Chapter 38

Stark Tower, New York...

The Professor is just coming to the end of his speech. He liked to think it was well received and that this night had gone quite well and that it would lead to some positive press for mutants in the media. There had been a couple of surprises...like seeing Emma Frost again. That...Charles hated how that ended when Emma walked out. 4 years plus and counting since she left and hasn't been back or spoken to him in that time. So far tonight that hadn't changed. Charles had also seen that Emma had had her usual effect on Jean who was close to popping a blood vessel. Jean also seemed to have had a fight with Scott because she had been ignoring him. Well the night would soon be over.

In the audience Kitty is leaning into Peter, resting her head on his shoulder as they sit listening to the Professor. He has his arm around her waist. She likes this...this coziness. Suddenly she feels Peter tense under her. "What?" she asks in a whisper.

"Spider-sense," he whispers back.

Peter had told Kitty about his ability to sense danger. "Do you know where?" she asks him as in where the danger is.

"No. I..."

There is an explosion as the door to the hall is blown open, followed by a loud cackling laugh as a figure flying on some sort of glider appears through the smoke and dust.

Kitty gasps at the grotesque appearance of the figure in green and purple.

"HA-HA-HA-HA-HA-HA-HA-HA-HA! Hello kiddies! Trick or treat!" he greets them with a wide insane grin on his green face.

"Flame on!" a voice shouts in the crowd as the Human Torch, alight, rises into the sky. "You picked the wrong party pal," Johnny says. He had recovered from whatever happened to him earlier although the embarrassment he'll be stuck with for life.

"Did I now?" the figure on the glider asks in amused tones and a twisted grin on his face.

Johnny forms a ball of fire in his hand, pulls it back...and gets hit by a huge surge of water like it is being fired from a hose as he falls from the air, through a table and is still getting drenched.

"HA-HA-HA-HA-HA-HA! You really didn't think I came alone did you?" the figure on the glider laughs.

Everyone looks to the destroyed doors where 5 others stand. The first thing that draws their attention is the well built blond young man whose arm is transformed into water as he drenches the Human Torch.

"Morrie!" MJ gasps in terror at seeing him again. She never ever wanted to see him again. Not after last time.

"Hydro-Man!" Peter exclaims.

"You know him?" Kitty asks Peter.

Peter rubs his face. "Unfortunately," he says morosely as he remembers their last fight and how much he hurt after it. "He's Hydro-Man aka Morris 'Morrie' Bench. After being exposed to some weird chemicals while out at sea with the navy he was given the ability to turn himself into water," Peter explains who this guy is to Kitty. What he isn't saying is that besides all that Hydro-Man also happens to have an unhealthy obsession with his ex-girlfriend; Mary Jane Watson. She had a thing for older guys at the time.

A figure in purple and black armour floats up next to the figure on the glider.

"Wizard," Reed recognises his foe.

"Richards," Wizard returns the greeting with a sneer. His real name is Bentley Wittman. A genius inventor who use to cater to the rich and powerful until he got bored and decided becoming a supervillian would be much more fun. At which point he invented the armour he is wearing and started calling himself the Wizard. When the Fantastic Four appeared he just had to defeat them so he formed his own group; the Frightful Four. He didn't succeed but he managed to escape to fight another day. This is that day. "You really didn't think you'd seen the last of me did you?" Wizard asks Mr Fantastic.

"Actually I was hoping," Reed admits although logically he doubted it.

"As you can see I have made new alliances," Wizard says, holding his arm out in the direction of his allies.

Reed can recognise a couple of the 3 remaining villains. They were 2 of the Frightful Four they met previously. Ben had kinda broken the android Dragon Man during the last fight. There was a tall Amazonian woman...and when Reed says tall he means over 7 foot. She has long red hair, with a golden headpiece holding it back, green eyes and is dressed in a two piece red and gold costume. Red vest top with gold trimming that covers her right arm but leaves her left arm bare as it does her midriff. Red pants with a gold lighting pattern running down the sides and gold coloured boots. She wears protective metal bracelets on her wrists. Wrapped around her right wrist is her weapon of preference; a chain with a ball on the end. She is called Thundra and claims to come from a 23rd century where the United States is ruled by a matriarchal society of Amazon-like warrior women who are all engineered to possess immense strength and durability and despite her size she is incredibly agile and fast. Thundra is a great warrior. Even if Reed was sceptical about the whole alternate future timeline aspect of her claims she fought like no-one he had ever seen. She all but defeated the Thing during the last encounter which, for anyone who knows what Ben is capable of, is no mean feat.

Then there was the other villain Reed met previously; the Trapster aka Paste-Pot Pete aka Peter Petruski. He was a bald man dressed in a black toughened vest and brown trousers. There was a tank on his back with two hoses with nozzles at the end which were used to fire a special kind of glue he invented that once set is all but indestructible and uses it to stick his foes solid.

The last member of these 6 villains was one both Peter and Clark recognised. A huge man in a grey animal themed suit.

"Rhino?" Clark queries with a puzzled brow.

"Ah thought he was in jail," Rogue whispers to Clark.

"So did I," Clark whispers back, hence the puzzled brow.

"Well now I think it's time we really made this a party," the figure on the glider cackles.

"And who are you exactly?" Scott asks, his voice stern, his body tense, primed for action.

"Oh how rude of me," he says, almost apologising for his lack of manners in not introducing himself. "You may call me the Green Goblin...and oh, here's my card!" he yells as he produces a pumpkin shaped object from behind his back and throws it. It explodes in mid-air releasing some kind of green gas, making everyone choke and their eyes water apart from the villains who had been given an antidote to the gas beforehand.

The Wizard wastes no time in releasing a purple energy discharge from his power gauntlets(his own invention too just to boast) striking Mr Fantastic. Reed cries out in pain as the energy crackles over his whole form and he slumps to the ground, a flat rubbery mass.

