The volume of children's screams exponentially increased as the elevator door opened. Markas was prepared for whatever was out there. The team stepped out of the elevator with Isaac taking the lead. Several children looked up at them longingly as if to so say, "help us!" The sound of crackling electricity could be heard from only around the corner.

"Over there!" Isaac pointed out simply. They began to advance but before they could turn the corner, Lisa's emergency phone went off. It only went off when there was an injury on the mansion grounds. Usually it was when the younger boys were climbing trees and one fell out and broke his arm, or when someone fell down the stairs and cracked their head open.

Why would it be going off now? He wondered. Lisa's face portrayed the same expression. Still she lifted the phone from her belt and flipped it open.

"Hello? Oh no! Where are you? Okay! No I'll be there! I'll meet you there!" she hung up the phone and looked at them all with determined apology.

"Beast is hurt and they want me to meet them in the hangar. They say it's an emergency," even if the three of them told her no; Markas knew she'd go anyway. Not that he minded, Beast was hurt and she was the only one who could help him.

"Go," Markas waved her on. They would be able to get along without her. Now they just had to hope that none of them got seriously injured. She returned to the elevator. Markas watched as the doors closed and the sound of her descent rang out. There was no more time for delay.

"Let's go," Isaac blurted. "Let's get em!" The turned the corner together and saw a tall, thin, Asian man zapping one of the children. He wasn't doing it to kill the boy, just to tease him cruelly. Markas wanted to do something but he instinctively waited for a leader's command.

"Hey!" Isaac said suddenly stirring a strong current in the hallway, not enough to do damage but enough to change the atmosphere a little and get someone's attention. The Asian man turned and looked at them, his eyes wide with amusement.

"You think putting on those suits makes you X-Men?" he jeered.

"Get out!" Markas piped suddenly.

"No," he mocked. "I'm having too much fun!" He began to shock the little boy again. Markas recognized him, but the name had escaped his thoughts. He was scared out of his mind…that much was for certain. Markas wanted to blast the guy's mind with a psychic onslaught, but according to the way he'd been trained, he was to wait for Isaac's orders.

With a dramatic hand gesture, Isaac conjured a gust of wind powerful enough to knock the man back, into the wall.

"Run!" Isaac yelled to the little boy. He wasted no time to comply. Now, it was just them in the hallway, facing their enemy. Now Markas saw what Isaac was trying to do. He was trying to get the boy away from his grasp.

So he'd not a complete moron, Markas thought sourly.

"Is that all you can do? Make little gusts of wind? What do they call you? Wind Boy?" the man continued to taunt them, still not making an attempt to strike them, as if that was what he was supposed to do.

"Actually, they call me Vortex. I bet they call you Queer Lightning!" Isaac was having as much fun as the intruder.

Isaac, that's enough. If he's not going to leave we need to make him leave, Markas telepathed him.

Isaac glared at Markas for an instant, as if to tell him to keep his thoughts to himself. The Asian man laughed, though clearly not amused by Isaac's comeback.

"It's Zeus, boy," his fists suddenly crackled with lightning. Markas could tell he was much more dangerous than he was letting on.

"Enough talk! Get out or we'll have to throw you out!" Isaac barked. The Asian man took a fighting stance, gathering more electricity to himself and stood his ground.

Isaac conjured a whirlwind around Zeus, vaulting him in the air without warning. Even spinning around he was able to send a bolt of electricity back at Isaac. Markas put up a telekinetic shield only around Isaac, and just in time. Isaac inverted the winds and plummeted Zeus to the floor. With an under-gust follow up he was thrown into the air again.

"Stardust!" Isaac gave her the order to attack. She showered Zeus with countless 'sparkles' propelling him into the wall behind them. He hit the ground with a thud but wasted no time getting to his feet again. He dusted off imaginary dirt for show, smiled and looked at them.

"So you have some skill…not enough," there was a sudden bolt that sailed harmlessly over their heads into the heavy chandelier above them.

CRAP!

