Disclaimer: I do not own any of the copyrighted materials contained herein. They are the rightful property of their respective creators and/or associated companies. I make no profit from this whatsoever and I have no intention of changing that at any point in the future. I write because it's fun and because there're those who enjoy reading my stories. Therefore I would appreciate it if no legal action was taken against me. I am nowhere near wealthy enough to make a trial worth it.


May Parker's POV

"Stand down SG02021998!" the leader of the opposition ordered even as he tried to hit her with his energy weapon, "You were illegally removed from the lab! We have come to take you back!"

"Negative. I am not a thing. I am a person." She said even as she let the sensation in her brain guide her evasion efforts, "I do not belong in a lab. I belong with my parents. With my family."

With speed that she remembered from the virtual reality simulations she used every object in the area capable of bearing her weight to keep her opponent from drawing a steady bead on her. The man kept firing but it didn't disturb her. The shock value of close brushes with enemy fire had dropped to almost nothing after she'd finished a fifth of her combat training. She still received adrenaline spikes and an increase in heartbeat sometimes but it was not permitted to let such things keep her from achieving the assigned objective.

Obey the mission parameters.

Complete the mission no matter what obstacles appear.

Those two things had been drilled into her repeatedly from within the virtual world her instruction took place in.

She would not disobey those rules.

Nevertheless with the mission parameters provided by Alexia Grey at the beginning of the conflict it was proving difficult to subdue the enemy. She knew that if she exerted maximum strength, speed and agility she could overpower her opponent with ease but he would likely be killed or receive irreparable injury. That would be a violation of mission parameters and that could not be permitted. At her present rate of progress she estimated that she would achieve victory in two point three minutes at the soonest and four point eight at the latest. If this was back in the virtual world that would be considered unacceptable by the one who sent her missions to complete considering the threat level of her adversary. For someone like the man before her total victory inside of one minute was the bare minimum of what would be accepted.

Would Alexia punish her for failing to meet her expectations?

Would she be dealt pain penalties proportional to the errors she'd made?

She didn't know but that just made her all the more determined to keep from finding out.

When she felt as though she had a big enough lead on her opponent's arms she chose her line of approach and darted forward until she was right in front of him. Already her sharp eyes were letting her pick out targets on the man's body that if struck would disable him but not do irreparable harm and once they were all lined up she attacked. Using fighting styles that emphasized speed as well as precision she fought while at the same time evading or blocking the man's efforts. He tried to kick her away but he appeared to only be capable of human level strength and that was something she could easily counter. He tried to bring his guns to bear but that just made it easier for her to reach out and crush them rendering them useless. He tried to punch her but her superior speed allowed her to evade just by repositioning herself so that she could take advantage of the exposed target areas.

The truth of the matter was that it wasn't due to the skill of her opponent that the fight had taken this long but rather her training which recommended learning a foe's patterns and abilities first before fighting seriously. She'd watched him, dove in for short attacks to see how good his close quarters combat skills were, and moments before she'd begun her previous evasion tactics she'd finished gathering information. Now that recon was proving its worth because for every blow that her opponent managed to either block or evade three more succeeded in hitting what she wanted them to hit. Using every bit of her speed, agility and acrobatic ability she maneuvered around him striking places that would have an effect on the man's combat ability. However it wasn't until she managed to land a right cross to his jaw that he finally dropped to the ground unconscious allowing her to consider this her victory.

Looking around to see how the others were doing she was satisfied to find that those closest to her were holding their own and while it'd like be another dozen minutes before they too achieved victory it was a certainty in her mind. It was when she looked in the direction that She-Hulk and Alexia had gone to confront the sniper that had fired on them that the variables forced her into motion once more. Alexia looked to be incapacitated and She-Hulk was facing a new hostile equipped with significant firepower that he was using to great effect. Concerned she moved towards Alexia Grey determined to remove her from the list of the new hostile's list of potential targets.

When she arrived a minute later she could see that Alexia was trying to force herself into battle readiness but was failing. Preliminary evaluation of the environment suggested an explosion and her contact's current characteristics supported the scenario of being in close proximity. All the combat data she'd been fed on psionics indicated that such injuries would prevent Alexia from being able to effectively use her abilities for either offence or defence. Until she healed her contact would need to be removed from the combat zone.

Scooping her up in her arms she sprinted a short distance until she got up to her maximum land speed before leaping into the air in order to achieve maximum distance. Several more jumps like that and she was certain that no weapon that any hostile had would have the range to successfully hit Alexia.

"Wait here. I will eliminate the enemy force." She said not willing to risk harm coming to her principle contact.

"By eliminate I hope you mean render unconscious or force them to retreat." Alexia said with a voice that only slightly wavered, "The no killing, no maiming and no permanently injuring rules still apply."

"I have not forgotten the mission parameters. I will not deviate from them." She promised before sprinting away from her contact towards the battle involving She-Hulk and the newest hostile.

The jade giantess had apparently noticed Alexia's removal from the immediate area since she moved less like a rolling boulder and more like a trained combatant. Nevertheless to her trained eye she could see that the new hostile possessed superior skill as a combatant and looked to possess in depth knowledge of the green woman's fighting style. While superhuman strength and durability reduced the damage incurred it did not prevent it outright.

Angling her approach for the hostile's blind spot she waited until he committed himself to an attack on She Hulk before making her own move. Going low she dove at the man's legs intent on impairing his movements to further the odds but he somehow sensed this leaping up to let her pass by. Fortunately one of her many battle training simulations dealt with this possibility so the second her brain registered the new variables she placed her hands on the ground. Using her skin's adhesive ability she combined it with her superhuman strength to stop her forward momentum and redirect it into an improvised double back kick. It was when she felt her feet connect that she chose to improvise by making her feet stick to whatever it'd made contact with before with superior muscle control threw the hostile over her head and towards She-Hulk. She waited until the absolutely last minute before releasing the grip her feet had just in case it was the hostile's arms she had secured them to and this proved to be wise since a moment later a male exclamation of pain reached her ears.

Repositioning herself into a more favourable posture for combat she was just able to see the hostile hit the ground as a result of She Hulk's blow. While she could see visible signs of body armour in his costume his slow movements and the random changes in his breathing pattern did indicate significant pain or injury. Whether that would prove to be enough to force a retreat was unknown.

"I have to admit for a lab experiment you have some tricks up your sleeve." The man said as he finally managed to get back to his feet, "With the info Osborn gave me I figured you'd fight like your dad but you've got quite a bit more edge to you then him. You won't get lucky a second time."

"Actually I think it's you that's run out of luck Taskmaster." She Hulk said with confidence and some humour.

Before the predictable question of 'what do you mean by that' could be spoken by anyone her allies began to drop from above all around the hostile designated Taskmaster before Marvel Girl settled down herself. While some looked to be somewhat injured none of them appeared to be impaired to the point where they could not be considered a viable combat threat. Utilizing her training in matters of tactics and strategy it was her opinion that no matter how skilled and formidable Taskmaster was he would not be able to overcome all of them before multiple injuries incapacitated him.

