Episodic: Yeah I remember that episode, they also messed up a few of the colors on a few of the characters too.

Sparky Genocide: Yeah I figured a little inside joke like that would be appropriate for the moment, thanks for reading his reading and leaving reviews for his work.

oceanbang: Glad you found Beast and Peter's humor to your liking.

Kaliann: Thanks, and I will but remember I got several on-going stories right now.

The Uncanny R-Man I left a surprise at the end for you. I'm glad you liked the fight scene I wasn't sure if it was long enough, and I wanted to bring in the Morlocks a littler earlier since I already mentioned them in one of the first few chapters.

Lord Destroyer: I wasn't going to go that route with Callisto and Scott (even though the Callisto in Evo is much better looking then the FOX cartoon) Although I think Callisto is a bit old for Evan, a 16 year old and someone in their 20's is too creepy for me.

X-Over: Sorry no on both counts, the antidote was used to counteract the bonding formula, it wouldn't work on someone else and since the Doc doesn't have an x-gene there's no telling what would happen if a mutant took it. Plus I never really liked Evan anyway so when he changes he's going back to the sewers.

And thanks to: Red Witch, Karakin, psychobunny410, ldypebsaby, Ivan Alias, Mark C,

SPIDER-X

CHAPTER 38: AFTERMATH OF THE LIZARD

Martha Connors was waiting for word of her husband. Their son Billy was in his room finishing his homework. She had been nervous all day and whenever Billy asked where his dad was she covered by saying he was on a trip. She was lucky that he hadn't seen the paper, she didn't know what she had been thinking at the time she told the officers that, but she had been so frightened at the time and she had no idea that her statement would have been leaked like that.

Billy knew something was wrong, he was a bright boy of thirteen and he had a hard enough time fitting in since he was new here and was trying to make some friends. She was sitting in a chair in the living room when the phone rang. She raced to it and picked it up. "Hello?" She asked hoping this was what she was waiting for.

"Martha?" Came Hank's voice and her heart stopped and she held her breath. "We have him and he's fine."

She broke into tears at those words and it wasn't until a minute later when she could speak again. "Oh thank you, thank you. Can I see him, please?"

"Well he's asleep and most likely will be until tomorrow but I think you can come over."

Martha wanted to rush over but then she remembered that Billy would be all alone. "Hank." She said seriously. "I need to bring our son...he needs to know his father is alright...but...what do I tell him? About his father and...about all of you?"

Hank was silent on the other line. "Are you sure there's no one that could look after him?" He asked.

"No, we're still relatively new and there's no one I can call on such short notice and he doesn't have any good friends at the moment. Hank we need this." She pleaded.

There was a muffled sound of Hank talking on the other end and it sounded like someone else wasn't too happy but eventually Hank came back on but his attitude was more somber. "Alright he can come, but you have to understand if he can't handle the truth about us or keep the secret Charles will have to erase his memories of tonight."

Martha knew that they were taking a risk with them so it wasn't like she could complain. "Alright, I can accept that, I'll be right over...and do you think we could stay until he wakes up? I just...I just have to be there when he wakes up."

"I think something can be arranged." Hank told her and she thanked him and the others again he hanged up the phone and went to Billy's room. Her son a boy of thirteen with light brown hair like hers but had his father's blue brown eyes. He was on his bed listening to some music with some headphones, he noticed her and sat up and took them off.

"Hey mom...is something wrong? You look like you were crying." He asked her. Ever since his dad had disappeared he was afraid his father had left them. But he was surprised when she smiled. It was the first one he'd seen in days.

"Actually we're going to see your father." She told him.

Billy bolted up in bed. "Really?" He said excitedly. "Where's had he been? What's been going on?"

"I'll explain everything on the ride over, but get a change of clothes and your school work. We'll be spending the night hopefully but in the morning you'll go to school."

"Alright." He said slightly confused but he got his books and stuff in one bag then he grabbed a gym bag and put a change of clothing in it. He wasn't sure what was going on but if they were going to see his dad then he could live with it.

The car ride over was one he would never forget. It was nearing nine in the afternoon when they got to the mansion and to say he was having that everything his mother had told him was strange and unbelievable was dead on. But then when she spoke she said it with such conviction he wondered if everything, mutants, his dad's experiments, and what had actually happened to him, were all true.

As they got out of the car and he looked up at the huge mansion Billy wasn't sure if this was a good idea or not. 'Well I guess I'll find out if all this was true or not.' He thought to himself as they entered the building.

Xavier and Ororo met them, in the large foyer. "I'm glad you're here, your husband in downstairs in the med lab resting after his ordeal." Xavier told Martha Connors. "We'll take you there now."

