Cyclops

Phoenix

Archangel

Beast

Corridor after corridor passed her in a fiery blaze. Through the flames that carried her to her destination swiftly and decisively, yet in a fluid elegance unmatched by any living creature of such beauty, her vision found a bias in attention of all that she passed.

That bias was simple in nature. None of it mattered.

None of the men and women trying to stand in her way, but had ultimately fell to the backlash of her awesome power. None of the awe-inspiring technology that sparked to life in her wave of intensity, then ultimately exploded and fell to unsalvageable scrap.

Her destination was clear to her. In her mind, there was the inescapable image of that one evil that haunted her and her friends' lives. The one evil that had always managed to remain elusive; and if otherwise, he would never be held captive for long, anyway.

And there he was. However over a mindless infant was the black cloud of psionic energy that made up the Shadow King. A pair of glowing orbs manifested itself in the center of that cloud, and the cloud itself shaped into a grinning demon of sorts.

So she came to a halt before him, talons of telekinetic fire forming at her hands, and a blaze of flames erupted from her chest to form that of a mythical bird around her very form. She had found him...

He was one of the darkest evils that was dead-set in his quest to consume the world and all it's inhabitants. But extenuating circumstances had left him unchecked... Left unchecked by the only ones who had ever been able to hold him in check.

That mistake would soon be rectified.

She was the Phoenix.

He was the Shadow King.

The day was November 24th, and there was a storm on the horizon.

{{ -- Naw naw naw naaaw, hey-hey-hey.... Goodbyyyye.... }} continued the taunting voice of the X-Men's redesigned artificial intelligence program that was Cerebro.

The hardened glare in Jean Grey-Summers' eyes faded with a moist blink as the sound of the computerized voice, and she was suddenly no longer in her dream world. Jean Grey was outside the main gate of the Xavier Institute in Salem Center, New York.

"Hmph," she murmured. Shooting the gate's call box a disparaging frown, her eyes suddenly grew large with an intense blaze of fire. Sparks flew from the call box, and that face of Cerebro on the monitor flickered in and out of clarity.

Groaning loudly against the effortless force that spawned from Jean Grey's telekinesis, the motorized gate was torn open from it's lavish brick foundation in the same blaze of fire emulated from that of her emerald colored eyes.

With the flick of her wrist, the distorted remains of the gate was cast aside from her concrete laid path and left crumpled on the lawn.

Jean took a few steps off the respected pathway and onto the lawn, and the air around her body ignited with a bright flash of flames that lit up the dark cloud. She ascended over the lawn and lurched forward, knowing full well what to expect from there.

A roar of twisting metal sounded as the mansion's defenses came online. A large array of gun and missile turrets arose from the vast lawn and mansion rooftop, only to be engulfed in flames and then crushed under the weight of an invisible force.

"WHAT THE HELL!" a voice boomed throughout the area as Scott Summers, the X-Men's visor-adorned Cyclops, kicked opened the Victorian style mansion's two front doors and expected the worst to follow from the assault on the mansion's defenses.

However, what he got was something he truly wasn't prepared for...

"Scott, honey," Jean said adoringly from the sky. "We need to talk."

Darkness consumed the tender, young eyes of Jacob Logan. An attractive woman who wore skintight leather with green trim sat at a console and viewed various scenes of combat all over the world on multiple screens and others that came through by means of telepathic holograms.

Agents of HYDRA and the former Apocalypse Dawn have been deployed to strike various targets in the wake of the invasion by the so-called the Sons of Set. The Shadow King smiled in his infant vessel. The Avengers, Fantastic Four, SHIELD, et al were caught totally unaware. Farouk was winning and they knew it.

"Cairo, Tel Aviv, and Istanbul have fallen," Viper said as she ran her index finger across her bottom lip, as if to sap up the drool that accumulated in the corner of her mouth.

"Good...," Shadow King uttered. "With the major psions defeated, there should be little resistance...especially with him under my supervision."

"Yes, indeed," Viper said. "And what of your X-Men en route to Salem Center?"

Shadow King smiled again. The eyes of the infant, Jacob, began to gloss over with tears. It was a momentous occasion, after all.

"-- And that's the story, basically," Jean concluded. Gathered around her in the foyer room of the Xavier Mansion were the four men she started her journey as an X-Man with. Warren and Hank had made the flight in at her telepathic request, and Bobby had already been on the premises.

"The Shadow King's been gathering forces and strength in the shadows all along," Scott confirmed his estranged wife's words. "Sources close to us have revealed that he's been responsible for a number of the recent, catastrophic incidents around the globe..."

"Not to mention, two of our nearest and dearest, as well as a son from an alternate reality, have been turned to the dark side once more," Hank added with a dismayed sigh as he took off his bifocals and massaged the bridge of his nose.

"Better them then me, I say," Warren grumbled as he crossed his arms, remembering the two times he was forced to serve as the Horseman called Death. After the moment passed, he caught everyone give him a questioning glare, and he looked up to them with a furrowed brow. "What?" he asked as he shook his head. "It's true."

"Well, uh... On the lighter side of things, I love what you've done with the place, Scottie," Bobby said as he hunched his brow up sarcastically, glancing around the foyer room. "Hey, did you ever install those automatic laser-flushing things in the toilets?"

Scott glared at Bobby, a bit thrown off balance. Shaking his head, he simply crossed his arms and announced, "You have a twig in your hair, Bobby."

"Huh?" Bobby rose a curious brow, taking a moment to realize what he was talking about. "Oh, er, uh..." he stammered as he tried to peer up at his mess of brown hair. He reached into it and began dusting off the leaves and remnants of the orchard. Jean smiled a bit and winked at Bobby, who in turn gave her a suspiciously quizzical look.

"How come we didn't see this coming?" Warren finally asked, wanting to keep the ball rolling on the subject. He took a look around at his long time friends, remaining objective.

"Err..." Hank cleared his throat and locked eyes with Warren as he stroked his chin with a blue furred hand. "The changes in the foyer room, you mean?" he asked, his eyes shifting back and forth between Warren and Bobby. "Or Bobby's bad hygiene?"

"No," Warren huffed and shook his head. "I mean the Shadow King's ascension. We've always been on top of his ploys in the past. Why not now?"

Hank glared away and nodded his head, knowing all too well what Warren meant. Jean and Bobby had grown silent themselves, contemplating what one of them had already had found the answer to, and the hard way to boot.

"Well, that's a stupid question if I've ever heard one," Scott declared rather bluntly and rolled his eyes behind his visor. Everyone looked to him, giving him their full attention and he eyed them all before continuing.

"Ever since the team factioned off, Apocalypse's escapades uh... Bobby left to become a bartender... we've been divided, and so overly concerned with our own personal lives that it's no wonder something like this got past us," Scott frowned, looking to the floor. "All of us."

"Extenuating circumstances, I like to say," Bobby chimed in, nodding his head mock reassuringly to everyone else. They simply stared at him.

"To become a bartender," Warren repeated Scott's words, sending an authoritative look towards Bobby that he had long picked up with running a multi-billion dollar corporation, as well as it's most recent incarnation, X-Corp.

"Okay!" Bobby waved his hands in defeat, shrugging his shoulders. "Point taken. It was a stupid move, and I regret it now in more ways then one."

"Good," Scott commented, his lips curling to the side of his mouth as sarcastically let slip the words, "because you should."

"Scott..." Hank said gently, as if pleading to not stray too far away from the impending situation and discussion at hand. Scott turned to him and groaned.

"What, Hank?" he said with a crease in his brow. The leader of the X-Men gestured to Bobby and said, "Bobby's had more than his share of breaks from the team. He should have decided long ago whether this was for him or not, and then he just left us when he knew we needed him the most."

"Hey, I fessed up to my mistakes, didn't I?" Bobby remarked, rubbing away a bit of tension from the side of his head as his attitude began to flare up. "Back off already. What more do you want?"

Warren stepped up to the three just as Jean threw her arms in the air and walked away. He shrugged his shoulders a bit, and threw in his two cents. "Not that I'm trying to jump on anyone's backs here, but Scott does have a point, Bobby."

"It's a moot point, either way, gentlemen," Hank intervened, his attempt at being the voice of reason in an escalating confrontation. He tried to step in-between them, but they pushed him away carefully as to meet eyes. "Could it be possible if we just --- ?"

"Wait, wait," Bobby waved his hands side to side as to call a time out, and then tilted his head and squinted his eyes at Warren. "This is, of course, comin' from the guy who abandoned the team as well, but only to fill his own pockets with his business and so he could go chase his girlfriend out in the Colorado Rockies?" he said rhetorically and defensively in one long breath. He huffed, and rolled his eyes sarcastically.

"Psshh. Yeah, okay," Bobby continued on, looking to Hank with a gesture of invested curiosity. Y'know, she's back to bein' white and blonde now?"

"Yeah, that's right," Warren confirmed as he uncrossed his arms so he can put his hands on his hips. "I left the team to go fill my pockets and ensure the fortune of my family, as well as to chase my girlfriend and fund X-Men Omega, then launch X-Corp," he said in a long breath as Bobby had, thought albeit a bit more tactfully and condescendingly.