Markas used his power to push the wait of the chandelier behind them, only to be launched backward as he had no doubt been hit with a bolt. His body flew back faster than the chandelier as he sailed underneath it and watched it land in front of him. He didn't slide as he hoped but rolled and jostled down the hall until he came to a stop hitting a wall.

His ears were ringing and he could taste the fillings in his mouth. There was a little blood in his ear, he discovered, sticking his gloved hand into the canal. He couldn't take anymore time assessing his wounds. Courtney was trying desperately to keep the lightning bolts from hitting her or Isaac. Isaac propelled his body toward the attacker as if to air tackle him.

IDIOT!

His body bounced away on into a wall. The hard wood gave way and there was an impression left where Isaac's body hit. He tried to get back to his feet but was pinned by an onslaught of electricity. He cried out in pain and frustration. He wouldn't be able to fight under those circumstances.

Stardust tried to hit him with her 'sparkles' but he was now using extra streams of electricity to cancel the attack. Markas had to do something. He looked and saw a heavy iron vase that was on a stand for decoration in the hall. He didn't stand, but sat up to get a better view. With his telekinesis, he lifted the vase and centered it in the hall. With all of his psychic might he hurled the vase towards Zeus's head.

The metallic ping that followed was to Markas's satisfaction. The flow of electric currents from Zeus ceased for an opportune moment. Courtney gave a barrage of 'sparkles', blinding and bewildering him. Isaac was up in a flash lifting him up with a powerful wind. Markas ran to rejoin the ranks.

Airborne and suffering the burn-shocks of Courtney's 'sparkles' they need a finishing blow. Markas saw the large window to their right.

The window! Keep him at bay and help me shoot him out!

They only thought their agreements but it was all Markas needed. Markas used his telekinesis to move Zeus's body, which was now surging with electricity. It was to no avail; Courtney's marvelous 'sparkles' canceled the attack. He screamed with bloody fury. They had him afloat before the window.

"Now!" Isaac commanded. In unison they all did their part. And so Zeus went threw the window and out of the mansion with a crash. They heard the rustle of leaves and branches, as he no doubt hit a tree on the way down. Markas peered down the window and looked at his motionless body. Curious, Markas reached for his subconscious psyche. He was alive. Markas was glad they hadn't killed him. He wouldn't be getting up anytime soon however.

Markas reached out with his mind to see how the others were faring against the other intruders.

"Shield!" Serena yelled suddenly. Knowing her and her power, Palisade wasted no time putting up a barrier large enough to encase all three of them. It was just in time too, as a brilliant beam of concentrated light stopped dead on its tracks upon meeting the barrier.

That was close.

The light dissipated and at the end of the hall was a tall, young Asian man dressed in black. His expression was grim and unchanging. Jake began to step towards him, with the girls one step behind him. He'd be ready to throw up another shield at a moment's notice. With Serena's power she'd know right before it happened so he was pretty confident he could do it.

"Alright girls, let's do what we do best!" he said. Druida suddenly morphed into a strange, dark cat-like creature. Jake had seen the morph before. When Druida was in that form she was lightning fast. They'd actually clocked her moving around eighty-three miles per hour at top speed. She could also reach that speed in about seven seconds. There was more than speed. The cat had unnaturally long fangs and claws and red eyes to make it scary. A force to be considered.

"Get him!" Jake motioned. He made a shield right in front of the intruder before he could make another light beam. The translucent pink semi-sphere worked well enough. The beam of light didn't escape his hands. Confused he stopped using it. Jake let it down as Druida dove for him. She successfully pinned him under her slender, strong, cat body.

That was easy.

The boy's body suddenly became entirely light. Instantly he was out from under Druida's grasp and on his feet beside her. He dealt her a kick to the chin. The cat form lifted up in the air. She reared back on two legs, struggling to get balance when he hit her with a beam of light. She smashed through a glass table, skittered across the floor and morphed back to her human form involuntarily. She lie there, bloody and unconscious. Jake tried to react and put up another shield but in a flash of light, the attacker was behind him. He felt a kick in the lower back. Now the attacker was instantly in front of him. He felt his neck being clothes-lined as he fell on his back.

