Earth-717: X-Men Vol 3

Chapter 1: Grey's Anatomy

Several people were waiting inside of a lavish sitting room. The room was elegantly decorated, with red and orange patterned carpeting, expensive furniture sets and even an open bar. A couple of servants in white uniforms moved about the area, performing duties. The guests were all in formal dress attire, with the men all wearing impeccable black suits.

However, there was also one woman amongst the guests. She was wearing a heavily posh outfit, composed of a long, slender black dress and a heavily patterned golden and silver necklace. Her blonde hair was in a fancy updo, and her hands were covered in leather gloves matching the rest of her garb. The most striking thing about her were her bright, hazel eyes.

The woman took a sip from her wine glass as another servant walked into the room.

"Madame and messieurs. Your table is ready. Monsieur Pierce will see you now."

The servant gestured towards the door through which he entered and bowed his head. The guests all started to walk towards the door, nodding at the servant as they walked past. The woman was the last one in the line, and gave the servant a brief smile, which was returned. The guests filtered through the door and down a short hallway that led to a meeting room.

The meeting room was completely enclosed, with no other entrances and no windows. Various pieces of expensive artwork adorned the walls, with the main, circular table being made of Brazilian mahogany. Six chairs were positioned around the table, each one meticulously placed so that the distance between them was uniform.

A blonde man in a suit that matched his peers was already sitting at the chair that was facing the door. He stood up upon seeing his guests arriving. They all entered the room and moved to their designated places. The blonde woman moved towards the chair across from the blonde man. As his guests took their seats, the blonde man smiled. He then sat back down as multiple servants came into the room carrying platters and bottles.

The blonde man's name was Donald Pierce.

Donald watched as the servants placed the plates of food in front of each person at the table, followed by them pouring more wine into their glasses. Once everyone was served, the servants vacated the room, with the last one closing the door behind him. Donald then looked around the table and slyly smiled.

"Welcome, my friends. It is once again time for our bimonthly meeting. I hope the accommodations are to your liking."

The man to Donald's immediate left spoke up.

"You have always been a good host, Donald."

"Thank you, thank you."

Donald then held up his wine glass. His guests all followed suit.

"To us," said Donald. "To the brave men and women who seek to keep the world safe from those who would endanger us all. To us. The Purifiers."

"To us," chanted the guests. "The Purifiers."

Everyone at the table took a sip from their glass. After they spent some time eating, Donald wiped his mouth with a handkerchief. The blonde woman watched as he set his handkerchief aside before putting his hands together on the table.

"Now, to business," he said, before turning to look at the man on his right. "Mister Fitzroy. What news do you bring on your ventures?"

Fitzroy cleared his throat before speaking.

"All good news, Mister Pierce. My contacts within Roxxon are assuring me that our laundering operations are proceeding as intended. Revenues are up nine percent this quarter."

"Good. And what of the propaganda campaigns?"

The meeting proceeded like this, with Donald asking each person at the table about their particular enterprise within the organization. Sometimes the other guests would also interact with the person currently under questioning. All this time, the blonde woman was paying close attention. Finally, she was the only person to not have been spoken to.

Donald looked directly at her.

"Miss Pryor?"

Madelyne downed the rest of her glass before responding.

"Yes?"

"And what of your responsibilities? What news do you bring of your interactions with Trask Industries?"

Everyone turned to look at Madelyne. For her part, she did not seem even the slightest bit perturbed by the newfound attention, and she kept her eyes on Donald the entire time.

"Conversations with Bolivar Trask have been quite productive," said Madelyne. "Production on the Mark Three Sentinels is scheduled to start soon. Testing phase will likely take several months, which is good because we'll need time to establish a new marketing campaign. Plenty of people will still be shaken from the Tampa incident."

Donald slowly narrowed his eyes as Madelyne spoke.

"I'll be having my first in-person meeting with Doctor Trask in two weeks time. He said that he wants to show me one of his special projects, something that nobody outside the company knows anything about. Clearly he trusts me, or, at the very least, is invested enough in our cause to let me in."

Donald nodded in approval.

"You've done well, Miss Pryor. With new Sentinels, we'll be able to make significant gains. Naturally, I can't trust that Senator Kelly will get anything done with his new Mutant Response Division. He's a reactionary, and if he really believes that a police force can deal with this threat, then he's sadly mistaken. But new Sentinels?"

Donald sat back in his chair.

