Chapter Twenty Five: Amazing Friends Part One.

Gwen had to be perfectly honest, she was excited to get some actual practice in. Especially given that she thought that fighting someone with powers was going to just get her own natural abilities better. She smiled at Peter as the two of them stood in the middle of the Danger Room, ready to go head to head.

"So are you ready?" Peter asked Gwen and Gwen gave him a bright smirk and she held her hand up, as the New Mutants and X-Men alike watched the two of them.

"You ask this question every time we're going to have a sparring session with each other and oddly enough my answer is always the same," Gwen commented as she motioned for Peter to come after her with all that he could do. The blonde was ready to see what he was capable of and she knew that deep down he was capable of a lot. That much was for sure.

Peter charged Gwen but Gwen blocked his first attack immediately. It was a simple attack to gauge an opponent. The New Mutants had to watch.

The problem was that Peter's spider sense did not register Gwen's attacks as a threat, which actually proved to be completely useful in training it. There were times where he grew too lazy, and too reliant on his spider sense.

Gwen had knocked Peter back with a kick to the ribs. She knew that he would not really be put down that hard but she got behind him, using his leverage.

"You know, you do like to be on top and in control," Peter managed as he flipped Gwen onto the ground but Gwen kicked him off.

"Just warning up," Gwen said with a bright smirk as she motioned for Peter to come forward and take his best shot. As it turned out, his best shot was only a half shot as he nailed Gwen with a glancing punch.

She landed down onto the ground, smiling.

"Alright?" Peter asked.

"Don't take your eye off the ball, Pete," Gwen said as she grabbed him around the head and plunged him headfirst into the ground. The blonde slid back to the side and got up to her feet, standing her ground immediately.

"Yes, I can see that," Peter said, Gwen had really taken him down right with that one but he bounced back up and they went against each other, again and again.

"So these two love each other?" Lorna asked as she watched and Alison, who sat next to her, nodded.

Peter went flying into the wall but he grabbed Gwen and disabled her next attack, forcing her down to the ground.

"Amazing," Sam said and the other new Mutants nodded as Peter used his acrobatic attacks but Gwen grabbed him around the ankle and managed to use his momentum against him.

"Guess I'm going to have to go for a new attack if you keep seeing that one coming," Peter said and Gwen had nothing on her face with a bright smile as she held Peter down onto the ground and a smile crossed her face.

Gwen took mere moments to readjust her bearings before she looked at the New Mutants.

"So, I think we've learned something today ,powers are useful, but knowing what your opponent is going to do, even before they do it is even better. And there are times where if an opponent does the same attacks, uses their powers the same way, for years, and you witness that, eventually you can see what they are doing and you can defeat them, pretty much blindfolded, and all that."

There were many ahhs and ooohs at that.

"So, you got to mix things up, otherwise you'll be taken down," Logan said as he decided to put in his two cents. Despite the fact that he had been brainwashed for all of that time, he was not going to take any days off. He is the best in the world at what he did. "So, the two of you, seems to be making sure that they know the fundamentals, now it's time for me to teach them how to survive out there."

"Right, I'll make sure to leave this in your able hands," Peter said and Logan looked at him. "Good luck."

"Are you wishing me good luck or them?" Logan asked and there was a second where the smile crossed Peter's face. "Because if you ask me, you should be telling them good luck because they're about to go into the Danger Room, and I'm sure they dumbed down the settings after the last time I was hear."

Scott said nothing but he did think that there were sometimes where Logan put them through hell and back a bit too much.

"Going to try something light today because I'm in in a good mood," Logan said as he smiled. "Level Nine."

That was Level Nine out of about Eleven, which was Logan's preference for Light. Gwen and Peter looked at each other as they said their goodbyes, they had a few things to do.

"I wonder what they're like if he was in a bad mood," Gwen said and Peter smiled at her as he held her hand tight.

"I don't think either of us are going to want to know," Peter said, as he suspected that the New Mutants would be sore in the next morning. Then again, this was Logan's grand return, so who was Peter to deny him.

He had a lead to follow up regarding the Rose, although he slipped under ground, much to Peter's frustration.

Peter looked up, he could have sworn his spider sense went off and he immediately looked around the mansion, but suddenly Gwen stopped him.

