"Catseye exhausted." Catseye groaned after the last teleportation as she sat down. They were near the shore of a large lake and were exhausted after having trashed Kelly's office. A sign said that they were in the "Lake Sevan National Park." If any of them were geography experts, they'd have known that they were in Armenia. But they weren't, so they didn't.

"Wolfsbane exhausted too." Rahne agreed tiredly as she also took a breather. Old Lace decided to lay down too and rested her head in Catseye's lap. "I'm starting to think we'll never get home using this thing." Rahne pointed at the still malfunctioning watch. "…I bet the other's know I'm gone by now." She groaned. "They must be worried sick."

"Catseye miss sister." Catseye sniffed.

"You have a sister?" Rahne asked. "Is she a mutant? A Hellion?" Catseye nodded. "What's her name?"

"Celandine. Miss Frost adopt her too. Wolfsbane got sister?" Rahne shook her head.

"No, I don't. There's Theresa, she's a girl I know from Muir Island who I'm close to and there's Thorrn, she's well, kind of like you. She's a cat-like mutant, but she can't change her shape. But no: no sisters or brothers. Are you and Celandine close?"

"Catseye think so. Not sure anymore. Spends all time with Spyke."

"With Evan?" Rahne said, not completely able to keep her voice even. "They're dating?"

"Yes, they—" Catseye looked at her. "You…angry at Spyke?"

"Yes! I mean, well, he just…it's that he betrayed the X-Men. He was one of us then he did something horrible while still pretending to be our friend. Thinking about him isn't pleasant."

"Cypher was Hellion. Now he X-Man. Catseye not hate Cypher." Catseye pointed out in confusion. "Spyke not hate him either." Rahne shook her head.

"It isn't the same. Doug left when he found out that the Hellions weren't what he thought they were. He didn't stick around and still use the friendships he'd made there, lie to those friends, in order to pursue his own agenda. Doug was honest. Evan wasn't."

"Spyke not bad." Catseye insisted. "Spyke only Hellion not treat Catseye bad for being different. Very brave too. Not afraid of bigots. Willing to go to jail to help mutants."

"But he killed—" Rahne sighed. "Never mind. I guess it just looks different from where you're standing from." She shifted uncomfortably, trying to move away from that thread. "So he's dating your sister?" Catseye nodded. "Is there anyone special back at the Massachusetts Academy for you?" Rahne asked. Catseye shook her head and looked down.

"Not have many friends." She admitted. "Dating out of question for Catseye." She looked up. "What about Wolfsbane? You got 'boyfriend?' " Catseye said slowly, as if testing a word she seldom used. Rahne flinched. "Catseye say something wrong?" She asked, worriedly.

"It's just…I had some trouble in that department recently." Rahne answered. "There was someone named Aiden and…" She went on to describe what happened with Aiden, Lobo, the wolves in Bayville, and all the events that led up to her rescue from the wolves and why she ended up in the woods near Catsye in the first place.

When she finished Catseye looked amazed, as well as sad—and angry—on Rahne's behalf. "Catseye sorry. If Catseye ever find Aiden, Catseye make him sorrier. Turn him into carpet." She growled. Rahne smiled, touched.

"Thank you. I really appreciate that." She paused. "So, how're things with your sister?"

"Celandine happy. That all that matters."

"That's really great of you…caring that much about your sister's happiness." Rahne sighed. "I've got friends sort of like that…the X-Men are like a big family. Heck, even the Misfits are like family now…the distant annoying, mooching relatives who always make your life a living hell, but still family."

Now Catseye sighed. "Catseye wish Hellions like that. They selfish, mean, and dumb. Not care about anyone. Not even like other mutants."

"I never really thought about it like that." Rahne admitted. "I mean the other X-Men and the Misfits are annoying, but I know they'd come through for me in a pinch…and they have. But even there I'm just one in a crowd. A very large, noisy, insane crowd." Rahne said. "Sometimes I think it would've been helpful to have someone with me there who knew me from before…the way you have Celandine with you in the Hellions. Would be nice to have a sister." Rahne sighed.

"Catseye could be Rahne's sister, if she wants." Catseye said tentatively as she put her hand on the smaller girl's shoulder.

"Catseye, I—" Rahne said, surprised both at the offer and at being addressed by her given name.