Pain riddled his eyes and body as violent light overtook him in mighty pangs. He could feel the skin on his face begin to burn. He shielded his face with his arms. Helpless he began to worry that he wouldn't be able to protect Serena. He lay under the rays of light…trying to bring up a shield. He was unable to focus because of the pressure and pain. He was completely helpless.

"HANG ON, HANK!" Storm clasped his hand desperately. His eyes were rolling around aimlessly in his head, as if at any moment he would slip away. He looked at her and smiled. It took every bit of energy he could muster.

"I love you…Ororo. I want you to know that I…"

"Save your strength. You're gonna make it! Lifestream is gonna fix you, baby. It's okay," she pleaded. He only held her hand tired and held his stomach with his other hand.

She looked him over. His once brilliant, beautiful blue fur was now matted with red-brown blood. He was losing more of it by the second.

"The mansion's in view," Jubilee encouraged from the cockpit. "We're almost there, Blue. Hang in there!" She could barely feel his weak pulse over her heart pounding in her body. He closed his eyes and lie back. His breathing became irregularly spastic. He was struggling to stay conscious and alive. He coughed a little and some blood came up with it. With his eyes wide open, his mouth agape, Beast breathed his last breath and died.

"NO! PLEASE, GOD NO!" she screamed her prayer to the silent heavens as the tears streamed down her brown face. She held him tightly. They had just landed in the hangar. The ramp had come down and Lifestream was bolting up the stairs. She came in and realized she was too late. He'd already died. Her power would not work on someone whose heart was not beating. Suddenly, an idea came to Storm. It was crazy but it just might work. Lifestream had already fallen to her knees in tears, no doubt blaming herself for what had happened.

Jubilee offered a comforting hand on Storm's shoulder, as if to help her mourn.

I'm not giving you up yet, Henry McCoy! I love you too damn much!

She sent a shock of electricity through his body in attempt to jumpstart his heart. To her desperate, and eternally grateful surprise, he revived on the first attempt. She'd been willing to try it more than once but this was fortunate.

"Ugh…" he gurgled. She knew he would slip away again.

"HEAL HIM!" Storm pleaded with Lifestream. In a stupor she stretched her hands over his body and began to work her miracles. Storm watched as the wounds began to close up. She knew that the lost blood would be replenished as well. In a matter of a minute or so, Beast was healed. There was still blood crusted in his fur, but it didn't matter…he was alive. She held him tightly, and thought she just might never let him go again.

"Don't you ever die on me again!" she said, the tears still flowing. He embraced her back.

"As long as I have you around to give me a jumpstart, I should be okay," he held her tightly. He let her loose long enough to grab Lifestream and pull the shy girl close to his massive form. He nuzzled her close, with tears in his eyes. "And you, I owe you more than I could ever repay. You've given me a second chance I could have got nowhere else.

"You're welcome. I'm glad you're okay," she said shyly returning his embrace. This was one of the most bittersweet moments Storm had ever endured. They all got a turn to hug the big blue teddy bear now that he was okay.

The bliss was cut short when a telepathic message resounded in their heads.

Guys, the mansion is under attack. The cadets are fighting them off. The rest of the Brotherhood is here. They are going to try to hijack Cerebro!

It was Jean. Storm knew that the leader of the Brotherhood was a psychic. Cerebro, in the wrong hands would bring a doomsday of problems. There was no time to enjoy any R and R. They had another battle to fight.

Beast let loose of Storm and Lifestream and rolled backwards. He used his hands to flip himself twice in the air. He landed soundlessly on his feet and hands in a gorilla-like haunch. He was obviously good as new.

"Alright! Let's round up the rest of the posse and take care of our next nuisance!" he said bubbling with new energy. Storm couldn't help but laugh. Her smile faded with Jean's next message.

Lookout! There's someone in the hangar with you!

Before Jean had finished her thought, a tiny prick hit Storm's neck. She instantaneously fell limp to the floor. She heard other bodies dropping around her. She used all of her remaining strength to pull the barb out and looked at it. It was small, pointed and hollow. Whatever was inside if was now swimming through Storm's bloodstream. The way that it was shaped it almost looked like a fingernail.