"I don't see anything, maybe some anti-mutant protestor that could cold feet," Gwen said and there was a second where Peter held his mouth open and nodded.

"Maybe," he admitted grudgingly and his spider sense left him alone for a while. Whoever it was, they were gone right now.

A lizard crawled on the doorstep of the Xavier Institute, with glowing menacing red eyes as it laid eggs which started to glow with a purplish light.


All was quite at the Xavier Institute, at least until the alarm went off.

"It better not be those Friends of Humanity clowns!" Logan growled as he was about ready to go to town on them.

"No….they wouldn't be so brazen to attack the Mansion after what happened last time," Beast said as he looked forward.

"Why, what happened?" Logan asked and Ororo smiled.

"Trust me, you don't want to know," Ororo said and there was a second where Jean had a bit of a smirk on her face. They would have that awful song stuck in their head for a long time and no matter what, they could not get it out. Until they decided to give up their bigoted ways.

Sometimes the Phoenix Force had a sick sense of humor, she realized that. Jean crossed her arms underneath her chest and made her way.

"I hear thoughts…..but they're really primitive," Jean told the group and Scott, Hank, Ororo, and Logan all exchange nervous looks.

"Sure it isn't some shell shocked rat that tripped the security system or something?" Ororo asked and Jean frowned and shook her head.

"No it's something other than that, I don't know what, but it's something other than that," Jean commented without missing a beat. She was going to head to the front door and she slowly messed with the latch to open it up.

The X-Men braced themselves, it was times like this where they expected some kind of fight scene to happen. However, the door opened immediately, and there was nothing there.

"Okay, anti-climatic," Scott said as he looked up and around. He turned to Hank. "Are you sure there isn't some kind of glitch in the security system?"

"It's possible but I assumed that I got all of the bugs worked out, after the time that the Danger Room went sentient and tried to kill you," Hank said and Scott nodded stiffly with only one statement.

"Yes, I recall," Scott agreed, he hoped to block it out of his memory but it was still there and Logan raised an eyebrow, as if he was questioning it but he figured that it was another story for another time. Which was just as well as Scott did not want to talk about it, if he could help it anyway.

"Look!" Jean yelled immediately as she pointed to them on the ground and they were there, glowing purple eggs.

"I haven't seen anything like that in my life," Ororo said as it had some kind of eerie beauty immediately.

Kitty, Bobby, and Piotr turned up to see what was happening and Kitty stopped.

"Weird eggs lying on the door step….um….are you sure it's a good idea to be messing with those?" Kitty asked.

"Kitty's right, they could be some kind of evil alien chest hugger that could eat your brain," Bobby said with a shudder and Logan turned to him, shaking his head.

"You watch way too many movies, ice cube," Logan said without missing a beat although there was a second where he paused. Something was up and he had no idea what, all he knew was that he did not like it, at all.

He sniffed immediately and one of the eggs burst open. That caused Scott in particular to be started but there was nothing but a harmless looking lizard that was sitting on the doorstep.

"There you go, nothing to be alarmed….AB….."

Scott screamed immediately as the lizard jumped into the air, knocking off his glasses immediately and latched onto his face.

"I TOLD YOU SO!" Bobby yelled as Jean, Kitty, and Logan tried to get the lizard off of Scott's face immediately.

The lizard decomposed the moment that it got on the ground and Scott turned around, with glowing purple eyes.

"Scott, are you are feeling…." Ororo thought immediately and Scott spoke in a sinister, echoing voice.

"I feel great, and you all look so good, that I can eat you all up," Scott said in his voice as Logan pulled out his claws immediately. "Come on, Logan, what's the matter, afraid of something?"

Scott turned around and he vomited onto the ground. Several more eggs showed up, covered in the goop immediately and then they began to hatch.

"Join me, the truth will set you free, join me, and you will be liberated, my fellow X-Men!" Scott said as there was a pulsing of his forehead and his eyes continued to glow purple although he was controlled.

"Get back!" Jean yelled as she tried to keep the lizards at bay immediately and then Ororo caused an Arctic blast to cause them to be put back.