Thundra releases a warrior's cry as she runs and leaps at the Thing. "Time for your ultimate defeat Benjamin Grimm!" she vows.

"Oh boy," Ben grimaces at the memory of his last fight with Thundra as the large, powerful woman ploughs into him knocking him down.

The Green Goblin releases more of his little gas bombs, all the time laughing in merriment at the chaos around him.

"Kitty," Peter coughs.

Kitty coughs a little too. "Go," she tells him. "I'll cover for you."

Peter smiles a little and kisses her gratefully on the cheek. It was nice having a girlfriend who knew what he had to do now. He dashes off through the crowd and gas to find a shady spot to change.

"Of all the days not to bring the costume," Clark mutters, through his coughs, in complaint at himself but forgive him if he never expected all this.

"Go sugah," Rogue tells him through her own coughing.

Clark smiles and gives her a quick kiss. "I'll be 5 minutes," he promises before he dashes off into the green smoke and vanishes from view. A few moments later a black and white streak can be seen exiting the building at supersonic speed.

"Scott!" Jean shouts through a cough.

"Jean can you reach the others?" Scott asks her, coughing himself.

Jean nods, knowing he means reach them telepathically.

"Tell Kitty and Rogue to concentrate on getting people out of here. We need to create a space," Scott instructs.

Jean telepathically does that.

Meanwhile Rhino is stomping his way through the crowd throwing helpless innocents and tables around.

"I really must insist you decease from that," Beast says sternly with a raspy cough.

Rhino laughs amused at the gumption of whoever said that. He turns and his gaze falls upon the blue furred man. "Oh you're one of those mutants. I've been wanting to face one of you," he says eager for the fight.

Beast undoes the tie he was wearing. He knows that in raw strength terms the Rhino was stronger than he but he most likely had the edge in agility and probably quick thinking.

"Prepare yourself for the Rhino's charge!" Rhino bellows as he lowers his head and charges in at Beast.


Far above in the office of Tony Stark, a hidden bed had been revealed and two figures lie in it, a tangle of limbs, embracing that oldest rhythm of humanity.

Suddenly there is a tremor. "What was that?" Tony asks. Tony of all people is stopping for a moment.

Domino grabs his face in her hands. "Just me," she cockily says and engulfs his lips with hers and the two resume their act without another moment of concern.


Back down in the hall Susan raises a shield around herself and Reed as she tries to protect him as he recovers from the Wizard's attack. The Wizard floats over her. "I should have known Richards would need a woman to protect him," he snorts in a chauvinistic manner.

Susan's eyes narrow as anger flares up within her.

"Small note here Susan, I've adjusted my gauntlets' discharge to match the frequency of your forcefields so you'll find them quite ineffective," Wizard boasts.

Susan can't be sure whether that is true or not but it is a possibility she supposes. She readies herself when suddenly a crimson red beam smacks into the Wizard sending him flying. "How's that for ineffective?" Scott asks him as he replaces his glasses on his face properly.

Emma makes a face at the awfulness of that retort as she coughs out the lungful of gas she accidentally breathed in. She is silently bemoaning the fact she has been caught up in this. Can't these people find some other party to crash. If she could breathe enough to concentrate she would turn their minds into pudding.


The Trapster raises his weapons only to find them suddenly clogged by two bony spikes.

"And Auntie O says I need target practice," Evan lightly criticises his relative, as he grins at how good a shot that was.

"Oh nuts," the Trapster says just before his nozzles explode, covering him in glue, trapping him in his own adhesive...him and everyone near him within a good 10 feet, including Hank Pym and Janet Van Dyne.

"Oh my god, my dress!" Janet shrieks in horror.

"Interesting. This is a very impressive adhesive compound," Hank remarks as he take in his new prison.

"Are you seriously complimenting the stuff we're stuck in?" Janet asks him in disbelief.

"Well you have to admit it is impressive."

"Uh no Hank. I don't have to admit it," Janet says as she struggles to get free. "Think if I shrink down I could get free?" she inquires from her genius boyfriend.

"I doubt it," Hank says. "The adhesive seems to adjust to the size of whatever it is contact with," he says through an initial assessment.

"You mean...we're stuck?" Janet asks him, in horror.

"Extremely so," Hank says, sounding remarkably calm about it.

Janet huffs. She should be helping out, not standing here stuck like a fly in a spider's web. "I hate to say it Hank but I think you were right. We should have politely turned Tony's invite down."

"I wasn't aware there was doubt about that."

Janet gives him a severe glare. "You are so sleeping on the couch tonight Henry Pym," she vows.


Jean, meanwhile, steps next to the Human Torch and raises a TK shield around him and herself against Hydro-Man's attack. "You alright?" Jean asks Johnny.

Johnny shakes his head and water sprays off his hair. His suit for the night had been vaporised as soon as he 'Flamed on' revealing the blue uniform with the little 4 on the chest he wears and happens to be fireproof. His eye catches the hot redhead. "Where have you been all my life?" he asks.

"I have a boyfriend," Jean instantly shoots him down, although that boyfriend was so in her bad books at the moment, but he is still her boyfriend.

Johnny sighs. "The gorgeous ones always do," he complains. He raises his left hand and snaps his fingers a few times. "Come on, come on," he mutters at his inability to start a flame. Finally he gets a small flame to appear on his thumb. That's it. "I need some space," he tells Jean.

Jean stands up and pushes her TK shield towards Hydro-Man and steps away from Johnny.

Johnny stands up. "Alright you walking puddle. Lets see how you match up when I'm not taken by surprise," he challenges, extremely annoyed at being ambushed as he was. "Flame on!"

Johnny takes to the air, gracefully dodging all of Hydro-Man's attacks or Jean blocks them for him. He returns fire...literally.


