The story begins in the woods outside of Xavier's school as Nightcrawler and Wolverine test their skills with a friendly game of tag; the stakes: the loser buys the winner some beer.

While Nightcrawler seems too quick and agile for his teammate to contend with, his cockiness gets the better of him as Wolverine floors him with an unexpected elbow to the gut, ending the game in a win for Wolverine.

But as Nightcrawler begins to head back to the school to collect his opponent's prize, Wolverine says he's tired of being cooped up at the school, and champions that they go into town for a drink at the bar instead. Nightcrawler concedes to his friend's wishes, but protests that "the beer probably won't be as good" while pulling a concealed device from his costume.

Upon Wolverine's inquiry, Nightcrawler explains that the device is an image inducer provided to him by Prof.X, and demonstrates by changing his appearance first to that of a nondescript looking human in sunglasses and a fedora, then to the spitting image of Prof.X, Storm, and finally Wolverine himself. Wolverine asks if he uses the device because he feels ashamed of his appearance, but Nightcrawler replies that he loves his appearance and is simply being pragmatic about not wanting to "terrorize the local citizenry".

At the bar, Nightcrawler is reminiscing about his youth spent in the circus and Wolverine asks him why he ever left. He replies that the circus was sold and the new owners had no appreciation for his advanced skill as an acrobat, wanting him to perform in their freak show instead. Wolverine claims that means that Nightcrawler is ashamed after all, asking, "how can mutants ever expect to be accepted if we keep hiding behind masks and facades?"

Nightcrawler claims that he doesn't do as he does out of fear, but Wolverine tells him to prove it then, challenging him to turn off his image inducer and walk out of the bar and down the street as he actually looks.

Nightcrawler begrudgingly accepts the challenge, turning off the device just as the bartender comes around to their table. Asking if the two friends would like another round, Nightcrawler is astonished to see that he hasn't even raised an eyebrow over his strange appearance.

Out in the street, Nightcrawler does draw some attention, but keeps reminding himself to be as charming as possible. Most people seem simply baffled, while one woman is quite charmed and a couple of young boys are actually amazed. As he nears the end of the street, feeling much more confident, a group of toughs try to give him some actual trouble. Wolverine takes this as a cue to stab them, but Nightcrawler teleports the two of them to a nearby rooftop before he can. "should've let me carve the bozo", he laments.

"and ruin my lovely stroll? he wasn't worth it", Nightcrawler replies. "you were right, Wolverine. I'm glad you shamed me into taking your dare. What I learned today.. I can never repay."

"hey, Elf, what are friends for?"

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