"Please. Call me Sharon."

"Sharon. It's just that I—I'm really, well, touched and…yes. Yes, I think I'd like that." Rahne said quietly. "Sisters?" Sharon grinned.

"Best friends AND sisters." She said as she enveloped Rahne in a crushing embrace. Old Lace rolled her eyes and snorted, though she was really missing Arsenic (a.k.a. Gertrude Yorkes) right about now.

"Oww…Thanks," Rahne gasped. "But I still need to breathe."

"Sorry." Sharon said as she let go. Rahne staggered before righting herself.

"No problem. Come on sis, let's give the old Mass Device another whirl." Sharon nodded and as the two girls—and one dinosaur—gathered around, Rahne activated device and transported them away.

Sharon blinked as they reappeared somewhere else. "Where we now?"

"If I didn't know better." Rahne answered. "I'd swear we were in Disneyland." She blinked too. "Wait a minute, we are in Disneyland."

"Rahne been before?" Sharon asked.

"Sure. Haven't you?" Catseye shook her head. "You haven't?"

"Catseye never had chance." She said meekly. Rahne sighed.

"Ooh, sister we've got to fix that right now! Come on, it's not like we're going to get back home the next time we use the stupid watch anyway."

Old Lace whined plaintively. "No, we're not going to leave you behind." Rahne assured her. "If anyone asks, we'll just tell them that you're, um, animatronic, that's it."

"Grrrrrr." Old Lace said contently.

"Is there anything you want to see Sharon? Any favorite Disney movies?"

"Well," Sharon admitted. "Catseye always liked Lion King."

"Big surprise." Rahne rolled her eyes. "Come on let's go see the hyenas and have some fun. Then we'll go home."

"Sounds good." Sharon agreed.

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"It's better than good, it's excellent!" A masked figure said gleefully as his troops moved into position. "Soon everything will be ready—"

"—For us to secure a beachhead," Another commander said to his forces elsewhere.

"And then—" A third leader told his forces.

"—The Earth—" A fourth told his family.

"—Will be—" A fifth commander began.

"—mine." Gloated a sixth shadowy figure.

"Starting with—" A seventh said.

"DISNEYLAND!"

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"I don't know what it is about this place that makes us want to go out and buy things." Rahne said. "But I'm glad I managed to grab Eddington's credit card."

"Catseye not argue." Sharon said happily as she clutched an oversized Simba plushy to her chest. "Catseye always wanted one of these…"

"Yeah, but I think we went overboard." Rahne said. "Sorry Old Lace." Old Lace gave a low groan as she walked behind them, bags full of souvenirs tied around her neck.

"This fun." Catseye grinned. "Thank you."

"No problem. Everyone should get to have this experience—"

BOOOOM!

The sudden explosion nearly sent Rahne, Catseye, and Old Lace flying. "COBRA, ATTACK!" Cobra Commander screamed as hordes of BATS and Vipers marched into Disneyland. "CO-BRAAAA!"

"—But not this experience!" Rahne shouted. "Come on!" She and Catseye transformed and ran off as Old Lace shook off the bags of merchandise before following them.

" Let's get them! " Rahne barked and yipped in a feral language. " We can take them! "

"SNARKS, DESTROY EVERYTHING!" The Snark Commander yelled as dozens of alien Snarks swarmed out of their ships as they landed. A small green boy with a strange backpack, that suddenly sprouted four mechanical spider legs that dwarfed his small form, stood in their way.

"Back off puny Snark things! For this world belongs to the Irken Empire and the mighty Invader Zim!"

"Irkens? Oh, please!" Snark Commander said. "Skratt take care of this little nuisance."

"I won't fail you father!" Skratt promised as he raced off to fight Zim.

"Was that a good idea, sir?" One Snark asked. "Skratt is an idiot."

"So is Zim, he's the laughingstock of the Irken Empire. Seems only fitting the two should handle each other while we prepare to—"

"I claim this land as the newest province of Latveria!" Doctor Doomed pronounced as he appeared on the scene, cutting the Snark Commander off.

"Actually, this is will be the ideal place for my new lair." Slade corrected him as hundreds of his robot henchmen appeared behind the man in the orange and black mask.