As all this goes on the Green Goblin glides high above all their heads, letting off more bombs, keeping his gas filling the air, almost as if he is waiting for something. As the fight between the heroes and villains breaks out beneath him he laughs some more...until a glob of white sticky goop covers his mouth.

"You know that laugh is really starting to annoy me," Spider-Man says as he swings into action and sticks to the high ceiling.

The Green Goblin rips the webbing from his mouth. "Spider-Man! At last!" he says as this is whom he was waiting for.

"So tell me, gruesome, who in their right mind attacks the home of Tony 'Iron Man' Stark while he holds a party where like a dozen superheroes were invited?" Spider-Man asks because this made no sense to him. Only a complete nut would even consider it...which may answer Peter's question for him.

"I do...and here's my contributing speech!" the Green Goblin yells as he throws a pumpkin bomb at Spider-Man.

Peter's spider-sense goes crazy and he gracefully dodges the thrown projectile which impacts the ceiling blowing out chunks. He fires a large web-net to catch them before they drop on top of the Kents who were with the Professor who happened to be directly beneath.

Spider-Man swings at the Goblin who glides to the side out of harm's way. Peter sticks to the wall. "So you know you remind me of someone. Flew on a glider, wore a stupid mask, had the same theme going in ordnance. Now what was his name again? Hob, Hoby...oh right I remember, Hobgoblin."

"That pretender!" the Green Goblin screams. "He was nothing but a fraud, a phony, a pale imitation of a Goblin! I'm the real Goblin. The only true Goblin! The Green Goblin!"

"Aw did I hit a sore spot? Here. Let me hit another one!" Spider-Man says as he swings into the Green Goblin's midsection, knocking him off his glider, as Peter takes advantage of the momentary distraction he had managed to conjure up. There must be some history between this Goblin and old Hoby.

The Green Goblin crashes through a table as he hits the floor while his glider flies around aimlessly.

Spider-Man swings down to the ground as the Goblin picks himself up. He throws a punch only to find it caught easily.

"Impressive," the Green Goblin remarks before he slams a kick into Spider-Man's chest sending the webslinger flying back until he hits a table and tumbles over it, managing to roll over and land on the floor in a crouch.

Spider-Man springs up and uses the table he tumbled over to launch himself airborne. As he nears the Green Goblin, suddenly, a blinding light surges from the villain's gloves. Peter covers his eyes as he sees spots. His spider-sense flares but he can't move in time to avoid what he thinks is a kick to his chest sending him back.

A few moments later Peter's spider-sense flares up again and he blindly leaps as he hears gunfire. Working on instinct he fires a webline in the general direction he thinks it will stick and swings up as he desperately tries to get his eyes to stop seeing spots. Before he can his spider-sense flares up once again. There is a whooshing sound as something with a rocket motor brushes past him. He can feel the heat. An explosion, more heat, concussive blast hitting him sending him through the air and a very groggy Peter vaguely feels something tie around him tight before he is yanked away.

For anyone watching what they see is the Green Goblin carry Spider-Man away, him tethered to the back of the glider by some kind of metal cable.

Kitty sees this and pauses for a moment in helping this elderly man with grey hair and moustache who had been knocked over. She bites her lower lip in worry about Peter.

"I'm sure he'll be alright."

Kitty turns her attention to the man she is helping. "I...what?"

"Doesn't take a mind reader to see your worried expression."

"Well...I...uh," Kitty stammers, worried she may have given away her connection to Peter.

"Hey I'm worried too. All us Spidey fans worry about him but we all know this is what he does as with great power comes great responsibility."

Kitty looks at the man curiously for a moment and then helps him to his feet. "You're a Spider-Man fan?" she queries.

"Yes. Some days I can almost feel like I know what does through his mind and know that no matter what people say about him he will always do, in the end, what is right. After all that is what heroes do."

"Yes. Yes they do," Kitty agrees with a smile now pulling at her lips because Peter is a hero. That's why she is his biggest fan as well as his girlfriend.

"Heroes also need someone to stand with them even when they try and push that someone away in a wish to protect them. Takes someone special and stubborn to not let themselves be pushed away so don't let him do that."

"Huh?" Kitty asks because it almost as if this guy knows.

"Oh don't listen to the ramblings of an old man. May I ask the name of my saviour?"

"Um...Kitty. I'm Kitty Pryde."

"Thank you for the rescue young lady."

"Oh it's like nothing. It is sort of my job," Kitty says modestly. "What's your name?" she asks the man as she escorts the man out of harm's way.

He smiles pleasantly. "Stan Lee."


Jean, meanwhile, is forced to take her attention off the fight with Hydro-Man to catch the debris that the Green Goblin's missile caused. Seriously what kind of callous nut fires off a missile inside this packed and confined space. Ok it wasn't as packed. As they held off the villains Kitty and Rogue were getting people out.

Suddenly Jean is knocked to the ground by a geyser of water. Hydro-Man, his entire bottom half now water, surfs over the ground, his face angry. He is about to turn his fury on Jean when he spots her. "Mary Jane!" he says with an enormous smile.

MJ's whole face turns to terror. "Y-you stay away from me Morrie! I told you last time I want nothing to do with you!" she says backing up.

A ball of fire impacts Hydro-Man, vaporising part of his body.

"You heard the lady!" Johnny shouts as he swoops in between the pretty redhead and the man of living water.

Hydro-Man cries out in pain as part of his body turns to steam. "You irritating little firebug!" he yells angrily at the Human Torch. He rises up on a fountain of water to tower over everyone. "Did you know that I can control all the water around me?" He closes his eyes and suddenly the sprinklers turn on.

"Oh hey!" Johnny complains as he tries and shields himself. He hates the water.

At Hydro-Man's commands the water surges around the Human Torch until he is trapped in a sphere of water. "How long can you hold you breath?" he asks, with a sinister look.

Then suddenly Hydro-Man feels...cold?

Hydro-Man looks down as his body starts to freeze. The last image he sees is of some guy in red and blue who isn't Spider-Man.

