X-Over: I don't know about any of them just yet, and I would mostly base those characters on the comic versions not the movie ones.

Emerald Knight1: Yeah I thought he should still be Spider-Man if he had to join, it just wouldn't be him if he didn't you know.

orkoad2000: Well I tried to read the stories you sent me but it was kind of hard to make sense of because I couldn't tell what order to read them in, so I stopped. As for the site I don't think it works anymore, plus the damn volume on it nearly gave me a heart attack.

Oceanbang: Yes they are plus even closer as time goes on.

Sparky Genocide: Yes he will, especially since Magneto already has a fire wielding psycho on his Acolytes he doesn't need an electric one too, plus he's within striking distance of Peter in Bayville.

EvilWhiteRaven: I wasn't sure at first if that was you, well I do have plans for him and one of the Brotherhood girls. (Wanda hasn't been introduced yet but Tabitha is there) Oh yeah I have heard of a guy named Raven, he was a wrestler does that count?

Red Witch: Well ultimately yes, but you were close, you'll see in the next chapter.

CrazySpirit123: You're welcome, and thanks.

The Uncanny R-Man: I think a lot of people would agree with you one the Peter/Rogue thing, and here he is I hope you like my take on him.

SPIDER-X

CHAPTER 12: MAX DILLON


L.A. CALIFORNIA

He was in his room as usual working on his latest school project. He was Max Dillon a seventeen-year-old high school student in LA. He had average features except for a slightly strong jaw line and blond hair that was short but thick. He lived in a modest apartment with his so-called father.

His mother had left them years ago, and it was just his alcoholic loser of a father that 'took' care of them. Mainly that meant that Max had to get a part-time job just to pay for the food he had to eat because mostly his father was either drunk, hung over or just sat there watching TV.

His father was a real mess. He was balding and had an enormous beer gut on him. But he was also a large man and could easily throw Max into a wall, he knew from experience. He didn't blame his mother for bailing on his father, on him however well that was another story.

Max hated the man, he was always pushed around by him and others a school. Everyone told him he was a weakling, and a loser. He hated them all for it, sufficed to say he had no real friends. But that didn't matter to him really, he may not be a jock, or popular but he was smart. Especially when it came to electricity, he was a genius in that field of study, and he loved every minute of it.

Even though it was still the 'winter' vacation, or as winters got here in California at least, he still wanted to get his invention done for the science fair ahead of time. He was just finishing up on his desk in his room.

On it was a complicated looking device, with gauges, switches, and dials. There were two coils on the side of it and a large cylinder in the center. It was his best work ever, a device to harness lightning into a portable power source.

There was a lighting storm for tonight so he was hurrying to complete it in time. He cheeked it over and found it was perfect. He picked it up and also a bag with a shoulder strap with a few other things he would need and left the apartment, apparently the old man was passed out on the chair so he wouldn't get yelled at.

He made it to the place he had picked out. It was a tall building he worked at part-time. It was a radio station with a transmitter on the roof. The roof also had a lightning rob on top so the tower wouldn't get hit by lightning, which was why it was so perfect.

"Hey look who's here." Max groaned he had hoped he wouldn't have run into him today. "Well if it isn't Maxy." He hated when he called him that, and he knew it too.

Max turned to face his tormentor, Trent. He was the son of the station owner, so he had a job there too, although all he did was slack off and couldn't get into trouble for it. He was also a large jock and captain of the high school football team at his school. He also loved to pass the time making Max's life miserable.

Trent walked up to him, Max was slightly glad that the other jocks weren't with him. He grabbed the device from Max easily. "What's this? Looks important." He said to him.

"Give it back!" Max said to him.

Trent grinned at him. "Sure, oops." He dropped in on the ground Max was horror struck. He quickly bent down and picked up the loose pieces that came off. "Oh well, I bet it wasn't going to work anyway." Having his fun for the day he walked off laughing. Max picked up the device and the few pieces and glared at him with pure hatred.

"One day I will get you for this, for everything. One day I will be the one with the power." He said with pure venom in his voice. He carried his project to the roof since he had a key to get up there.

He also had gone to the maintenance room to try and repair his device. He hoped it would work, if it was fried not only would he be set back two months of work, but he doubted he could make a new one in time for when school started again. He hooked it up just as the sky began to darken. He felt the small pelts of the first few drops of rain.

He had also picked up a raincoat from storage when they had to do work on the roof in case of rain. After ten minutes of rain the lightning started. The wind was stronger then he had thought, but that didn't matter he only hoped he didn't have to wait for the lightning to strike too long.

Then to his horror the device was moving under the winds. He hadn't planned on the winds storming like this, and had only attached it to the lightning rod by the jumper cables.

He rushed over with his bag to the device grabbing it. He placed it against the large lighting rod and took out some duct tape to strapped it down with. He knew it wouldn't hold for long, but maybe that was all he needed.

He had already wrapped the tape around it twice when a sudden flash caught his attention. He saw it all happen in slow motion. The lightning hitting the rod, and the device activating gathering the energy quickly, but then something went wrong. It started to smoke and suddenly there was a great eruption of energy.

The last thing Max remember seeing was the device spitting out lightning at him, his hands were on the coils on either side of it gripping it from the electrical charge raging through his body.

He knew he screamed out in pain, but he couldn't hear it, mainly due to another lightning bolt striking the rod and ultimately him through his device. He could feel the electrical maelstrom razing his body.

He knew that he was dead, that no one could survive this, but another part of him was in sheer awe of the power of it all. He had never known real power, and this was it. This was pure power that was killing him, in a way he felt honored to feel it before the end.

The device overloaded from the second charge and exploded sending him flying back into the door to the roof. He slumped down against the metal of the door and his mind slipped into darkness.

No one had noticed the sparks or the light, or the small explosion on the roof. On a night like this no one wanted to be outside, and the few that caught the flash of light from the electrical explosion just shrugged it off as lightning, and the sound as thunder.

Max laid there in the rain, he stayed there motionless for hours until the rain stopped, he staid there for the entire night, it wasn't until the rising of the sun that he moved. That he slowly opened his eyes and found he wasn't dead.

Little did he realize that he was more then he was that day that his greatest wish had come true, that he had the power he always wanted. But he would soon find out and so would others.
NEXT UP CHAPTER 13: BIRTH OF ELECTRO

Originally this was going to be one chapter but I cut it in half, don't worry the next part should be up soon.