Title: Loners (Ultimate Marvel Team-Up: Spider-Man and Cyclops)
Author: Wyzeguy
E-mail: Wyzeguy79@hotmail.com
Summary: Spidey encounters Sentinels early in his career, and has unexpected help from the X-men's leader.
Rating: PG-13
Warnings: Language
Disclaimer: Marvel owns th' characters. I'm just borrowing 'em so I can feed a plot bunny.
Feedback: Bring it, or else. :)
Archive: Go ahead. Just ask. Volcanorob's Ultimate X site has automatic rights.
Notes: This takes place early in the continuity of both Ultimate titles: after
Ultimate Spider-Man #7 (within a day or two of the Green Goblin confrontation), and just before Ultimate X-Men #3. However, established continuity after that is pretty much ignored, what with Spidey actually meeting the X-Men in Ultimate Marvel Team-Up #11, and the Spidey comic never actually mentioning the Sentinels that swarmed New York for a while in Ultimate X-Men. In this story, the Sentinels are a definite threat to Spidey. Dedication: To Minisinoo, who generously beta-read this (and edited it in multi-colored splendor!) and hatched the plot bunny of an Ultimate Spider-Man/Cyclops fic. IT'S ALL YOUR FAULT, MIN!! I'M BLAMIN' YOU!!! Heehee.

(Ultimate Marvel Team-Up: Spider-Man and Cyclops)

Was it really any wonder that Spider-Man didn't want to come out tonight?

Just recently, he'd had to take on a dangerous creature called the Goblin, who'd turned out to be the father of Spidey's best friend, and had only survived that through sheer luck and ineptitude.

And now? Well, he doubted either quality would be very effective against hunter robots the size of small buildings. And one was chasing him. 'Sentinels' he had heard them called.

"Okay, okay!" he shouted breathlessly at the Sentinel as he shot a webline from the mechanism on his wrist towards the side of a building. It stuck and he used it to swing away at an insanely high speed. "I get it! I've learned my lesson: never stay out past curfew! Geez, who actually thought they'd get around to enforcing that rule?"

The robot didn't reply. It merely kept up with him, firing energy beams from its enormous hands. In fact, its cold silence was rather nerve-wracking.

Spider-Man twisted in midair, narrowly avoiding the beams, and let go of the webline, letting his momentum carry him to the street below. Staying high above street-level only made him a target. An easier target, anyway. He landed with a thump on the roof of a sedan, leaving a large dent in it with his feet as he backflipped off, deciding that he could change direction a lot easier than the purple robot.

Behind him, he heard the Sentinel fire an energy blast that probably tore through the front of the car. At least the vehicle didn't blow up, but he heard a male voice with a Brookyn accent swear rather creatively before being reduced to astonished whimpers upon disovering what caused the damage. Poor guy.

While overhearing this, Spider-Man completed his backflip and dashed into an alley. "Way to go, Parker," he chided himself, "just go ahead and put everybody in danger just so you can save your sorry webbed--"

Up ahead, the Sentinel lowered its thruster-propelled chassis into the alley. Amazingly, it fit with room to spare, and blocked off Spider-Man's exit. "Uh...uhmm...uh..." Spidey stuttered, backing up. "...you're not actually...going to ask me for my autograph, are you?"

The robot aimed its palm blaster right at Spider-Man's head.

"Uh, y'know . . . I know I'm a motormouth here, but could you, like, say something? So I don't feel so intimidated? Anything? Like, 'surrender, mutant,' or 'resistance is futile,' or...or even, 'Prrrrrkrrr' like the Goblin did...."

The robot methodically took aim.

Spidey briefly considered turning and running back out the way he came, but enough was enough. "Ok, fine. You want to take me out, fine." He raised his hands. Readied his webshooters. "I'm takin' you with me. Yeah, I'm exactly that nuts."

A flash of red light washed over the alley, causing Spider-Man to flinch. "Oh, sh--"

Yet when it passed, he found himself still standing. In one piece. He hadn't been zapped after all. "--it?" The robot was still standing as well. Only it was missing a head and wobbling slightly.

"You know," said a voice behind Spider-Man, "you are goddamn lucky that the Sentinel actually took its time to aim and fire at you."

The wallcrawler barely heard the voice over the herculean pounding of his own heart, which seemed to be performing Tae-bo in his chest. He turned slowly to face the speaker, a man on a stationary black motorcycle, wearing an equally-black leather jacket. The bike was parked at the mouth of the alley, its motor still running, while its rider at Spider-man through bizarre gold eyewear. "Most times, they just target and fire," he continued. "Maybe this one was just waiting for you to shut up."

"Thanks?" Spider-Man replied, unsure of his own voice. "Yeah . . . thanks for the . . . y'know . . . whatever it is you just did" -- he jerked a thumb back at the still-standing robot -- "that give him a lack of a head."

The man smiled slightly, the effort cracking his face into an ironic caricature. "No problem. Guess this mean you really ARE a mutant, if those things detected you. Or maybe swinging all over the city in red-and-blue spandex was the tipoff."

This guy is just full of comments, Spidey thought. "You making fun of my fashion sense, Geordi LaForge?" Now that the shock was wearing off, he was starting to find his sense of humor again, at least beyond nervous babbling.

"Hunh." The stranger shook his head and revved his motorcycle twice. Then he pondered for a moment and reached into his jacket with a free hand. Removing a large gold object, he tossed it at Spider-Man like a throwing star.

Appropriate, the wallcrawler thought as he caught it, since he's riding a Ninja. He looked at the object: a high-tech-looking affair with two black stripes crisscrossing a circular sea of red in the center. Come to think of it, the stripes looked like an "X."

"It's a cloaking device," the stranger told him. "Clip it to your clothing, and it'll emit a frequency that renders your mutant gene immune to the robots' scanners." The stranger paused and gave Spidey a once-over, evident even behind the visor. "Maybe you should invest in a belt, or some clothes that are saggy enough for the device to clip onto?"

