Disclaimer: I do not own X-Men Evolution or Spider-Man or any Marvel character at all.

A/N: Thanks for the reviews: X00001, Actionman12, and SickmindedSucker. Lets go here's number eight.

Chapter 8: The Offensive.

"How did you know we were in need of aid Magnus?" Asked Xavier as he Eric, Ororo, and Hank met in his office.

"I did not." He placed his helmet down on Xavier's desk. "I heard from a source about your predicament down in New York."

"Who's this source?" Asked Ororo.

"Sabretooth."

"What is he doing down there." Asked Beast. "His grudge against Logan could jeopardize the lives of our friends."

"I had no knowledge of Victor's whereabouts, his hatred for Wolverine runs deep but I ordered him to save it for another time." Magneto then turned to Xavier. "But to more important matters. Victor mentioned a old acquaintance of mine."

Xavier raised an eyebrow. "Who?"

"The mans name is Dr. Natheniel Essex but he is now known under the alias of Sinister. He has two known forms, one that looks human the other is mutated. I thought he would be an ally to help make Mutants the superior race but he was only after gaining power for himself. He is a brilliant man, and is advanced in the fields of genetics."

It hit Xavier what this man was up to. "That is why he wants Jean, Scott, and Rogue he wants their DNA."

"I see now." Said Hank rubbing his chin. "He wants to make advanced mutants from their DNA."

"Yes." Eric grabbed his helmet from the desk. "That is why I am going down there to make sure he does not succeed."

"Wait." Said Storm. "Do you know about Hydra? They are also involved not to mention the mutants this Sinister has working for him."

"She's right Magnus these are foes that you have not encountered before."

"They will be no match for me."

"I think it would be wise if we sit back and see what our friends already down there can do. I have faith that they will succeed, but if not then we will go down there ourselves."

Magneto seemed uneasy about this but eventually accepted it. "Fine." Xavier smirked. Nodding.

.

Later that night five figures stood under a lamppost. Remy, Rogue, Logan, Warren, and Fury stood looking at an old warehouse by the Hudson River. "This is it."

Warren raised an eyebrow to Rogue's accusation. "Are you sure this is a top secret terrorist base?"

"There's more than meets the eye here." Said Fury taking a 9mm out of his jacket.

Spider-Man slowly lowered himself upside down from the lamppost. "So were heading inside."

The group made there way inside the warehouse all prepared for any trouble, Remy took his Bo-staff out of his trench coat. "Dere's got to be a secret passage."

"Right here." Rogue pointed to a trap door.

"Wait." Said Logan. "I hear something."

.

Magneto had told him to back off but he wasn't about to let Omega Red finish what he, and Logan started years ago. Creed had continued to stalk Logan to an old warehouse. Sabretooth stood on top of the building looking through the skylights down on old rival. But to the big mutants surprise he heard a familiar voice behind him. "Finally I managed to track you down."

Sabretooth turned to see DareDevil. "You! Not now."

"Why don't you come easily this time." He said with a smirk.

"Yeah right." The masked man jumped at Creed landing a kick to his stomach, the big man lost his balance falling backwards. He grabbed onto DareDevil's shoulder pulling him along through the skylight. Matt used his grappling hook in his club to latch onto a beam in the rafters to keep him from falling. But Sabretooth fell through a table on the floor. "Damn."

"Creed!" Logan unleashed his claws.

Sabretooth stood up growling. But the other's attention where on DareDevil descending from the rafters. "Spider-Man."

"Another costumed hero." Said Fury. "The man known as DareDevil."

"Man you keep guy's keep tab's on every." Said Spider-Man.

"Can somebody explain what is going on here?"

"Well...Its sort of a long story. I was pulled into this myself not kno.

"That doesn't matter now!" Yelled Logan. "I want to know what your doing here Creed."

"What do you think Logan! I want you gone."

Remy stepped in between the two. "Hey guys when will you two learn to put it aside, and deal wit da task at hand."

Unknowing to those in the warehouse another trap door opened as two tendrils slithered from them. Then Peter Parkers power known as Spider-Sense went off. "Everybody get ready! Something's not right."

The two tendrils grabbed onto Logan, and Sabretooth's legs quickly pulling them down into the trap door. The door closed in front of them all. Fury rushed over to where it closed but found nothing to open it. "Shit that's no good." He cursed. "Logan's gone, and they know were here."

"Well we still need to go after them!" Said Rogue.

"I wit you chere."

"Me too." Said Warren stepping forward.

"What about you two?" Fury asked Spider-Man, and DareDevil.

Spider-Man nodded then looked at D.D. "I will assist you but I want to be brought up to speed here."

"Fine but lets get moving." Rogue walked over to the original door then opened it.

.

Two armed HYDRA agents along with Gauntlet escorted Scott to Sinister's lab in the base. When he walked through the door the first thing he saw was an unconscious Jean strapped down on a table, anger quickly filled him. "Jean! What have you done to her?"

"Mr. Summers calm down she is fine." Said Sinister with a smirk. "Now we shall get to business.

"To all agents we have intruders heading for the mainframe!"

"Well, well, well it seems we have company." Sinister looked back at Scott. "No doubt your friends. Lets go greet them Gauntlet."

A/N: Well these last few chapters haven't been to long but I think next chapter will be the final chapter of this story, and it should be a big one.