"Wrong! This is the future base of operations for mutant rule!" Magneto bellowed as he and several metal orbs carrying his followers opened up and mutants began to power up. "It was this or Cleveland and who the hell wants to invade Cleveland?"

"Buzz off, bucket head!" The Demon Lord Azazel snapped as his monstrous sized army of demon spawn appeared out of a dimensional rift. "This is demon turf! Beat it!"

"Try and make us!" Sabertooth growled.

" Them we can't handle! " Wolfsbane yelped. " What is this a villains' convention? " Catseye looked on in confusion as they found themselves smack dab in the middle of seven invading forces.

" Catseye think we in trouble. " She yowled.

" Tell me about it. " Wolfsbane growled. " Just don't say— "

" Catseye not know how this get worse. " The purple lion complained.

" -That. " Wolfsbane moaned right before Catseye's question was answered by a cry from above.

"DECEPTICONS ATTACK!"

" You've got to be kidding me. " Wolfsbane whimpered as she covered her face with her paws. It's Firestar's Day Off all over again. Dr. Doom and dinosaur included!

" I think I was better off with the blue guys.. " Old Lace groaned as things got even worse.

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"Charge!" The Snark Commander shouted.

"Forward!" Cobra Commander urged.

"Attack!" Megatron screamed.

"Get them!" Magento said.

"Destroy!" Slade instructed.

"DIE!" Dr. Doom ordered.

"Oh what the Hell, everybody go break stuff!" Azazel commanded.

"Aww, you took all the really great commands." Zim muttered as he joined the fray.

" Sight #359 I thought I'd never see. " Wolfsbane groaned. " A eight-way invasion of Disneyland! Aliens, mutants, robots, dictators, demons, and terrorists! "

" Oh my. " Catseye blinked.

" You two are weird little creatures, you know that? " Old Lace asked.

" Now what do we do? " Wolfsbane asked.

" Only thing. Attack! " Catseye answered as she started to run towards the Snarks. Wolfsbane looked at her.

" Attack who? "

" EVERYONE!! " Old Lace roared in answer as she bit the head off a BAT. Wolfsbane leaped into the fray and chomped on Cortez's leg.

"YEAARRGH!" He cried, passing out.

"FIRE!" The Snark Commander ordered. His troops raised their large cannons and fired off a round. The projectiles sailed through the air and struck scores of Cobra troops, robots, and demons…covering them in cream pies.

"Pies!" Snark Commander asked. "How the flutz did our weapons get loaded with Earth pastries!"

"Um…Skratt said he had a new idea on how to fight the humans." One of the Snarks answered.

"Oh of all the…fine, keep firing pies!"

"Blech! I hate cream pies." Cobra Commander said as his faceplate got coated.

"It couldn't have at least been chocolate?" Azazel asked as he wiped himself off.

"I've got custard in my relays!" Megatron bellowed. "THAT'S IT! Get them! Blast these filthy organics!"

"As if we were going to poke them with pillows, oh mighty Megatron." Starscream sneered sarcastically as he, Skywarp, and Thundercracker took to the skies and transformed into jets to start blasting COBRA jets and helicopters out of the sky, as well as several Snark vessels.

"Taste the power of the Irkens!" Zim cackled as he tried to crush Skratt with his mechanical legs.

"Feel the might of the Snarks!" Skratt shot back as he fired his pie canon at Zim, mostly missing and hitting his fellow Snarks.

"Mmmmm. Taquitos!" Zim's little robot helped GIR smiled as he licked the pie off his arm.

"I feel a headache coming on." The Snark Commander groaned as he wiped pie off his face. As soon as he did though, he was confronted by the sight of Solitaire standing in front of him, posed in a fighting stance.

The Snark Commander and Solitaire blinked at the same time. "Are you a Snark?" The Snark Commander asked. "Because frankly I've been looking for a new heir and second in command, if you're interested…"

"I'm a genetically bred assassin, not a Snark." Solitaire corrected. "And I already work for Magneto." He paused. "I think I should beat you up now. Nothing personal, orders." The Snark Commander shrugged.

"No problem. Say, when you said you were created, who did it?"

"Cobra."

"Ah, Cobra. Would that be the gang of humans over there?" Snark Commander asked, pointing at the assembled Cobra troops. Solitaire growled.

"As a matter of fact…I'll talk to you later, thanks." Solitaire ran over to the assembled Cobra hordes and began tearing through their ranks.