Superman blows out his freeze breath until every last bit of Hydro-Man is frozen solid. At which point Johnny falls out of the sky and Clark catches him. Johnny coughs and splutters water up. "You alright?" Superman asks the Human Torch.

"I hate water!" Johnny says passionately. It is like since he gained his fire powers he also gained an irrational dislike of water.

Clark cocks an eyebrow, places the Human Torch down in a chair and zips over to Jean and helps her up.

"What took you?" Jean asks him, looking a little miffed at him.

"The building security insisted on a full body search. I guess villain attack is just not a good enough excuse to allow me to skip it," he jests with that goofy grin of his.

Jean can only shake her head and reluctantly smile with him. Clark has one of those infectious smiles.

Clark looks around and sees Scott struggling with the Wizard despite the aid of the Invisible Woman, Beast barely holding his own against Rhino and the Thing really struggling against the Amazonian woman. Kitty and Rogue were helping get people out, including his parents and the Professor so that lifted a worry off of Clark's shoulders. He quickly assesses the situation. "You help Beast, I'll help the Thing and contact Evan to help Scott," he decides.

"Shouldn't I help Scott?" Jean queires.

"Don't take this the wrong way Jean but he has the Invisible Woman there and she can practically do what you can with telekinesis."

Jean frowns but can't argue that Clark is correct. "Where's Domino?" she asks.

"Uh...not here," Clark says, unable to see her. "I'm sure she's fine. We can find her after we stop these guys."

Jean had to agree with that assessment. Domino could look after herself. Jean runs over to help Beast while sending a telepathic message to Evan. Clark zips off to help the Thing.

Thundra smashes the ball on the end of her chain in to the Thing's face, actually chipping off some of the orange rock his body is composed of, as she knocks him dazed to the ground. "You are a worthy adversary Benjamin Grimm," she compliments him. "But you are always held back by your one weakness of being a man," she says in what are chauvinistic tones. She whips the ball back to finish the Thing off only to find it caught.

"You know if you are not going to play nice we just can't let you have nice toys."

Thundra's head whips round, her face a mask of promised violence...and then her eyes widen when she spots the symbol on the chest of the man who caught her weapon. "Superman!" she exclaims with a growing smile of excitement at the prospect of fighting him. "I was not aware that you were around this early in this timeline. In my time, 250 years from now, you are legend and when I defeat you I will become a legend. The greatest ever warrior of the United Sisterhood Republic."

Superman whistles. "Wow...that's...actually not the craziest thing I have ever heard which may go to show how I badly need to find a new vocation."

Superman yanks at Thundra's chain snapping it. She throws what remains aside. She places one hand in the other and cracks her knuckles and repeats the other way round. "I need no weapons. I will defeat you with my bare hands. I will defeat the ultimate symbol of male power and prove once and for all women are superior," she declares her intentions.

"Oh geez is this a female equality thing because I was actually raised to be very respectful to women," Superman points out.

Thundra smiles, a gleam of anticipation at facing the ultimate challenge in her eyes. "Equality Superman? No. There is no equality because it is fact that women are the superior gender. My name is Thundra. It is important this is known so that all who learn of this day may quail at the mere mention of my name."

"Quail?" Superman queries. "Isn't that a type of bird?"

"You dare mock me?" Thundra says, incredulous that anyone would dare do so to her.

"Not really. I leave that to Spider-Man."

Thundra lets out her warrior's cry and charges at him.

"It's never easy," Clark mutters to himself. He grabs a table cloth off a nearby table and side-steps Thundra wrapping her up in the white sheet as she passes and kicking her away. "Look I get some people like to see the battle of the sexes play out literally but couldn't we resolve this over some tea and biscuits and a nice game of scrabble?"

Thundra growls as she flexes her arms and rips the sheet she is wrapped in to pieces.

"No. Not a scrabble fan I see. Battleships? Clue? Hide and Seek...which, not to sound boastful, I am awesome at."

"Silence!" Thundra booms. "Cease your prattling. I expected a great warrior to confront me not some babbling child," she chastises him.

Superman points at himself in a manner as if he can't believe what she is calling him. "Great warrior? Me? You're kidding right. I have guilt pangs when I accidentally step on an ant."

Thundra strides up to him and attacks only to find all her blows deflected off. Her frustration grows. "You insult me," she says through a narrowed irritated glare. "You hold back," she accuses him which is what is angering her so. She wants him to fight her properly. "I see I must induce a reaction," she concludes must be her course of action to provoke and anger him.

Thundra flips up a metal tray used to carry the drinks on with her foot into her hand. Her eyes gaze around the room when she spots the girl with brown hair and a white stripe within it. She smiles slyly, recalling her knowledge of Superman from history. She takes the tray and and flings it like a frisbee, with all her might, at the girl's neck.

Rogue, who had been aiding people out, never saw it coming. She only felt the gust of wind. Her head turns to find the tray millimetres from her neck, caught in Clark's hand. She looks up at his face and the scowl on it would make anyone take a few steps back.

Clark could do the maths in second. The tray flung at that speed, spinning, would have sliced Rogue's head off. He crushes it to a ball as his eyes glow menacingly red as he glares at Thundra. "How dare you," he says in a dangerously low tone of voice, biting back the urge to yell in anger at Thundra's callous act.

Thundra smirks at gaining the reaction she desired. "Ready to take me seriously now Superman?"

Clark tosses the crushed tray aside and steps forward to confront the titan-haired woman. Oh yeah. Now he's ready.


Scott lifts his glasses and releases a crimson blast from his eyes that perfectly intercepts the blast the Wizard sent at him after he stepped in between the villain and the Invisible Woman.

"I have no issue with your kind mutant. If you had stayed out of my way and simply allowed me to finish off Richards then there would have been no need for all this," the Wizard tells him.

