins, before a memory floods his mind, of Jean and Cyclops sitting with Jimmy. Jean told him that they will figure this out, and that she hopes he realizes that they are friends, and if he comes with them, they might be able to help him. 'J-Jean?' Poison utters, before clutching his head, he calls out to Cyclops and Angel and wonders what is happening to him. 'I knew it. I knew Jean was right' Angel remarks as Poison sets Marvel Girl down on the grass. 'Oh...oh, Lord...I didn't mean it... I would never hurt you...' Jimmy utters, before moving away from Jean as Cyclops rushes over to her, checks for a pulse and reports that he thinks she will be all right. Jimmy reverts to his regular appearance, 'I can't help myself! It's like I have... I dunno... two sets of thoughts... two sets of memories... in my head. And they're trying to kill each other' Jimmy explains.
Beast looks over at the Anti-Venom modules, while Bobby approaches Jimmy and tells him that they want to help. 'But you know I have to ice you up or something, right?' he adds. Suddenly, 'Don't bother, Bobby' a voice calls out – and Jimmy looks down in horror, as something pierces his body – 'Daken?' Bobby gasps. 'Guessed it in one' Daken smiles, as Jimmy drops to the ground, and Daken holds the long sword he shoved through Jimmy's chest. Daken informs the X-Men that he has been trailing them for a while now, that he wanted to see if they had the stones to do what needed to be done. 'And since you don't... well... Magneto sends his regards' Daken grins wickedly.