"Screw this." Taskmaster said as he holstered his weapons and took on a less hostile stance, "Osborn's not paying me enough for this. I'm gone."

"Setting aside the fact that you're a wanted criminal aren't you worried Osborn might be 'angry' that you abandoned the job?" Marvel Girl asked sounding like she didn't quite believe that the man was just going to walk away.

"If he's angry then he's only got himself to blame." Taskmaster replied not sounding worried in the least, "Most jobs I take I got time to prepare for, choose the right weapons and plan out a proper kill zone. This time he gives me all of two days when I'm nowhere near the tools I need."

"Smart." She Hulk said with a minimum of respect for the man's logic, "And the part where you think you're walking away free rather than being tied up for the local authorities?"

"You assume I'm giving you a say in the matter." Taskmaster said before tapping something on his belt.

With a shimmer of light almost bright enough to force her to look away the hostile quickly faded from view leaving nothing but empty air where he'd once stood. Concerned it might've been some sort of technology meant to render the subject invisible she heightened her state of personal readiness so she could be ready to act the instant she determined where he was.

"Personal teleporter." Wolverine growled with a bit of annoyance in his voice, "Probably planned to use it to make a quick getaway once he had May."

"Well there's nothing we can do about him now." Misty said casually as she turned to the unconscious members of the team that'd attacked them first, "Best to put some distance between us and those five before they come to."

"Somehow I don't see us getting too far in our rental." Marvel Girl commented with a bit of concern, "Air travel is always faster than land travel and they've got a plane."

It was then that a new sound, one associated with aircraft, reached her ears making her think that the unknown team of opponents was about to get reinforcements. Gazing about the area she realized that if the aircraft had any weapons of its own they were in a poor location as there were virtually no places that offered sufficient protection. When added to the fact that Alexia was a ways off and she judged that splitting up would be the best course of action. While she would lead the enemy away, being the primary target, while the others retrieved her contact. Once safely retrieved they could all regroup at their vehicle in order to relocate to someplace more strategically favourable to them.

"Relax girl." Wolverine said putting a restraining hand on her shoulder, "It's friendlies."

Hearing this she relaxed a little bit but it was not until she could see an X symbol on the underside that matched the one on the man's belt buckle that she fully stood down.

Within minutes the aircraft, apparently capable of vertical take offs, set down before lowering its boarding ramp. Two people disembarked down it, a man in a black bodysuit with a visor and a woman wearing a completely white outfit with long blonde hair, before walking up to where the group was standing.

"Good timing Cyke." Wolverine said with a grin and the sound of gratitude, "We could use the lift."

"Get in the plane Logan." Cyke ordered sounding moderately displeased, "And you better have a good explanation for the hell you've raised."


The Xavier Institute

Alexia's POV

"While I now understand why you left for Italy and agree that it was necessary you really should have told us beforehand." Cyclops said from his position behind the headmaster desk, "We could've helped things go much smoother."

"I admit that things didn't go as smoothly as I'd have liked but there's a reason why I tried to keep the group small." She said in an effort to defend her actions, "I wanted to keep things covert but if too many people, especially high profile people like you, got involved it might've tipped off Osborn. It was risky enough having Wolverine and She Hulk come along."

"While I applaud your grasp of tactics my dear I fear you are overestimating Norman Osborn's influence and underestimating our ability to plan covert actions." Frost said from her position to the left of the chair Cyclops was sitting in, "We have years of experience over you and have resources we could have tapped that you do not. In the future I hope you will have the wisdom to consult with us before taking any rash actions."

I did consult with experienced people! She thought but kept it behind her shields, Every single one of the people on the team were experienced and skilled!

She felt tempted to say it out loud but knew that she'd only get herself into more trouble so she decided to just play the part of the contrite student.

"Sorry. I just didn't want to let the trail get any colder or let Osborn do whatever it was he planned on doing with May." She said hoping her words didn't sound fake, "He's done enough to her already."

"I understand but keep in mind that reckless haste can lead to mistakes." Cyclops said sounding more understanding than Frost, "Still it seems to have worked out for the most part and once we get confirmation from Hank that May really is Spider-Man's daughter it should give us the ammunition we need to make the company and the Italian government back off."

Less than a day had gone by since the X-Jet had come to give them a ride home but within hours after the team had escaped the company's sub-level the Institute came under political and legal fire. There'd been plenty of cameras in the area to catch clear shots of her teammates and given the notoriety of some of them identification occurred quickly. Naturally this'd led to calls being made to both the teams each individual person belonged to as well as the American government to learn what was going on as well as what was being done to put an end to it properly. S.H.I.E.L.D had apparently called and Iron Man had also phoned the Institute looking for some sort of explanation. Naturally since neither she nor any other member of her team had spilled the beans to anyone it'd left the leaders of both the X-Men and the Avengers in a bit of a tight spot.

However if they could fully and conclusively prove that the teenage girl they had down in the med-lab really was Spider-Man's daughter then it'd lead to some difficult questions for the company responsible as well as the people in power in the nation of Italy. Why was a company conducting experiments on a human involving accelerated growth and information imprinting? Did the Italian government know about this and if so why didn't they put a stop to it? Did the company have anything even resembling the proper paperwork for conducting their experiments? Why were two known criminals in the company's sub-level? Faced with questions like these Italy, the company and probably a few others would have bigger problems on their plates than revenge on a small team of American heroes.

"How long do you think it'll take for Mister McCoy to get that confirmation?" she asked hoping that the answer would be a good one.

"He's already running through the tests as we speak." Frost replied in her oh so superior tone, "Fortunately Logan obtained sufficient samples from the girl's parents that a thorough comparison can be done. I imagine we'll have our answers within a few days."

Good.

In her mind there was no doubt that the younger teenager down in the med-lab was indeed Peter and MJ's daughter with all that was left being getting scientific confirmation. Once they had that they could arrange a meet and greet with the girl's parents someplace safe finally reuniting the family that Osborn tore apart that horrible Halloween night. She doubted that it'd be easy for either the parents or the daughter. The parents only had the imagined picture of what their baby girl would look like after being born as well as what she might one day be. The daughter had no knowledge of the outside world that hadn't been put there through whatever learning system Osborn had subjected to her to in order to ensure she'd be ready for use as soon as possible. May hadn't even been alive long enough to have memories of her parents take hold and was acting almost entirely based on direction from her.

It was almost as if Osborn had still managed to gain a measure of revenge against the Parker family even if they were soon to be reunited.

"What about the files on the disks Misty swiped?" she asked moving onto what was almost certainly going to be the next topic of discussion.

"All of the files are heavily encrypted." Frost replied with a bit of irritation, "Without the authorization codes and the cipher, no doubt located on that company's servers, decrypting them will take some time to complete. Once done however they'll be turned over to the proper authorities and I would wager that that would spell the end of that particular company as well as anyone else involved."

"You think they're involved in more than just this one project?" Scott asked with a bit of concern.