"Yeah. I'm going to have to go with no and that's not going to happen," Scott says back.

"Suit yourself," the Wizard replies, before he flings several small metallic discs in Scott's direction. Scott manages to shoot all but one of them which sticks to his chest. Next thing Scott knows is himself flying upward, unable to control himself.

"What the...?"

"Anti-gravity discs," a groggy Reed Richards explains, rubbing his head. Wizard must have altered the energy discharge of his gauntlets to a more specific frequency that affects his form because he can't remember it hurting this much last time.

"Ah Richards, good. You're awake," the Wizard says, pleased by that. "I would hate for you to miss the moment I destroy you!"

Scott reaches for his glasses.

"I would not advise that," the Wizard says to the leader of the X-Men. "You are essentially weightless and as Newton pointed out everything has an equal and opposite reaction."

If Scott fires his blasts the force will catapult him across the room.

"Hey buddy. Catch!" Evan yells as he flings a series of spikes at the Wizard.

The Wizard manages to shoot them all down but it gives Susan an opening she hasn't had before now and she grabs the villain in an invisible forcefield...or more correctly his gauntlets. She yanks them off.

Evan generates one spike out his wrist and takes it into his hand. "Hey Cyclops. Some advice; don't move!"

Scott's eyes widen. "Spyke! Wait a..."

Evan doesn't wait and throws his one spike. Scott closes his eyes and says a silent prayer or 3 for his safety. He hears a fizzling sound, opens his eyes and finds Evan has managed to hit the disc dead centre. Scott starts to fall. Susan catches him in a forcefield. Scott lifts his glasses and hits the Wizard dead on with a full blast sending the villain spiralling into the wall, cratering it.

The Wizard falls down to the floor and groggily gets to his knees where he finds a woman in white standing over him looking down with utter contempt at him. "Dreadfully pathetic," she says in her superior tones. Now that the Green Goblin is gone and the gas has thinned she can concentrate more and she turns her hand to diamond and punches the Wizard across the face, shattering the HUD shades over his eyes. His eyes roll into the back of his head and he collapses unconscious.

"Well that was liberating," Emma Frost quips.


Meanwhile Beast had been having a much harder time dealing with Rhino. The large man was very strong and his hide robust. It amazed Beast he wasn't a mutant but he had read up on how it was the result of an experiment involving the very suit he is wearing. It always annoyed Hank when science was used to such unethical ends.

Hank had learned painfully he couldn't match Rhino for raw strength and was relying on the fact he was more agile and quick to keep his foe off-balance until he could figure out a means to disable Rhino.

Rhino manages to finally catch the large hairy mutant with a blow as Beast had tried to somersault over it. He sends Beast tumbling to the floor before making a charge at him...only he suddenly feels like his legs are snared within something and he trips over, landing face first.

Beast looks up to see Jean hovering a few feet off the floor and smiles graciously at her assistance.

Rhino slams his fist into the floor in anger and glares with deadly intent at the floating redhead. "I don't know how you did that but you'll pay!"

"Will we?" Jean asks sounding sceptical. "You'll have to get a hold of us first but tell me which one of us is real?"

Rhino blinks as suddenly there are several Beasts and several Jeans all around him as Jean deceives him with a telepathic illusion. He stands up and doesn't know which one to strike at. The multitudes charge at him and Rhino fights the illusions. If he could see himself he would see himself fighting nothing.

Beast charges in and hits Rhino with a flying kick staggering the huge man backward. Jean aids by lifting a table or two and flinging them at him. It gets Rhino right beneath the huge chandelier in the hall. Jean looks up and her eyes narrow in concentration. The roof cracks around where the chandelier is fixed before it gives way. The enormous and heavy glass and metal light fixture crashes down perfectly atop of Rhino's head dazing him enough for Jean to give him a final mental nudge into unconsciousness.

Rhino lies there...and snores loudly.

Jean lands gently on the floor as Beast steps to next to her, rubbing several sore spots he knows are going to be severe bruises by tomorrow. "Thank you Jean," he appreciates deeply her aid.

"No problem. Once he was dazed it wasn't too hard to get into his head. He's not...um actually all that bright. I'm trying to avoid saying his mind is simple," she says not wishing to be insulting about Rhino's intelligence.

Beast chuckles lightly at Jean's politeness.


A clubbing blow from above almost rattles Superman's bones. Who this woman really is and how she is so strong Clark hasn't a clue. Now he's pretty certain he is stronger but the woman fights like no-one he has ever seen. Even Logan would be hard pressed to compete with her in both skill and intensity. He is also a little off put by how damn tall and big she is. She has nearly a foot on him and for once Clark feels kind of small in comparison.

As Thundra presses on her attacks it takes most of Clark's speed and skill to block the blows. She spins a kick round and Clark grabs the ankle and stops her inches from his head. He yanks and spins her round and round before sending her flying over a table.

Superman inhales deeply and unleashes his freeze breath.

Thundra sees the icy cold blast coming and uses the table she was toppled over as a shield as ice forms all around her. When it is over she picks up the whoosh of someone moving at superspeed. A smile comes to her lips. She is loving this challenge. She breaks the table out of the ice formed around it and swings it perfectly into the superspeeding Superman hitting him right in the jaw as the table shatters to pieces. He is staggered but for a moment. A moment is all she needs as she rises and advances quickly. A fist aims right at his temple...and impacts solidly into his hand. His eyes look at her, narrowed and glowing dimly red.

A knee impacts into Thundra's torso followed by a blow to her face. A chop to her side, hitting a nerve cluster before zipping in behind her and kicking her in the kidneys hard enough to send Thundra tumbling forward to the ground.

Superman walks forward to put an end to this, guilt eating at him for hitting a woman but she just keeps pushing and pushing him and he needs to end this as soon as possible. Logan taught him some holds that put pressure on the nerves. One even reminded Clark of the Vulcan nerve pinch. He turns Thundra over and before he knows it finds his neck caught in the vice like grip of her legs.