Another lizard crawled on the tapestry and jumped down. Jean could barely block the attack as the lizard wrapped around her face, hugging it!

Logan stabbed the lizards violently as more of the eggs hatched and Jean once again spun around.

"Come on Logan, give me a kiss!" Jean hissed as a long serpentine tongue flickered out immediately and she shoved it down Logan's mouth.

Logan screamed as he was infected by one of the spores and he tried to fight it, but his healing factor was being shut down, and altered, negated. His heart thudded against his chest, as Kitty, Piotr, and Bobby backed off.

"We got to protect the Newbies, I'll hold them off, for as long as I can," Kitty said as she could see that Ororo and Hank got infected as well. She dove right through the floor but she could see that the lizards had spawned like rabbits.

There were glowing purple eggs in a nest beneath her and Kitty looked around, she had no idea what brought this madness here, and shivers flowed down her spine.

'Oh this is going to suck,' Kitty thought as the eggs burst open and the lizards sized her like like she was their next meal.


"We've got a problem," Angelica said and Bobby looked at her like she had grown two heads. Actually that might not have been the best choice of words to use right now with the way things were in the Mansion but the fact was that she was talking something.

"Mildly putting, yes," Alison said as she tried to keep cool. She was used to keeping cool when the pressure was on, she would not have been a fraction as successful if she could not really keep all that cool when the pressure was on.

"Those eggs, I think that we might have to find the source and destroy it," Bobby said but there was a thump on the other side of the wall. "We're the only ones that are left and….."

"Kitty went down there you said?" Alison asked and Bobby nodded.

"Yes, she went down there but I'm not sure where she got up to, her communicator must not be working," Bobby said as he tried to keep cool, no pun intended. That being said, as the senior member of the team, there was a lot that was expected of him to accomplish and he had no idea what to do.

"We've got to have a plan," Angelica said fretfully but Alison grabbed the younger girl by the shoulder and tried to calm her down.

"It'll be alright, trust me," Alison said to her although there was a sense that she was nervous. As far as fighting was concerned, she was about as inexperienced as the New Mutants, although she had picked up a few tricks and some self defense lessons. Going out into a place like New York without being able to defend yourself was just asking for trouble.

Kitty's head poked through the edge of the door and Bobby looked at her.

"Kitty?" Bobby asked as her hood was down. She slowly lifted her head up and then her forked tongue wiggled as she had glowing purple eyes.

"You are the last inside this Mansion, perfect, our spawn will grow through out the world….."

Alison was not even waiting around for any signal, she managed to blast Kitty with a sonic vibration. It mildly agitated her and there was a second where Alison could see that Kitty was back to normal.

"No, no, nice try, but no good," Kitty said as she tried to leap at Bobby but he dodged out of the way. "What's the matter Bobby, afraid I have cooties or something?"

Normally Bobby would be all for an attractive girl shoving her tongue down his throat, although to be honest, he was not feeling this one. Perhaps it was the forked tongue, the glowing purple eyes, or the fact that she was a lizard woman who was going to infect him into a mindless drone.

Angelica screamed ,losing her head and Kitty immediately dropped to the ground, as a blast of hot flames surrounded her.

The brunette thumped to the ground and Bobby, Alison, and Angelica all looked at each other. All of them were completely petrified and afraid to move.

"I don't know what you did," Bobby said and Angelia nodded with wide eyes.

"I don't really know what I did either," Angelica admitted although there was a laugh that resounded from Kitty. Angelica could feel her skin crawl and her arms folded over each other as she let out a pained sigh. "I don't think I did enough though."

"You are nothing but a foolish child, and someone worth of my scorn, worthy of mocking, did you really think that you could defeat me?" Kitty asked as she got to her feet.

"Go, I'll hold her off long as I can, call for help!" Alison yelled as she ducked down as Kitty went after her.

Bobby and Angelica wondered where they could go, as the Mansion was crawling with infected X-Men and New Mutants alike. The two of them made their way forward.

"Call Spider-Man he….."

"Yes, he should be able to get here, he's the one we have the direct pipeline too….although I can't help but think we're going to need an army to defeat them!"

Alison continued to play tag with Kitty, as there were eggs that were pulsing on the wall. The mansion was covered in goo and she slipped and slid around it.