"I had the misfortune of meeting Norman Osborn in the past. He acted the part of a gentleman and professional businessman but in his mind he viewed the world as his for the taking." Frost replied in a somewhat sour tone, "Legal or illegal the methods did not matter to him so long as the benefits far outweighed the costs. I imagine that when he became the insane Green Goblin his qualms regarding dabbling in the illegal and immoral became few assuming they weren't wiped out entirely. Find one legally questionable experiment and there are likely five more being conducted by the same company if not an associated one."

"Then we'll have to keep an eye out for Osborn and any company he could be connected to." Cyclops said even as the metaphorical gears in his head began to spin with planning power, "Spoiling his plans of revenge against Spider-Man would definitely be enough to put the X-Men on his list of enemies."

"We'll whether whatever storm he sends at us my dear." Frost said with aloof sincerity and reassurance, "We have plenty of experience with people who wish to do us harm."

Right up there with her 'they will always hate us' speech. She thought managing to only partially keep herself from rolling her eyes at the words, Makes me wonder how this school ever survived without her inspiring optimism.

Luck my dear. Frost thought into her head using telepathy, It's one of many things that the X-Men have always possessed and an attribute their enemies have often underestimated.

Much like how I imagine you are underestimating me at the moment. She thought back with hostility, I know I'm nowhere near as skilled as you telepathically but I think the power I've got under the hood can trump your skill. You game?

"Not today my dear." Frost replied out loud causing Mister Summers to no doubt wonder what he missed, "Now unless you have something more to say you're dismissed. Scott and I are quite busy running this school as well as dealing with the fallout of your little escapade."

I seriously doubt I'll EVER come to like that woman. She thought as she got up out of the chair she'd been told to sit in, At best I'll probably find a reason to tolerate her.

Thus she left the office of the headmaster/headmistress of the Institute to walk the halls as she thought about what'd come next besides the obvious. She supposed that it'd be back to Frost's old school to hide out while being instructed in the finer points of psionics by Rachel. Then what? She'd really been playing it by ear since she arrived in this dimension, never making plans for the future, but then again that was how she'd always done it all her life. Whether it was back in Sunnydale or here she just took it one day at a time. Back in Sunnydale it'd been because she'd believed that she'd never have enough money or get good enough grades to follow her friends to college. Indeed with only a high school diploma her job prospects had pretty much been Doublemeat Palace or whatever manual labor jobs Sunnydale had to offer. Here…here she'd considered using her memories of movies and TV shows that didn't exist here to produce some revenue but in showbiz there was no guarantee any of the companies would produce them.

Even if they did…

Aaahhhh! I hate thinking about all this complicated stuff! She thought shaking her head in order to get rid of what was annoying her.

If this really was the Marvel Comics universe she'd read about then there'd be enough excitement and adventure to keep her entertained until the day she died. Then of course if her body really was identical to Jean Grey's along with the Phoenix Force inside of her then she'd probably wind up coming back to life multiple times. As for the in between times she could probably just chillax using whatever money she'd earned to enjoy the various forms of entertainment this world had to offer. After all it had a much higher level of tech than back in her original world so it was only logical that the various entertainment venues were also more advanced.

Hey! Maybe I could convince Cyclops or Stark to take their training room tech and convert it into an upgraded version of laser tag rooms! She thought as the idea lit up her mind, Sure some of it is alien tech but I'm sure the eggheads cane come up with something close using Earth tech! It'd be the ultimate cash cow!

With this idea her previous mood of irritation disappeared as possibility after possibility popped into her head.

Xia! We got a problem! Rachel thought into her head telepathically sounding quite worried.

What's up? She thought back wondering what'd gone wrong now.

I was trying to show May around a bit to get her used to being around people her own age. Rachel thought in reply as a series of scenes concerning what happened appeared in his mind, But I think she got a little overwhelmed 'cause the next thing I know she leapt onto the roof and took off.

Can't you just locate her with your telepathy? She thought back wondering what the big problem was.

Indeed with someone of Rachel's skill locating the wayward daughter of Spider-Man should be as simple as looking a name up in a phone book.

I thought of that but then I was afraid it might cause her to run even further. Rachel thought in reply and careful contemplation, If it was getting crowded that got her to run then telepathically touching her mind…

…would only make things worse. She thought understanding the reason for not using telepathy, Fine. I'll look about the west side of the Institute and you can take the east side. I doubt she's gone far.

Right. Let me know when you found her. Rachel thought conveying her agreement before breaking telepathic contact.

OK. Now if I was a girl who'd never dealt with people for as long as I could remember and I just suffered social overload where would I go? She thought as her mind went through the possibilities.

She'd want to go someplace where there were no people.

On the grounds of the Institute that meant only two places: the woods that made up part of the property or the cemetery.

Since the cemetery was closer and on the west side of the main building she'd check that place out first.

It'd be like old times!


May Parker's POV

The unknown.

What she had experienced since arriving at the property known as the Xavier Institute was an abundance of the unknown. While her training gave her a strong grasp of the world, something necessary in order to make full use of what she had been instructed in, experiencing it firsthand was VERY different. She'd tried to adapt to each new student of the Institute she encountered but the questions she was asked were so foreign to her that she only understood bits of what was said. Eventually though it was made clear that she was at a complete tactical disadvantage thanks to her lack of knowledge and experience so she took the only wise course of action.

She'd retreated to more favourable surroundings.

Her leap to the rooftop of the main building had allowed her to survey the entire property for potential locations where she could conceal herself and once she spotted a cemetery she'd made her way towards it. Once she'd arrived she'd chosen to hide herself in one of the taller trees with denser foliage until such time as the percentage of students reduced to tolerable levels.

However something happened a minute ago that made her debate relocating to someplace else.

A young blonde woman, who appeared to be of similar age to herself, had entered the cemetery and was proceeding to the far end with an obvious destination in mind. Watching her carefully she waited to see what would happen. If the woman was merely here for a brief visit then she would remain here but if it turned out to be a longer stay she would move to another unpopulated location.

A few minutes later the woman stopped in front of two headstones before kneeling down to place a single rose before each one. According to her knowledge of cemeteries it was where bodies were interred and some people visited them on the anniversary of loved one's death. She didn't understand the point of the practice since a corpse was devoid of life and would not be able to perceive the presence of a living being or do anything else.

Yet another thing she lacked sufficient knowledge of.

"It's been awhile hasn't it…Esme…Sophie?" the young woman asked even though it didn't sound like she expected a response, "I know I should've come sooner but I've been at Miss Frost's old school helping out with some Jean Grey clone from another dimension. I know…it should be the last thing I should be doing especially since Miss Frost gave the order. It's because of her that you're both dead."

She knew that Miss Frost was the white clad blonde haired woman who'd arrived in the plane to pick them up but to hear that she was responsible for two deaths was news to her. It also bore further listening since this could mean that Miss Frost was a potential threat to her and to Alexia.

"She was a member of the faculty, responsible for the safety of the students under her care, but she let a dangerous substance like Kick into the school. What's the point of having amazing mutant powers if you don't use them to keep the people you care about safe?" the young woman asked speaking to herself rather than some invisible entity, "I'm sure it's Kick that changed you Esme. I know you never liked Sophie being the dominant mind in our Five-In-One set but I know if it wasn't for Kick you'd never have tricked her into using Cerebra to stop Quire. If it wasn't for Kick you'd never have helped that fake Magneto destroy the school and kill all those people! It's all her FAULT!"

