Earth:

The tunnels beneath Manhattan…

Callisto crouched down in the darkness, her hand brushing lightly in the trampled dirt…

She could smell the faint traces of burnt ozone still lingering in the drafty tunnels almost lost amidst the odors of grease and smoke and the perpetual smell of waste that hung in the air so far beneath the ground. She could hear the rumble of the trains far away in the distance, and the drip, drip of blood splashing in the oily puddle at her feet. She could hear the labored breathing of her companion, the occasional whimper as the younger woman's bones cracked and pushed through her skin. If she listened closely she could hear the rapid, frantic beat of the girl's heart-

"Who is it?"

Callisto stood and pulled a crumpled cigarette butt from the pocket of her leather vest. She lit it, sighing as she exhaled, blue smoke billowing, drifting on the breeze. She could hear the quiver of fear that laced Marrow's words. She could understand the girl's anxiety-

"Siam…" she said, taking a long drag from her cigarette as she stared at the mutilated body that lay at her feet. It was bad enough that the bodies had been torn to shreds to get at the skeleton. It was bad enough that the bodies were connected at the left and right temples- she could not begin to imagine the hell that that must have been. Siam had been a mutant as well, worse a healer. Siam was a conjoined set of twins that had inherited the mutant gene from a father that had worked at an atomic plant in North Korea. The father's body had been tainted by the radiation and had created the freak of nature; the Siamese twins that were also mutants. The father had died of cancer not so long after the war and the mother had sold the baby to a circus. At puberty the child had discovered its mutation- the ability to ease the mental pain of those impaired by psychosis. Given the opportunity Siam might have cured the world of mental insanity, but they were not pretty. They were hated and alien and they had been driven below ground to join the Morlocks after they had run from the Ringmaster's Circus of Crime.

Now they were dead…

They had been slaughtered by something that had been preying on the Morlocks; the mutant denizens that dwelled in the forgotten areas in the tunnels that ran like a labyrinth beneath Manhattan. Something that had come down to the darkness, hiding and feeding on the bones and marrow of the weak and helpless, and those that found themselves alone. In the Morlock tunnels, that was everyone. No one was safe!

There were dead humans as well though; the homeless and forgotten. This was not some mindless slaughter. This was not a bias crime, but someone simply trying to survive. Callisto looked at her companion, seeing her eyes wide as she looked down at her own sweating body. Bones protruded from her pale skin, jutting out at odd angles all over her frame. Her flesh was ripped and scarred from where the girl had snapped the bones away that had caused her the most pain, those that had limited her movement or were too unsightly.

Marrow seemed a natural target for the creature- and be it human, mutant or monster it was a creature- and Callisto could understand why she might be upset. Something that ate bones and sucked marrow would find her a tempting dish.

"Don't worry, girl!" Callisto said, trying to sound confident and soothing all at once. "We'll find this freak and put him out of everyone's misery, once and for all."

Marrow held up the lantern that she carried, stepping up to the scene of Siam's murder. Callisto, the Morlock leader and tracker had ordered her back while she scouted out the area, and Marrow was happy enough to stand back and out of the way. The ripped and shredded body of the Siamese twins was horrible, and despite her tough façade, Marrow was finding it hard to keep her meager breakfast down in her stomach. Bones jutted from Siam's still, lifeless form. Some were jagged, obviously snapped. Others seemed almost whole, but each was hollow, drained of marrow and the nutrients contained within. There was blood everywhere, but the worst had to be the empty, dark sockets where the eyes used to be. The four hollow sockets seemed to focus on the girl, the open, gaping mouths screaming obscenities of accusation. Marrow shuddered-

"I've got the scent," Callisto said, flicking her cigarette into the darkness of the abandoned subway tunnel, "and it seems almost familiar."

"Someone we know?" Marrow asked as she draped a bit of plastic garbage bag over Siam's accusing face.

"I dunno." Callisto sniffed the air, turning towards the darkness, her boots grinding broken glass into the dirt. "I smell the X-Men! Wolverine in particular, but it's faint, like whoever came in contact with them at some point."