"That would be great thank you." Martha said. She was anxious to see him again and they entered an elevator and down into the 'basement' levels of the mansion. These corridors were all metallic and to Billy seemed like he just stepped into a Sci-fi show. They walked along the corridors and opened some double doors.

Martha saw Curt lying in a bed and rushed over to him. His shirt was gone and she was relived when he looked like there were no injuries to him. She felt her tear begin to fall at finally seeing him there. Billy rushed over too and saw his dad for the first time in days and was relieved to see him. "Is he alright?"

"He'll be just fine." Said Hank's voice as he came from another room. When Billy saw him his jaw dropped and just stared at him. Hank raised an eyebrow. "Well at least he didn't scream." He said trying to make light of the situation.

"Whoa." Billy said finally getting his thoughts in order. "You're blue." Hank laughed at that.

A little later Billy was wondering the place wondering what else there was in this place. His mother wanted to stay with the others and Xavier had this red head named Jean to show him to a spare room he could sleep in. He found it cool that she could read minds and move things with them.

Now he was looking for anything else but then he heard a few familiar voices. "I'm telling you I saw them right here." Came a male voice.

"You better be sure about this, it's getting near to our curfew and I don't want the adult to find us." Came an equally familiar girl's voice. Billy wondered to the room where the voiced came from and he found himself in a kitchen with a boy he recognized from school on a chair looking through some cupboards. But then there was this gray skinned, haired girl that kind of looked familiar below him waiting.

She was tapping her foot and when she took a glance at the doorway she did a double take. "Oh crap! Jamie!" She said startling him and Billy watched as he fell off the chair and landed on the floor making several copies of him.

"Sweet!" Billy said seeing that. "That is so cool!"

"What the hell are you doing here?" Spyder demanded as Jamie was helped up by his clones. "Wait a minute. Aren't you in our class at school?"

Billy looked closer at her and the gray eyes tipped him off. "Ollie?" He asked her. "Is that really you?"

"Hey yeah your that new kid Billy." Jamie said after absorbing his clones.

"Yeah, Billy Connors."

Both of the young mutant teens shared a look. Then Spyder asked him the one question they both were thinking. "As in Dr. Connors, you're his kid?" Billy nodded. "Oh."

"Yeah I'm here with my mom...I can't believe you're really gray, how do you look normal?" Billy said looking at her skin.

"Oh I got this watch thing the makes a hologram around me that makes me look like other people." She said to him.

"Cool." Billy said smiling then turned to Jamie. "Let me guess, you don't really got hemophilia then."

Jamie shook his head. "No, every time I get hit I make copies."

"That makes sense...so...what were you guys looking for in here?"

"Oh that, just a second." Jamie said and put the chair back up. "I found it before Spyder started shouting."

"Spyder?" Billy asked confused.

"I like it better then Olivia." She said crossing her arms. "Plus it goes with my powers, got a problem with that?" Billy seeing the look on her face quickly shook his head.

"Got it!" Jamie said happily. He pulled out pack of Twinkies. "Hank's secret stash, come on we can go to my room and snack on them and do the Q & A thing there too."

Billy shrugged. "Why not."

THE NEXT DAY

He wasn't sure where he was, the last thing he remembered was a nightmare about him turning into some monster. As he slowly opened his eyes and they focused he soon realized he was in what looked like a hospital or something.

"Curt!" Martha cried out, he turned to see his wife at his side who was bending over and hugged him tightly.

"Martha? What...what's going on?" Curt asked slightly confused.

"Maybe I can explain." Hank said walking up to Curt. Curt was silenced at the sight of Mr. McCoy. "I understand you've taken over my classes, and from what the students tell me you've done a great job of it too."

"Who?" Curt asked him trying to asked him who he was as his mind was racing.

"I believe you would know me as Henry McCoy." Beast said to him with a smile. Curt blinked a few times as he remembered the name of the teacher that had disappeared.

"I get the feeling there's a lot I need to know." Curt said. Little did he know exactly how much he had missed out on.

DAILY BUGLE

Eddie Brock was in Jameson's office. Jameson was behind his desk looking at the photos Brock had taken of the attack on Kelly. "What is this Brock? I looks like another lizard creature but more human. What is it? Their leader? A new breed? Are the alligators in the sewers evolving from all the crap that gets put down there?"

"I don't know Mr. Jameson, all I know is that weird stuff keeps happening in that town."

"You got that right!" He said slamming the photos on the desk and stood up. "And you still haven't gotten me those pictures of that Spider guy! What's wrong with you? All I ask is just one picture and you can't get that ONE picture?" He sat back down then in a calmer voice addressed Brock again. "But since you keep giving me these shots that no one else has I'm willing not to fire your ass Brock. But my patience is wearing thin. Now get out here and get me that Spider thing or start looking for a new job!"