These last words were slurred a bit as though the young woman was having difficulty speaking them and an unfamiliar noise tinged with sadness soon followed. She'd been told about moments like these during training and they had been designated as optimum opportunities to strike at targets since they would be distracted by their own emotions. However in this case the young woman had done nothing to earn the designation enemy so she remained still until sufficient information could be gathered to justify assigning the correct status to her.

"Phoebe and Mindee see it differently though. They think you were always bad, a traitor in waiting, and that I'm just using Kick to excuse what you did." The young woman said mixing anger with her sadness, "How could they even THINK that!? We're sisters! We're supposed to be able to trust each other! Our minds are literally linked!"

The young woman seemed to be getting increasingly emotionally disturbed and for a moment she considered leaving in order to not further disturb her. The blonde had all but confirmed that she was a telepath and that meant it was only a matter of time before she was detected. Likely the only reason she hadn't been sensed up until now was likely because the young woman was emotionally distracted as well as attempting to keep her activities secret from her siblings. However before she could leap away someone else came to the cemetery arousing her curiosity enough to get her to stay.

Alexia had come.

"Sometimes it's hard to think when you're hurt." Alexia said as she approached the young blonde, "You can only focus on what the person did wrong and nothing else."

This caused the agitated young woman to whirl around to look at Alexia and once their eyes locked an expression of apprehension and anxiety manifested on the former.

"H-how…how much did you hear?" the young blonde woman asked sounding like her agitation level would increase depending on the reply.

"Only about half of it." Alexia replied slowly advancing towards the blonde, "If…if you need someone to talk to about it I'm willing to listen. You'd be surprised how much just being able to unload your troubles onto someone can improve your mood."

It was in this area that she was lost so while there still was a risk of detection the opportunity to gain useful information for future social interactions.

"I guess so. I mean…assuming you don't have anything else to do…" the blonde girl said accepting the offer.

"Nope. I got hours free to listen to you Celeste." Alexia declared with a small smile, "Just let it all out and get it off your chest."

With that Celeste resumed her kneeling position on the grass and soon after Alexia did likewise before simply waiting for the silence to be broken.

"As you probably heard my sisters and I were originally quintuplets with telepathic powers that individually are less than Miss Frosts but when we link together are powerful enough to match her." Celeste said sounding like she was half in thought, "Naturally when we came to the school we needed another telepath, a more experienced one, to help us learn control and how to use it best. We trusted her when she told us that dressing up in the same clothes and speaking in sync would help to increase the linked strength we had."

"If you hated dressing up in the same clothes why do you and the others still do it now?" Alexia asked before looking like she thought it might have been better to stay silent.

"Habit mostly. Plus since we all look the same we can impersonate each other in certain classes without the teachers knowing about it." Celeste replied casually apparently getting comfortable with speaking to Alexia, "Anyway we pretty much did as expected and worked hard to master our abilities. We suffered through the same sort of things most students do ranging from getting hit on by all the loser and oddball students to dealing with Miss Frost's unique viewpoint of the world.

"It was about then that a rumour started going around about a new drug called Kick that if you took it your mutant powers would be seriously amped up. We're talking serious power rush." Celeste explained making it look like her negative emotions were dissipating, "Sophie said we shouldn't touch the stuff since anything illegal probably wasn't all that safe. She was pretty much the leader of the five of us since she had the strongest individual telepathic talent so the rest of us pretty much just went along with what she said. At least that's what I thought we'd agreed on."

"Esme decided to try some behind your gals' backs?" Alexia asked apparently predicting where the briefing was going.

"Yes and it changed her. All of us hadn't been comfortable with getting so in sync with each other by becoming identical in every way we could but none of us hated it enough to hurt anyone." Celeste replied with a nod as she remembered, "But somehow the Kick must've amplified these feelings because when Quentin Quire staged a rebellion in the Institute she manipulated Sophie into using Cerebra and taking a dose of Kick at the same time."

"That's bad. She must've put a little mental whammy on all of you because there's no way anyone would think getting high and using a telepathy amplifier at the same time is a good thing." Alexia said with a bit of anger at what had transpired, "What happened next?"

"Sophie died." Celeste replied with sadness and grief, "Cerebra is a powerful tool but it's normally only used by X-Men. Sophie was just a student. With Kick in her system Sophie might've been more powerful than ever but she didn't have anywhere near the control."

"Then if we ever find out who got Kick into the Institute or invented the stuff you can count on me to kick their asses." Alexia declared with conviction in her voice.

Almost immediately she too made it a standing order to investigate the drug Kick and if she located the source of the substance she would terminate them with extreme prejudice.

"You can help but if you get a name and a location then they're MINE!" Celeste declared with deadly intent, "Because of them Esme joined with Xorn in his bid to become Magneto. Because of them Xorn KILLED her! When I find them I'll do something so terrible that even Miss Frost will be impressed!"

"I'll be sure to take notes then." Alexia said with a smile on her face that made it difficult to ascertain whether or not she was being serious, "Just be sure to take it slow 'cause I suck at writing."

When Celeste giggled and then erupted into laughter she assumed that this meant that the statement was meant to be a joke. The laughter went on for a minute or so before Celeste's amusement was spent but when it did she appeared to be measurably improved where her emotional state was concerned.

"Thanks. I needed that." Celeste said once she had caught her breath.

"No problem. Making pretty girls laugh is what I do best." Alexia said never losing her smile, "True it usually involves jokes at my expense and a few self-depreciating comments but I'll take what I can get."

This inspired another giggle from Celeste and it appeared to be appreciated by Alexia.

"Now enough of this doom and gloom." Alexia said reducing her smile to a grin, "Why don't you tell me a bit about the good times you had with Esme and Sophie. I've always liked the idea of an Irish wake where you celebrate the good times instead of focusing on the bad times."

What followed were a series of tales that proved quite informative about the activities of young women her age as well as how most reacted to an acceptable assortment of scenarios. At the same time Celeste gradually became more relaxed and even enthusiastic at times when explaining what happened at some point in the past. By the time all the stories had been told night had fallen and both young women had decided that it was time to go back inside the Institute's main building in order to retire to their rooms. She followed suit since there was little more to be gained from remaining in a deserted location and with the student body entering a rest period she needn't worry about being overcome by their socialization efforts.

So it was that after paying a visit to the bathroom she retired to the room she had been assigned since arriving at the Institute.


Alexia's POV

"So what's the good word Bones?" she asked after entering the med-lab in the sub-levels of the Institute, "She the real deal?"

"I have conducted every test I could conceive of to expose any falsehood in May's genetic code or signs that she might have been artificially configured to appear to be Spider-Man's daughter." McCoy replied looking to have recognized the reference, "The results strongly indicate that she is who you believe her to be and not some imposter created for some villainous purpose of Norman Osborn's."

"'Strongly indicate'?" she asked with a raised eyebrow of mild confusion, "You mean you aren't one hundred percent certain?"