"The X-Men!" Marrow snapped, and Callisto could see the rage twisting the girl's face. "We should've known! Damn Flat-Scan lovers! You should have killed them when you had the chance, Cal!"

Callisto turned, her own face now contorting with anger. She tried to control her own rage, tried to remember that Marrow was young and naive. She did not understand.

"You need to rein in that attitude, girl!" she snapped, her one good eye crackling with fire. "You weren't there when we faced Storm 'n' the rest. You know nothin' about what went down!

"Storm beat me fair 'n' square. If nothin' else she earned my respect. Her 'n' the rest of her clan!"

Marrow snorted, wincing as a bone tore through her forearm. It was like a dagger, curved and sharp, dripping blood. "This ain't about respect, Cal. If one a' Xavier's flunky's have gone rogue, I say we put 'em down; hard! I say make 'em hurt! I jus' hope it's someone I don't like!"

"Just who do you like, girl?" Callisto sneered as she ducked into a side maintenance passage, following the scent. It was dark, but her heightened mutant senses led the way as though it were noontime. She heard Marrow fumbling about behind her, trying to keep pace-

"Nobody!" she spat, holding the lantern high to illuminate the thin, stone tunnel. "I don't like nobody, and I put up with a lot that I shouldn't have to."

Callisto smirked, stalking on. The girl had problems, not that she could blame her. Callisto was ugly and deformed, not one to be one of humanity's accepted, but for all her faults she was still passable. Marrow was not one who could ever walk in the light. With sharp bones forever pushing through her flesh, she could never pass for a human- not that any of the Morlocks ever wanted to again. She-

"Wait!"

Callisto hissed, waving Marrow to stop and be silent. Their debate would have to wait for another time. They were suddenly close to their quarry. Callisto cocked her head, listening-

"What?" Marrow hissed in a barely controlled whisper. Callisto waved her back, turning-

"Shut up you little fool! He's-"

Callisto saw the glow and saw the wave of weakness as soon as she felt the presence of the other. There was a figure at the edge of her sight, coming closer and surrounded by a nimbus of light. She heard Marrow moan.

"What…"

"Get back!" Callisto warned, but by then it was too late. She could feel her strength slipping away, her mutant abilities becoming fuzzy in the face of their prey. Suddenly they were the hunted!

The boy stepped into the glow of the lantern that Marrow carried, his eyes wide with a hunger and lust that she had seen in so many others. He was dark and bald- a Negro- and he was wearing the colors of one of Xavier's classes; the red and gold of Generation X! He was staring at Marrow, licking his lips and barely containing his anxiety.

"Food…" he said, his voice rasping and cold. His eyes sparked with energy and Callisto felt the world fall away. She heard Marrow's screams…

Katharta…

Tarakis climbed the long spiral stairs, wearily trudging upward, step after step after step…

The Skytower was allegedly the highest point on the continent of Katharta, towering far and above the rest of the world, nestled in the shadowy crags of the Iron fang Mountains. It was the seat of High Magic, the most pristine office in the Temple of Zokk and the point of power for any mage with enough skill to master the energies within. Tarakis had done just that, of course, and the hardest part had been climbing the stairs.

The Skytower was defended by magic, against magic. It was annoying but effective, and in the end had been of benefit to his cause. Once he had defeated the Tower and its laughable defenses- and defender- it had been a great boon to his cause. There were magicks within that would amplify his abilities and give him power beyond what he had ever wielded before. Power to face the Host of Asgard and the heroes of Earth! Power to destroy the traitorous Thanos himself!

Still, it was a long and boring climb up through the Tower as the very magicks that defended it cancelled out his abilities to fly or teleport. Lord knows he had tried. In the end however, he was forced to walk- and walk, and walk…

Two hundred fifty-three thousand, eight hundred and twenty-one steps and he had finally given up counting. It was simply ridiculous, and he had thought that perhaps the defenses kept him dull and listless, fogging his ability to think, making him assume that the steps were seemingly endless. At that point, after several trips up the stairs, he had willed himself at the top and it quickly came into view. Tarakis had laughed, it had been so simple.