Exus!

She saw a long slender leg step over her body. She gazed up at the towering woman. Her hands were at her sides and she was missing four fingernails. Storm watched in bewilderment as they grew back quickly. They were not normal fingernails but were the poisonous barbs that had incapacitated them.

"You guys make our work so easy," she said and she disappeared from sight. Storm could still hear her boots clanking against the jet floor. They were subject to whatever she was about to do to them.

Cyclops couldn't see anything but he could figure well enough what was going on. There was someone in the jet and for whatever reason, the rest of the team couldn't move or talk. He'd heard all of their bodies hit the floor with consecutive clangs. He knew the Brotherhood well enough to figure that it was Exus, the poisonous princess, as she was also called. She must have hit them with one of her paralyzing barbs. Why hadn't she hit him?

Because I'm blind right now!

He couldn't take his visor off and he couldn't use it. He had to do something, fast! He felt around and found a screwdriver. He could try to stab her to death with it but by the time he found her she could bombard his body with poisonous barbs. He had to think of something.

Gold…it's brittle!

He turned to the right and began to stab at his visor. Sure enough, the gold began to give way. If he dug deep enough he break off enough of it to get a clear path for his eyes. He hacked away being only careful enough not to gouge out his own eyes. He saw light to his left suddenly, he was careful not to look directly out it, for his optic blasts would sure escape. He did note it in his peripheral vision. He could see the hole getting bigger as a chunk of gold hit the floor with a clank.

Damn it!

If she saw what he was doing she would just hit him with a barb and it would be for nothing. To his frustration, he heard footsteps coming closer to him. He hacked with all his might, gashing his eyebrows and the bridge of his nose.

She grabbed his arm and he closed his eyes, dropping the screwdriver. He felt his body go limp as she stuck him in the neck with a barb. He'd be paralyzed in seconds, but she'd made the mistake of revealing her exact location to him. He turned his head up and towards her, opened his eyes and saw her for only a split second. He had whittled away enough of the gold to hit her with a pretty powerful blast and pointblank range. The top of the X-Jet gave way and he closed his eyes again. She was vaulted out of the X-Jet and he heard her body hit the hangar floor with a horrible thud.

She'd be lucky if she survived the blast, let alone the fall. There was nothing more that he could do now, though. He'd been hit with a barb. His limp body slid out of his chair, his head hitting things on the way down. When he finally came to rest, he could only sit there and be glad she didn't have enough time to kill any of them.

Caleb looked down at his suit. It was hidden under his bed, spread out so as not to wrinkle. He pulled it up and held it closer. Looking through the shambled wall he saw his reflection from Isaac and Jake's mirror. He walked through the room and over the debris. He was surprised a shard of wood or drywall hadn't broken the mirror. He held it up to him and looked in the mirror. He could hear the sounds of a fight going on from just around the hall.

No! You're too dangerous and you know it! But they need help! What do I do?

A ferocious battle raged in his mind but you'd never know it by looking at his face. It was completely expressionless.

He could hear Serena screaming from just around the corner. They needed help. He threw the suit on the bed and began to disrobe, his decision made.

God, please be with me. Don't let me hurt anyone I love.

Now Serena was pinned under the light. Palisade couldn't do anything to stop it either. She was being hurt and he couldn't even concentrate enough to make a shield. He'd tried several times but to no avail. There was only heat, sweat and pain right now. He could only cry out in agony and frustration.

It ended as suddenly as it had come upon him. He turned his head to see Caleb, suited up in his X-Men suit. His hands were outstretched as if he'd let off one of his booms as he called them. Jake spun his head one more time to see the attacker had flown through a wall. He lay still on the floor in the next room. Jake pulled himself to his feet and offered a hand to help Serena do the same. Caleb went over to Mereani to see if she was okay.

