MissKenniGurl672's Note: I've decided to change the plot and story of my X-Men Evolution & W.I.T.C.H crossover story. Because Movie-Brat thinks I should change the plot, because it makes no sense of fandom of being mutants (or mistaken), but it's not a movie theater! So instead of the guardians going to the Xavier Institute they're gonna meet some of the mutants. Hope you guys don't mind of the remake.

Chapter 1: Guardians Meets X-Men

It was morning, and our five heroines, Will, Irma, Taranee, Cornelia, and Hay Lin were sitting on a table inside of their mall as they talk.

"So did you do our teacher's homework for the weekend?" Taranee asked her friends.

"Yikes! I forgot about it!" Will said shocked, "At this rate, I'll never pass his class..."

"Hey, that's not true, unless you moved to another planet," Irma joked.

"Not making me feel any better, Irma,"

"What about you Hay Lin?" Cornelia asked Hay Lin, who was looking a little sad today.

"Oh, yeah, I finished it...." Hay Lin answered sadly.

"What's the matter Hay Lin?" Will asked her friend, "You look down in the dumps lately,"

"I'll be fine," Hay Lin said, "I'm going to the bathroom," The four friends stared at her as she head to the restroom. The girls had worried looks on their faces.

"Is she okay?" Cornelia asked them, "I never seen her this sad before,"

"Except the part about thinking her grandmother betrayed us," Taranee corrected.

"Guys, she's upset because Eric moved away, his dad got a new job in Brazil," Irma said, "It's gonna be while when she's over it,"

"I might have a feeling what she's going through," Will said.

Then Matt, Will's boyfriend came up to them. He sit next to Will.

"Hey guys," Matt greeted.

"Hey Matt," The girls greeted back.

"Where's Hay Lin?" Matt asked, "Is she still upset about Eric moving away?"

"Yeah she is," Taranee answered.

Just then the mall began to shake causing the girls to fell over. Some of the people began to run away because of loud explosions. Just then Hay Lin came towards them, panting,

"Guys!" Hay Lin said, "You'll never believe what I just saw!"

"What is it?" Will asked.

"There's some of kind of fight, but it's werid they have super powers or something!"

"Sounds like trouble," Cornelia said.

"I think we should check it out," Irma said.

"You guys on, I'll catch up," Matt said running off.

The girls head outside but somewhere private so no one cane see their transformation. When the coast is clear, Will takes out the heart of Kandrakar.

"Alright, GUARDIANS UNITE!" Will said as the heart of Kandrakar floats up and glow and the girls transform. After they're done they done poses, each of them.

"Quintessence!" Will said.

"Water!" Irma said.

"Fire!" Taranee said.

"Earth!" Cornelia said.

"Air!" Hay-Lin said.

The girls began to fly over to hear the action is being held at. The girls and what Hay Lin was similar to the fight, a group of teens but something's diferent about it they had powers but different from their's.

Much to their vision it was six against four. In the six team, one had brown hair, some sort of goggles and some yellow and black outfit. The second one was a red head with long hair, green eyes, black outfit with straight green line. The third one had blue fur, white eyes, and a red and black outfit. The fourth one had a brown ponytail, blue eyes, with bluish-violet and black outfit. The fifth one was goth-like who had short brown hair, a white streak in the front, and green and black outfit. The last one was African-American with blonde hair, brown eye, black outfit too.

And the four team one was making some earthquakes, the second was very big, the third one was jumping like a frog, and the final one was running speedy quick. They and the other team was fighting.

"Take this!" the African-American one said shooting some spikes from his arms trying to hit the speed one.

"Ha! Too slow!" The Speed one said mocking him, which caused him to get angry.

The big guy throw a giant dumpster trying to hit the Ponytail girl, but however she phased through it like she was a ghost.

"Is that the best you got?" The girl asked.

The boy with goggles was shooting from his eyes trying hit frog-like boy. The girl used telekinetic powers to help him out, while the goth-like one with the blue-like demon fighting with the boy who had eathquake powers. Somehow, the six team was losing, meanwhile with the guardians they were surprised.

"What are they?" Taranee asked Will.

"I dunno," Will said, "They look like superheoes,"

"Like in comics and movies?" Hay Lin asked.

"Probably,"

"It looks like their losing the fight," Taranee obsvered the battle.

"Should we help them?" Cornelia asked.

"It looks like it," Will replied. The guardians spring into action.

Meanwhile with the battle, it was almost coming to an end as the bad guys were coming towards to the good guys.

"End of the line losers!" The big guy said.

"We could sure used some help, man," said the blue-like demon, but with a soft german accent.

"Then let's be some assistance!" Irma said as she and the girls went in front of them.

"Who you guys?" The frog-like one asked, "Some kinds of flying fairies?"

"We're your worst nightmare, pal!" Cornelia said as she use her powers to create wines wrapping them. Irma used her powers to create a giant big wave washing them off.