Thundra grins. "You are an excellent challenge. Just as I knew you would be," she says with a rush of excitement as she flips Superman over and he skids along the floor.

Superman looks up to find Kitty staring at him. She had just been still trying to aid people out when Clark slid along the floor next to her.

"Uh, Superman, I think you can stop like playing with her," Kitty remarks.

Superman scowls. "Who's playing?" he asks back incredulously as he gets to his feet.

"You serious?" Kitty asks with a puzzled expression.

"Yes I'm...phase!" he suddenly yells and Kitty reacts on instinct.

Thundra comes charging through Kitty and slams her shoulder into Superman's gut, lifting his feet off the ground and she keeps charging right through a solid wall and then another and then another and then through the glass front of the building until the two end up outside.

Superman slams his elbow into the join of Thundra's neck and shoulder 3 times before she drops him. She wastes not a moment to slam a series of blows to his torso before landing a haymaker. Clark shakes his head and waits for her to come to him. He's figured out part of the way she is making this so difficult is that she continually presses the attack, never giving him a moment to think. He needs to turn that fact around to his advantage somehow.

Thundra moves forward. Superman tries and strikes her. For someone her size she shows extreme agility to bend under the blow, slither around behind him and wrap her powerful arms around his waist.

Superman then experiences that wrestling move the German Suplex as he is lifted off the ground backwards and driven head first into the ground hard, his head burying into the road before he collapses down. He lies there face down, dazed. Next he finds his head caught in a good old fashioned head-lock.

"Yield Superman. Yield to your better," Thundra demands.

"Yeah. Not going to happen," Superman replies as he grits his teeth and pushes himself up to his knees. Then in a burst of strength he grabs Thundra around her waist, lifts her up and performs a side-suplex upon her, smashing her down into the street, breaking her hold upon him. He starts to move only to receive a powerful kick to his face followed by another and another and another until he falls down on his back, dazed once again.

'Seriously who the hell is she and how is she so strong?' Clark once more asks himself. Next thing Clark finds is Thundra straddling him across the upper part of his chest, using her knees to pin his arms down.

A triumphant smile plays on Thundra's lips. "This is where men like you belong. Beneath me," she says with more than a little chauvinism.

Clark's mind clears a little and he looks up and up at the tall, powerfully built, woman. "You know you should be glad Spider-Man didn't hear you say that. I just know he has a good 50 or so quips at a comment like that."

Thundra grabs Superman by his hair, lifts his head and looks down upon him...as if she is really looking down at something inferior to herself. "You know nothing of the fate men like you will condemn this world to. The war of the Overmen will ravage this world and leave it in ruin. In the aftermath women will take over and restore peace and order as we are the only ones who can. I came back in time when the Overmen existed solely to prove the superiority of women over the weaker sex...which is you."

"Ok even if I go with I don't think you're crazy, you obviously never did your research on me."

Thundra arches a sceptical eyebrow. "Oh?"

"If you did you would have known to pin me face down," Superman points out mere moments before his eyes glow red and his unleashes his heat vision upon her. The force knocks her flying off and she sails all the way across the street and smashes into the building opposite, cratering the concrete.

Superman's hand goes to his head. "Ow!" he whines because when he blasted her she pulled some of his hair out. Clark gets to his feet. Normally he's very cautious about using his heat vision for obvious reasons but having fought Thundra he figured she was durable enough to withstand a moderate blast.

Thundra rises to her feet, a little slowly, showing that took something out of her. Her top is scorched black but otherwise she looks fine. She laughs joyously.

Clark groans. One of those days.

"I haven't had this sort of challenge in ages. Even Benjamin Grimm failed to match you," Thundra declares, the rush and thrill of the duel going through her warrior's blood.

"Well that's a little harsh on Mr Grimm don't you think," Superman defends someone who is a hero to Clark.

Thundra makes a move to resume this fight.

Superman raises a hand. "Ok just stop one minute," he requests. Clark doesn't have time to keep fighting her. At the rate they're going they'll be at it all night and he needs to find Peter, whom it had not escaped Clark's attention had vanished along with that Green Goblin guy. He has a thought about how to stop this. "You said you're a warrior?"

"My sisters and I are all warriors," Thundra confirms, cautiously eyeing him in case this is a deception of some sort.

"And defeating me will bring you great prestige and honour?" Superman guesses.

"Yes," Thundra says with relish at the idea.

"Except it won't," Superman argues. "Not as much as you think at least."

"What do you mean?"

"I may not know a huge amount about myself but I do know one thing. I am nowhere near my physical peak so you may defeat me Thundra, here and now, but it will be you defeating a child and not a man in his prime."

Thundra blinks as his words sink in. "You are absolutely correct Superman," she agrees with his assessment.

"It had to happen sooner or later," he jests.

A smile actually plays on Thundra's lips. "This combat is over," she declares. Then she touches the bracelet on her left wrist and a circular portal opens in the air in front of her.

'Portals? Why is it always portals or teleports?' Clark asks himself about how often villains use that escape...although there is something about Thundra that makes Clark think that calling her a villain is too simplistic.

"This combat is over," Thundra repeats before amending, "for now but we shall meet again Superman when I deem you to be at your prime and on that day you will be humbled. You will be humiliated and your defeat will be glorious," she says with rapturous anticipation of that day.

"Well something to look forward to."

Thundra laughs. "Ha! There is a warrior's heart beating inside you," she says as a compliment. She then steps into the portal and Clark lets her go because stopping her would take too long.

"You know I actually wasn't be serious about that whole looking forward to it," Clark mumbles to himself as the portal closes up and long after she could possibly still hear him. He sighs and places his hands on his hips before the flash of bulbs from the nearby paparazzi breaks him out of that. A flurry of questions soon get fired at him. He...doesn't have time for that. He looks inside Stark Tower with his x-ray vision and spots that his friends and the FF have everything pretty much under control now.