"And yes, that's right," Warren said with a nod, trying to keep his dignity in tact in what could out to be another one of Bobby's childish debates. He pressed on. "She is white and blonde now. What's your point?"

"Oh, you wanna know my point, huh?" Bobby waved his hands in the air and stumbled around in mock-amazement, before coming back up and about to face him. "Well, Mr. Moneybags -- "

Jean sat down at the large windowsill and closed her eyes in an attempt to block out her old friends's bickering. They were all pretty tense at the day's revelation, and she knew this was just their way of letting off some steam before the serious work had to be done.

Nonetheless, unlike when they were younger, it was less cute now then it was annoying. The day was already coming to a close, though, so they hadn't much time. Could they even defeat the Shadow King? His forces about equaled that of Apocalypse back when he had made his final bid for a world take-over.

But then they had Cable and the rest of the Twelve backing them up. Their numbers and power had seemed to dwindle down, and now Jean Grey-Summers was growing more and more concerned about their chances.

It just seemed like so long ago that they felt that together, they could do anything...

Ten years prior...

"Iceman, stop fooling around!" Cyclops yelled as he fired an optic blast at a large mace was about to pummel the young prankster.

Iceman instinctively ran out of the way of the falling pointed metallic sphere as it landed on the floor of the newly installed Danger Room in the lower levels of the Xavier School for Gifted Youngsters, "Whoopsies!"

The five X-Men: Cyclops, Marvel Girl, Angel, Iceman, and Beast all met up with each other in the center of the training facility. They all wore, save for Iceman, the traditional uniform, gold on black with a yellow belt and an X on the buckle.

"That was a close one, Bobbo," Angel said with a sneer. "We almost had ourselves a slush pile to clean up."

"Keep talkin', Worthington-o-crap," the sixteen year old quipped.

"Use the codenames, people," Cyclops commanded. "This is a simulation. One which might come in handy. Now, let's complete the mission."

"Isn't it kind of hard without the Professor to guide us?" the stocky Beast inquired politely.

"That was the point, Beast," Marvel Girl said. "We just have to get to the other side of the room. Even if one of us gets hurt, we all fail the exam."

"Well, yes, I'm fully aware of the Professor's intent," Beast said as he scratched his head with his massive hand, "I was just inferring that maybe he's preparing us for something bigger when and if he's no longer able to guide us..."

"Too early in the morning for deep thinking, man," Iceman grumbled.

Suddenly, a panel in one of the four walls opened up and began to eject at blinding speeds hundreds of fletchettes. Marvel Girl quickly threw up a telekinetic shield. Iceman reinforced the shield with ice. Cyclops fired optic blasts into the oncoming swarm of sharp knives cutting through the air, but was managing to tag only a few.

Marvel Girl's knees began to buckle under the pressure. She was still inexperienced in her powers. Her shield began to fade. Her hands clenched her skull, "Can't...hold it!!"

As Cyclops fired another optic blast to take out the fletchettes, he yelled, "Beast, Angel! See if you can't disable the launcher. Iceman, start building some ice blocks so Marvel Girl can rest...then help me cover the others!"

"I don't need to rest...," Jean said.

"Marv--Jean, you have to, or you'll strain yourself," Cyclops said. Marvel Girl shook her head as she became faint. Cyclops dove and caught her before she fell directly on her head. Jean looked into his ruby-quartz visor and smiled weakly. Scott swallowed and breathed, "Got you."

"My hero," Jean whispered.

Angel, meanwhile, picked up a fletchette off the ground and flapped his wings and got airborne and intended to pierce the launcher to disable it. A second launcher appeared out of the opposite wall and targeted him, "Aw...perfect!"

The fletchettes fired off in a predictable fashion. Angel acted quickly and drew the fire away from his teammates on the ground by flying away from them. Cyclops saw this and sighed. He had a couple plans formulated in his head. Only about five of them would work.

Beast leapt over Iceman's shield and used his uncanny speed and agility to avoid the fletchettes as they appeared to stick into the floor just about where he was milliseconds before. When he was close enough to the launcher, he leapt onto the wall and performed an interesting trick by walking up the wall slightly and then driving his elbow into the launcher, crushing it.

"Got it!" Beast shouted. "Let's help Angel!"

"Right!" Cyclops shouted. "Iceman?"

"Got it, chief," Iceman said as he created an ice slide and rode across the room in record time. The launcher was locked onto Angel, so Iceman was relatively safe. He concentrated and shorted out the second launcher by freezing it. Angel flew overhead and landed on the floor with rips in his costume. His teammates ran up to him, worried if they had failed.

"Don't worry, they just got my costume," Angel said. "We're still in this."

"That was way too close, guys," Cyclops said. "We got split up. That can't happen on the field."

"It's all good, One-Eye," Iceman said. "Er...sorry. Cyke. Heh."

Suddenly, a giant ray gun rose out of the floor, just in front of the five students. The blast, although designed to be nonfatal, thrust them all against the back wall of the Danger Room. There was a humming sound as the simulation powered down.

Cyclops swore under his breath as he slowly got up.

"Ouch...I sure hope there isn't any internal bleeding," Beast said as he got up.

"Man...this isn't gonna look too hot on the report card," Iceman sighed. "Pardon the pun. Zing!"

"Ugh...quit the ice jokes, Bobby," Marvel Girl pleaded playfully.

"Hey, we all deal with your telekinesis jokes. I mean, 'It's about to get all mindful around here'?" Iceman asked. "You should hire a writer."

"I don't say corny things like that!" Jean laughed. Beast and Angel snickered. Cyclops caught himself smiling and quickly returned to the matter at hand.

"Come on, X-Men. We're doing this until we get it right," Cyclops said.

"Uh...he's right," Warren said. "Looks like Charles locked the entrance door. We need to get over to the exit on the opposite side."

"But we're all tired and crap," Iceman said.

"We're a team. We can do anything together. We'll take care of each other," Cyclops said as he connected with Jean's eyes and blushed. He looked at the other X-Men and cleared his throat. And, so the X-Men began their second attempt...

"-- So my point is, you knew I called dibs on the white, blonde one!" Bobby explained thoroughly, though frustratedly and quickly. "You can't break dibs between wing men, man! It's like, the most sacred of all rules."

"Hey, waitasec now," Warren put his hands up as if to slow down the conversation so he could explain. "Don't go down on me about something that happened almost ten years ago. Besides..." he smiled innocently and shrugged his shoulders It's not my fault she liked guys with height."

"Oh, oh... that's wrong!" Bobby's eyes darted back and forth from Hank to Scott, then to Warren. He shook his head vigorously, letting out a groan as he jabbed his finger at Warren's chest. "You KNOW I'm sensitive about my height!"

Half-heartedly, Scott and Hank shrugged nodded together from their opposite sides of the , and agreed in unison, "You're not supposed to talk about Bobby's height."

"Yeah, and? Just accept it as truth. She liked me more than you."

"Yeah, well you know what?" Bobby said, snapping his fingers and pointing them at Warren as if a revelation had occured.

"What?" Warren asked with a sigh.

"I could have had Betsy any time I wanted," Bobby stated matter-of-factly, smugly crossing his arms across his chest.

"Bull. Shit," was Warren's only response, and he crossed his arms again as to hold his stance on the matter. It was quite amusing to him to some extent, and it shined through in the tone of his voice.

"Not bull! But I didn't, man, and you know why?" Bobby asked, tilting his head sideways as if to make an emphasizing gesture on what he was about to say. Warren just looked at him, and Bobby's voice rose as he said, "Because you had dibs!"

"This is insane," Warren said as he just threw his arms up in the air, growing tired of the immaturity that suddenly took over their conversation.

"Scott could have had her too!" Bobby suddenly blurted, nodding his head in Scott's direction. Warren turned around sharply to face Bobby again, then looked past him to see Scott's response. Scott merely glared their way, and he slowly put a hand up to block Jean's view of his face as she scowled him from a distance.

Bobby laughed to himself dryly. "Don't even get me started on the time she caught a glimpse of Hank's package when he was skinny dipping that one night."

"She didn't!" Warren barked in repugnance, his eyes going wide.

"She did!" Bobby reaffirmed with a sadistic emphasis.

"She DIDN'T!" Warren's voice grew louder and even more resistant to Bobby's taunts.

With a collective sigh, Scott and Hank again spoke up somberly and halfheartedly in unison, "She did."

Warren shot his head back and forth in their directions. Scott was nodding his head to himself as he looked out the window and Hank looking downward in embarrassment. He sharply averted his eyes from all of them, growing distant and weary.

"She had to have been evil then, too..." Warren said in utter disbelief, his left eye twitching involuntarily. "There's no other possible explanation..."

"Hey-ey. Here's one for ya buddy," Bobby snickered and started to say, "Your girlfriend's a whor --"

"ENOUGH!" Jean's telepathic voice boomed through all of their minds, causing them all to squint and tense up. Their combined attention immediately shifted to her as she stood up from the windowsill and walked their way.