"While I am a learned man of many sciences and I have gained experience through my adventures as both an Avenger as well as an X-Man I hardly know all there is to know." McCoy replied honestly even as he continued to work at his computer, "There may indeed be a method by which the offspring of two people could be fabricated with great precision and prove capable of eluding detection using the same tests I've used thus far. However until evidence of such a method is discovered I place my support with the findings of my efforts. May IS the daughter of Spider-Man."

While not the resounding confirmation she'd been hoping for it was good enough to move forward with arranging a meeting with Peter and MJ to let them in on the good news. It'd still be hard for them since they'd essentially had May's childhood stolen thanks to the accelerated aging Osborn had used. Speaking of which…

"Is there any trouble with the whole super fast aging thing?" she asked with a bit of concern in her voice, "Like she isn't going to become a grandma by this time next year is she?"

"No. From what I have been able to determine her rapid aging was facilitated using external means rather than something that was genetically engineered into her DNA." McCoy replied shaking his head in the negative, "So long as she is not exposed to the same process again she should age at the normal human rate."

That was good to hear because a lot of the fiction she'd read or seen in her old world would've had a twist like that if not worse. If it turned out that May wasn't going to get a full and happy life she'd personally be the one to turn Osborn into a pile of ash consequences be damned.

"That only leaves the telepathic examination which I believe is underway as we speak." McCoy said as he saved the file he'd been working on and shut down the computer.

"With Rachel?" she asked figuring that her sorta sister/daughter could handle a task like that.

"Rachel did indeed volunteer to do it however Emma proposed that she do it instead due to her superior experience as a telepath and in the field of mental tampering." McCoy replied sounding like he wasn't completely in favour of the idea, "Given that we are looking for mental programming intended to give Norman Osborn complete control over May…well Scott felt it was the prudent choice."

"Of course he did." She said with some annoyance, "It came from Frost."

"I realize that you and her have some…friction…going on between you but ever since Emma began the Massachusetts Academy she has proven her change of heart to be genuine." Beast said no doubt trying to play diplomat, "Granted her personality and outlook on life could stand some improvement but I do not believe Scott would give her permission if he didn't trust her."

"The problem with trusting a telepath is that you have to believe that your thoughts are your own." She said not willing to let go of her animosity just yet, "In Scott's case I'm having a little trouble believing that there aren't some thoughts that Emma put there herself."

"If it will make you feel better I'll ask that Rachel inspect May's mind afterwards in order to ensure that Emma didn't take any unnecessary liberties during her examination." McCoy said with some reluctance as though he didn't believe it to be necessary himself.

"Please do." She said with agreement concerning that course of action, "If I thought I had the chops for it I'd do it myself but I trust Rachel to know what to look for and to not stop until she's sure there's nothing there to worry about."

Beast seemed to pause as if in thought but her telepathy had become acute enough that she could pick up on him projecting his thoughts up to where Frost was at the moment. A look of consternation popped up for a moment but when it went away she presumed that that the other members of the Institute faculty had indeed agreed to let Rachel do some skull inspecting.

"Emma protested but Scott agreed in the interests of double confirmation." McCoy said sounding like he was glad he'd stepped away from that conversation telepathically, "If all goes well we should have the results of both scans in a little over three hours."

"That long? I thought when it came to telepathy hours could happen in the space of a few seconds." She said with a little bit of confusion.

"If all you desire is simple conversation then yes." Hank explained taking on a more professorial tone, "However in this situation both Rachel and Emma will be examining every thought, memory and thought process for any signs of alien elements. Doing a proper job of that takes time."

Made sense.

Giving your living room a quick once over looking for your lost car keys was quick but checking every square inch of it would take an hour or more.

"She minding having her brain under a microscope?" she asked concerned that May's discomfort when it came to intimate contact with people might make her edgy.

"Amazingly enough no. In fact aside from the occasional wince I've been told that she's showing little reaction to the telepathic examination." McCoy replied with a bit of amazement and a modicum of concern, "To be frank I am worried that her lack of human contact and restrictive education. Much of what helps us become who we are in our later years is learned during childhood and then adolescence. Everything May knows has been gained secondhand and in its most sterile form."

"Meaning?" she asked not being a psychology expert.

"You can read a book on fencing until everything's been memorized and even watch matches involving experts until you're sick of it but that does not make you a master fencer." McCoy replied with utmost seriousness, "There are some things that can only be learned by experiencing it firsthand. It creates context…it teaches you the subtle nuances that can't be conveyed through the written or spoken word."

"You mean she might be able to pass the written on how to be a human being but she'd fail the practical?" she asked trying to put things into terms she could understand.

"Essentially yes. Given how traumatic the learning curve is for most teenagers with over ten years of memory to support them I shudder to think of how many pitfalls await her." McCoy said showing true concern, "I imagine at first she'll treat it much like a soldier would a mission but as she gets used to her own emotions…she'll need someone to be there for her."

"I'll be there for her. I was the one that came up with the mission to rescue her and I was the one that convinced her to come with us after we found her." She said making it clear she'd make it happen objections or no objections, "The responsibility is mine and I accept it."

"I had no doubt that you would." McCoy said with an approving tone.

With that they went their separate ways with hers being up to the areas of the Institute normally frequented by students more than faculty. She had some time to kill until Frost and Rachel gave May a clean bill of telepathic so her thoughts drifted to how best to set up the meet and greet later with May's parents. It couldn't be anyplace that Spider-Man, the X-Men or the Avengers had a connection to since it was almost certain that Osborn had surveillance monitoring those places. It would also have to be a place that Osborn wouldn't be able to do anything without drawing a helluva lot more heat down on himself than he probably wanted. A good place would be the S.H.I.E.L.D Helicarrier but during her last talk with Shulkie she said that the super spies weren't exactly friendly towards capes these days. She also kinda alienated them by taking the arms and legs off of an alien representative.

In the end there was only one place she could think of that'd be safe enough and secure enough for the meeting.

God I hope Johnny can stay serious for the entire visit! She thought as her imagination came up with a few comments the Human Torch might say during the get together.

After a thought she made a mental note to telepathically block any signals from Johnny Storm's brain to his mouth for the entire visit.


Peter Parker's POV

"Any idea what this is all about?" MJ asked as he swung his way to the HQ of the Fantastic Four.

"No. Logan said that he had something important he needed to talk to us about. Both of us." He replied even as he shot off another web line.

It'd been a bit of a surprise because while they kept things pretty informal in Avengers Tower it'd been unofficially understood that his wife was a noncombatant and therefore didn't need to be involved in any hero stuff. So why'd Wolverine been so insistent that he bring her along? Then he realized that this might not be a superhero thing but that only puzzled him more since it wasn't his Birthday or MJs. In the end he decided that Logan had his reasons and that it'd all make sense once they got there.

As the destination came into view he could see that one of the hanger doors was opening to receive them and so he angled his approach so he could swing right inside smoothly. Thus with a swing, a flip his wife probably thought was unnecessary and a perfect landing they were inside being greeted by a large group. The Fantastic Four, Wolverine, the girl he recognized as Alexia aka the Dark Phoenix and a teenage girl dressed in clothes that he got the feeling weren't her own.