"I'm not done yet!" the blonde mutant yelled as she delivered an ear splitting sonic pulse and the eggs crumbled to dust.

Kitty's eyes widened as the precious hatchlings were destroyed. "Strong, kid, but not strong enough to defeat me."

Kitty knocked Alison back down onto the ground and wrapped her arms around the blonde's head. She tried to struggle immediately but Kitty's long forked tongue slowly brushed across her face and she kept her mouth open.

"Come on, honey, give me a kiss," Kitty breathed hungrily as she had Alison pinned down onto the ground, straddling her.

Alison struggled, Kitty was deceptively strong and now the tongue was almost at the edge of her mouth, about ready to enter. The brunette was about to force her way inside and take Alison for everything that she was worth.

"Get….no!" Alison shrieked at the top of her lungs as Kitty shoved her tongue literally down Alison's throat.

The liplock remained on for a few seconds as Kitty brushed against her. Alison felt the spore injected into her and the more she struggled, the more it went into her body and changed her. She felt a burning sensation and then she was at peace.

"I feel….I see the light!" she breathed as her eyes glowed and the young pop star smiled. "They've went to call Spider-Man."

"Spider-Man, he will be the crown jewel then, yes, a perfect pet," Kitty said as she laughed widely and Alison nodded in agreement, he would be a perfect pet. The two lizard girls walked over and prepared the next stage of their plan.


"Problem, yes, that's a problem," Gwen said as she was now in the new and improved Iron Spider Armor, and they made their way to the Xavier Institute. Gwen was repelling in the armor and Spider-Man swung behind her. The two spiders made their way up to the Mansion and time seemed to stand still where they stood.

No spider sense, not yet, but to be honest, Peter had a sense that there was some kind of foreboding where he stood. The two of them walked forward and Gwen put up her hand, scanning the purple goo that dripped from the edge of the Mansion door.

"It's some kind of residue but I've never seen it in my life," Peter managed and then the door opened immediately.

Spider-Man and Iron Spider stopped and paused but all they saw standing on the other side of that door was Kitty Pryde, who was wearing a pair of sunglasses, with a hood over her head.

"Kitty, we got a distress signal," Gwen said and Kitty looked around.

"Nothing around here, maybe you should come in, to make sure," Kitty said as she lead them through immediately. "The rest of them are in the Danger Room….."

"At three in the morning?" Peter asked.

"Well you know how Logan is, he makes up for lost time," Kitty said.

'Normally I'd buy that but something's up here, I can't…..it's odd,' Peter said.

"The New Mutants, they pulled a prank, that's what the purple residue on the wall is about, you know children these days, never behaving," Kitty said as she walked forward immediately.

Gwen managed to lock onto Kitty's biology but there was something that caused her to nearly jump halfway up into the air with a start. She was not sure about these readings but they seemed to be less than human. The blonde frowned immediately as she looked at Peter and tried to discreetly point at the scanner.

"Through here, I'm sure we'll figure out if the distress signal is real or not," Kitty said and there was something that matched up with what Gwen's scanner was showing. Peter's spider sense started to go nuts.

They were hanging from the ceiling, several pods containing hundreds of eggs and Gwen looked at them.

"Good day, Spider-Man, Iron Spider, welcome to our domain!" Jean said in a creepy voice.

Iron Spider immediately decided to fire, catching Jean and Scott in a sonic net, wrapping them up.

Logan jumped down, his claws extended.

"You know, I'm going to put you out of your misery," Logan growled but there was a second where it appeared that Logan was fighting everything. That was good as far as Peter was concerned, he wrapped his web line around Logan's arm, jerked back, and sent him flying. The feral mutant dropped down to the ground.

"Those things can't hatch, there's enough of them to infect everyone in the city and most of New Jersey!" Gwen yelled as she lifted her arms up into the air and blasted Pixie and Cannonball who had tried to attack them.

"Ah, Spider-Man, how nice of you to join us?" Alison asked as she tried to pull off Peter's mask but Peter used his spider strength to break her grip. "Not going to happen that easy….."

A sonic blast had destroyed several of the eggs.