"You guys are okay?" Will asked them.

"Were fine," The red-head one said, "But you are guys?"

"Just some allies,"

"Here to lend you a hand," Hay Lin finished.

"Cool," The african-american one said, "Now let's kick some butt!"

And so, the guys decided to team up one another and fight off the bad guys. The boy with earthquake powers tries to sent Cornelia in a hole but with the help of the boy with goggles he blasted him, from his eyes. Then the african-american boy used his spikes to pinned him.

"Looks like, he's not the only one who moved the earth," The african-american one said looking at Cornelia.

"Guess he's not," She repiled with a smirk.

The red head and Will was face to face with the big guy as he throws another dumpster at them. But luckily, the red head one catches it with telekinisics as Will electricute him causing to fell backwards.

"Nice catch," Will said to the red head.

"Thanks," She repiled.

Next with the blue-like demon, and Hay Lin, they were fighting the frog-like boy. The frog-like stick his tongue out and tries to hit the blue-like demon with it but luckily, Hay Lin stops it with her wind causing the frog-like boy fly off.

"Were we great or what?" Hay Lin smiled.

"You were awsome, man," the blue-like demon said.

Finally, Taranee, Irma, with the goth-like one, and the ponytail girl was facing off the speed one but he was too fast for him to hit.

"You girls can't catch me!" The speed one said, "I'm too fast!"

"Ugh!" the goth-like said, "If I could only touch him, I can absorb his ability,"

"Maybe I can help," Taranee said as she takes out a fire ball shoot at the ground, causing the speed one stop, which gives the goth-like one to take some of his ability. The goth-like gets up and moves speedy quick towards them.

"Thanks," the goth-like one said to Taranee.

"No problem," Taranee repiled.

"Forget about this!" cried the boy with earthquake powers removing the spikes, "Let's get out of here!"

"This aint' over!" The frog-like one said to them as he and his comrades began to retreat back to their base.

"Here's a goodbye present!" The big guy. He picks up a giant rock a throws it at the others before he leaves. The gigantic rock missed the others but the rock was heading towards Hay Lin.

"Hay Lin! Look out!" Irma cried.

Hay Lin tried to fly away from it but hits a tree causing her to be unconscious leaving the huge rock able to crush her.

"Hay Lin!" the girls cried thinking Hay Lin was a goner.

But luckily to the blue-like demon teleported towards Hay Lin and picks her up and teleported back before the rock landed on the ground. Everyone signed in relief.

"That was like, totally close," The ponytail girl said as the blue-like creature walks up to the others with an unconscious Hay Lin. Hay Lin wakes up and looks to see the blue-like creature carrying her.

"Um, you can put me down now," Hay Lin said.

"Oh right, sorry," the creature said putting her down, "By the way, my name's Nightcrawler, but you can call me Kurt Wagner,"

"Thanks for saving me," Hay Lin said, "My name's Hay Lin,"

"By the way, were the X-Men," the boy with goggles said, "I'm Cyclops, my real is Scott Summers,"

"I'm Jean Grey," the red head introduced herself.

"My name's Shadowcat," the ponytail girl said, "But my real name is Kitty Pryde,"

"I'm Rouge," The goth-like said.

"Spyke's my name," The african-american said, "But I'm actually Evan Daniels,"

"So what's your names?" Rouge asked.

"Were the guardians of the veil," Will told, "My name is Will Vandom,"

"I'm Irma Lair," Irma greeted.

"My name is Taranee Cook," Taranee said.

"I'm Cornelia Hale," Cornelia greeted.

"And you already know my name is," Hay Lin said.

"So you guys have mutant powers?" Jean asked them.

"I wouldn't actually call them mutant powers," Will said, "Their like element powers,"

"So who were those baddies you were fighting?" Irma asked.

"They were Avalanche, The Blob, Quicksilver, and Toad," Scott explained, "Their members of the Brotherhood,"

"The Brotherhood?" Taranee asked, "What's that?"

"We'll explained everything," Evan said, "Do you know a place we can talk?"

"We can all go to my family's resturant, the Silver Dragon," Hay Lin said.

"Sounds like an idea," Kitty said.

And so, the X-Men and the guardians (Kurt turns holographic image on so no one can see his real self.) head to Hay Lin's family resturant, leaving the mall. Kurt secretly takes a look at Hay Lin, who looks at Kurt. Blushing in surprised, Kurt looks away as Hay Lin does the same thing.

"You know, Evan," Kurt said to his friend, "I think may like Hay Lin,"

"You sure?" Evan asked.

"Yeah, man,"

Hay Lin, heard what Kurt said, smiled. She then turns over to Irma.

"I think I like Kurt, Irma," Hay Lin said to Irma.

"I'm glad your feeling Hay Lin," Irma said.

"Yeah, me too,"

End of chapter...