"Just let it go, you two," Jean said in a soothing voice, trying to keep her cool as she said to them, "We have work to do, and every one of you needs to be in on it without any trouble, agreed?"

There was a low murmur that made up a response from the four men of the group, and they all shrugged and nodded in compliance.

"Good," Jean said, her mother hen side shining through. "Warren? Bobby?"

Both Warren and Bobby glared at eachother reluctantly, and with no telepathic influence at all, both shook hands in a mutual truce.

"Alright then," she continued to say. "Now that we're all on board, our first objective is to --" The lights in the room had suddenly died through mid-sentence, and Jean's voice trailed off.

All was but dark shadows and forms about them, illuminated just barely by the evening's dimly lit, cloudy sky peering in through the foyer room's windows.

And a beat of eerie silence came upon them.

"Why aren't the back-up generators coming on?" Hank asked in an anxious curiosity as he looked around the room, his eyes slowly adjusting to the darkness. Before anyone could offer an explanation, the sound of a metal zippo head snapping open, and the cht of a flame igniting at its head would become their first priority.

"I'll give ya three guesses, furball..." a familiar, rugged and smokey voice started to say from the top of the staircase. All eyes went to the balcony overlooking the foyer room, and the voice had paused just as a shadowy figure lit what seemed to be a cigar.

Lightning had then crisscrossed through the sky outside, illuminating the face of the man who was then puffing the cigar. He smirked as their reactions became evident and he smelt fear among them, so he finally concluded, "But yer only gonna need one."

The boom and cackle that would always follow the crack of lightning could be heard shortly after, only for another string of lightning to light up the room. In the new burst of light, four more definite figures behind the first one were made known.

If it hadn't been apparent what was happening when the lights went off, then it would be now. In response to so, Scott Summers clicked a button on the side of his visor, and its lens glowed with an intense ruby red.

"We're being ambushed," he was the first to answer meekly, though through gritted teeth. Following his words, an immediate downpour of rain could be heard hitting the grounds outside, and the roof above them.

Gradually, the five newcomers -- the Shadow X-Men -- descended down the flight of stairs.

Spider-Woman balled up a fist and beat it into her palm.

Pete Wisdom's fingers lit up in a set of hot knives.

Shadowcat popped her neck and hunched her brows as she bit her lip.

X-Man's left eye glowed with psionic energy as he hovered over the ground.

And Wolverine simply took another drag off his cigar before exhaling a cloud of smoke. He snorted and grinned, at the same time nodding his head slowly to Cyclops's words. "Bingo," he confirmed. "An' we ain't takin' any prisoners, bub."

"Well then, 'bub'..." Bobby started with a sneer as he clenched his fists and his body transformed into its chiseled, organic ice state.

"You've all just picked the wrong party to crash," Warren concluded, cracking his knuckles as Scott and Hank took their places beside the two to face their new adversaries.

Jean lifted herself into the air behind her friends telekinetically, quick to put on her game face. And no matter how many times it happened, whenever that intense blaze of fire erupted from Jean's chest to form the mythical Phoenix around her very form, all who witnessed it were left awe-struck.

The storm had finally arrived... and it was time to confront it head on.

The Danger Room.

"Uh... Cerebro?" Jubilee called out through the darkness. Little did she know, the Cerebro program had been completely disabled.

The training facility had been forced into total lockdown when the power was shut, and they were clearly trapped. More so, they couldn't even see a foot in front of each other.

"Okay," Magma declared in a huff, irritation in her voice as she fished her head side to side into the darkness to look for the culprit. "Who just touched my ass?"

Radius, though still injured from his battle with Talyn, coughed and slowly began to make his get away into the dark. Monet St. Croix giggled to herself as the answer to her team mate's question became quite clear to her...

The Shadow X-Men had them exactly where they wanted them, and it'd be only a matter of time before Ahmal Farouk's troops would slaughter them. They had other business to attend to at the moment, though...

The Shadow X-Men stood together in front of the staircase. Healers from within the Dawn had purged them all of any injuries, mental or physical, that they had sustained in their recent battles. Then, as if that wasn't enough, they pushed their abilities beyond their normal capacities.

All five of them were literally at a hundred and ten percent, and there was no room for luck or mishap in the coming battles of that day. It was their time to shine in the Shadow King's name, the remaining threats to him standing before all five of them. Almost mirroring them.

"Gotta give the man a hand," Wolverine said as he took one last drag from his stogie. He drew the cigar from his mouth and cocked his head to the side, exhaling another cloud of smoke towards the original X-Men's way."When ol' Farouk's right, he's right."

As predicted by Ahmaul Farouk, Jean Grey-Summers, the Phoenix, had gathered the original five students of Charles Xavier on that day. November 24th, of all days. The date itself seemed like a reminiscent echo in all of their minds, but it was dismissed.

Uniting the first generation of X-Men would be the first step in uniting them all, but the Shadow X-Men would see to it that those five original students would fall before they even had the chance to succeed in uniting the fractured X-Men families.

"Predictability in your adversaries is so... dull," Pete Wisdom snorted with a disenchanted grin. Logan said nothing as he put out the cigar on his own neck, the sound of sizzling skin being his only response.

Intimidatation was the first step to victory. However, the Shadow X-Men's mind games wouldn't be enough to for one X-Man.

"Predict this!" Archangel retorted irritably as he shot from the foyer room's floor and into the air. Wisdom's hot knives flared to life again at his finger tips upon catching sight of this, but it was already too late to counter the oncoming attack.

Archangel had spear tackled him at such a high velocity that it knocked the wind out of the Brit, and Worthington swooped backwards and carried the man in flight towards the foyer room's luxurious main window.

The sharp, crunching echo of shattering glass would only be one of the many sounds foreshadowing the result of the day's coming battles.

"Everyone pick a target!" Cyclops yelled as all Hell was about to break loose. Wolverine flicked the cigar butt away as the rest of his teammates parted from his side in different directions, a similar event taking place on Cyclops's end.

"Righty-o, oh once fearless leader!" Beast said to Scott in compliace as he bounded into the air and propelled himself towards Spider-Woman. Jessica Drew simply psi-blasted him clear across the foyer room before he could reach her.

Hank McCoy sailed over the ensuing battle and hit the floor hard, bouncing and tumbling just past the hallway's threshold. Spider-Woman was quick to take pursuit, laughing to herself at such a brutish attempt made on his part to attack her.

"Bobby, you should take Shadowcat!" Phoenix called out to him in suggestion as Iceman slid behind her on a sled of ice. He stopped dead in his tracks for a moment, but X-Man and her had already begun to clash.

"Wait... what?!" Iceman barked out in confusion. But before he could get a response from Phoenix or even Cyclops, Shadowcat had running tackled him off his ice sled. "Oopfh!" he grunted as she phased him and herself both through a wall.

Archangel and Wisdom crashed through the window. Wisdom shouted as the back of his ear was cut by the glass. Archangel dumped Wisdom on the lawn as he flapped his wings and ascended high above the mansion.

Wisdom coughed up blood and smiled, "No way I'm losin' to the bloke with fluttering little bird wings." He generated a couple hot knives in his hand and kept his eyes on the sky. The flapping of Archangel's wings was faint, but still, Wisdom couldn't see him. Pete spun around and looked for him at every angle. Warren couldn't be seen.

"What the crap...?" Wisdom muttered.

Suddenly, the flapping sounds were louder and more frequent. Archangel was diving toward Wisdom. He whipped around and threw the knives from his hand and caught Archangel in the shoulder.

Warren's wings positioned themselves and allowed him to land on his feet as he gripped the burn mark on his jacket, "That all you got?"

Wisdom smiled, "Black Air, SHIELD, and now Shadow King trained me, mate." He generated more hot knives and formed them into a singular whip of fire, "I've got a lot more for ya!"

Wisdom thrust his arm forward and the fire whip cracked against Archangel's left knee. He shouted as he dropped onto the ground. Wisdom twirled the whip overhead and prepared to crack it against Archangel again, but Warren flew out of the way and delivered a kick to Wisdom's chin.

Pete stumbled backwards and fell into the fountain. Archangel smiled. Now Wisdom was soaking wet and slightly less mobile. Pete noticed this himself and quickly removed his jacket. Wisdom angrily hurled knives made of pure heat at Archangel, who took flight again to avoid them.

Wisdom shouted, "Fight me man to man!"

Archangel responded, "I'm fighting the only way I know how!"

"And what's that?" Wisdom asked. "Fleeing like a scared child?"

"Actually," Archangel began as he rose at least one-hundred feet into the air and began to freefall, "fleeing is something a bird of prey rarely does!"

"Oh my...I'm so scared," Wisdom joked as he fired his hot knives off randomly and sloppily because of his cockiness. Archangel was helpless as he dive-bombed towards him. But Archangel dodged the knives and kept on coming. Before Wisdom could start taking decent aim, Archangel was on top of him in an instant.