"Thanks, Caleb," Serena said touching her reddened face. "We thought we were toast!" she tried to make a pun out of it but it wasn't funny. Talk like that was only funny in comic books, Jake decided. There was a long pause as Caleb picked up Mereani's tall figure and held her in his arms. He was going to carry her to safety. He stared at them, with a smile he seemed unaware of.

It was the smile of someone who's just save the day.

"Call me Shockwave," he said. Jake smiled too. He hadn't really liked Caleb all that well until that moment. At that moment, Jake thought Shockwave would make a great addition to the team.

"Welcome to the X-Men," Jake said. He knew that he had no say-so whatsoever as to whether or not Caleb would get to be an X-Cadet like them. That was up to Jean and Scott Summers. Either way, for the moment. He was on Jake's team.

Isaac and his team came around the corner suddenly. The look on their faces told the story of victory. Isaac and Markas's hair was wild. It looked as if they'd stuck a fork in a toaster and kept the hairstyle.

"Lovin the hair," Jake said, trying to bring some lightheartedness to the table.

"How'd you do?" Markas asked looking around. Jake pointed to the Asian man's body. He laid there, completely still. With as hard as Caleb could've hit him, he's lucky he didn't kill him. "That good? Us too."

Markas made his way over to Caleb, who'd set Mereani on a recliner. She was awake now, wounded but fine. He recognized that he was suited up as they were, and it was his handy work that had stopped the attacker.

"I knew you'd come around," Markas said, giving his cousin a playful punch in the shoulder.

"I just needed a push in the right direction," Caleb said with a grin. He suddenly dropped the expression and looked away.

"I'm sorry," Markas suddenly apologized.

"Don't be. I just needed a push in the right direction," he scooted his boot across the wood floor.

"Well Caleb, welcome to the team," Markas said, extending a hand.

"Call me Shockwave," Caleb said his name again. Jake liked it. It was quite appropriate to his power. The booms were like violent shockwaves…hence the name…yeah he got it.

"Guys! We just had our first battle—and won! We're X-Men now," Courtney brought herself closer to the circle.

"Yeah, some of us have wounds to prove it," Mereani sounded from the recliner.

"From here on out…we don't use our old names anymore. We're X-Men," Jake half-suggested-half-commanded.

"Yeah, X-Men," Markas threw his hand out in front of him and motioned for them to do the same.

"X-Men," Caleb nodded throwing his hand on top of Markas's. Mereani got out of the recliner and threw her hand in.

"X-Men," she repeated. Jake was next, then Courtney and Serena. Isaac rolled his eyes, as if he were repulsed by the idea that they were doing something so childish. He conceded and threw his hand in.

"X-Men," he said in close. They were all there, save Lifestream.

"Where's Lis…I mean Lifestream?" They left their hands in the middle.

"She's healing Beast…he got hurt," Isaac said.

"Oh well…we we'll have plenty of times to act like dorks and do this again when she's here," Jake pointed out.

They stood their, smiling, laughing. They were completely unaware of what lied ahead of them.

Mindflare walked down the hall of the Xavier Institute's subbasement. His team was completely contained and he walked alone.

None of that will matter in a minute.

"Not if I can help it," sounded the last voice he'd hoped to hear.

"Jean…long-time-no-see," he gave her mock politeness. She was standing outside Cerebro's entrance, guarding him from going any further.

"I'm going to give you one chance to turn around and go home. GET OUT!" she shouted sternly. He looked her over. She was a magnificent woman. Tall, athletic, with flowing red hair and brilliant emerald green eyes. It was a shame that he was going to have to mar her up in only a few moments.

"I'm taking Cerebro. I'm getting this long-awaited inevitability into motion. Don't stand in my way. I will defeat you," he warned.

"I think not," she said cockily. Under most circumstances, she would normally school him. He knew that she was afraid to use the full extent of her power. She had to keep the Phoenix at bay. It scared her not to be in control of herself. Knowing she wouldn't push herself would give him an edge.

Both of them let out a brutal telekinetic wave. The waves met between them. They fought to hold their ground. The battle had begun…Mindflare, the master illusionist and psychic versus Phoenix, the formidable telepath and unequalled telekine.