"So what's with the invite Wolvie?" he asked keeping his tone casual, "You wouldn't say anything over the phone."

"That's 'cause this isn't somethin' you talk about any other way than in person webhead." Wolverine replied his tone serious and growly as usual, "But I'm not the one that'll be doing the explaining."

Watching as the feral friend turned to Alexia a feeling of wariness crept up within him since explaining being done by someone from another dimension where he was a fictional was about as ominous as Thanos' ship hovering in orbit but not doing anything. Seeing as how the girl also had an artificial Phoenix Force inside of her that had a tendency to turn its host into sun swallowing psycho he'd almost prefer Thanos.

"Look…it's like this…you know how I said that in my world everything here's a comic book or a cartoon?" Alexia asked sounding like she was about to drop one helluva bomb on him, "Well I had Marvel Girl look around my memories of some and she said they were pretty damn close to what actually happened to her and Excalibur. So…I got to wondering if I couldn't use what I knew to fix a few things that went bad in the comics back home. I mean if they happened there it's only logical that there's a good chance it happened here too right?"

Thinking back to the past few years he had to wonder just what bad thing could've happened to him and MJ that'd warrant 'fixing'.

"I know it's not the best memory you have but do you remember a couple of years ago…that Halloween night…when the Green Goblin came back?" she asked causing memories of that foul night to flow back to the front of his mind.

So she knows about that night. He thought his face going sad and grim beneath his mask, It was just about the worst night of our entire lives. I'll never forget losing Ben and…little May.

"Well…ummm…AH HELL!" Alexia exclaimed out of frustration, "It'd be easier to just show you telepathically. Would that be okay? I wouldn't be peeking at any of your thoughts. Just broadcasting mine into your receivers. I'll keep the pace of what's shown slow so you can keep up. Okay?"

So whatever it is she has to tell us it's big enough that just saying it is super difficult. He thought feeling his wariness jump up a level, Whatever the case I can't make this decision alone.

Looking to MJ he could tell that she didn't like thinking about those days anymore than he did but wasn't willing to shut out the conversation immediately.

"What do you think? Up for some mind reading?" he asked her keeping his tone a bit witty as a defense against his true feelings.

"As long as it isn't our minds that get read sure." MJ said trying to match his humour but only half managing it.

"Okay then." Alexia said closing her eyes even as the hairs on the back of his neck started to stand up straight, "Here we go."

In the blink of an eye he found himself looking at slide show of comic book panels and MAN wasn't it weird seeing your life presented that way. Still as the tenth slide went by he had to admit that what he was seeing did match what actually happened almost perfectly with only a few changes probably because the comic book code of America wouldn't allow the truth to be drawn. It wasn't until he saw the signs of obvious foreshadowing that he began to sense what Alexia was trying to show him and MJ. This was only proven with the panel that showed MJ's waitress slipping something into his wife's meal while suspiciously looking around to see if anyone was looking her way. More panels were shown including one where a shadowed figure he'd bet good money was Norman Osborn saying that under no circumstances was he to be at his wife's side when she gave birth. A pillar of fiery rage began to build up him as his sharp mind began to extrapolate on what he'd learned in order to determine possible conclusions.

It was only when the last three slides went by showing Osborn's bitch of a minion wheeling a cart out of the delivery room and then moving an implied cargo onto a boat did he realize the truth.

Norman Osborn had arranged to induce early labor in his wife then steal May right out from under MJs nose while making it look like his baby girl had died!

"THAT MOTHERFUCKING SONUVABITCH!" he yelled at the top of his lungs once he was back in the real world, "SCREW BEING A HERO! I'M GONNA MAKE THAT BASTARD'S DEATH TAKE A GODDAMN WEEK!"

"Not without me you're not!" MJ said with a level of fury she'd never before displayed, "While you're tracking that fucker down I'm studying up on torture techniques or getting in contact with a professional!"

"Now it's not that I don't understand how pissed you are but I think you should hear the rest before you go reserving wracks and thumbscrews." Alexia said employing the universal gesture for 'please calm down'.

While he REALLY would've preferred more time to rant and vent his rage he with supreme effort restrained himself before giving a nod that the messenger of this dark news should continue.

"Now like I said before what I read in the comics isn't one hundred percent accurate so I didn't want to tell you about it until I was absolutely certain what I showed you was the truth. I hired Wolverine, Gambit, Misty Knight, She Hulk and Iron Fist to take what leads I could find and see if they could track down your daughter. It wasn't easy since we didn't want to tip off Osborn but we managed to locate a promising location in Italy involving a certain company I'm pretty sure has been mentioned in the news quite often lately." Alexia said looking a little sorry that the mission got so public, "Operating under the assumption that May or information about her might be inside we infiltrated the place but ran into some complications that pretty much blew our covertness right out of the water."

"What kind of complications?" he asked remembering Steve dressing down Shulkie over a video communications link a few days ago.

"Scorpion, the Scriers and Delilah." Alexia replied causing the wheels in his head to begin to turn once more, "With them plus a few guards that were practically sitting on the panic button and getting where we wanted to go without tripping any alarms was impossible. Fighting ensued but we managed to get into the underground wing we wanted to and managed to get some peace and quiet long enough to get into the right lab. What we found there though was a little more than I'd expected."

"What do you mean?" MJ asked sounding like her brain had an idea of what was coming but reason was going all out to suppress the possibility.

"We found her." Alexia said half turning to the unknown teenage girl, "We found May."

Now he knew that as the friendly neighbourhood Spider-man he'd taken a few good hits over the years and that life as a costumed hero came with many a twist and turn but…his brain was having serious trouble connecting the dots at the moment. Deciding to take things one step at a time to see if that made it any easier for his brain to handle. First: Alexia said that they'd found her. Second: Alexia did a half turn away before looking in the direction of the unidentified teenage girl. Third: Alexia said that they'd found his daughter. Now of he followed those three points that would imply that the unidentified girl was his daughter but this defied logic since it'd only been a few years since that awful night. At most his child would be three or four years old but the girl being indicated was easily in her mid-teens.

"I know she looks too old to be May but according to some tests Beast ran she's been subjected to a procedure to accelerate her aging process while in the confines of the liquid filled tube. I already checked with him and he said that as long as she isn't exposed to it again she'll age at the same rate as every other human being." Alexia explained either proving to be a real good guesser or had used her telepathy to eavesdrop on his mind, "He also tested her using everything in his lab to make sure she wasn't some kind of fake. Nothing suspicious popped up. Both Emma Frost and Marvel Girl gave her a telepathic once over too. According to them we got to her before any command or control programming could be burned into her mind. I had Beast copy the findings of his tests onto this external hard drive. If you want Mister Fantastic to go over it with you to make sure no mistakes were made it's no problem."

Looking at the external hard drive he had to admit that a part of him felt compelled to take the storage device and head right for the FF's labs to scrutinize every byte of data for errors. Another part, the one in control of his eyes, could only look at the teenage girl for any attributes that could be connected to either him or MJ. Most of the looks were definitely similar to his wife's but the eyes and a few of the facial characteristics definitely belonged to him.