Warren grabbed Wisdom by the collar of his shirt and flew upwards again, this time it was faster and higher...and he continued to climb altitude.

"Gah!" Wisdom shouted as he punched Archangel in the side of the head. The mansion looked so small, so isolated as the forests surrounded it.

Archangel shrugged it off and shouted, "Not a good idea at this point, Wisdom! It's a long way down."

"You'll rescue me," Wisdom laughed as he punched Archangel in the face, "you hero types usually do that for your enemies. Why? Hell if I know." Archangel tightened the grip on Wisdom's collar and choked him.

"This is not a game!" Archangel growled. "You're being controlled! Come to your senses before you do something in which you'll feel guilty for the rest of your life!"

"OOOoo, the Angel of Death," Wisdom laughed. "Almost forgot about that! What? Did Apocalypse taint your life? You chose to do what you did just to get your wings back!! Don't deny it, because it's TRUE!"

Archangel grit his teeth, "So what if it was my choice? I didn't know what I was getting myself into. You're in a different situation! Fight Farouk and you might end this!"

Wisdom sighed, "It's not in my ability, Worthington, unfortunately." He jabbed a small hot knife into Archangel's neck just enough to cause him pain, "THIS is!"

Archangel violently shook as he forced himself to smile amidst the pain, "Is that the best you've got? Have a nice swim, asswipe..."

Wisdom felt the grip around his collar lessen and suddenly, he fell for what seemed like forever. Archangel actually dropped him. He was going to be murdered in cold blood. Finally, Wisdom hit something hard, but it did not kill him. He sunk into the lake, the impact of the splash stung against his face and body. He touched the bottom and lightly tapped it with his foot and rose to the surface.

When he reached the surface, Wisdom took the biggest breath of air in his life. His body was literally pulsating with pain. No bones were broken, but he could imagine the sheer amounts of welts across his body. He coughed up water and began to struggle to keep himself afloat.

Before he went under fully, Worthington grabbed him by the neck and threw him face-first onto the sand.

"Aw...feck," Wisdom muttered before losing consciousness.

Archangel gripped his neck wound. Part of him was relieved the hot knives didn't leave a puncture wound, merely a deep, penetrating second-degree burn. The other part was fighting to stay conscious. The wound in his shoulder also sent shockwaves through his nervous system.

"Well, I did my part...," Warren muttered as he dropped to his knees. His eyes crossed as he fell flat on his face. His wings slowly fell until they were limp against the sand.

Grappling at each-other, Iceman and Shadowcat phased through the kitchen wall and tumbled towards its tiled floor. They both released each-other as they went tangible and rolled across the floor.

It was then a race to see who could get to their feet first and capitalize on the situation, and sure to move fast, Bobby Drake and Kate Pryde were both up in an instant. One was just a bit faster then the other though, and that bit was what would matter.

Shadowcat shot an uppercut into Iceman's gut, and she brought her leg up in a round house kick in a follow-up. Iceman tactfully rose his arm up in a high block, but the lower half of her leg merely phased through his forearm and smacked him across the jaw.

Bobby doubled over from the hit and crashed sideways into the kitchen counter. He instinctively took firm hold of it, using it as a means to keep him on his feet.

"Oh, little Bobby Drake... he just wants a normal life..." Shadowcat snickered and rolled her eyes. Iceman pushed himself away from the kitchen counter, his icy fists bulking up in mass as he moved at his opponent.

"Respect your elders, missy, or it's bed time without dessert!" He barked as he came at her, taking a wide right hook aimed for her cheekbone.

Shadowcat swiftly ducked under his punch, striking his floating ribs with a back fist in the process. Following that, she came up around his arm and above him, driving a precise karate chop across his trapezoid muscle and rearing his body a dull explosion of pain.

Iceman nearly collapsed as that same pain shot down one side of his body, and Shadowcat was quick to follow up her attacks with a spinning jump kick that struck him in the forehead and sent him reeling back into the counter in which he came.

"I've hardly ever even respected my superiors, let alone my inferiors!" Kate laughed as she stood near victorious all ready.

"You're sooo pissin' me off right now," Bobby heaved, his icy face illustrating that of a fuming rage. He was outmatched in terms of agility and hand to hand combat with the young woman, and he knew it. But that wasn't all he would ever rely on.

Suddenly, the pipes beneath the kitchen floor began rumbling and they exploded with ice. Violent eruptions broke through the tiled kitchen floor and sent shards and mountains or razor sharp ice at Shadowcat from below her feet.

However, almost as if she were dancing, Shadowcat maneuvered side to side on the edges of her toes, performing flips and cartwheels around Iceman's attacks. Her phasing abilities weren't even needed, and to Katherine Pryde -- student of Wolverine, Agent of SHIELD, and now assassin to the Shadow King -- it was like a brisk walk in the park.

As she moved to her feet after maneuvering around a mountain of jagged ice, Iceman made his move and darted at her in a tackle. But Shadowcat's body would become intangible before he even touched her, and Iceman soared right through her and slammed face first into the floor.

Kate let out a giggle and pounced onto his back, and he squirmed as she began straddling him. She took hold of his frozen mess of hair with her hands and phased them along with his head, a proud smile creeping up on her face.

"This is where I phase your head into the floor, and you die a staggering, painful, mushy death," Shadowcat grinded her lower body against Iceman's back in anticipation. She shoved his phased head down towards the ruptured kitchen floor, but he resisted.

Slowly and inevitably, however, Kate continued to push his head closer and closer to what would be his demise. He would fail himself, his friends, and even more important, the world. And it wouldn't be the first time, but it surely would be the last time.

As his head came within an inch of the floor, Bobby's mind was racing a mile a minute. This couldn't be the end. Never would it end like this. Not after all that he's he's endured with the X-Men, or in his life the last year. He loved too many people, and he had so much more to prove to them and to prove himself.

It couldn't be his demise. It wouldn't be his demise.

And then it dawned upon.

Kate suddenly let out a staggering gasp as her body's molecules solidified, followed by an intense cold that violently overwhelmed her body. She recoiled sharply and uncontrollably as the sudden chill rocked down her body.

Her hands had solidified, as had Bobby's head and upper torso, and before she knew it, Iceman's elbow careened upwards with all his strength behind it and bashed into her nose. Sparks flew in Shadowcat's vision as she rolled backwards off of him, blood gushing out from her nostrils.

Driven by the horror of his almost imminent death, Iceman quickly came around and punched her in the side of the head as she hit the ground. He gasped and heaved and grunted as he positioned himself on his knees over her and brought his enlarged fists down once again across the side of Shadowcat's head.

Not just violently and furiously, but repeatedly. Over and over again. It was all coming out. All of his fears and angers, and the anxiety that had been stockpiled in the past year. All of it would be on the former X-Woman who had threatened his life that day.

Shadowcat was nearly blacked out in shock, not only because the sudden aggressive behavior exhibited by the prankster of the X-Men family, but because of her inability to phase out of harm's way and the growing chill she was shouldering.

"Holy shit!" Iceman cursed in disbelief and flung himself off of Shadowcat's curled up form, his eyes wide in horror. "What the hell am I doing?"

Shadowcat's head shot up to attention sharply, blood matted over her face and in her hair, and her once hazel eyes that spoke volumes in innocence and joy were tainted and blood shot. She heaved and snarled in animosity.

"You're fucking dying now, that's what, asshole!" she cried and pulled two sais from the straps on her thighs, and lunged at Iceman. Bobby tried to duck back, but she was on him in an instant, and stabbed her sais up into the thick, icy hide of his stomach.

Iceman pushed back the pain digging into him. Though in his organic ice state he was less vulnerable to attacks, that didn't mean the attacks themselves didn't hurt like hell. As Shadowcat twisted the sais deeper into him, a rush of adrenaline accompanied the furthering pain.

Bobby brought his hands down hard against both sides of her head, boxing her ears. When she flinched and staggered from the blow, he pressed his hand into forehead and blasted her back into the ground with a beam of ice.

When Shadowcat had saw that he was about to box her ears, she tried to phase again, but it hadn't worked, and she was down for the count once again before she knew it. The throbbing in her ears was overlapping all the sounds around her, but it was easily ignored, as was the bit of blood dripping out of her ears.

"How did you do it?!" Kate demanded as she tried to will herself back into her natural state from the kitchen floor, but frustratingly enough, to no avail. "Make me completely tangible like this."

Iceman hunched his brows at her with a bright, proud smile. "You don't got to be a science whiz to know cold molecules are tangible molecules," he stated with a groan as he rose up from the kitchen floor.

Shadowcat stumbled up to her feet, and grabbed onto a large salt container that had been left on the counter among spices and paper towels. Before Bobby could see what she was doing, she had pulled off the salt container's top and whipped all the salt in the container towards his way.

Iceman let out a painful yell as the cloud of salt crashed all over his chiseled face and icy frame. The salt seeped into him ever-so harshly, like a thousand fire-ants stinging him all at once, and his body slowly began to crack apart in various places from the inside out.