Eddie knew it was wise to leave when told to my Jameson and quickly left the office Jameson looked at the photos and called in Robbie to run them. Robbie looked at the pictures not sure what to make of them. "Jonah this can't be real."

"They must be, Brock doesn't have the skill or the intelligence to fake that kind of stuff." Jameson told him putting his cigar back in his mouth. "Here's the headline. The Lizard attacks! Creature of unknown origin rampages through Bayville. Print that up as fast as you can."

LATER

Peter and the others were enjoying the last day off before Kelly got the school back on track. They were by the pool since it was warm enough for them to finally get in, and Amara helped out by heating the pool slightly so it wasn't ice cold, and Storm made sure there was a good deal of sunlight for the day.

Jamie, Spyder and Billy had gone to school and it seemed Billy liked being in on the mutant thing, in fact he, Spyder and Jamie seemed to becoming fast friends, but all three were still disappointed they had to go to school.

Peter just got out of the pool and looked around. Kurt had called over Amanda and she was wearing a black two-piece that when Kurt saw her had the young boy's jaw drop. He saw a few of the others still playing and he was glad his cuts had healed enough for him to take a swim. Although he was still aching in a few places he had to admit the small swim did feel good on his tired body.

He figured he skip doing the Spider-Man thing tonight to give him a chance to heal up fully. Peter also saw Jean on her back her long hair pushed out of the way while Scott rubbed some sun tan on her back. Judging from the smile on his face he was enjoying every minute of it.

Then he saw Rogue sitting away from the others reading one of her books. She was in a green one-piece that didn't cover her arms or legs and still had gloves on. To him she looked kind of lonely out there by herself but he knew she did it to prevent any accidents. So he decided to grab his towel and go over there. "Want some company?" He asked smiling.

She looked at him and just shrugged but he sore there was a small smile that she was trying to hide. So he laid down on his towel next to her. He winced when he moved his shoulder the wrong while trying to get down flat on the towel and sat up as he grabbed his shoulder.

"Peter are ya alright?" Rogue asked him out of concern seeing his reaction.

"Yeah." He said but it was a little strained. "My shoulders still ach from that fight a couple of days ago plus last night didn't help matters."

"Then why didn' ya say anythin' when we went?" She asked him putting down her book, then saw the look on his face and knew it right away. "Great power and great responsibility?" She asked him and he smiled a little sheepishly and nodded. "Fahne then. Hold still then." She said sternly as she positioned herself behind him.

"What are you doing?" Peter asked not sure what she had planned.

"Just don't move. I got ta be careful with this...just trust meh." She said getting behind him in near arms length away. Peter sat there as still as he could then he felt her gloved hands on his shoulders. "Where does it hurt tha most?"

"A little to the left...yeah right there." Peter said closing his eyes and feeling Rogue give his shoulders a gentle rub down, getting all the knots and loosening up the muscles. He had to admit it was staring to feel pretty good too.

Rogue tried her best to loosen up his shoulders. She had to admit this was the first time she saw him without a shirt and the costume he wore really didn't leave much to the imagination as she saw his physic now. Although it was more impressive up close without any obstruction from any clothing. For someone of eighteen his body was pretty well developed. His muscles felt like iron though but she wasn't sure if that was from stress or just how hard his muscles are.

Plus she was enjoying this even though she had to be extremely careful not to touch him with her skin. She looked over and saw Jean's face her eyes were closed and she was smiling as Scott was slowly rubbing on the last of the sunscreen on her and Rogue's heart dropped.

That was something she would never know, the feel of another person with her own skin. She turned her attention back to her work. 'This is as good as it will get.' She thought to herself getting a little depressed. She knew she would never get as close to Peter as she would like and her hands slowed as she felt an overwhelming sense of sadness overtake her.

She would never know what it would be like to touch anyone. She would never know what Peter's skin felt like on her own, or what it would be like to kiss him. "Rogue?" Peter asked as he noticed she had stopped. He turned his head around and saw the look on her face. "Hey. You alright?" He said gently.

Rogue snapped out of her thoughts but turned her face away from Peter. "Ah sorry...it...it's just..."

Peter gently took her hands knowing what was troubling her. "Rogue...we'll find a way...trust me. The Professor, Hank...even me. We'll find a way to help you."

Rogue looked up into Peter's eyes and saw the hope in them. "I won't give up on you." Peter said and she felt touched by his words.

"Thanks...I know you won't." She said in nearly a whisper.