"Why…why would he do something…like this?" MJ asked speaking up for the first time since their joint explosion of rage.

"I have no idea what's going on inside the head of Norman 'I am the Green Goblin' Osborn and I'd like to keep it that way. My theory at the moment though is that he planned on turning her into his personal enforcer slash assassin slash bodyguard. She couldn't do any of those things as a kid since it'd take too long and when you're talking vengeance most people tend to be impatient." Alexia replied sounding certain for the most part of what she was saying, "So accelerating her aging was probably the only answer he liked. Osborn also had her speed taught using some cross between a VR helmet and pneumonic imprinting tech or at least that's what Mister Richards said when I let him peek at my memories of the lab we found May in."

"Ethical considerations aside it was a rather impressive method for educating a subject being rapidly aged to adolescence." Reed commented in a tone of mild respect for the tech involved.

"According to Marvel Girl it looked like she got a skills package that puts her in the same league as Black Widow. Multiple martial arts styles, skilled acrobat, crack shot with guns, knows a ton of languages, good with tactics and knows her way around a computer almost as good as a friend of mine." Alexia said sounding quite impressed with the resume, "I get goose bumps just thinking about what kinda future we'd have been dealing with if we hadn't managed to track her down and rescue her."

No shit!

While not frequently he'd had more than a few opportunities to see what Natalia could do in a fight and if the teenage girl before him was capable of the same as the redheaded Avenger then fighting her would be hard especially if she'd inherited his spider powers. He was already pretty formidable with just his spider powers and the makeshift style he'd come up with to use his special abilities efficiently. If you incorporated combat training that was even a quarter as good as the Black Widow's…Osborn could've done a lot of damage before one hero or another managed to subdue her.

"Also…it looks like Osborn focused his lesson plans just on knowledge that'd help her do the jobs he was training her for. If you send her on a spy mission or ask her to take down a group of terrorists she'll be able to handle it just fine." Alexia said sounding like she genuinely felt sorry for May, "But ask her about what kind of music she listens to, what kind of food she likes or how she feels about a certain guy and you might as well be speaking in a dead language that hasn't been spoken in centuries. I mean she's not completely clueless but it's like reading a book about how the day of a teenager is supposed to go and then expecting her to be able to pull it off herself. It's abstract. It's a concept without anything to compare it to. It's almost completely alien to her."

The picture Alexia was painting was one that shook him to the core because he was smart enough to be able to picture how hard it was going to be for his little girl to get even a little of her life back. It'd be akin to trying to rehabilitate a child soldier and teach them all about what they'd have learned naturally if they hadn't been forced into the role of soldier. He'd heard that such things took years to complete and that some things never truly went away no matter how strong an effort was made.

I won't give up on her. He thought as a determined look blossomed on his face beneath his mask, If Hank says she's my daughter then I trust him. If Reed's not throwing up doubts I trust him. She was taken from me once by the monster Osborn but I refuse to drive her off by not giving her the time she needs to adjust.

"Pe…I mean darling…" MJ said getting his attention with her tentative tone, "Is this…is this real?"

"Yeah. I think it is." He replied sounding a lot calmer than he actually felt at the moment.

With this confirmation from him MJ rushed over to May and wrapped her arms around their daughter her maelstrom of emotions coming out as tears and sobs of joy. He tried to be more in control as he strode up to his wife and daughter but he could feel the tears of joy soaking into his mask even as he placed a gentle hand on her shoulder.

"Welcome back May." He said somehow managing to keep it both simple and at the same time incredibly heartwarming.

It's about time that the old Parker luck finally meant my way. He thought even as May went back and forth between him and MJ with an uncertain look on her face.

Then out of nowhere his not so little girl managed to gentle extricate herself from her mother's grasp and leap into the air only to land behind Alexia. What happened next wad almost cute as May chose to hide behind the redhead that'd played such an important role in getting his daughter back from Norman 'soon to be a dead man' Osborn. Every time Alexia tried to move aside May only matched her movements perfectly.

"Heheheheheheh!" MJ said sounding amused rather than upset that her daughter had fled her embrace, "Guess we know whose been selected to be her big sister."

"Big sister?" Alexia asked sounding more curious than anything else.

"Me and my cousin didn't have any siblings so we kinda chose to act like sisters whenever we got together." MJ replied with a smile on her face, "Kristy would be the little sister and I'd be the big sister. So whenever she got into trouble or needed help she'd always come to me when we visited one another."

He had to admit that taken into that context the two of them did look like sisters especially with their close match in physical age.

"Well what do you think Big Sister Xia?" he asked looking at Alexia with a grin that he made sure carried into his voice, "You up to the job?"

For a moment Alexia looked over her shoulder at May but then turned back to face him with a grin on her face.

"I guess we'll find out won't we." Xia replied sounding like she truly intended to live up to the expectations presented before her.

The future was looking sunny indeed.


Massachusets Academy

A Few Days Later

Alexia's POV

Well…time to see if Beast's made any progress decrypting those files Misty stole from Osborn's company. She thought sitting down in front of the computer console.

It's been a couple of days since she'd returned May to her folks and aside from a few calls to check up on the young woman everything looked to be running smoothly in the Parker family. Sure Pete had been forced to come up with one helluva explanation for his Aunt but fortunately his better half along with some help from Iron man came up with a good one. They told the woman that'd helped raise Spidey that early on he'd entered into a partnership with 'Spider-man' wherein Peter would use his science know how from behind the scenes to help the crime fighter. In exchange the Web-Head would tip Pete off to potential photography scoops and even take Pete's camera with him into the thick of things for some excellent shots. Then all that needed to be done was explain how the Green Goblin had discovered this deal and chosen to take a shot at Spider-Man through Peter by kidnapping his daughter right out of the delivery room. They'd naturally keep the details to a minimum out of concern for Aunt May's health and her ignorance on various topics but the bottom line would be that Pete and MJs daughter had been returned to the Parker family.

Sure it was a little early to say anything definitive but she was cautiously optimistic.

Now though she wanted to know just how much crap Norman Osborn had been up to since he'd originally kidnapped little May Parker. She didn't believe for a second that the place her team had hit was the only one under Gobby's control or that the Parker family was the only one the monster had ruined. It'd been years since the asshole had 'died' from a spear tipped goblin glider to the chest and that was plenty of time to get up to no good.

If the files could point fingers at even HALF of those illegal undertakings Osborn was the mastermind behind then it'd go a long way to taking the sonuvabitch down for good. Personally he thought that someone should just put a bullet in the man's head and call it done but that went against the hero code that most of the people he knew went by. To them it didn't matter how much of a demon in human clothing they came up against killing was not an option so long as there was reason to believe that the courts and the prisons could do their job.

Too bad it was pretty much a staple of every major comic book that the major villains never served out their prison sentences and always either escaped or were broken out. So long as the villain was liked well enough to raise sales they'd never go down for good. Even if this was her current reality and there were no writers to make sure things went a certain way that didn't change the fact that Osborn was as smart as he was crazy. There was no way old carpet head hadn't made plans for all the most likely eventualities up to and including getting caught, going to trial or winding up in prison. Even if it took awhile the bastard would find a way out and then the sadistic psychopath would just go about his business of either making Pete's life miserable or feeding his lust for power.