"Mutant gene? Hold on . . . ."

The man with the visor revved his bike some more. "Listen, as sparkling as this conversation is, I have someplace else to be. I'll see you around." He began to back out of the alley, his strong legs pushing the bike and his combat boots scuffing the cement.

"Wait . . . I'm Spider-Man!"

"I know; I read the paper."

"Uh, the Daily Bugle? They say some stuff that--"

"The New York Times. Don't have a subscription to the Bugle." Another wry smile. "Why, should I get one?"

"No . . . not really."

"You're a gifted conversationalist, y'know that?"

"Hey, I'm new to this superhero thing! I was just chased around the city by a big purple pencil sharpener with delusions of grandeur! If you think I'm bad at conversation, you should've seen the other guy!"

The stranger regarded him for a second with his head titled to the side. He managed to strike a bizarre balance between being as relaxed as a reclining cat, and as rigid as the machine under him. In fact, he gave Spider-Man the impression of a machine. A killing machine. A honed weapon, like a katana. He obviously wasn't a combat novice by any stretch of the imagination.

Yet he seemed . . . young somehow? He looked to be in his twenties at the oldest, with spiky brown hair and stubble like a teen heartthrob, or a movie star fully in-character as a leather-clad ass-kicker. "Well, Mr. New-to-the-Superhero-Thing, if you stick around and live long enough, you might learn a few tricks," the stranger remarked.

"Okay, this is going to sound like the lamest question since 'Who Let the Dogs Out,' but . . . who are you, anyway?"

"Oh, yeah. Just call me Cyclops."

"D'you have two eyes or one?"

This actually took Cyclops off guard. He recovered quickly with, "I'll let you guess." Two more revs, and the man in leather departed. By then, a crowd of onlookers had gathered at the mouth of the alley: some tourists, some locals. And a cop.

"Hold it!" Spider-Man heard the cop shout as he skittered up the wall. He glanced down to street level and saw the policeman pull his gun, but was over the top ledge before the officer could do anything. He heard the astonished cop mutter something to the effect of, "... the hell did he do to this thing?' He guessed the "thing" in question was the Sentinel, and thought that was kind of funny.

"You met Spider-Man?" Bobby Drake shouted, making Scott Summers immediately wish that he hadn't shared that bit of information. "Cool!"

"Actually, it wasn't," Scott replied, rolling his eyes behind the gold visor he wore and taking off his jacket to toss it absent-mindedly across the back of his favorite chair in the mansion's rec room. He then plopped into the chair, a bit annoyed that the younger boy was blocking his view of the television. "The guy looked like a deer in the headlights the whole time."

Bobby gaped, turning his ballcap around so that it faced backward. "He did? I thought he wore a mask? Or did he show you his face?"

"He kept that big-eyed mask on, Drake, but I could tell."


Scott let out a losing-patience sigh. "The same way you can tell when I'm giving you The Look, even though you've never seen my eyes."

"Uh . . . like you're doing right now?"

"Bingo. It has to do with body language. Spider-Man's just a scrawny kid with a cracking voice and a stuttering problem. Sorry to disillusion you."

Bobby was incredulous, as if he'd just been told that Jackie Chan didn't actually do his own stunts. "But . . . he was a wrestler! He was in the UCW! How could he--?"

"It's never occurred to you that wrestling could be fake, has it?"

"Now wait a minute!"

"Can you leave me alone, Drake? I'm trying to watch the news." He punctuated this by grabbing the remote and changing the channel from some MTV documentary to CNN. He ignored Bobby's subsequent protests.

Bobby finally calmed down long enough to ask, "What did you two talk about?" Scott studied the screen -- some report on the president's daughter starting a new semester at college. To his teammate, he answered in a monotone, "Global warming."

Bobby threw up his hands in disgust. "God! This is why I hate talking to you! I can't even get any simple information out of you!" He stormed out of the room and into the Xavier School for Gifted Youngsters' expansive hallway.

"If I see Spider-Man again," Cyclops mentioned while Bobby was still within earshot, "I'll be sure to get his autograph for you."

Drake stopped in his tracks and spun around to face the leader in the chair. "You will? Really?"

Scott's ruby quartz gaze never left the TV. "No. Not really."

It didn't hit him until he was safely back in the suburban confines of his room. Then Peter Parker smacked himself in the forehead for being an idiot.

"THAT'S where I saw that guy before!" he said mostly out loud as he changed out of his red-and-blue bodysuit and into a loose-fitting shirt and jeans. "He was in the news a few weeks back!" He recalled the first night the Sentinels had started to patrol the New York area, the night after his uncle Ben had died. He recalled seeing footage of a small group of mutants dismantling the robots while placing the bystanders in danger.

The mutants had worn black leather jackets. And one of them had beheaded a Sentinel in a flash of red light.

Peter had noticed before that as brilliant as he could be in science, he could be alarmingly slow on the uptake in mundane matters. He remembered thinking how ludicrous the Sentinel idea was in terms of public safety, and how cool it was that some mutant citizens had decided that enough was enough and they were going to do something about it. He was impressed, because it meant he wasn't the only superhuman in town to grow a social conscience.

And now he'd just met one of them, and hadn't even realized it. "Maybe I should've asked him for his autograph," Peter muttered.

Then he remembered the reason he'd been able to meet one of the "X-People," as the media had dubbed them: a Sentinel had started pursuing him for carrying arguably-mutant DNA.

"So now I'm a target?" he asked the air, tossing his mask onto his bed in disgust. "Here I was, hoping I wasn't a mutant, but I guess I am, because some wannabe Transformers can detect me." He then realized his aunt May was sleeping in a nearby bedroom, so he decided not to vocalize any more of his thoughts.

Okay, they can detect me, and they can detect X-People, Peter thought, trying to make sense of it all. What about all the rest of the mutants? They go after all of 'em right? They were made to go after mutant terrorists like that Brotherhood group . . . but they don't stop there, do they? I mean, there's got to be mutants who are just like regular people, who hang out at the mall, pay taxes, and buy groceries, right? People who just want to fit in, but don't want to put on a costume. What about them?