Inside the mansion the Connors' were gathered around a table in a living room with Xavier, Hank, May and Ororo. Logan was outside supervising the kids since he wasn't the social type. Plus he wanted to smoke and since May was in the room he knew he didn't want to get into that again with her. Although Logan would deny May scared him, in fact he secretly respected her. At first he thought she was a frail old woman, but was he wrong.

She was a lot stronger on the inside then most people and he had to admit she had guts to go up against him like that. Although he knew he could take her, but he wasn't the kind of guy to fight little old ladies. But still he liked her, hell she was the only one that challenged his authority the most and he secretly liked that. It was kind of fun to see how far he could push her and how hard she pushed back in their little verbal sparing matches.

Plus there was just something familiar about her. It was strange ever since Peter and her came to the mansion he kept getting this feeling like he should remember something. Like he should know something but every time he was close it seemed to slip away.

Martha was enjoying the talk with Ororo and May since she was still getting to know people it was nice to finally have some female company. Curt was of course fascinated by this x-gene and he was eager to learn of it from Hank and Xavier, who seemed like intelligent people. That was one of the things he missed from his lab days at Oscorp. He missed being able to hold conversations with his peers.

"This is all fascinating." Curt said with a smile. "But I must thank you all for everything you've done. I know it was foolish of me to try that formula on myself. But I needed to show the world that my ideas would revolutionized the medical field."

"I can hardly blame you for that." Hank said to him. "I experimented on myself for years for more selfish reasons and look where it got me." He gestured to his appearance. "I paid the price for my arrogance and my stubborn ways."

"Do you think you could try that antidote on yourself?" Curt asked him. "Maybe there's a way to reverse it?"

Beast sadly shook his head. "No, the x-gene is a permanent thing not like your bonding of reptilian DNA to yourself. I can't just get rig of that gene. And even if I did the effects might be fatal, or something far worse could happen. Besides I learned my lesson the last time, I don't want to go down that road again."

"I-I'm sorry I wasn't thinking." Curt said with sincerity.

Hank gave a small smile. "Think nothing of it. Besides you should really thank Peter, he was the one that started the ball rolling on this."

Curt nodded his head. "You're right I should go and thank him. In fact I'll do that right now if you all will excuse me. Curt walked outside and looked around. He saw Kitty with a few of the other girls and smiled to himself as she passed through a few of them in a game of tag. Never in a million years would he suspect her of something like that.

He saw a few other students and finally saw Peter with a girl named Rogue. He remembered her since she was one of the few Gothic kids he had and the name was one thing he couldn't forget. As he walked over he could tell from their reactions to one another they seemed closed yet oddly enough they didn't seem to make any contact.

"Peter." He said to the brown haired boy who looked up at him then suddenly got to his feet.

"Dr. Connors! How are you?" He asked him.

"Fine thanks to you and your friends." Then he noticed the scratch marks on his shoulders and remembered how they had told him Peter had him had fought on school grounds two night ago. He was amazed that Peter had the abilities to go up against that thing he had become and deeply sorry for what he had done to him too.

He owed this young man a lot. It was a dept he never knew if he could ever replay him, but he would try. "Peter...I just want you to know that I am first deeply sorry for what I did."

Peter shrugged. "Hey you weren't exactly yourself you know?"

"Still...I am sorry...and I thank you for everything. If there is anything I can ever do to help please let me know?" Curt reached out to shake his hand and Peter smiled and clasped it.

"You think you could give me a passing grade this semester?" Peter asked and saw the look Dr. Connors was giving him. "Kidding." Peter said with a smile. Curt walked amongst some of the other students talking to them and was intrigued when Kurt Wagner showed him his holowatch.

"Curt!" Yelled out Martha.

"Yes?" Both Curt and Kurt said at the same time. They both shared a looked and laughed a little at that then Curt Connors looked over to his wife. "Yes?"

"I'm going to pick up Billy then we're going home. Besides don't you have to get ready for school tomorrow?" She asked him.

His face fell at that. 'Oh no.' He thought to the papers he still had to grade. It was going to take all night to do those. Well he might as well get it over with, besides he would have a lot more spare time from now on. He planned on getting rid of the lizards and reptiles and the mice and shut down his lab in his basement.

After everything that had happened he came to realize that there were some things science was not meant to mess with. As he looked at his wife he came to realize that there were more important things in life then his research and it was time to pay more attention to those, least he lose it like he nearly had.

It was a sobering thought and one he planned to carry out.

NEXT UP CHAPTER 39: OLD FRIENDS

Guess who shows up at a Bayville school game? MJ and Harry.

A/N: For those of you who like spider-man/x-men crossovers please check out 'The Insey-Winsey Spider-Man' or 'The Uncanny Spider-Man' by The Uncanny R-Man or any of his other work too if you want something original to read.

And remember if you read be kind and review. (And I don't mean just for me)