"Better them than me." Snark Commander observed.

"Isn't that one of yours?" The Baroness asked Dr. Mindbender.

"Uh-oh." Mindbender gulped as Solitaire caught sight of him. "I think I should be going, now—OOW, MOMMY!" He whimpered as Solitaire started beating the tar out of Doctor Mindbender.

"I'll leave you two alone now." The Baroness said as she began to back away. She ended up backing into a very familiar figure. "You!" She sneered.

"You!" Mystique sneered back.

"I've been waiting for this." The Baroness said as she aimed a kick for Mystique's head. Mystique casually caught the Baroness' foot in her hand and threw her off.

"Keep waiting."

"Witch." The Baroness spat.

"Skank." Mystique jeered.

"Paris Hilton-knock off!"

"Harlot!"

"Bimbo!" The Baroness yelled.

"Brunette!" Mystique yelled back. With a frustrated scream the Baroness charged her and the fight became one of scratching, hair pulling, biting, and clawing.

"Wow…" Firefly gulped.

"I'm trying to stop looking, but I can't turn away." Pyro said.

"Heh, twenty buck says Mystique whips the Baroness." Sabertooth grinned.

"You're on!" Destro said.

Azazel meanwhile was getting frustrated. While some of his family were eagerly engaging in the destruction of his opponents, most had simply run off to go on rides, visit souvenir shops, and get their photos taken with guys in costumes. Oddly enough, many of the tourists who had stuck around when the invaders came wanted their picture taken with the demons.

"I don't know what it is about demons and Disneyland." Azazel muttered. "It's like having an entire family of Gobos! Zhan! Zhin! Get out there and cause some destruction to make up for the rest of these slackers!" He ordered.

"I'm Zhin!" One yelled as he ran off to do battle.

"And I'm Zhan!" Yelled the other as he joined him. They were heading for Cobra Commander.

"Xamot! Tomax! Get them!" He screeched.

"Okay, Zhin I'll get the ugly one!" Zhan said.

"No, I will!" Zhin shot back. "Um…which one's the ugly one?"

"He is!" Xamot and Tomax said at once, pointing at each other. "No I'm not, you are!"

"Just get them!" Cobra Commander and Azazel shouted together. "Stop that!"

"Say," Azazel called to Cobra Commander as the two sets of twins started duking it out. "Can you tell your two apart?"

"Sure, it's real easy!" Cobra Commander shouted back. "Xamot has that nifty scar! It's great for telling them apart!"

"Hmmm…maybe I should get one of them a scar…" Azazel mused as he watched Zhin and Zhan battle Xamot and Tomax.

Elsewhere Magento was using his own powers to send anything made of metal flying, including the gigantic Transformers.

" This insane! " Catseye yowled as she narrowly avoided being crushed by the Decepticon Soundwave.

" Welcome to my world. " Wolfsbane groaned. " Why isn't this stuff happen to the main team like it usually does? Wasn't tearing across Europe with the Triplets enough? "

"Ravage, eject. Operation: Combat." Soundwave drowned as he touched a button on his shoulder, opening a chest cavity and ejecting a giant cassette tape that transformed into a robotic panther.

Ravage snarled as Catseye who bristled her fur and snarled back. The two pounced at each other, colliding midway and began rolling and tumbling across the ground.

Wolfsbane was about to assist her when she was nearly blindsided by a squad of BATS. As Wolfsbane started to disembowel the robotic soldiers of Cobra, Old Lace was tearing the robotic soldiers of Slade apart. Growling, the raptor confronted the tall man in black.

"Is that a challenge?" Slade asked. Old Lace roared an affirmative. "Very well." Slade leaped into the air and delivered a nasty kick to the side of her head. Old Lace yowled but got her revenge when her tail made contact with Slade's torso, knocking him back.

Finished with the BATS, Wolfsbane leaped into action. She tackled Ravage just as the metal panther had gotten the upper paw on Catseye.

Ravage, outnumbered, retreated.

Before she could even celebrate their victory, Wolfsbane nearly lost her head when another foe leaped at her. She spun around to look at her attacker and paused, stunned. It was another wolf: a very familiar looking wolf.

" YOU! " Wolfsbane snarled. Aiden smiled wolfishly.

" Yes. Me. "