That leaves Clark able to start looking for Peter. He blurs off along the street before leaping upward and landing on a rooftop. He closes his eyes and listens. "Come on Spidey. Make one of your jokes," he requests so he can get a fix on him. Clark filters out the extraneous sounds one by one until...his eyes snap open.

There!

In a blur Superman is gone.


Several minutes earlier...

Eventually Peter's head stops ringing long enough for him to focus on where he is right now. Right now he is being towed through the air by a crazy guy who must somehow be related to Hobgoblin yet detests the guy. Peter sympathises. He doesn't like Hoby either. Peter tests the metal cable holding him and finds he isn't breaking it. Must be some sort of superstrong alloy.

"Ah! Back with us are you?" Green Goblin asks as he spots Spider-Man's struggles.

"You know I'm pretty certain you need a permit to fly over New York and somehow I doubt you passed inspection."

A garish grin comes to the Green Goblin. "You'd be surprised what people will permit especially when holding a pumpkin bomb under their nose."

"So any particular reason I'm here? Not that I'm not enjoying the view but the in-flight movie sucks and where is the complimentary bag of peanuts?"

"I have big plans for you Spider-Man. After all why do you think I went through all this effort to attack a function where New York's elite would be. It was all just to lure you out. I knew you wouldn't be able to resist 'saving the day'. Heroes...so predictable," he criticises with a shake of his head. "I set this whole thing up, sacrificed my allies, just to get you in my grasp and now I'm just going to take us somewhere where we can have a private chat."

"Yeah. Sounds fun but doesn't solve my peanut issue," Spider-Man complains. "Seriously what kind of shoddy airline you running here?"

"Keep chatting away all you want Spider-Man but it won't work. I've been studying you. I know exactly what you're doing."

Peter is trying to get a hand free so he needs to keep the big lug talking and distracted. "You've been studying me? Gross! I've feel like that poor frog I once had to dissect in class and you know the guilt just won't go away over that one."

The Green Goblin chuckles and turns his attention back to more on where they are heading. "You should be thanking me Spider-Man. After all I removed the 3 biggest thorns in your side."

"3 biggest...you're the one who set up Tombstone, Doc Ock and Silvermane!" Spider-Man works out.

The Green Goblin laughs in triumph at that.

"And Kingpin?"

"Oh him too. The trouble with people like them Spider-Man is that they think no-one can touch them so they never see their downfall coming...but you're different. You're just like me. That's why you get the honour of living so you can hear my proposal."

"Proposal? Wow I'm flattered but I'm going to have to say no. I'm not yet ready to settle down with that someone special ya know."

"You speak like you have a choice," the Green Goblin says with a sinister grin.

Peter gets a hand free just as they go over the George Washington Bridge. He fires a webline and snags the main cable. 'Yes!' he mentally cheers himself. The line snaps tight and the whole glider veers suddenly until it crashes down on top of one the towers. The Green Goblin goes tumbling to the ground and Peter rolls to a stop.

Even stopped the gliders engines are still going. Peter runs over and very carefully leans into the flame. He has to get this just right. Just close enough for the heat to soften the metal and not turn him into crispy, well-done, spider-charcoal. Millimetres in it and...there! He breaks free.

"NO!" the Green Goblin shouts in denial.

"Oh yes and lets try this little tangle again shall we?" Spider-Man asks as he leaps at the Green Goblin and they end up rolling around on top of the tower. The Green Goblin kicks Spider-Man away and Peter is winded for a moment. This Goblin, unlike the Hobgoblin, has super-strength because Peter more than felt that one.

Peter's spider-sense goes crazy and the Green Goblin fires some kind of electrical blast from his glove. He rolls out of the way and flips over the next discharge. The Goblin reaches into the bag over his shoulder and flings several bat-shaped objects.

Razor-bats. Peter remembers them from Hobgoblin. Peter's agility is put to the maximum but he manages to avoid being hit only for his spider-sense to flare again as another pumpkin bomb explodes near him, sending him flying.

The Green Goblin charges at him but Spider-Man is back to his feet and they end up, hands locked, grappling for supremacy but the Green Goblin is at least as strong as him. In their struggles they end up toppling over the edge and sliding down the main cable.

"You may wish to give up now," Spider-Man suggests as he grips the cable on all fours. "I can stick to this. You can't."

The Goblin is there, kneeling down. "Thanks for the offer Wallcrawler. Here's my reply!" He fires more of those electrical discharges from his gloves and Spider-Man somersaults backwards head over heels down the cable to avoid them. It is all to buy the Green Goblin some time and space. He gets his remote for the glider out and summons it. It swoops down from above and he leaps onto it. "Advantage Team Goblin!" he proclaims.

"I don't think so!"

The Goblin looks behind him as a figure clad in red and blue stands atop the tower. Superman.

"Advantage Team Spider!" Spider-Man shoots back with a grin under his mask. "By the way what kept you?" he asks Superman.

"First off there is no way we're calling it Team Spider," Superman rejects that, "and second off you won't believe what I had to go through to get here. Piece of advice; avoid superstrong redheads because they pack a wallop," he says rubbing his jaw which he swears is still aching.

"Oh lookie here. A pair of Comedians. You guys should take this act on the road and last off the Green Goblin always has the advantage!"

Spider-Man sniggers. "Yeah right pal. Look, that guy up there," he points at Superman. "Virtually invulnerable," he describes Superman as.

"Perhaps he is but the people below us are not!" Green Goblin shouts as he fires a missile from underneath the glider aimed directly at the roadway below.

"NO!" Superman shouts as he dives off the top of the tower and for once his shooting off like a missile when he tries to fly is good for something as he accelerates right into the path of the actual missile which explodes on impact with him. A second later he is falling out of the smoke.