He stepped to the landing that held the door that led to the mage's dwelling. He saw the tall and muscular man that he had set to guard the door weeks ago, when he had first come to power and gained the graces of Mortak the Usurper. The man's eyes stared blankly at him, but Tarakis knew that the spells he had cast were using the guardian's senses to scan his form and identify him. It took a few moments, the guard looking him up and down, and Tarakis was thankful as it gave him a chance to draw his breath after the long climb…

"Master Tarakis!"

Tai the Slayer snapped to attention, then bowed low at Tarakis' approach. It had been easy to overwhelm the simpleton's mind and corrupt him to his own way of thinking. Tai the Slayer was all muscle and skill with his weapons. He was a warrior, and perhaps this dimension's equivalency of a mutant as despite his lack of wit he seemed all too often unstoppable. He was the paragon of barbarism; big and muscular, bald and stupid, wielding a huge stone axe. He was a man in need of leadership, a thug and a lackey that needed a master and Tarakis was more than happy to fill the bill-

"Slave…" Tarakis waved away Tai's obeisance, stepping up and past the man and peering through the slotted opening in the old, wooden door. "Any change in our captive?"

"None, master." Tai mumbled, rising back to attention. His eyes stared blankly into the distance. "I hear his muffled whimpers, but he cannot escape. I will not allow him to escape!"

"Good!" Tarakis chuckled, withdrawing a key from the folds of his long, heavy robes. The key was long and brass, and he quickly slipped it into the ancient lock, smiling as he heard the bars and bolts sliding away. With a click, the old and warped wooden door swung open-

"I shall be interrogating the prisoner. Do not disturb me!"

Tai the Slayer snapped upright again and slammed his fist to his chest. He was a good soldier, and Tarakis knew that none would pass without first killing the barbarian warrior, which seemed an impossible task. Tarakis opened the door wide and stepped inside the room beyond.

The room within was much larger than it should have been given the confines of the Tower's structure. It was a wizard's tower of course, and the room at the top was a magician's lair filled with alchemical devices and mystical artifacts. It was expected that there would be a spell of displacement that eliminated the actual real space of the structure and opened up the vastness of dimensional anomaly. The inner room was quite frankly huge…

There was a huge globe of gold and brown that represented the world as it was known. Katharta within the dimension of Katharta, with sparkling lights flickering in the shadows about; stars shining in the darkened corner. There was a long table laden with glass beakers and tubes of bubbling liquids. Small fires burned and tiny dishes sizzled with new and exciting chemicals. There was a bookcase that encompassed one entire wall loaded to overflowing with ancient tomes of magic and dark languages that had been long forgotten for the most part. The skeleton of a small dragon hung from rusting chains overhead and a lizard chitted and chattered in a golden cage, biting at the thin bars that held it captive. It was impressive, though most of the magicks contained within were a pale shadow of what he knew, of what Tarakis had learned under the tutelage of the likes of Thanos and All father Odin! Still, there was much here that he could use. Case in point…

Klonus, the World Mage of Katharta, Wizard Supreme and master of the Magical Arts lay naked and battered on the stone slab that dominated the exact center of the mystical sanctuary. He wore a mask of cold hard iron, which fully encompassed his head. It blocked his sight and barely allowed him to breathe. There was a metallic gag secured and locked that would swing freely on hinges if Tarakis so deigned, a phallus connected that filled his mouth and prevented all but the slightest sounds. He might have voiced a spell otherwise, that is, if he still had a tongue. His body bled perpetually, the Blood Beetles of Boornanin forever digging in and out of his flesh, keeping him in agony, constantly keeping him awake. His body writhed, somehow knowing that he was no longer alone. The cold and rusting chains about his ankles and waist rattled as he strained once more to pull free. He thrashed about, the metal casings that covered the stumps where his hands used to be flailing madly. Tarakis heard his pathetic mewling and chuckled as he stepped to the wizard's side.