"A little third grade science know-how never hurt anyone, though, frosty," Shadowcat smirked in a delicious sense of sadism as she picked up the sais from off the ground and regained her composure. She took a heavy breath and then cocked her head to the side, twirling the sais in hand as she said, "Well, I take that back..."

Iceman grabbed his face as the searing pain caused his body to spasm and convulse, and as he stumbled back to get out of Shadowcat's reach, he ended up tripping over his own feet and hitting the tiled kitchen floor hard.

He instinctively reverted back to his human form and uncovered his face, but the burning pain was still there... still crawling inside his skin. When he looked up, he saw Shadowcat poised for attack across the kitchen, ready for the kill.

Flexing that sinister grin his way just one more time, she finally took off into a run to close in the distance between them and then leapt into the air preparing her strike, her sais ready to be driven down into his vulnerable form.

"ARGH!" Iceman cried out as he summoned all of his strength and concentration, and he waved his hand in her direction as she was about to come down on him from midair.

In a prompt, clashing blur of ice that that collided into her from the left, Shadowcat was sent sprawling through the air at unimaginable speeds. Unbeknownst to her at the time, the freezer half of the large refrigerator that was at her passing side had exploded and unleashed a tidal wave of ice that had swooped her up.

The impact sent her body went sailing across the kitchen behind the ice wave's incredible force, and she was sent tearing through the kitchen's preparation island and cabinets. When she hit the far end of the kitchen floor, her body was covered in frost and shards of wood and fine China dishes.

As Iceman steadily moved up to his feet, he made his way towards her fallen form. His body was feeling bruised and sore, and his pores were bleeding bits of crimson blood, strangely enough. Though he was exhausted enough, he was the victor.

He knew this as he watched Katherine Pryde heave a dry, continuous breath as she laid there on the tiled floor, slowly losing consciousness from the impact combined with the intensity of the cold overcoming her internal systems.

With her last bit of strength, she reached her staggering hand up to him and flipped him the bird before her arm collapsed down into the mess and she passed out.

"Yeah, well..." Iceman smacked his lips and exhaled a heavy breath of cold air as he rested his hands on his hips. Abruptly, he bit down on his bottom lip and drop kicked Shadowcat's fallen form in the ribs as a way to let out that final bit of battle frustration. "Least I didn't get my ass kicked by a refrigerator."

Hank McCoy once thought that drinking that hormonal extract of the x-gene was his greatest failure and embarrassment. Now, today it has saved his life. Today is one more moment where having blue fur or just being a mutant doesn't matter. Beast leapt into the air as he drove his massive size 20 foot into the jaw of Jessica Drew, Spider-Woman, just as she attempted to knock his head clean off of his shoulders with her superhuman strength.

She wiped the blood from her chin with her forearm and laughed as she backhanded Beast with her clenched fist, which sent him flying through the central hall of the mansion. Beast did not go limp as he fell to the hardwood floor with a Dutch rug covering it. The former Avenger rolled his spine and landed on his feet gracefully. He wiped blood from his chin and arched his eyebrow.

"I'm stronger and faster, Beast. Just admit it," Spider-Woman boasted.

Beast cleared his throat as he removed his shattered bifocals, "As a scientist, I do admit that you possess a greater strength and speed, Ms. Drew. But when put into the context of my experiences, I fail to see the point of your statement."

Spider-Woman smiled, "I'm a better player than you."

"I'm a mean Uno player myself," Beast said, unsure of what Spider-Woman meant.

She suddenly ran and seemed to fly into Beast's chest, driving her shoulder directly into his sternum, following up with a scorpion kick to his temple.

Beast teetered backwards and took the pain. His endurance was considerably higher than most. Coupled with the fact his blood is pumping, Beast was just getting warmed up. As Spider-Woman wound up for a stiff jab, Beast leapt into the air again, tucking and rolling as if he were synchronized in the swim department.

To his surprise, however, Spider-Woman was right there with him as she kicked him in the ribs, knocking him to the floor. She grabbed him by the collar bone and swung him around and let go.

Beast grit his teeth and crouched into a ball as he crashed through the pristine wooden entrance to the mansion's library. Beast tripped over the smashed door and fell on his back. Spider-Woman was in the doorway with a huge smile on her face.

Beast suddenly felt pain shoot through his skull as he was subjected to psi-blast after psi-blast. He gripped his head as he screamed to stay conscious. Spider-Woman laughed, "This is why I'm better, McCoy. I've got everything you've got and more. This."

"AHHH!" Beast shouted as the blasts continued on his brain. Jessica kicked him in the ribs as he seemed to twirl around in midair, only to crash through the card catalogue shelf, sending splinters of varnished oak everywhere.

"I was never a fan of the Dewey decimal system," Spider-Woman said with a smirk.

Beast slowly got himself up as he spit out a wad of blood. Against his blue fur, the blood created violet syrup tangled in his mane. He panted, "You'd surprise yourself how fun it is."

Spider-Woman rolled her eyes, "Now that was just plain nerdy. No wonder you drank that formula. Anyone with a beard has something to hide. But you…over your entire body?"

"You…studied me?" Beast inquired as he stood up fully. "And developed an advanced psychological profile on me to distract me?"

"The Shadow King did most of the work, but yeah," Spider-Woman responded as she rested her hands on her hips.

Beast stroked his chin, "Then can you inform me why my relationships with women never last? Is it the huge feet?"

Spider-Woman stopped for a moment, "Well, I-"

Jessica suddenly yelped out in horror as Beast's foot came out of nowhere. The claw of his big toe gauged her left eyeball. She kneeled down and cupped her hand over her socket, "Oh…OH MY GOD!"

Beast suddenly scaled a bookshelf and tipped it over with his weight, at the same time, leaping over to the next shelf behind Spider-Woman.

Jessica leapt backwards to avoid the first shelf, but failed to see the one behind her crash on top of her. Beast crouched down and rested on his knuckles for a moment as he assessed the damage.

"Three…two…one," Beast slowly counted down to himself.

Spider-Woman's fist punched through the bookshelf as she tore her way out of her brush with almost being flattened.

"Just like the movies," Beast sighed.

Spider-Woman screamed like a woman truly scorned, "YOU STUPID GORILLA!" She tried to move, but her feet were still stuck in the splintered bookshelf. She sighed, "Stupid books, too."

Beast smirked as he picked up the nearest book and flipped through the pages, taking in the musty smell of it, "I think books get a bad rap. That's just me, though."

Before Spider-Woman knew what was going on, she had dozens of hard covered books being thrown at her. With her depth perception and concentration disrupted, all she could do was let it happen. Sharp, blunt impulses were sent through her brain as the multiple blows began to take their toll.

Jessica slumped over and fell on loose boards leftover from the fight.

Beast sighed as he held a leather-bound book in his hand, "Whoever said no one uses Beowulf outside of high school?"

Cyclops fired off a rapid barrage of optic blasts towards Wolverine, but he ended up doing more damage to the mansion itself then to Logan.

"Always thought this place looked too fancy fer its own good," Wolverine observed as he leapt and dived over the various optic blasts. There was an opening from Scott's side, and he took it, diving in to strike at his throat, but Cyclops dropped down to his back quickly.

"Is this how you'd want Professor Xavier to remember you, Logan?" Cyclops tried to argue as he barely escaped Wolverine's attack. As Wolverine tried to follow up on the attack, Cyclops blasted numerous optic blasts humanely at his feet as to keep him at bay. "The same animal that showed up on his doorstep time and time again?"

From his new spot near the staircase, Wolverine kicked an end table Cyclops's way. The lamp on it flew for Scott's head, as the table itself went for his gut. Two swift glances and optic blasts took them both out, but now Logan had his opening.

"Better then bein' remembered as the guy who let him die, Slim!" Logan retorted as he moved in decisively, putting all his weight behind a kick into Cyclops's shin that threw the visor adorned X-Man lumbering forward. Wolverine's knee came up and across Scott's jaw, sending him tumbling aside.

"The Professor knew the risks of leading the life he did," Cyclops spat and heaved as he rolled off the floor. He got up quickly onto one knee, and raised his hand up to unleash an optic blast from his visor as he said, "Don't try to play his death off on me!"

"Oohh... struck a nerve, did I?" Logan snickered wildly as he jerked his head out of the way of the optic blast, and with his keen reflexes, he closed the space between them both once again.

Before he would know it, Wolverine's bare fist came down across Scott's jaw. Scott doubled over to the side, but before he could regain his composure for a counter attack, a steel toed boot was planted well into his stomach.

"Believe me when I tell ya, it ain't gonna be the most painful thing you've felt today by a long shot," Wolverine tilted his head to Cyclops, lips curling to the side of his face.

He watched as the leader of the X-Men struggled to hold himself up, but ultimately hit the foyer room floor with a loud thud. Cyclops curled up onto his side, but his opponent reached down and rolled him onto his back, and drew back a fist.

"See, your sonny-boy Cable got lucky," Wolverine said as he came down onto Cyclops's limp body, and placed his fist to the man's forehead. He was savoring that very moment, just before he was about to pop his claws. "And I can't in all of Hell's wretched honesty say the same will hold true for his pops."