"My babies, my precious, precious, babies!" Kitty yelled and Gwen grabbed her and hurled her into the wall. "You will be a part of this world, whether you like it or not, Gwendolyn Stacy."

"Snap out of Kitty, you are stronger than this," Gwen said and Kitty phased her hands through the armor plate of Gwen's armor, causing her to scream out in agony.

"Yes, I am stronger than that, and soon you will be stronger too once I have opened your eyes, just like mine have been opened….." Kitty started but Spider-Man pulled Kitty out of the way. She slipped through the floor and Spider-Man looked around.

She grabbed his feet and held him into the ground, as Alison and Rogue grabbed him immediately.

"Time to remove the mask, Spider-Man," Jean said as she smiled a smoldering grin. "I shall do the honors."

"No, I want to do the honors!" Kitty shrieked as she got up out of the ground.

"No, I want to do the honors!" Alison argued and this allowed Gwen to jump forward and knock all four X-Females down to the ground.

"Do I want to ask what they were arguing about?" Gwen asked as she helped Peter up to her feet. Her armor was on the fritz and she spent weeks trying to get it working which made things all that much more frustrating. The blonde shook her head immediately and there were the faces of Iceman and Firestar on the other side.

Firestar mouthed "this way" and Spider-Man made his way forward.

"Sonics worked on the eggs, maybe it would have worked on them," Gwen said as she staggered back a little bit and Peter nodded.

"Worth a shot, better than being eaten or whatever they want to do with us," Peter said as he had no idea what was going to go on right now, other than the fact that there were some dangerous people after him.

Gwen managed to hold them off with a sonic attack, but that caused her armor to break apart either.

This was enough to get Peter out the door but Gwen was grabbed from behind by the infected.

"GO, GET MORE HELP!" Gwen yelled as she picked up a wrench and nailed someone in the face with it, but more of the eggs, the ones that she could not destroy, began to burst open.

"We better…." Firestar said as they managed to get the roof open and flee the garage.

Gwen felt herself dragged underneath the army of alien lizards and infected X-Men as Peter watched in horror.

"We'll come back for them, we'll come back for them all," Iceman said in a surprising serious tone and Peter nodded, not trusting himself to say two words.


"Well, communications are down," Peter said in an exasperated voice as they just barely managed to escape the Institution.

"I figured out that much," Bobby said as he shook his head and once again, he could feel a sense of hopelessness wash through his body.

"They seem to be a bit weak to intense heat and sonics, at the very least," Angelica said as she pushed her mask off and her red hair fell back, hitting her in the face. Her sigh was long and extremely prominent.

"Not to mention extreme cold, Storm managed to chill them out with an Arctic blast," Iceman said and there was a moment where all of them were silent. They were pretty much all thinking the same exact thing, at least they all thought that they were thinking the exact same thing. The group all looked mostly content all things considered.

"So are you thinking what I'm thinking?" Angelica asked as she tried to move.

"If you think that we're not going to be able to get back into the Mansion without getting eaten alive then I think that I think that you think that….."

"Don't try and strain your brain now," Firestar said and Spider-Man looked forward immediately. He could see that Gwen had made a noble sacrifice.

"If it makes you feel any better….."

"She's not dead, she's worse, she's another puppet," Peter said and he could not help but believe it. He sensed something was wrong leaving the Mansion last night, his spider sense went haywire but in typical fashion, he decided that it would be a good idea to ignore the signals that the body was giving to him. Despite all that, it cost him, big time, it cost him, really big, a really huge time but he supposed that he should not be crying over spilled milke.

"Any luck?" Firestar asked and Peter looked at her. "Right, if you had any luck, you would be jumping for joy and we wouldn't be as miserable as we were out here."

"They could come after us, although I don't think that they are strong enough," Peter said as he managed to try and link up to the scanner of Gwen's gauntlet that he picked up. It had viable data that he picked up from Kitty. "We'll see if I can find a way to reverse the curse, before its too late."

There was silence between the three of them, as they regrouped and knew what they had to do. Without the proper data, they could not get things done. They had to find a way to safely remove the spores without killing their friends.

That was something that took a lot of time and Peter thought that time was running out. He was trying not to make this too personal but at the same time, it was getting extremely personal.

To Be Continued.