How many innocent people would suffer while he was out?

How many would suffer while he gave orders through proxies to further his plans?

How long would it be before the heroes gave up on dealing with the Green Goblin the normal way and did what needed to be done?

Knowing her luck? Too long.

Still there wasn't a lot she could do about it herself seeing as how she lacked both the skills as well as the experience necessary to declare war on Norman Osborn. For all the psionic and cosmic power she had under the proverbial hood she was still just a teenager that'd received a year and a half of on the job training in the fighting of supernatural evil. For all their evil and bloodlust most of the demons the Scoobies had fought were pretty simple minded when it came to their approach for their various schemes. Their plans were so simple that kids who watched mystery themed cartoons could figure them out.

Osborn was as far above the demons back in Sunnydale as she was above Harmony Kendall.

Still at least by finding out of the files are readable I'll know that Gobby's days are about to get VERY difficult! She thought logging into the X-team's computer network.

It didn't take long, the system HAD been designed by one of the top minds in the Marvel Universe after all, and once she was in she went right to where Hank had shown her the decryption process was taking place. The last couple of times she'd checked the files had been well on their way to being readable and usable.

Now…now it looked like they were one percent away from full decryption.

Guess I'll wait and get the first peek at what Misty lifted from Osborn's lab. She thought leaning back in her chair waiting for the number to shift to one hundred.

It didn't take long, barely five minutes, and once it was done twenty folders appeared that looked to be filled with various files ranging from word documents to videos to audio files. Picking one at random he opened it up and after skimming the list of files double clicked on the one labeled 'overview'.

"This is an overview for project designated 'Atalanta'. Mission mandate as defined by primary backer is to create an operative superior to the mercenary known as Taskmaster. Mercenary possesses the superhuman ability to duplicate the physical movements of anyone he witnesses and replicate them perfectly without any prior practice. See attached file 'Tony Masters' for details." A male voice said in an impersonal tone of voice, "Initially only a S.H.I.E.L.D agent when injected with an experimental super soldier serum his career has allowed him to assimilate the fighting skills of numerous formidable adversaries. In terms of skill and ability he can match virtually anyone save those possessing superhuman bodies capable of feats his body cannot replicate. However he is not without his weaknesses.

"Aside from being subjected to the limitations of a human body his ability has the flaw of eliminating past memories and skills to make room for new ones." The man said moving through the overview, "Investigative efforts have provided enough circumstantial evidence to indicate that Taskmaster does not have the ability to choose which memories or skills are eliminated. The primary backer wishes for the prototype to mimic Taskmaster's ability but without the flaw of random data deletion.

"All necessary biological samples have been obtained from Taskmaster for study in order to determine precisely how the experimental super soldier serum altered him. Once the specifics have been determined phase two will begin with the devising and testing of various combinations in order to achieve the desired results." The briefer said never once losing his cold demeanor, "To facilitate the creation and refinement of the Atalanta serum the primary backer has provided the requisite test subjects from a variety of different ages, ethnicities and of course both genders. Should the initial grouping be exhausted prior to accomplishing the mandate project leads have been promised that the numbers will be resupplied at the earliest convenience.

"Based on similar projects undertaken by other organizations we estimate no less than a thirty percent mortality rate amongst the test subjects at the conclusion of initial tests. Further refinements should lower the mortality rate by a minimum of five percent with each iteration." The man said not showing the least bit of opposition to the innocent deaths he was a party to, "Once the likelihood of the prototype's failure has been reduced to less than five percent and it has been confirmed that it does not suffer from the same memory loss as Taskmaster we can consider the project a success. At that point all test subjects will be terminated along with the prototype before mass production of the serum commences. Project Atalanta overview ends here."

She could only stare at the screen in shock at what she'd heard.

Unlike Buffy or the others she'd never doubted the existence of the darkness within the souls of the human race. Between Tony Harris' regular abuse and Jessica's permitting of it she'd caught a glimpse of how not all evils came the things that went grrr in the night. Some humans were capable of deeds just as foul as those perpetrated by demons…she just…she just hadn't realized HOW capable they were.

Almost looking for some proof that Project Atalanta was the exception rather than the rule she opened another folder and activated its overview recording. Horribly her optimism was in vain for with Project Insight she learned of an attempt to create an operative capable of wirelessly interfacing with technology and controlling it. However their 'primary backer' who she'd bet good money was Norman Osborn didn't want just a technological telepath. The asshole wanted someone powerful enough to seize control of every machine in a major city and manipulate those machines with the same skill as a surgeon would a scalpel. To that end Project Insight was planning on focusing on new ways to connect man and machine ranging from cybernetics to techno-organic rewiring of a test subject's insides.

The mortality rate for test subjects in this experiment wasn't any better than the last one.

For the next hour straight she went through the files and with each one the sick feeling in her stomach only got worse eventually causing her to close her eyes in depression. How could people stoop so low? How could they do this to other human beings!? Sure if it was just a handful of people he might be able to accept it but there was no way that projects with such ambitious goals could be staffed with so few people. There had to be dozens, maybe even hundreds, of people working on these projects and even with some compartmentalization they all needed to have SOME idea of the wrongness of what they were doing.

Yet they were no doubt hard at work even as she sat there looking at the computer screen.

Depression swelled at the thought but like most unfairness that she beheld the depression soon changed to anger.

It didn't take a genius to see how things would go from here. Hank would turn over the files to S.H.I.E.L.D and a few other alphabet agencies in the hopes of putting the culpable behind bars for a very long time. However much like back in Sunnydale the successful implementation of justice was dependent on those who were a part of the system being trustworthy as well as working towards the same goal. Back home relying on the police was pointless because they were either incompetent or cowards. The Scoobies had been left with no choice but to take matters into their own hands if they wanted to keep people safe.

Here…here things were a little more fair but there still existed points of rot in the law enforcement community AND the justice system.

To a man like Norman Osborn it'd be all too easy to tap into the rot and use it to either get his people off scot free or silence them in order to limit what his underlings could blab about. It wasn't like the X-Men or other heroes would be officially assigned to protect the accused or more specifically those that chose to make deals in return for lighter sentences. That job would be pawned off to conventional law enforcement at the very least or a team of S.H.I.E.L.D agents at the very most. Against the normal criminals or even Hydra goons this might be enough but against super villains or the sort of trouble that can hide in plain sight they'd get steamrolled.

Even if there was a quick reaction team on standby it'd take precious minutes to arrive and intervene and that could lead to disaster for the captured felons along with anyone close by.

No.

There was only one way that Osborn wouldn't be left with any countermoves was to come at him from an angle he wouldn't expect and therefore couldn't counter.

Most villains would assume that heroes would come at them from an honourable and law abiding vector with the priority being adherence to due process along with the letter of the law.

So if she wanted to do some major damage to Osborn's plans then she needed antihero tactics and flexibility.

She needed someone who hated evil but at the same time was close enough to the light side of the force to use some good judgment to decide who was sent to meet their maker

Maybe more than one person.