As Superman was leaping so was Spider-Man right at the Green Goblin. Intentionally trying to kill dozens of people definitely put this guy way up in Peter's bad books.

The Green Goblin is ready for him, as the razor-bat behind his back indicates and as soon as Spider-Man is in range he slashes with it, cutting the webslinger right across the chest. He then boots Spider-Man hard off his glider and takes off into the night sky.

Spider-Man tries a webline to snag the glider but misses.

"So long Spider-Man! We'll meet again!" the Green Goblin promises. He soars off into the sky, seeing the need to withdraw now that Spider-Man's similarly coloured costumed friend has shown up. He's not that crazy to see he can't beat them both...not without a much better understanding of this so-called Superman's weaknesses first. The Green Goblin soars off back to his hideout, this night seemingly a failure since he failed to get Spider-Man in his possession as was the whole point of the plan. Not that that was what he told his 'allies'. He sold them some other sob story about gaining their varying revenges...or he paid them a lot of money to join the team. In his hand he still has the razor-bat he slashed Spider-Man with. He brings the razor-bat in his hand in front of his eye, its blade smeared with the crimson red liquid that is Spider-Man's blood. The Green Goblin's eyes then light up as an idea suddenly strikes him and a satisfied smile comes to his face as if he has somehow managed to get what he wanted after all.

Back at the bridge Peter lets himself fall for several seconds before firing a webline and swinging down to the roadway where Clark crash landed. He lands and runs over to his friend. People have stopped and gotten out of their cars but are keeping a distance. Peter touches the prone figure on the shoulder and rolls him over onto his back. Clark's eyes are closed and his costume is partially scorched but Peter can't see any obvious injury which is a relief. It is also kinda of amazing. He has seen Clark shot at before but to see him take something that would have blown Peter to pieces without a visible scratch is entirely different. "Superman. You alright?" he asks, just to make sure.

Superman groans. "No...but I'll live," he says glumly as his eyes flicker open. Spider-Man helps him up to a sitting position. Clark is a little dazed by the explosion and takes a minute to regain his bearings. "He got away didn't he," Clark assumes for the fact Peter is here and the Green Goblin is not.

"Fraid so. This nutso is going to have to go into the recurring villain category. Any chance you remembered to x-ray through his mask?" Peter asks, because then they would at least know what he looks like under that garish mask.

"Lead lined costume," is Clark's reply, because he did try to look.

"Sooooo?"

"I can't see through lead," Clark explains.

"Ok either he scouted you way ahead or it's a happy coincidence on his part."

"Since I don't advertise that fact it must just be the way costume was designed. For what I could see I think it is like a form of armour so the lead lining is for his protection from...I don't know, radiation or something?"

Peter cocks his head to the side. When he was tangling with the guy the costume did feel quite thick, like it was designed to be protective, so he guesses Clark's speculation is possible. It's not unlike Hobgoblin's costume actually from what Peter recalls. They must go to the same tailor. Goblins R Us or something.

Clark spots Peter's injured chest. "Are you ok?" he asks with concern, pointing at the vicious looking slash.

Peter looks down and gingerly fingers the wound. "I've had worse. I guess this costume is for the bin though," he says remorsefully. The costume doesn't make itself you know which means lots of sowing for him.

Clark gets to his feet with Peter's help.

"Next time just shoot the missile," Peter advises.

"I needed to absorb the energy of the blast so it couldn't harm anyone," Clark counters that argument which is why he didn't shoot it down with his heat vision. By throwing his body in the way it took a lot of the energy and reduced the risk to innocent bystanders.

"Ok. Good point," Peter concedes. As a science geek he could understand the physics behind that argument.

"Thank you," Clark says as he dusts himself off.

"So...beat up by a girl huh?" Peter asks with an amused sounding voice, lightly teasing Clark, knowing the only redhead in the group of villains was that mountain of a woman.

"She was many things. Girl isn't one of them. She would eat you for breakfast," Clark counters Peter's teasing.

"I would give her indigestion," Peter proclaims.

"You are kind of stringy looking," Clark gives his jokey assessment before he rubs his still slightly ringing head. "Seriously though it was disconcerting. I'm not use to fighting someone that much bigger than I am. I guess I can now appreciate how you feel everyday," he says with a smirk, making a joke at Peter's diminutive stature compared to himself.

"Well at least you didn't get almost blown up, tied up and dragged halfway across New York behind a glider by a guy who wanted to make me a 'proposal'," Peter retaliates with, while mock shuddering at the word 'proposal'.

"Well at least you didn't get your hair pulled out," Clark complains, rubbing at the spot.

"Oh my god! She resorted to hair pulling! She's pure evil!" Peter jokily declares.

"And she got away. Some kind of portal...which is so annoying." Ok so Clark's not mentioning he sort of let her get away...but he is going on a gut instinct on that, that it won't turn out bad.

"Tell me about it," Peter agrees about how annoying it is when the villains escape.

"We should get back before we're missed," Clark points out.

"Yeah," Peter agrees but before he leaves he takes one last look in the direction the Green Goblin vanished. He's going to have to keep an eye out for him because if what Gobby said about being the one to set up KP and the other 3 was true then he was going to big trouble in the future as he tried to take over their criminal operations. Peter will need to speak to Captain Stacy about this as well but that's for another night because, as Clark said, they must get back before they're missed.

With that Spider-Man fires off a webline and swings into the air with Superman zipping along the ground as the two teen heroes make their way back to Stark Tower.


Author's Note: A few people requested a Stan Lee cameo and I decided on sure, why not, so there we go. Luckily Peter only got away with a scratch in the end. Sure the Green Goblin has some of his blood but it's not like he plans to clone Spider-Man or anything. I mean it's not like that has ever happened. Thanks to everyone who wrote reviews. Next up; Amanda's parents make their decision, Logan and Storm finally have it out and rest of the fallout from this little fracas.