Forgetting his vow of silence as his train of thought reached the inevitable, ugly conclusion, he whispered, "The Sentinels kill them too. And nobody gives a shit. Nobody but the X-People. Well, maybe I should, too."

His gaze alighted on the gold X-device on his bed. A gift from Cyclops. Hmm.

Grabbing the object, he slipped out of his room, using spidery stealth to get to the basement without waking his aunt. Then turning on a light and placing the cloaking device on the table, he grabbed a screwdriver and got to work.

An hour later, the device was completely dismantled. Peter couldn't believe how many tiny pieces made up the palm-sized object, but he quickly realized that Bill Gates would kill and castrate for this kind of technology. He also realized that only half of the parts were necessary for the cloaking device to work, so far as he understood the principle. Just as he'd suspected from the outset, the device actually had two functions, and the rest of the parts contributed to the second function:

It was a long-range communicator, like a Star Trek commbadge. Cool.

Peter reassembled the gadget (getting it wrong twice, and having to take it completely apart each time to start over), and briefly considered calling his friend Mary Jane Watson to test out his new "cell phone." He decided against it, and instead triggered the device's default frequency.

With any luck, he'd reach the X-People's home base.

A beeping sound woke Henry McCoy from his impromptu slumber. Groggily, he rubbed his eyes and looked up at the screen in the mansion's viewing room. He had been researching a topic for Professor Xavier on the main computer system before exhaustion had claimed him. Now, he looked at the clock readout at the bottom right of the computer screen and tried to figure out who among his housemates would be away from the mansion at this hour. He was fairly certain the new guy, Wolverine -- who had a habit of staying out late at bars -- was still on the estate.

"Hello? This is Beast," he said tentatively into the commlink, which was humming open, but with no voice on the other end. "Come in."

"Oh, uh . . . hi," said the voice on the other end -- somewhat young-sounding, Hank thought. "Is this Cyclops?"

"No, I said I'm Beast," Henry reminded with growing alarm. He didn't recognize the voice. "Who is this? How'd you get this communications channel?"

"Uh . . . I'm Spider-Man," the voice answered, trying to sound more confident. "I met Cyclops earlier tonight. He gave me this . . . this cloaking device commbadge thing. I traced the main channel."

Running thick fingers through his tied-up black hair, Henry frowned. Scott hadn't mentioned that to him. "I see . . . and why would he do that?"

"To keep me hidden from the Sentinels that have decided to lean on my case. That's actually . . . that's why I'm calling. See, I was thinking that this Sentinel business is putting a lot of people in danger, and I thought, y'know, being a superhero and all, that I should get involved. I was wondering if you X-People could--"


"That's what the media calls you. Why, what's your official name, so I can get that right?"


"Oh. X-Men. Cool." A pause. "Wait . . . weren't there a couple of girls on your team? I saw on the news--"

Henry's patience was wearing thin. Still, he tried not to sound too curt to the other person. "Yes, there are a couple of girls, but the group name was a decision of upper management. If you'd like information on the Sentinels, perhaps I could arrange something, but I'd have to clear it with the guy in charge. So you're Spider-Man, huh? I thought you'd sound older." Henry wondered if this was some bored kid enjoying a prank call. But the fact that this kid had the X-Men's main communications frequency worried him. He'd have to keep this short, since for all he knew the signal was being traced.

"Well . . . that's a common misconception about me," Spider-Man answered with a bit more confidence, "that I'd sound older."

"Who is that?" Professor Charles Xavier asked Henry as he wheeled himself into the viewing room via a ramp.

Henry jerked around to glance at the professor, not sure if he were doing something wrong. "Oh, uh, this kid claims he's Spider-Man, and Cyclops gave him our number, so to speak."

"Uh, hello?" the voice on the other end asked.

"Intriguing," Xavier responded to Henry, then reached out with his mind to verify the caller's identity. homing in on the mini-Cerebro unit in the commlink. Not a deep probe, just a surface scan. He received brief images of spiders, 'X' shapes, algebra homework, a Sentinel, a young red-haired girl who obviously wasn't Jean Grey, and a flash of red light wrapped in black leather.

Then . . . chaos. White-hot needles, frantic buzzing, and a panic alarm all in one.

Xavier was forced to end the probe, and shook his head. "What is it?" Henry asked, moving to his mentor.

"What just happened?!" Spider-Man demanded, voice sharp with panic. "He's telling the truth," Xavier reported to Hank while rubbing his brow, "but . . . apparently, our friend's mind does not respond well to even cursory psi-scans."

"Psi-scans?" Spider-Man squeaked, having overheard that part. "Were you reading my mind?"

Xavier moved to the console and spoke with a clear, calm voice. "I merely tried to determine if you truly were Spider-Man. I did not try to uncover your real name, as privacy is an issue with you. I doubt I could have found out much more if I'd tried, however, due to your mind's alert system."

"Alert system?"

"Your brain perceived my intrusion as a threat, and closed itself off to me while flaring up." With a touch of gentle humor, he added, "it was rather like trying to pet a hedgehog." Xavier decided not to mention that he could bypass the security system, or even wipe Spider-Man's mind, if he chose.

He looked back over to Henry, who just stood there in apparent amazement that someone could make a telepathic probe difficult for the professor. He caught Henry's stray thought: I wonder how much Spider-Man would be willing to charge to share his secret.

"I didn't know I could do that," Spider-Man muttered, clearly baffled.

"Has your mind ever been scanned before?" Xavier asked.

"Well, no . . . I mean, that I know of."

"Well, Spider-Man, now you know. So, is there anything with which I might help you?"

Even without his telepathy, Charles Xavier saw the reaction coming a mile away.