"Keep telling yourself that, Logan," Jean spoke passively from behind him. Just as Logan snapped his head to face her, she took firm grip onto his body with her telekinesis.

Wolverine's eyes darted past her, and he saw X-Man had been taken down and was just rising. Phoenix would see other to that, and she flung him across the room and into the rising X-Man like a discarded rag doll.

They both collided and fell, but before he could recover, Phoenix was quick to take hold of X-Man and toss him aside as she approached her new opponent. She repeated to him with fire etching her eye sockets, "Keep telling yourself that."

"What?" Wolverine abruptly growled as he struggled to stand to his feet, blood gushing out from his ears thanks to the woman's intense assault. "That yer husband's gonna be a blood stain on the heel of my boots by the end of the night?"

"No," Phoenix said as she hovered over his fallen form, her head tilted sympathetically and her hip gestured out in preparation for any retaliation he might have to offer, and she explained to him, "That you were ever any match for Nathan."

Logan readied to thrust himself at her with all his strength, but with the wave of her hand he collapsed back into the ground, sprawling out onto his back. There was no way he could break the telekinetic hold she had on him, and she relished in the knowledge.

"You see, Logan... the fire of the Phoenix burns through lies," Jean continued to explain as all their surroundings grew pitch black, and they entered the telepathic realm. There was a flash of lightning, and flames suddenly erupted from underneath Wolverine.

"Jeannie, you don't even wanna try -- AARRHHH!!" Logan suddenly screamed into the endless, telepathic void as the flaming hand then gripped him, it's finger tips sending a searing pain through his entire being.

"The gaze of the Phoenix is like an x-ray tearing through self-deception..." Phoenix went on to say as she descended upon Wolverine's crumbling and convulsing form, a fiery aura flaring all about her body. She met him face to face, and it was then the surrounding darkness faded back into that of the Xavier Institute's foyer room.

"My God," Jean suddenly gasped, and her eyes burned with a sorrow that she hadn't felt in a long time. She reached out to touch Logan's cheek, seeing all that had happened to the man since the Shadow King had taken him. "He's taken away your soul... What things you've had to resort to just to maintain your self-dignity..."

Wolverine swallowed hard as the flames gripping him died down, and he dared to look up to the woman he could never have in tears. For the moment, the Shadow King's hold over him was gone. But it would only be a moment.

"Logan, I want you to try and follow the sound of my voi -- AAAHHHH!!" Phoenix's words died in her throat as a horrific scream pierced the country side. Almost like the cry of a wounded bird. X-Man had struck.

Jean ascended back into the air and twisted violently, flames erupting from her very pores once more and talons of fire forming at her hands as she looked to him. The rage in her eyes almost matched intensity of his.

Just almost.

"You're mine!" X-Man's telepathic voice boomed, telekinetic energy cackling up a storm from his left eye. Phoenix lunged for him, and it seemed as lightning had flared to life from X-Man's hands as they both grappled.

Then, there was an explosion of fire and light, and they were gone from the foyer room.

With Jean's grip over his humanity gone, Wolverine snapped out of the thrall he was under. He slowly began to rise out of the shambles of his fallen conscience, but one man was there to see to it that he would visit that place once again.

And a glare ran off his ruby quartz visor.

X-Man and Phoenix telekinetically shot out of the foyer of the mansion as the battle sprawled out into the sky. Debris slowly fell back down onto the mansion grounds, littering it with what looked like the aftermath of a hurricane.

Nate smiled at his mother, Jean Grey, "I remember when I was compared to you, your Phoenix alter-ego. Finding out it wasn't a cosmic force makes me wonder if that's an insult or not."

"Nate...don't make me hurt you," Phoenix warned as her eyes erupted into flame. She grabbed the psimatar hilt Cable had given her and extended it to full size.

X-Man snickered, "I never understood why Cable thought this thing was cool. It's a glorified toothpick." His left eye glowed brighter than his right. The psimatar was yanked out of Phoenix's hands and into his. He took aim and directed an intensified telekinetic pulse at her.

Jean thrust her hands forward and focused her shield in front of her as the force of the blast poured off all around her in the form of a yellowish-orange haze of energy. It was a torrent of nuclear force that came relentlessly.

Phoenix shouted as she began to strain herself. It was as if she were in the heart of the D'Bari star. And she was.

"Is that what it felt like?" X-Man's telepathic voice boomed through the elaborate illusion he created from Jean's mind. "Is this what you felt when you killed five billion innocents?!"

Phoenix shouted as she now wore the Dark Phoenix costume, "Even you wouldn't understand, Nate! It had to be...ungh...done! I felt a higher power through a connection with the cosmos!"

"You were a pawn of fate?!" X-Man exclaimed. He laughed, "I don't buy it!"

"The M'Kraan Crystal opened my eyes!" Phoenix shouted as she forcibly broke up the illusion. She continued to block X-Man's violent telekinetic storm thrust upon her. "It opened my eyes to infinite realities...where I saw time and time again...the D'Bari star consumed star after star...no matter what planet revolved around it. The B'Dari people were left without a sun and perished -- their fates were sealed, in EVERY reality! I'm sorry it happened, but the task at hand was beyond me. It was five billion or ALL life in the universe! I chose five billion!"

"Heh...when you put it like that," X-Man began as he increased the force, "I still don't care!" Jean was knocked out of the sky and landed somewhere in the woods behind the mansion like a comet. The explosion was small and vibrant...and entertaining. At least, to X-Man. He hovered down slowly for the kill...

From the look of Wolverine's claws, adamantium had been reinserted and bonded to his bones as it had been so long. Scott knew it would be important to aim for the right pressure points that would count the most in battle.

Whether it was spending enough time in the Danger Room to master basic hand to hand combat, or just recalling simple anatomy facts, he was prepared. Logan was the utmost deadly fighter when in arm's reach of his opponents, but if held at a distance he was quite obviously handicapped.

All Scott had to do was keep Wolverine at a distance and against the ropes, with the man's speed and persistence, the X-Men leader's game plan was easier said then done.

"Round two," Cyclops announced as he matched that intense glare that seemed to have return to Logan's eyes. Jean's hold on him was gone like it was never there in the first place, and Wolverine had returned in full force.

"Got that right. Looks like it's just you an' me," Wolverine said with another toothy grin. Cyclops's first attempt would be a fast round house kick towards Logan's temple as the man still sat on the ground.

But Logan could see clear as day that it was a choreographed blow, and he ducked under the kick, then grunted as he sprung upwards at Cyclops, bringing up both set of claws up in wild, though decisive slashes at Cyclops.

"No more wifey o' yers to hide behind!" Wolverine taunted just as he attacked, ignoring whether his blows were connecting or missing. It wouldn't matter in the long run, just his endurance and speed and force, like always.

"I was NEVER hiding behind her!" Cyclops cursed as he ducked and maneuvered around Wolverine's slashes, and he was now facing the man's backside. Quickly, Cyclops flipped open his visor, a powerful optic blast was unleashed into Logan's kidneys. "No matter what you, or anyone else says!"

"ARGH!" Logan cried out as he was sent flying into the staircase and onto his hands and knees. Both of his kidneys ruptured from the intensity of the blast, but he knew they'd heal. He growled a deranged battle cry, and turned back to face Cyclops.

"You'll pay for that one, Summers," Wolverine vowed as he lunged at the man again, his fist and claws drawn back to deliver a killing blow to the throat. But he wouldn't expect what came next.

A focused, optic blast was unleashed at a precise point in Logan's shoulder. He was thrown back by the force, but Cyclops persisted with the blast until a loud crack was heard. Wolverine growled lowly as he fell to the ground.

"The hell...?" Logan muttered as he looked down to his injury. The optic blast had done a more serious damage then he knew, and his right arm and shoulder were both sagging at his side, his arm out of it's socket.

"You always said you could beat me like a redheaded stepchild with only one arm, Logan," Cyclops said as he paced around Wolverine's side, his fists clenched as he took step onto the staircase. Wolverine's eyes never left him, and Scott finally said, "Now let's see you try."

Cyclops's manipulation of his anatomy and unique physiology was something most of Logan's opponents never tried for. The precision Scott took was frustrating to say the least, and he could feel the blind rage starting to consume.

But Wolverine had seen enough and experienced enough in the art of combat to know that in a battle where your enemy knows your weak spots and exactly to connect with them, that such a berserk rage would only be a weakness.

Flipping up to his feet, Logan dashed up the stairs after Cyclops, skipping steps in leaps and bounds. He was sure of the edge Summers had taking the high ground and by taking out his right arm, but if he kept himself aware enough of those disadvantages and what comes from, that awareness would become his advantage.

The left slash came down towards Cyclops's body fast, but in a surprising display of sheer elegance, Wolverine's opponent was up and just above the razor sharp claws in a sudden blur. His body spud around in midair, and his foot came about sharply, crashing into Wolverine's throat and sending him sailing back down the stair case.