"There's a solution we can count on."

After the meeting was over, Madelyne and the other guests all left the room. They were escorted out of the club and back to the ground floor of the building. Once she was outside, Madelyne took a moment to look up at the moon in the night sky. She then nodded at one of the men who was leaving the building before walking down the sidewalk.

After a minute, Madelyne arrived at public parking lot. She walked up to her black SUV and pulled the keys out of her pocket. Tapping the unlock button, the front lights of the vehicle flashed on for a brief moment. She then approached the driver's side door and opened it. She got inside the vehicle and closed the door.

Madelyne put the key in the ignition and turned the vehicle on. The engine roared to life, followed by the radio. Madelyne took a moment to look into her rear view mirror and check her lipstick, hair and makeup. As she was doing this, she failed to notice a man slowly emerging from the shadows of the back seat.

The man was covered completely in a black bodysuit with synthetic implants. Modular, lightweight polymer armour lined the limbs, chest and back pieces. His face was hidden behind the mask section, which had no discernible features aside from a glowing, cyan visor. It was thin and rectangular, aside from the middle, which slanted downwards in an upside down triangle shape.

Madelyne set the rear view mirror into place, and finally saw the reflection of the blue visor. She looked over her shoulder and screamed as the Sapphire Weapon reached forward and seized her by the throat.


"Wake her up."

Water splashed on Madelyne's face and body, startling her back to consciousness. She shook her head and spit water out of her mouth as she frantically tried to get her bearings. She quickly realized that she was tied to a chair, with her arms and legs fastened with some type of durable but lightweight metal cable.

Madelyne saw that she was in a room, but she could not see the walls or any exits. A single light was affixed to the ceiling, shining down directly on her. She grunted and tried to pull at her restraints, but to no avail. Then, a raspy voice sounded out from the shadows.

"Do not waste your energy, Miss Pryor. I can assure you that you are quite restrained."

Madelyne blinked and exhaled as Sinister stepped into the light. She gulped at the sight of him.

"Who . . . . who the hell are you?"

"Mister Sinister."

Madelyne scoffed.

"The hell kinda name is that?"

Sinister pursed his lips and put his hands behind his back. He ignored the question and started pacing in a circle around Madelyne's chair.

"In these circumstances, my identity is nowhere near as interesting as yours, Miss Pryor. Madelyne Pryor. Thirty years old. Wealthy heiress of the Pryor estate, who has not needed to truly work a day in her life. Only child and an unmarried woman with plenty of time at her disposal. One of the highest ranking members of the Purifiers, which is, for all intents and purposes, a terrorist organization dedicated to the subjugation and eradication of mutants all around the globe."

Madelyne took a deep breath and swallowed.

"So what?" she asked. "That's what you want? Little revenge cause you're a freak like the rest of those mutants?"

Sinister stopped in front of Madelyne and turned to face her. He then knelt down in front of her and stared into her eyes. Madelyne was unnerved upon seeing that his eyes were pure red and had no visible pupils, even up close.

"Firstly, Miss Pryor, I am not a mutant."

"Bullshit."

"Secondly, I do not want revenge. As a man of science, I am above such trivial motives. No, with you, I want something very specific."

Madelyne raised an eyebrow.

"What? Money? Information?"

"Your body."

After a second of silence, Madelyne broke out into laughter. Sinister did not seem amused.

"Gotta say, that has to be the most creative way a guy's ever asked me out."

"You misunderstand, Miss Pryor."

Sinister stood up. He then snapped the fingers on his right hand. The Sapphire Weapon stepped into view, pulling an apparatus along with him. It was a metallic rack on wheels, with an unconscious young woman with red hair strapped to it. A shiny helmet with several coloured tubes and wires attached to it adorned her head.

"This is Jean Grey," said Sinister. "Quite possibly the most powerful mutant ever to be born. Her powers are unparalleled, but she would never serve me. I do possess some means of . . . . ensuring compliance, but in her case, suppressing her mind may undo what makes her so special. However . . . . I have recently started work on a new experiment that could remedy my problem."

Sinister reached out and grabbed Madelyne by the chin.

"You, Miss Pryor."

"What are you talking about?"

"You will be my solution. I will take your body and reformat its genetic code so that it matches Miss Grey's. Your anatomy, your essence . . . . all of it will be rewritten. You will receive her powers, and have a program installed after your creation that will ensure your compliance. The only thing that I cannot rewrite are your memories, but that is of little concern."