"What?" Cyclops shouted the following morning after practice, not certain he'd heard the professor right. Or at least hoping he hadn't. "You're humoring that Spider-Kid?"

Xavier nodded. "We talked last night on the subject of Sentinels, and the increasing threat they pose to mutants and the general populance. The young man was full of ideas and curiosity, and he seemed genuinely willing to aid our cause."

Understandably, this was met with mixed reactions from the assembled X-Men. Wolverine was the first to give voice: "What's he gonna do -- join the team?"

"At least he can bring his own tights," Storm commented with a smirk, studying her fingernails.

"He declined that offer, Wolverine," Xavier answered, "but he is dying for at least one glimpse at the inside of this mansion."

"Cool!" Iceman chirped, eager to meet his favorite wrestler.

"No. Way," Cyclops stated, both hands on Xavier's desk. Charles glanced at his protege's hands.

The young man removed his hands from the desk. "Sorry, sir, but how can we trust him?"

Xavier tapped his temple.

"What could it hurt?" Colossus inquired, arms folded. "This school is supposed to be integrationist, right? And Spider-Man has street credit. Maybe having him in our corner could help the mutant public image."

Iceman predictably put in his approval: "Yeah, that could rock! I mean, and ex-wrestler in the X-Men; how cool is that?"

Storm quirked a brow and looked up at her steel-skinned friend, Colossus. "Street cred? He couldn't possibly be more white-bread-middle-class under that mask, and have you read what some of the newspapers have said about him?"

Colossus looked visibly wounded. "You mean you actually believe the Daily Bugle? And actually, I didn't mean street credit as a black-or-white, rich-or-poor issue, but as a mutant issue. If he's a mutant, then I'm sure a lot of mutants out there can identify with him. He even has a lot of nonmutant fans, I hear."

"If he's a mutant," Marvel Girl interjected, "why hasn't Cerebro detected him?" She looked to Xavier for conformation as she said this. "Or has it?"

Xavier shook his head. "No. He doesn't register. But didn't Scott mention the Sentinel that tracked him last night had no problem scanning him? So there is a noticeable genetic change within the young man's body, and fairly recent. The Sentinels, after all, are programmed to detect newly-manifested mutant genes; I go by brainwave patterns." Seeing the confused looks on most of his student's faces, he attempted to explain further: "I would classify Spider-Man in the metahuman category. His body's augmentation was caused by an outside force, similar to some other superpowered nonmutants we've studied. Thus, he is not a 'birth-mutant,' but still a mutant by way of genetic tampering."

As Charles expected, this only clarified things a tiny bit for anyone other than Beast.

"Okay," Cyclops began, gesturing with his hands in a let-me-get-this-straight manner. "So he's a mutant, but he's not. He wants to help out, but he doesn't want to join the team. So what exactly does he want?"

"He wants as much information on the Sentinels as we can provide, so he can stand a chance of defeating them. He also requested the locations of any known mutant hideouts, so he'll know where to concentrate his protection efforts."

"He's not asking for much, is he? Maybe we can throw in a free ride in the freakin' Blackbird while we're at it."

Xavier leveled his gaze at Cyclops. "I believe Spider-Man's requests were rather reasonable. He has committed himself to ending the Sentinel threat, as have we. And he is unwilling to turn a blind eye to the oppression of mutants."

Wolverine snorted. "Yeah, he cares now that his skinny butt's on the Sentinels' most-wanted list. Guy's all heart. Where was he before, or did webbing up purse-snatchers get boring for him?"

This time, Beast came to Spider-Man's defense. "Would you rather that he maintain indifference? It seems to me Spider-Man is looking at the bigger picture in regards to the Sentinel issue: that concerning humans and mutants in the long-term. 'How long is this going to last?' he said at one point during his conversation with the professor. 'Are the Sentinels going to go away once the last mutant is dead, or are they here to stay? How hard would it be for the government to find an excuse to keep the robots in the skies long after mutants are no longer a threat, simply because it's handy to have a squadron of giant peace-keeping androids around? Would this country become a Sentinel-patrolled police state that future generations would have to grow up in?' Spider-Man has asked these questions. Have they even occurred to you?" Beast paused, mulling over the long quote and trying to recall whether or not it was accurate. "Well, he said something to that effect."

Wolverine kept quiet. His teammates were also pondering this in silence.

"You're awfully quiet," Mary Jane Watson mentioned to Peter as they sat at a table in their school cafeteria, "but then again, you're always that way. What's up?"

Lifting his gaze from his mashed potatoes, Peter lifted a brow at the red-haired girl. "Hmm? Oh, sorry. I was just thinking about . . . y'know, stuff."

"Liz Allen's bra size?" she kidded.

Color flooded Peter's face. "Huh? No! No way, Mary. Honest!"

Mary was grinning like an imp. "Yeah, I know. Just thought I'd tease you."

"Seriously, nothing happened that night. She was drunk. She came onto me."

"Yeah, I know. You've explained this to me. I'm not mad anymore. What, am I not allowed to tease you?"

"Well . . . ." Peter returned his gaze to his mashed potatoes.

"So really, what were you thinking about?"

"Algebra test?"

"You can do better than that. C'mon, this is me you're talking to. I'm one of the guys, remember?"

In that case, Peter thought ironically, I was rehearsing what I'm going to say to the X-Men when I meet them as Spider-Man, so I don't look like anymore of a dork than I already do. Instead, he chose a less-incriminating subject, one that was still bothering him. "I'm worried about Harry. His dad was that Goblin monster. That's gotta be harsh. Now he's talking about moving in with his relatives out of state."

"You're going to miss him."

"Well, yeah. He's my friend, pretty much."

"Uhm, wasn't he using you to do his homework for him?"

"That? I was helping him with--"

"Doing it for him."

"Okay, yeah, I was." Peter sipped his drink. "But I got to like him. He's not a bad guy. He's not like Flash and Kong, who were only remotely nice to me while I was on the basketball team. I think he really is my friend."