Wolverine tumbled back off the last step of the stairs and rolled onto his stomach. He quickly moved up to his hands and knees, ready to continue the fight, until a saggy feeling in his throat suddenly caught up with him.

His larynx had been crushed, and now the Canadian was hard of breathing. A blow to the throat like that would have killed any other man, but Logan wasn't just any other man. As longtime field leader of the X-Men, and comrade to the man, Cyclops knew this, and that was why all the stops were being pulled out.

"You seriously think I wouldn't be prepared for a day like this, Logan?" Scott spat as he descended down the stair case, skipping steps as Logan did. "With all your berserker rages, idle threats against members of this team, and... and Jean..."

A stifled chuckle broke through the dry gagging and puking, and the suddenly it was a full on eruption of cold laughter from Wolverine's throat as his larynx healed in a matter of those brief moments.

"Coulda had her any time I wanted, bub," Logan blurted, and he shot a maddening, blow-shot look towards his opponent, the man he would soon kill. "What can I say, though? Always had a soft spot for the four-eyes."

Wolverine shuffled to his feet and darted towards Cyclops at his usual and intense animal like speeds, but Scott Summers was already prepared. In another leap, Cyclops was in the air and out of the way of Logan's attack.

Not only that, Cyclops had leapt back onto the banister of the staircase and was sliding his way down to the bottom of it, his distance far from Logan's. Wolverine had always been a close range fighter, and Scott knew he just had to keep his distance long enough to put in some more well-placed blows to put him out of the fight.

But Wolverine's ferocity was growing and growing. He had gone into the fight, prepped mentally and physically, with all intents to slaughter the X-Men's leader personally. However, Cyclops was quickly able to turn the tables and Logan knew his rage was making him out to be a fool in this battle.

As Cyclops neared the end of the banister and his ride down it, he crouched down to take hold of the banister's edge and flip off. But as swiftly as he was able to avoid Wolverine's attacks, an acrobat he wasn't.

In that instant, Wolverine had thrown himself down the stairs towards Cyclops in a flying jump kick. While Cyclops came about in midair, those same pair of steel toed boots collided into his face and sunk him into the foyer room floor devastatingly hard.

Cyclops vision went twisted in those few moments as the blunt hit took its affects, and though he was disoriented, one thought was still evident in his mind as he went down. He knew he had to do something before...

*SNIKT!*

The sound of Wolverine's claws popping seemed to echo throughout the ripped apart foyer room. Logan was already upon him, and he couldn't help but flash a devious grin as that torn look of despair crossed Scott Summers's face.

Phoenix awoke when she sensed the sheer luminosity of Nate Grey's psionic presence. She was at least three feet underground. It began to rain and the soil became mud. She dug her way to the top of the crater. Lightning flashed in the background. Something blocked the light, something small.

"Ready to die, mother?" X-Man asked as the rain drops seemed to skirt around his body without touching him. "These are ashes you won't rise from."

Jean struggled to get to the top ground level. Her nose bled heavily from her excessive use of telekinesis to counter her more powerful son. Her hair was full of mud and filth. Lightning flashed again and Jean saw something dark in her preferal vision once more.

X-Man held the psimatar in his hand and watched as it seemed to granulate and blow away as it disintegrated, "I'm going to kill you with my bare hands. I've kept them clean for so long...waiting for the right moment to dirty them up!"

As the taunts continued, Jean crawled out of the crater. But instead of looking at her attacker, she realized the dark thing in front of her was a monolith of stone. A gravestone. Lightning lit up the gray sky again and Jean saw the name on the grave. She saw the date and realized it was...the same as today, just a different year.

She read the name on the grave and her body seemed to catch on fire. In reality, her telekinesis powered up to their fullest degree and her "phoenix raptor" formed around her. X-Man stopped dead in his tracks. Not because of the surprise element, but because he couldn't move. He was held there by a will he and the world did not yet comprehend.

It was the grave of Charles Xavier, Jean's mentor and teacher. Phoenix stood up and wrapped her telekinesis around X-Man. She felt the anger and guilt boil up. It was the exact day in which Charles was murdered, one year ago. His five original students came to gather, not to honor his memory, but to fight...each other. And now the emotional significance of the Shadow King's X-Men attack became very clear.

"Cable was defeated," X-Man laughed as he tried to hide his fear of Phoenix. "My master took care of him quite easily."

"Everyone," Jean called out to her teammates, "it's the anniversary of Charles' death. They attacked us...on his anniversary! Put them down, hard. For the Professor."

"As for you...," Jean said as she walked up to X-Man. She placed her hands around his skull and probed his mind, "You need to stop hanging around these bad influences, young man!"

Within his mind, Phoenix saw Farouk, but that's not what interested her. Shadow King was not directly controlling the Shadow X-Men, Nate was. X-Man was just a psionic satellite of sorts.

Phoenix concentrated...and severed the connection. A domino effect ensued...as the Shadow X-Men regained control of their body and minds.

Cyclops had been skewered through his right shoulder by Wolverine's left set of claws as Jean's message came through, but he was pinned to the ground. He fought back the urge to cry out in pain, but he just didn't have it in him, and Logan soaked it in.

"Tell Chuck that I said 'Hi,'" he said as a dry pop signified his right shoulder popping back into place. Though horribly stiff and still in a bit of pain, Wolverine was able to raise his enabled arm up fast to deliver the blow that would end the fight. "Any last words, Slim?"

"Yeah," Scott groaned. "Tell your girlfriend..." he started to say through gritted teeth as Wolverine's claws neared inches away from his face. "That I said... 'Hi!'" Exerting all of his strength, Cyclops shot his foot into Wolverine's groin and then kneed him in the solar plexus in one sharp and fluid movement.

A sudden gasp exploded from Wolverine's throat as his body grew unresponsive and the air was gone from his lungs. Cyclops was quick to capitalize and used the opening to raise a hand up and click the side of his visor.

There was a wave of red that washed over the Canadian's face, and the force of it bent his neck and skull back into inhuman proportions just microseconds before he was launched through the air and into the ceiling.

Taking a considerable chunk out of the ceiling due to the force of impact, Wolverine's limp body then came plummeting down to the floor under a ton of debris...

Cyclops heaved, taking in as much air as he could as he relaxed his body on the floor for what few seconds he knew he had. Slowly, he started to rise up to his hands and feet, and there was only one other thing on his mind.

"Warren, Bobby!" Cyclops called out as he caught his breath, hoping they were still close enough in the area to hear his voice. "What's your status?"

"Pryde's on ice," Iceman replied irritably as he walked into the foyer and dropped Shadowcat's limp, frost covered form from off of his shoulder onto a pile of rubble. Her face had already started swelling up, having been beaten to a near pulp.

When Scott had caught sight of it, he gave Bobby a disturbed and questioning look. "Don't ask," was all Bobby could say in response to Cyclops's authoritative gesture, and he swallowed hard as he shook his head.

The sound of wings flapping broke the tension between Cyclops and Iceman, and they both looked in the direction it was coming from.

"Wisdom's going to wake-up sore in all the wrong places," Archangel confirmed as he flew back into the foyer from the broken front window, dropping the battered body of Pete Wisdom not far from Shadowcat and then landing on his feet next to Iceman. "I know I sure did, arg..."

"Good," Cyclops nodded and he stood up right with three. He took in a deep breath, and started to turn his head in the direction he had blasted Wolverine in. "Because I don't think Logan's down for the count ye --"

A violent and frustrated battle cry, followed with the loud sounds of rubble and debris tumbling about cut Cyclops off before he could finish his sentence.

With the successive flap of his wings, Archangel took to the air over the foyer room in the instant Wolverine's cry sounded, and Iceman's hands exploded with an aura of freezing moisture in preparation for the oncoming fight.

"Three against one's a safe bet, right?" Iceman asked, shooting a cynical look towards Cyclops, who's visor in turn flashed with a bright ruby red colored energy.

"Not in yer case, Drake," Wolverine's voice came as he crawled out from the rubble he was trapped under, a low growl coming from him with each piece of fallen debris he kicked and pushed off of his frame.

Cyclops readied himself to attack, before he sensed his estranged wife's presence enter his mind.

"Scott, I've disabled the Shadow King's psi network," Jean's voice entered her husband's mind. The field leader of the X-Men looked up, seeing Wolverine readjust his neck and head in their proper position with a sickening crack. "Logan and the other three should be back to their old selves."

"Get Hank," Scott said as Jean's message ended. Bobby and Warren both nodded to him before heading in the direction Hank and Jessica Drew were last seen fighting. Scott called out to them, "We'll regroup at Jean's location in the graveyard!"

Wolverine started to approach Cyclops, still breathing in ragged breaths of oxygen. It took him a moment to realize what was going on, but when it hit him, it all made sense. He narrowed his eyes at Scott, and Cyclops tensed up a bit, considering taking a step back from the man lumbering towards him.

"Err... you are good again, right?" Cyclops asked, raising a brow. Wolverine heaved a bit, grinning to himself as he stood up right.