Sinister then let go of Madelyne's chin and stepped away from her.

"You crazy bastard. You can't do something like that! That's impossible!"

Sinister chuckled as he looked over his shoulder.

"I have been alive for over one hundred and fifty years, Miss Pryor. Do not speak to me of what is impossible."

Sinister then looked at the Weapon.

"Sedate her and prepare them both for the procedure."

The Weapon nodded. Madelyne then gulped as the Weapon turned to look at her. He was holding a syringe in his hand.


"Initiate P. Project, C. Trial."

Madelyne, now naked, was trapped inside of a two metre tall, cylindrical, vertical yellow tank. The front end was made of a thick, transparent plastic. Struggling to maintain consciousness despite the amount of sedative drugs swirling through her system, Madelyne started to pound on the plastic wall, desperate to escape.

She could see Sinister standing nearby, watching her with a wide grin on his face. Then, a foggy yellow mist started to fill up the air in the tank from the ground up. Madelyne screamed in terror as she clawed at her containment tank. She then watched in horror as her skin started to melt. She felt herself gargling on her own melting flesh as everything faded to nothingness.


"Go."

Sinister was sitting inside of an observation room. It was attached to the same room in which he had left Madelyne tied up in a chair when he first captured her. One of the walls was a one-way mirror, allowing him to look inside of the adjacent room. In the centre of the room, under the lone light affixed to the ceiling, was a bulbous, sickly, yellow sac, about a metre in diameter.

Strands of thick, glistening webbing of the same colour covered it, attaching it to the floor in numerous locations. Multiple tubes implanted in the ceiling sprayed a white mist on the sac, as per Sinister's design. The mist was created to trigger the final transformation of the chrysalis process. Sinister folded his arms and eagerly watched.

The sac started gestating, and eventually began to crease. Splitting open, it emanated a large amount of grey dust and spores upward into the room. A single, fleshy, beige mass, covered in slime and mucus, started to pull itself out of the split in the sac. After a few seconds of struggle, it released itself, pushing into view.

It had long, red hair.

The mass had the shape of a female human, with its naked breasts and stomach in full view. Gelatinous fluid crept down its skin, giving it a kind of unnatural glow. Sticking out its arms, it then pulled a flab of skin off of the place where its face was, revealing itself.

It had green eyes.


"The self-destruct sequence has been activated. Repeat. The self-destruct sequence has been activated. This sequence may not be aborted. All employees proceed to emergency evacuation areas immediately."

As the alarm sounded across the Genesis Camp, an explosion from the outside battle rocked one of the laboratories. The explosion knocked over some of the specimen tanks, including the one that was keeping Madelyne inside. She was unconscious, and was once again clothed, although she had not been awakened since she went through the transformation.

Her body was now completely different. Her hair, her eyes, and her facial structure had all been modified, so that she was now exactly what Jean Grey would be when she was Madelyne's age. As the tank containing Madelyne fell, it smashed into a table that was full of beakers and flasks containing various chemicals.

As the chemicals poured through cracks in the metal tank and seeped into Madelyne's skin, her body melted into a grey, viscous mass. A few minutes later, the self destruct sequence activated, and the entire base went up in flames, incinerating nearly everything inside and around it in a hundred metre radius. However, the heavily durable specimen tank mostly shielded the grey liquid from the explosion, with the outside of it being heavily charred.

As the fires raged, the grey liquid started to move. At first it was only ripples, but then, a humanoid form started to take shape. The grey liquid eventually formed into an appendage with a sharp spike at the end, which stabbed at the containment tank. Tearing it open, the appendage then reformed into an arm with a human hand.

It took several minutes, but eventually, Madelyne had learned to control her newfound power. She reformed all of the liquid and made it solidify. She looked around at the fires burning around her as she was reborn. She looked down at her gloved hands, and then at her clothes, which were now automatically formed out of the same liquid that made up her flesh.

As Madelyne took a couple steps, she saw something out of the corner of her eye. Turning around, she saw that some of the plastic from the containment tank was still intact. In it, she could see a faint reflection of herself.

"Oh, God."

She had a long, slender black dress, with a heavily patterned golden and silver necklace. Her red hair was in a fancy updo, and her hands were covered in leather gloves matching the rest of her garb.

The most striking thing about her were her bright, emerald eyes.