Mary Jane smiled. "Well, don't forget I'm your friend too." She placed her hand on his briefly. "And I'm not leaving."

Blushing, Peter looked up at her. Was she touching his hand? No way!

"Ooooh, we got the whole 'Love Connection' up in here, yo!" Flash Thompson announced abruptly as he and his sidekick Harlan "King" Kong passed by their table.

"Get a room you two," Kong chimed in, "unless you wanna just go at it right here on the table?"

"Uh, losers?" Mary Jane shot back, "Why not get your own room and leave us alone? Not everything is about sex, okay?"

Flash and Kong didn't look terribly convinced of that.

"You sure you want to tell them to go off together?" Peter muttered, less afraid to hurl a rejoinder at the two jocks these days than he used to be. "You're just encouraging them to breed, and that's, like, bad news for the gene pool."

Flash stalked forward, getting right in Peter's face. "You trying to be funny, Parker? I'll clock you with my cast if you don't watch it!"

Peter looked at the cast on Flash's hand, adorned with signatures, and snickered. "Who gave you the broken hand in the first place, again? Was it me? Refresh my memory."

"Can you two stop it?" Mary Jane shouted. "We're just trying to eat here, Flash. If you keep this up, you'll miss eating during the lunch hour completely. Can we just let this go?"

"Yeah, she's right," Kong agreed, tugging on Flash's sleeve. "I wanna eat, man."

"You always wanna eat," Flash pointed out with a scowl.

"Gotta maintain muscle, right?"

"More like flab, fatass."

"Who's a fatass, crackhead?"



"Your mom."

The two jocks walked off, absorbed in their name-calling battle, but the word 'mutant' stayed with Peter. It was being casually tossed around as insult slang by immature students, much as the word 'gay' might be. It wasn't right, Peter decided.

Mary speared lettuce with a fork. "Oh, speaking of mutants: did you hear about last night?"

"Uh, what?"

"This girl in my music class -- d'you know Tandy Bowen? Her home was hit last night in a Sentinel raid. It was on the news."

Peter's eyes widened. "Serious?"

"Yeah, and she didn't show up today. I asked around. The grapevine had been saying for a while that she might be a mutant."

"Oh my god . . . . "

"Yeah. And I liked her too. She was fun. I'm going over her place after school to see if she's all right."

"And if she's . . . if the Sentinels . . . got her?"

Mary Jane looked away, biting her lip. "I hope to God they didn't."

Peter placed his hand on hers.

"He's late," Cyclops muttered to no one in particular as he waited in the same alley where he'd first met Spider-Man the night before. Cold wisps of frost decorated his words in the chilly air, and he pulled his jacket closer. At least the city had managed to find a way to tow the beaheaded Sentinel's chromium carcass out of the alley.

Being punctual was a trait the X-Man had inherited from his late father, an air force officer. Adolescent years spent on his own and homeless had dulled that trait only slightly. Within a week of meeting Xavier, Scott had resharpened his punctuality to a fine point, because Scott needed to be efficient. He needed order in his life, or risk insanity. He was labeled by many as a control freak (to put it nicely), but for someone whose slightest glance could destroy and kill, control and discipline were essential. It made him the leader he was. While he knew it was unreasonable to expect the same amount of discipline from others, he had little patience for those who evidenced none.

Such as Spider-Man, who was currently a half-hour late.

Dammit, Cyclops thought, if I'd wanted to deal with people running late, I'd have stayed at the mansion. This is ridiculous. Bad enough that I have to put up with it from Wolverine and Iceman. He occupied himself by going over Danger Room scenarios, trying to think of a way to turn his teammates' shortcomings into assets, but stopped in mid-thought as he felt something approaching from above. His visor limited his peripheral vision, but his awareness of his surroundings was still acute. It was how he'd survived on the streets while functionally blind, and it was how he planned to survive as an X-Man. Jean and the others called it paranoia, teasing him about his refusal to ever sit with his back to the door. Screw them.

"You're late," Cyclops stated flatly, turning around to look up at the figure on the wall. Had it been anyone else but Spider-Man trying to sneak up on him, Cyclops might have skipped the commentary and blasted him. But the fact that his guest was crawling down a vertical surface like an insect didn't leave too many other possibilities.

"I know, I know," Spider-Man replied, his form remaining covered in deep shadow. "I had some stuff to take care of, and lost track of-- wait a minute. How'd you know I was there? I was being as quiet as possible, and your back was to me!"

Cyclops smiled slightly. "I could hear your lack of experience coming a mile away."

"Hey! I'll have you know my lack of experience is MUCH quieter than that!"

"Enough. Let's just get down to business. You wanted information on the Sentinels."

"Yeah. You got it?" Spider-Man adjusted his position so that he was sitting -- rather improbably -- on the wall.

Cyclops mentally counted the number of Newton's laws of physics that pose was bitch-slapping. "What do you have to offer in return?" Cyclops felt as if he were conducting a drug deal, and the thought brought back memories he didn't want to recall.

The spider-boy blinked, and it was somehow evident even through the huge, reflective eyepieces. "Uhh . . . I didn't know we were trading."

Cyclops was less than amused.

"How about . . . my services as a fellow costumed crimefighter? No? Okay . . . the chemical formula for my webbing?"

"Formula? You have to make that stuff? I thought you grew it out of your wrists."

"Huh? That's a weird thought." Spider-Man started rolling up the end of one of his gloves, revealing a metal bracelet with a tube at the end. "No, actually I mix it up in my lab, and store it in this. I fire it by--"

"Can we get down to business?" Cyclops shook his head, losing what little patience he'd had. "I'm actually willing to give you information on the Sentinels, but you're going to have to convince me that you can put the intel to good use. I'm not going to waste me time with--"

"Okay, okay, sorry. Geez. Heaven forbid I should waste the time of such a great man as yourself. Okay, sorry. We're on the wrong foot. Can we start again?" He hopped off the wall and stood near Cyclops, but still kept a respectable distance. "Listen, I know I'm new at this. I'm pretty sure I haven't been around the block as many times as you have, but I'm trying to do what I can, here. I want to stop the Sentinels just as badly as you do. And it's not just because I'm a newly-minted superhuman who's directly threatened by the Sentinels. It's because everybody is threatened. Especially mutants. Did you know that last night another mutant girl was killed by the Sentinels while we were busy?"