"And how are we today, oh Supreme Wizard? Still with us, hmm…"

Tarakis stroked the emaciated, helpless form, feeling his contained and frustrated sexual potency. It was a foul deed, and Tarakis took no pleasure in torturing the old man so, but it was necessary. The Wizard Klonus had to be alive and his magical abilities had to be as firm as his sex! The old man needed all the energy that he would be able to muster in just a few short days when he would be offered up to the demon Thog for sacrifice. Klonus groaned, shaking his head in frustration.

"Not to worry, ancient one. Your torment will not last much longer. The alignment swiftly approaches, and in but two short days your agonies will be at an end. I would like to take this opportunity to properly thank you. If not for your efforts of gathering my dispersed form after that wayward son of Galactus blasted me to the four winds, well, I might yet be drifting aimlessly through the void. It is thanks to you and your diligence alone that I am whole once more and within the grasp of ultimate power!" Tarakis bowed, but the effort was lost on his audience.

Tarakis shrugged, watching the bound and chained body shiver as a Blood Beetle popped out of its shoulder and scurried down the helpless body to dig anew in the mage's concave stomach. It was a ghastly thing, and Tarakis was forced to turn away, eventually leaving the chamber and locking the door amidst the wizard's agonized screams.

Earth:

The Westchester Estate of Charles Xavier,
Xavier's School for Gifted Youngsters

"Cannonball!"

Brian Braddock yelled as he leapt from the high diving board. He tucked his legs up and curled into a ball as he soared through the clear, warm sky, arching towards the water not so far below. He laughed and smiled, rolling and tumbling, hurtling down to hit the cool, clear water with a splash. Water spewed from the pool, erupting and splashing out in every direction as Brian Braddock sank like a stone into the depths. He bounced off of the stone bottom, then swam easily back to the surface, bursting free, exuberant and laughing gaily! He could hear Meggan shouting and cursing happily and saw that she was totally drenched-

"You bastard! I hope you're happy with yourself!"

Brian chuckled and swam to the side of the pool to rest on the edge. He stared at the love of his life, the young woman known only as Meggan. She looked beautiful in her skimpy bikini, her skin tanned nicely in the late summer sun, her hair seemingly afire, blazing with her shifting emotions. She sputtered and cursed, but she was never really angry. It was all one big happy to Meggan.

"Quite so!" Brian chortled, splashing more water at the girl. She had been through hell the last few months, what with the reality altering affects of the Jasper's Warp and everything that had come after. It was a blessing in disguise that she had finally learned to manipulate her mutant powers, and like the ugly duckling of fable had become the beautiful swan. She was powerful indeed, with abilities that had not even come to surface yet, but Brian Braddock did not care. She was beautiful now- his very dream- and that was all that mattered to him.

As Captain Britain, appointed defender of Earth 616, he had been through as much hell as Meggan. He had beaten James Jaspers, the mad man that had tried to twist the world to match his insanity, though not without help. He had beaten the Fury, and Baba Yaga! He had defeated the RCX and their mad ploy to take over the Warp Children. It had been hell indeed, but he had survived. He was a good hero! A true hero!

He needed a break. They both did…

It had been several weeks since his sister Betsy had traveled to America from London to take staff at Charles Xavier's School for Gifted Youngsters. It had been some little time less that he had actually spoken with her, and even that had been plastic and pointless. Two strangers passing information across the phone lines. Betsy had been a victim of the Jaspers Warp as well, losing much in the twisting realities. She had lost more afterwards as he and his friends had tried to put their lives back together. For a brief time she had taken up the mantle of Captain Britain and had subsequently been beaten almost to death by Brian's old foe the Slay Master as consequence. He had left her half dead, and blind. He had struck out her eyes!

Brian of course had killed him in turn…

Betsy had left not so long afterwards, however. At first she had stayed with the RCX- the Resources Control Executive- but then she had gone to America, gone to start over with Xavier and his X-Men, hoping that the Professor might be able to help her take better control of her psychic powers.