"Good as I'll ever be, considerin'," he confirmed, and he pat Cyclops on his hurt shoulder. Scott winced sharply as he nearly stepped off balance, and he shot a glare Logan's way as he went to rub his arm. "Let's get goin', Slim. Jeannie and the world both needs us right now."

"...huh?" Nate mumbled. Phoenix looked at boy that would be her son with worry.

"Are you okay?" she asked. Nate looked around and noticed they were in a cemetery.

"What's goin' on?" Nate asked. He gripped his temples and sighed, "Oh God...what did we do?"

"It's okay, it's over," Jean said. She perked up when she heard the rustling of leaves and branches snapping. Cyclops, Iceman, Beast, Archangel, and Wolverine all ran up to Jean and Nate. Suddenly, the rain stopped for a moment.

"Jean?" Cyclops asked as he lightly touched her shoulder. Jean broke into tears and hugged her estranged husband. She saw Wolverine as she embraced Cyclops. He had a strange look on his face. It was almost...sorrow. He knew he couldn't have her, he accepted it long ago. Logan just felt...guilt for almost killing the one man who was solid in Jean's life.

"How'd you do?" Beast murmured to Iceman.

Bobby smirked, "I kicked ass. You?"

"Me too," Beast said. He cupped his hands over Iceman's ears, "I heard Warren passed out."

"Hah, wiener," Iceman snickered as he pointed at Archangel.

"Whatever, Wisdom was out before I was," Archangel shrugged.

"Shut up," Wolverine muttered. It wasn't his normal badass tone, but a sense of frustration with himself. He felt the same way Jessica, Pete, Nate, and Kate did. He didn't like that he lost, much less being used to fight his friends.

Cyclops broke the embrace with Phoenix and took a knee on the ground. The others approached him. X-Man was about to join the congregation, but Wolverine grabbed him.

"Don't, kid," Wolverine said. "This ain't our domain. It's theirs." X-Man shot him a questioning look, but Logan simply shook his head slowly as he stuck out his bottom lip. The two backed away and watched the old team assemble.

Cyclops sighed as the other original X-Men respectfully listened, "Okay, it's obvious we've been having our share of disagreements ever since Charles died...and again after we won against Apocalypse. The world around us changed so much...and we changed with it. We need to stay together, because together, we're unstoppable."

"You're not gonna make us do that 'hands in the middle' thing, are you?" Iceman asked. "I'm just saying this team is more respectable than a cheerleading squad."

Cyclops cracked a smile, as did the rest.

"Aw, now I'm gonna cry," Iceman said. He jokingly stood up with fake tears, "Gimmie some love, y'all!"

"The time for jokes has ENDED!" Shadow King shouted as he suddenly appeared in his astral form, that of a bulked up, shadowy specter. The X-Men, including Wolverine and X-Man, jumped up in shock. "Victory will be MINE!!"

"The only victory you'll be gettin' are the receivin' end of these!" Wolverine shouted as he popped his claws.

"Oh, how wrong you are, Logan..." Shadow King's powerful voice echoed.

With that, Shadow King's eyes lit up with red and everyone was exposed to a massive psi-bolt. Phoenix and X-Man pooled their powers together and formed a psionic buffer zone within the minds of everyone.

"ARGHH!!!" Shadow King shouted in frustration as he disappeared.

"Hmm...," Beast said as he gripped his temple, "he handled the loss quite well. A little sophomoric, but well."

Phoenix closed her eyes, "Oh my God..."

"What is it?" Wolverine asked.

"I don't believe it," X-Man said as he sensed the same thing.

"Quick, everyone!" Phoenix shouted, "Concentrate, I'm taking us all to the astral plane! Maybe together, our wills might help us free him."

"Er...what are you talking about?" Iceman gulped as he and the others were suddenly in the surreal world of the psion, the astral plane. Shadow King stood there with another spirit in his grasp.

"Charles...?" Cyclops gasped. Charles looked at his old students and his eyes widened.

Shadow King laughed, "That's right! In the short time Xavier's essence was brought back from the ether, I felt it...justly poetic that I hold onto him!"

"Don't give into him, my X-Men! I love you all--mmph!" Charles managed to shout before being smothered by Shadow King's body.

"Take him down!" Cyclops shouted. The X-Men attempted to assault Farouk to rescue their fallen mentor, but were pushed back...back into their bodies. They were back in the field behind the mansion.

Cyclops growled as he grabbed X-Man, his son, "Take us back! We have to--"

"Scott," Jean said, "no. We can't. Shadow King...he's got Charles locked up tight. Not even I can get to him."

"We can't just let him stay there and not pass on properly!" Archangel shouted.

"Yeah, we gotta find Farouk and kick his ass!" Iceman shouted.

"He's incorporeal, but...yes, action must be taken!" Beast responded.

"No, Jean's right," Cyclops sighed. "We're not telepaths. There's not much good we can do."

"That's where you're wrong, Slim," Wolverine said as he approached him. "I know Farouk and how he works better than any of you. I'll guide Jeannie and Nate and take them to his lair. He's inhabiting...my infant son he forced Viper and I to conceive. And he's got the Apocalypse Dawn and HYDRA backing him up. There's also a couple factions all over the world attacking strategic targets."

"We'll handle them," Cyclops said as his visor flashed. He looked at his teammates, "What do you say, boys?"

"Oh, it'll just be like before Jean joined the team!" Iceman skipped. "Except...with less fart jokes and more ass being stomped."

Warren crossed his arms, "I'm for it. Want me to call in the board?"

"No, not X-Corp. Not my team, either," Cyclops said. "We're doing this our way."

"Booyah," Iceman appropriately responded.

"We have to go," Logan said as Phoenix and X-Man took flight and grabbed hold of Wolverine as they headed off into the impending shadow war. As the storm clouds moved east, they left blue skies in their wake. However, Phoenix, X-Man, and Wolverine traveled into the darkness.

Cyclops watched the blaze of energy until it disappeared over the horizon, "Let's move out, X-Men!" Cyclops hopped behind Iceman as the two hitched a ride onto a slide of ice. Archangel flew beside them.

"X-Men forever...," Beast said solemnly as he leapt to follow his band of brothers.

JUST THE BEGINNING...

AUTHORS' NOTES

Well, I can't say I've ever felt too much like an outcast, but I can say the Original Five X-Men are characters I can really relate to. Yeah, yeah. They've got their critics for not having shady enough pasts, or pure badass elements implemented in them. But y'know what? Those are the coolest parts, because it's what makes them real.

In X-Men Forever, Brad and I set out to prove that. Sadly, the original story we had planned didn't fit into the scheme of things with David Wheatley, but that was just fine by us. We got to cover all the elements of what makes the X-Men great, and with their Fortieth Anniversary just behind us, you could call this one-shot of ours a momento.

Hard-core action and adventure, sidesplitting humor, realistic drama, and a passion for life is what the X-Men's all about, and we got to cover all those aspects as well as set the stage for the X-Men's future here at M2K. Job well done, in my eyes, and we both hope all of you think so too.

Cory Wiegel
November 8th, 2003

"Liek, OMG, wherez Gambit and Wolverine on the X-MEn?! Lollerballz!"

Er...put down the pitchforks, fanboys. There's more depth to the X-Men than just Wolverine and Gambit (er...and it should be noted Wolverine WAS in this story because he was leading the opposition). Granted, my first exposure to the X-Men mythos was the 1992 Fox animated cartoon. Soon after, I bought my first comic ever, Uncanny X-Men #304. I had no idea what was going on at the time (hey, I was only 8), but just the epic nature of the X-Men themselves as they banded together like a bunch of outcasts to keep each other alive and safe. That familial bond really opened my eyes at my own family...which the bond was in most cases nonexistant.

I fell in love with the X-Men. Yeah, straight up heterosexual love for fictional characters! Ain't it grand?

As my passion for the X-Men grew, so did my need for their backstory. As it turned out, the original X-Men intrigued me the most, just because they set the stage for popular characters like Wolverine, Storm, Nightcrawler, Shadowcat, and Colossus. The original five were all WASPs, and yet they had a richness and diversity that still made them entertaining. Cyclops, the brooding military man. Marvel Girl, the eager-to-learn, powerful-as-hell den mother. Beast, the genius inside the body of a nimble, superstrong ape. Angel, the snobbish brat, yet fearless hero. And of course Iceman, the class clown with a hidden angst. Put them together and it's better than some lame teen drama.

It had to have taken a lot of guts for these five teenagers to fight a bunch of assholes in spandex...as well as wear spandex themselves and LIVE with their crippled teacher. But seriously, they emerged around the same time as the Fantastic Four, Avengers, and Spider-Man. They did things differently and were fearless in the face of a public that hated them. These original five X-Men were pioneers for future X-Men, as well as other outcasts.

As somewhat of an outcast myself, they were pioneers to me. So, telling this story with Cory (heh) was something special to me moreso than just participating in a crossover. The truth is...the O-Five own all.

Represent.

-Brad Horton
October 30, 2003