Scott let out a breath. "Yeah. She was mentioned briefly on the news this morning -- as the latest Sentinel success."

"Well, she went to my-- well, I knew her, kind of. Her name was Tandy Bowen. I stopped by her place a little while ago. That's why I was late."

"Okay, fine. I can understand all that. But what do your parents think about your nightly activities?"

Spider-Man's shoulders slumped, and his eyes drifted downward to the alley litter.

"No parents, huh?"

"No comment."

Scott's stance loosened a bit, and he ran a gloved hand through his hair. "Sorry about that. I know how that can be."

Spider-Man glared daggers at Cyclops, fists clenched. "No, you don't know how that is. How could you?"

Cyclops did a double take, surprised at the boy's reaction -- but not entirely. He remembered giving that same response to anyone who tried to say they understood how he felt about being orphaned. As far as he'd been concerned, they couldn't know. Still, Spider-Man's reaction had a certain ... immediacy to it. He must have lost someone recently. Damn. "How could I know?" he finally said in a calmer voice.

"Yeah, how? I hate it when people tell me they know what I'm feeling. Unless they're psychics like your professor, they can't!"

Cyclops waited until Spider-Man calmed down a bit, silently respecting the boy's backbone. "Yeah, I hate that too, especially from my professor. I've been there."

"Give me a break."

"I'm serious. I was eight when I lost my family. Plane crash. It's not something you can understand unless you've been there."

At the words, "plane crash", Spider-Man visibly flinched. He seemed to study Cyclops' face for a moment. "You mean ... really? You too?"

"Yeah -- even had a brother. He might've been around your age now, I think."

"Oh." He was about to say something else, but Cyclops cut him off with a wave of his hand, apparently listening to something.

"Acknowledged," Cyclops said, then he glanced back to Spider-Man. "That was Beast. The Sentinels are headed in our direction. I see you have your cloaking device with you."

"Like I'm going to leave home without it after last night?"

Cyclops nodded. "Good. Now then, if we're going to do this, we'll have to do this as a team. When I give an order, don't stop and ask why. That'll get you killed. Just do it, but don't be afraid to improvise, either."

The wall-crawler cocked his head in confusion. "Why doesn't that last part sound like something you say very often?"

"Because it isn't, but I've studied your battle with the Goblin. With you in a fight, anything could happen. We might as well take advantage of that."

"Cool. Lead the way, boss!"

Sixteen Sentinels scoured the city. They broke off into groups of four to scan more efficiently each part of Manhattan. Laser searchlights from their chests scanned each humanoid lifeform they came across, checking each biosignature for traces of mutated DNA.

Luckily, no one had tested positive, so the Sentinels kept searching. Or at least, no one had come up positive yet.

All this Spider-Man had been informed by the X-Men. That worried him enough, but the plan Cyclops came up with downright made him nervous.

"Okay, so let me get this straight," Spider-Man spoke into his comm device. "You made sure that I had this cloaking device with me, but now that I'm in position, you tell me to turn it off?"

"That's what I said," Cyclops' voice confirmed. "The robots are mutant trackers, so we need something for them to focus on."

"Why me?"

"Your red-and-blue tights just scream 'decoy' to me. That, and the fact that you're fast enough to keep from being shot, right?"

"Well, yeah . . . somedays, but . . . ."

"Just let them scan you and lead them our way. We'll back you up."

"You sure? 'Cause they're huge, y'know. I think I saw one of them holding up that telescope observatory in the last Batman movie."

"We'll take care of it," Cyclops replied. Was it Spidey's imagination, or was the guy with the visor chuckling slightly over the link?

"You actually thought that was funny?" Spider-Man inquired, completely agape. He didn't think anyone found his jokes funny, least of all the X-Men's prickly leader.

"Maybe. Don't let it go to your head."

And then there was no more time to discuss the matter, because a quartet of Sentinels were cruising above the street. Their searchlights swept this way and that. Spider-Man gulped and turned off his cloaking device as a laser searchlight panned over him. He froze in place, and felt like Sam Neill standing nose-to-nose with a T-Rex in "Jurassic Park."

The robot's eyes flashed. Recognition. It pointed its palm blaster at Spider-Man . . .

. . . who was already off the roof and swinging down a side street at top speed. The four Sentinels gave chase, dipping into the turn like fighter jets and catching up with their quarry, who was firing and anchoring weblines as fast as possible -- which wasn't fast enough. "Cyclops!" he shouted, hoping he didn't need the comm unit to get the leader's attention.

A red beam of light flashed from street level and struck the nearest Sentinel in the arm. The energy blast left a Buick-sized hole in the robot, and the exposed wiring sparked and sizzled. A second, stronger optic blast took it apart from the torso up. The various pieces collided with the deserted street.

Spider-Man landed on the street, ducking around the corner as Cyclops fired more shots at the next Sentinel and said, almost off-hand, "Good work."

"Thanks," Spider-Man replied, catching his breath. "Where's everybody else?"

"Keeping the other Sentinels away from us," Cyclops explained, cutting a Sentinel off at the knees.

"Cool," Spidey answered, skittering up the wall to the rooftop. "Remind me to give 'em each a lollypop." He reached the roof and fired a webline down to a manhole cover, then yanked on the line, sending the cover upward, and swung it as hard as he could at the Sentinel's face. The sewer lid buried itself in the cold metal visage, leaving the robot open to more optic blasts until the construct hit the street with a deafening clang. Three down. Spider-Man noticed a trio of black kids watching from behind a protective dumpster, chattering and commenting to each other about the battle. "Yeah!" one of them shouted to his friends. "See, that's what I'm talkin' about! That's my nephew up there!"

