A/N: I forgot to mention last time, Magical Mr. Mistoffoles is © Cats and the song from Spamalot is © to whoever. Not me. Please don't sue!

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Night found Vladimir lying awake in his bed, staring at the ceiling. After de-toxing the rest of his team—a long, arduous process that he didn't want to dwell on—he retired to his room and went to bed.

But he couldn't sleep. He was too busy dwelling on what happened today. The Misfits seemed…okay, not normal but not the thick-skulled, callous lackeys he would've expected to find working for GI Joe. The Joes…he grunted as a brief headache, the equivalent of "brain-freeze," hit him. His opinion of the Joes hadn't changed one iota. Miserable, conniving servants of reaction…he shook his head. He wasn't thinking about them now; it was the Misfits he was focused on.

After meeting them, or some of them anyway, in a personal setting he found that he couldn't loathe them the way he used to, back when he thought they were just toadies of American militarism. They could still be saved.

Vladimir nodded. Yes, they could be saved at that. They couldn't be allowed to remain under the Joes. Miss Frost had made it clear what a danger the Misfits were, hence the reason he and his friends were pulled from their studies to play superhero. Perhaps if he didn't destroy the Misfits, but instead won them over…then he could go back to school and Miss Frost could have the Misfits as her second team. It would also weaken the Joes and make them easier to crush.

Vlad smiled. It was perfect. After all, it wasn't really the Misfits fault they were in this situation. Most of them had nowhere else to turn. So of course they were vulnerable to the Joes' manipulation. So, win the Misfits over, have them take the Omegas' place, and the Omegas can have a—relative—return to normalcy and the Joes will still be crushed.

Now Vladimir frowned. But how to win them over? They were already none too well predisposed to the Hellions, even leaving out the recent fighting between them. If they could isolate the Misfits from their allies, and perhaps if the Hellions could find some more allies for the Hellions, the Misfits might see that they're on the wrong side of the proverbial barricades and be inclined to listen to reason. Besides, the Massachusetts Academy could always use new recruits. But what allies could the Hellions win over as a gesture of their good faith?

Vladimir let out a laugh that would send sane people running away in terror. He had just the potential recruits in mind! And since Cobra was going after them soon anyway, this was a chance for the Hellions to step in and save them from becoming Cobra lackeys. Perfect.

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"Are you sure it was a good idea sending those Hellions after our targets?" Zartan grumbled at Cobra Commander.

"Why Zartan, is that jealousy I detect in your voice? I wonder why. After all, it's not as if the Hellions were, oh I don't know, doing in the last two months what you had failed to do in years." Destro sneered.

"They've had the Joes so occupied with just keeping their own base up and running that Cobra has managed to make itself stronger than ever!" The Baroness said, twisting the knife. "More weapons, equipment, recruits…we're becoming wealthier and more powerful than ever!"

"All thanks to Emma Frost and the Hellfire Club." Zartan shot back. "You think they're doing this out of the goodness of their hearts?"

"Like anyone here does." Destro said. "Regardless, our little alliance with the Hellfire Club—in addition to our absorption of Hydra—has been most profitable for us."

"So we become foot soldiers for some rich fops in Seventeenth Century clothing. Big deal." Zartan muttered.

"I'd watch your tone Zartan." The Baroness grinned. "After all, with the Hellions working for us, we don't really need you Dreadnoks anymore. They're cheaper and more efficient!"

"You'd know all about selling yourself cheaply and efficiently, wouldn't you?" Zartan fired back, infuriating both the Baroness and Destro.

"Enough!" Cobra Commander shouted. "If you are concerned for your position in Cobra Zartan, then why don't you accompany the Hellions, make sure they fulfill their mission?"

"The Dreadnoks will. AND after they botch it, we'll be there to step in and rescue the operation. You'll see for yourself who is better to have onboard." Zartan promised as he stormed out.

"Was that wise, Cobra Commander?" Destro asked. "Petty jealousies could undermine our operation."

"On the contrary, dear Destro, I believe it will enhance it. We shall see which team—the Hellions or the Dreadnoks—is most useful to Cobra. I have no illusions about Emma Frost and the Hellfire Club. They're merely using us. But having the two teams competing with each other will weaken their ability to harm us in other areas. The Hellions will be too busy to carry out Frost's other agendas and the Dreadnoks will be too busy trying to secure their employment with Cobra to gouge us."

"And if they compete against each other we can get them to lower their wages in an attempt to stay employed with us. And if one team or the other is lost, then we'll still have the stronger of the two working for us." The Baroness finished.

"Exactly." Cobra Commander gloated. "And little do those fools realize it, the targets they bring back for us will provide us with our own team of super-powered soldiers to counter the Misfits and the X-Men, which will mean that we wont have to rely on the neither the Dreadnoks nor the Hellions anymore! It's a win-win-win scenario!"

"When will the Dreadnoks and Hellions arrive in Dakota City?" Destro asked.

"Within a few hours." Cobra Commander said. "And just to make it more interesting, here's what we'll do…."

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Can you guess what—or who—is coming?