That had been weeks ago, and he and Meggan had finally made the journey to America, following Betsy to New York and Westchester. Only to find that the X-Men were not home, and wherever they had gone they had taken Betsy with them. Some little Asian girl in a yellow rain slicker had answered the door and invited them in, recognizing them apparently. There were children all about, running around unsupervised. Brian found it rather annoying, but Meggan loved the attention and noise. She was queer that way.

They had been at Xavier's for over a week now, and Betsy had still not returned. The children had all left as well. One morning he and Meggan had woken up and the estate was empty. It seemed a funny way to run a school, but it was not his concern. There was a huge empty mansion with satellite television and a full pantry of food. And no interruptions…

Brian Braddock smiled, watching as Meggan first dried her skin, then stretched her long legs as she reapplied her suntan oil. He could get used to this life…

Of course it would never last!

Meggan sat upright, suddenly looking about. Her eyebrows arched and she seemed to be sniffing the air-

"Meggan? What is it?" Brian asked, hefting his massive bulk from the pool and grabbing a nearby towel. He glanced about, but saw nothing untoward, nothing to show concern.

"I smell something, Brian. Something foul!" Meggan got to her feet and padded about the pool looking to and fro. Brian Braddock had learned to trust her instincts and senses, even before her big change. If she sensed danger, there probably was. He hurried after her, drying his hair as he went.

"There!" Meggan shouted, pointing to a drainage grate set in the lawn. Brian looked to where she was pointing and saw the heavy metal grate shift, heard it grind as it started to lift away. He stepped in front of the woman he loved immediately, despite the fact that her hair was crackling with energy and her body was powering up. He doubted that she needed his protection, but she was just a woman after all.

"Who's there?" he shouted as a filthy, disgusting creature climbed up out of the drainage pipe. It was a woman, covered in mud and offal and dressed in rags. Her dark hair was matted down and her pale skin was a patchwork of half-healed scars and slimy patches of mud. She was a mess, and ugly to boot with a huge crooked nose and a vivid scar accentuating an empty eye socket. Still, Brian stepped forward, "Who are you?"

The skinny woman shrugged, flicking away at the mud that covered her and scrounged for a cigarette from her tattered clothes. She lit it, savoring the smoke obviously as her one good eye seemed to take them in, almost raping them in her gaze. She coughed and spat, then looked about to speak-

"I'm looking for the X-Men. Who're you?"

Brian smiled! A friend then! "Sorry, Luv. The X-Men aren't home, nor are none of their juniors; no New Mutants, nor X Force, nor Generation X. Just Meggan and I!"

The woman seemed taken aback by that, almost dropping the cigarette from her chapped lips. "Where are they? When will they be back?"

Brian shrugged. "I don't rightly know, sorry. They're not the type to leave notes."

"But I need their help! They owe me!"

Brian chuckled. "I'm quite certain that they do…Miss…But as I said, they're not here. Perhaps you should come back another day-"

"Brian!"

Meggan stepped up, whining and placing her hand on his arm. Why couldn't she just let him handle this?

"What is it you need, Miss…"

"Callisto!" the woman sighed, sitting on one of the patio chairs that surrounded the pool, staining it dirty brown. "My name's Callisto, and I am calling in a debt owed me by Storm! The Morlocks need help, and the X-Men are duty bound. If you're X-Men, then you'll come with me!"

Brian Braddock scowled. Just who did this woman think she was- raggedy and smelling of the sewer asking for help and talking about duty? He would give her a firm piece of his mind, and then he'd show her to the gate and put her on her way! The nerve-

"Of course we'll help!"

Brian Braddock winced to hear Meggan's words. Was she insane?

"We're not X-Men, but we're friends, and heroes! It's our duty!"

Brian Braddock scowled and stared at the woman. She smirked in return and Meggan literally beamed between them.

He was screwed…

TO BE CONTINUED...

NEXT ISSUE: Join Callisto, Captain Britain and Meggan as they go into the tunnels to search for Marrow and whatever has her. And just what the heck does Tarakis have to do with anything? Be here next time for… Down in the Tunnel Where the Deadly are Rising!

Story © Curt F