Nephew? Spider-Man thought, shaking his head. Those guys really needed to get the heck out of there.

The fourth robot shot at Spider-Man from its palm-mounted blasters, but succeeded only in shaving off a section of the rooftop beneath him, as he leaped. Now within the Sentinel's arm's reach, Spider-Man skittered up its arm while the robot attempted to grab him. He alighted on the robot's metallic purple dome and knocked on it. "Anybody home? Hmm...this thing's made of some strong metal. Chromium?"

The Sentinel raised both hands and pointed its palm blasters at Spider-Man.

"I bet if I could rewire you just right, I can get free internet," Spider-Man remarked while checking on Cyclops' position down below. "Hey Cyclops, I've got 'im preoccupied; you want to--?"

But the visored mutant was lying face down atop a parked car, either dead or unconscious.

"Cyclops!" Spider-Man shouted, hopping off the Sentinel's head to aid his new friend. His timing was excellent, as the robot proceeded to cave in its own head with its energy blasts, but Spider-Man wasn't even concerned with that. He raced to the car and crouched over Cyclops, checking vital signs. "Hey man, you awake? Cyclops? C'mon, this isn't funny; we've gotta--"

An odd feeling, somewhere between the sensation of spidery legs crawling up the back of one's neck and the vibrations of a strand of spider web, caught Spider-Man's attention. He decided to grab Cyclops and carry him off to safety where they could continue the one-sided conversation. The moment after they left the car, the headless Sentinel fell forward onto it, crushing it like a beer can.

Spider-Man carried Cyclops into an alley and up a fire escape, then carefully laid his partner on the metal platform. "Cyclops? C'mon, I can feel your pulse. You're the leader of this outfit; snap out of it!"

Cyclops finally opened his eyes. "Okay, okay," he muttered, groggily shaking his head. "I'm awake. I'm functional."

"What hit you?"

He sat up, running gloved fingers through his hair. "The Sentinel I just kneecaped while I was watching you bounce around the goddamn place. I should've known better. How're we doing?"

"All four are on the ground, needing a band-aid."

"Good work, man." He smiled slightly and clicked on his comm unit. "Marvel Girl, how're we doing?"

"Three are down," Jean's voice reported. "But one slipped by us. It's heading your way."

"Shit," Cyclops groused, looking up at Spider-Man. "Be ready."

Spider-Man stared at Cyclops nervously. "Can you walk?"

"Well yeah; I was backhanded, not blasted." Cyclops rose to a standing position, his legs still a little shaky, so Spider-Man held onto his shoulders to steady him.

The wall-crawler then froze, looking around. "Uh-oh."

The Sentinel that Marvel Girl had warned them about had entered the alley, quickly locating its two targets on the fire escape. The alleyway was narrow enough that the robot had to move in sideways, Cyclops noticed. It raised its leading arm and prepared to fire a palm-blast.

Spider-Man grabbed Cyclops and prepared to leap with him off the fire escape to evade the energy, but Cyclops calmly pressed the remote firing button hidden in the palm of his glove. His visor opened to release an optic blast directly at the Sentinel's hand. His timing was perfect, as the optic blast tore open the robot's arm casing, releasing the energy within. The Sentinel was pushed backward by the force of the explosion until it lost its balance and landed on the already-immense pile of Sentinels in the street.

"Uh, yeah . . . ." Spider-Man stammered, looking at a self-satisfied Cyclops. "I was actually going to suggest that."

They saw the Sentinel trying to rise, levering itself up on its one intact arm, so they quickly rushed away from the fire escape toward the mouth of the alley, intent on finishing it off.

Spider-Man looked left and right down the street . . . a ravaged, demolished street littered with enormous scraps of damaged Sentinel bodies. "All this robot-fighting is fun, don't get me wrong," he remarked to Cyclops, "but are we really making anything better? There's gotta be a better way than this."

"There probably is," Cyclops agreed, "but right now our options are limited."

The Sentinel managed to push itself up to a crouching position, getting its legs under it.

Behind his large reflective eyepieces, Spider-Man's gaze bore into the Sentinel. "Maybe . . . but I'm tired of this. We're supposed to protect people. And if we keep this up.... I'm just tired of this." With a lightning-fast motion, he reached over to Cyclops' belt and clicked a button in his comm unit, then abruptly turned and ran up the side of the nearest building, then leaped off the top while firing off a webline. The webbing anchored off of a taller structure, and Spider-Man swung past the Sentinel's head. "C'mon, you overgrown vending machine! You want to kill a mutant? Come get me!"

"Spider-Man!" Cyclops shouted after the webslinger. "What the hell are you doing?!" Amazed, he watched the robot activate its boot thrusters and chase the red-and-blue hero over the rooftops. Spider-Man had gone crazy, he decided. And what was with the webhead clicking his comm unit on?

No, that wasn't it, he realized belatedly. He turned on my cloaking device. He watched the two figures head away from the city toward the bridge, where there were no availible X-Men. "Son of a . . . ."

He ran at full speed across the top of the Queensboro Bridge, nimbly picking his way over the steel framework. He was almost out of webbing, so he couldn't webswing the way he wanted to.

Predictably, the Sentinel followed close behind, intent on catching up to its mutant target. However, Spidey noticed that the robot's missing arm threw off its stabilization slightly as it flew, causing it to swerve back and forth like a drunk driver. More, the large hole in its shoulder had exposed vital viring, and it was leaking fuel. It was beginning to slow down and lose altitude. Perfect. Spider-Man's destination wasn't far off.

The webslinger leaped off the bridge, the single stride carrying him across the water to a small island near the bridge that he'd recently found. It contained a run-down factory with a crumbling exterior. Not only was there a wealth of debris lying around for use as weapons, but Spider-Man and the Sentinel could battle for hours and cause mass destruction without anyone even caring. After all, if he were going to commit urban renewal, he might as well do it in a place that could use it.

As soon as his feet touched ground, he raced toward the building and looked around. A rusted I-beam lay on the ground. "Jackpot," Spider-Man observed, picking it up. "I wonder if robots can get tetanus?" He turned around and looked up at the approaching Sentinel. "And now for the javelin event . . . our first contestant hails from Forest Hills, Queens. At a breathtaking 102 pounds, this heavyweight -- ah, the hell with it." He launched the steel missile with all of his strength at the Sentinel, knowing that not even the heavily-armored robot would be able to withstand having a girder punch through it like a bullet.

Problem was, he missed.

"Uh-oh," Spidey muttered, then turned on his heels and ran into the building, looking for another weapon or a very deep rabbit hole . . . whichever he could find first.

The Sentinel's feet landed on the ground, and the robot made its way into the half-demolished factory where the frantic Spider-Man was in easy view. It fired three energy blasts, all of which missed -- not just because Spider-Man was jumping around, but because the Sentinel was losing power fast and its targeting systems were suffering. Spider-Man threw various chunks of debris at the Sentinel, denting its armor. Then he fired globs of webbing at the Sentinel's face, trying to blind it.

Spider-Man wrapped the weblines around his writs once, twice, thrice, making sure that he had a secure grip on the lines. Then, using his clinging ability to keep his feet on the floor, he pulled on the cords as hard as he could. The robot fell forward, and Spider-Man quickly dashed out of the way. What was left of the factory's architecture crumbled under the robot's weight, and several exposed steel rods that composed the framework of the building impaled it.

Spidey hurredly made his way out of the building to escape the cave-in and collapsed onto his knees outside, exhaustion overtaking him. He was only dimly aware of a large black object hovering above him. Finally, he looked up at what appeared to be a stealth bomber.

A cargo bay hatch slowly opened, and Spder-Man made out the figures of the X-Men standing there, Cyclops in front of the group with Wolverine, Marvel Girl, Storm, Beast, Iceman, and Colossus behind.

"Not bad," Cyclops informed the young hero. "Need a lift? You look like you could use one."

"Uh, sure," Spider-Man breathed. "Just let me catch my breath, first."

"I can't believe you went off on your own like that."

"I had to. It was something . . . I guess it was something I had to do on my own. I figured if anyone's gonna get hurt, I'd rather it were me instead of somebody else."

"That's a little condescending don't you think?" Storm asked with a quirked eyebrow and jutted her hip in an offended hip-posture. "I mean, we're X-Men; we can handle Sentinels."

"Maybe I'm just not meant for a team, I dunno."

"You did all right in my opinion," Wolverine commended with a sly smile. "One-Eye didn't piss you off too badly, did he?"

"'One-Eye'? Who's -- oh! Cyclops. Actually, he's pretty cool. You guys got a good leader up there." Remembering the comment made by a bystander earlier, he added, "He's my nephew."

Cyclops and Wolverine exchanged completely baffled glances.

Peter Parker kicked himself. He'd actually turned down an offer to join the X-Men. Sure, he didn't think he'd be a good fit for the team, but still -- they were the X-Men! And he was a mutant, at least partially. But he felt that joining them would be too huge a step, and more to the point, it would take him away from the area of crime-fighting on which he felt a need to focus -- the random, day-to-day crime that was no less important than mutant-tracking machines.

It would also take him away from people like Aunt May, Harry Osborn ... and Mary Jane Watson.

And with Mary was exactly where he needed to be at this particular moment, as the two of them attended the funeral of one Tandy Bowen. He put his hand on his friend's shoulder as she watched Tandy's casket being lowered into the ground.

He'd been told that Tandy's body had been incinerated by an energy blast from the Sentinel, but her parents had insisted on this ceremony anyway. They felt this act would make it concrete, that it was the best way to honor their daughter's death ... however much sense that made.

Peter could have done without the heavy media coverage for the funeral, however. Tyler and Kelly Bowen, a millionaire and ex-supermodel respectively, were celebrities, so they felt the need to soothe a public that was angry with them for having a mutant daughter. They publicly took on a "pro-mutant, anti-Sentinel" stance, decrying the use of killing machines that endangered both mutants and humans. After all, as Tyler told the camera, "every mutant is somebody's child. And children should be given the same basic human rights as everyone else."

For her part, Mary Jane rolled her eyes at the spectacle. "This is the same man whose only concern for Tandy when she was alive," she whispered to Peter, "was whether or not she stayed out of his study when he was working in there. He and her mom barely even noticed her existence the rest of the time. She used to tell me this all the time."

Peter frowned. "Maybe . . . they're looking at it from a different perspective now?"

MJ shook her head and ran her fingers through her red hair. "I doubt it . . . ."

"Well, take it from someone who's been there, Mary: it's not hard to forget how much someone you love means to you until you've lost him or her. Then you're reminded every day."

She turned and looked at him with sad green eyes. "Oh, I'm . . . I'm sorry, Peter. I know you and your uncle--"

Peter shrugged a bit. "It's okay. So how're you holdin' up? I didn't really know Tandy, but she was your friend . . . ."

MJ looked down at her feet. "Yeah, she was. She was. We got along, had fun ... kept each other from getting bored in music ... and ...." Her voice trailed off as the tears emerged. "It's so unfair . . . ."

Peter hugged Mary Jane as hard as he could without breaking her. She needed all the strength he could give. "No . . . no, I guess it's not fair."

A brief flash of light caught his attention, and he looked over to a wooded area at the edge of the cemetary. He could have sworn he saw a blonde girl with glowing skin standing there, watching the proceedings. But then the image was gone, and Peter blinked, not sure he'd seen anything at all. The girl had looked almost like Tandy, and he didn't know what to make of that.

He just stood with MJ, comforting her and absorbing the strawberry scent of her hair. Times like this were exactly why he needed to be Spider-Man.

And times like this were what made him human, mutation or not.