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thing more annoying than the Super-Skrull’s warrior’s code was his feeble sense of humor. I must nip this minor insurrection in the bud promptly, he decided, before the vainglorious Commander forgets who is really the Leader here.

Tapping out a rudimentary command on his wristband, the Leader immediately teleported himself down to the floor of the Transformation Chamber. Obviously, he had underestimated Wolverine’s volatile nature, but that was nothing a second dose of direct telepathic contact couldn’t remedy. Studiously ignoring the Skrull’s skeptical gaze, the Leader came up behind the recalcitrant mutant, who remained transfixed before Banner’s dormant form, his feral eyes riveted on the defenseless physicist’s jugular. The muscles in Wolverine’s face twitched randomly, evidence of an ongoing inner conflict. His entire body vibrated with tension, his dense black mane bristling like a cat’s. A low growl rumbled up from deep inside him.

Clearly, the Leader concluded, Wolverine had not thrown off his mental shackles entirely, but was merely caught in a psychological limbo somewhere between free will and perfect obedience. Time for a booster shot, he thought, laying his hands against Wolverine’s temples. The X-Man’s lack of height made his head easier to reach than, say, the Skrull’s. Mental energy flowed from the Leader’s fingertips into the mutant’s skull, bringing clarity to his disordered thoughts. “Kill him,” the Leader instructed. “Now.”

KILL HIM NOW!

The command flared inside Logan’s head like a mushroom cloud, stronger and brighter than before. Paradoxically, the clearer the command, the deeper the fog became, wrapping around his thoughts, making it difficult to think anything else except. ...

KILL HIM NOW!

Banner’s jugular throbbed a few inches away. Logan could already taste the blood, imagine the man’s life bleeding out through the gashes Logan’s claws would make. It was simple. Easy. All he had to do was cut and slice and claw and tear, just like the voice inside his head insisted.

KILL HIM NOW!

The claws leaped from the backs of his hands, sliding out in their grooves the same way his thoughts seemed to be guided in just one direction, channeled inexorably toward a single, inescapable goal. And yet, despite the relentless mental tide togging him toward the kill, something felt wrong. Kill Banner? Why? Banner was no match for him. Tackling the Hulk was one thing; the bonfire at the back of his brain blazed hotter at the thought of pitting his claws against the green-skinned giant’s grizzly-sized bulk. But Banner? This skinny, pink sitting duck? Banner couldn’t even run away from Logan’s claws, let alone fight back with any hope of survival. What sort of prey was that?

KILL BANNER! KILL!

Logan wanted to kill someone alright, but not Banner. Whether it was his mutant healing factor at work, or just plain cussedness, he resisted the compulsion to strike out at the helpless man. Killing Banner in cold blood went against his instincts, no matter how inescapable his orders to the contrary. The Leader’s command still shone as intensely as before, but he found he could distance himself from its strident neon imperative, keeping it apart from the other shapes emerging from the fog. The

blood-red glare of his raw animal will illuminated the fogbound landscape of his mind.

His gaze flicked from side to side, spotting Rogue and the Scarlet Witch out of the comers of his eyes. He became aware of another presence directly behind him, pressing upon his temples. My Leader, he understood, then corrected himself. No, the Leader. His eyes glanced over at Rogue again, as a plan came together in his mind. This is the Leader’s fault. He’s done something to me, something to all of us.

Angry veins pulsed in his temples. Logan’s teeth ground together violently. His claws jerked in and out of his clenched fists, while his fingernails dug into the palms of his hands, drawing blood. The pain made it a little easier to ignore the flashing billboard in his head. Fighting his own rage as well, Logan mustered enough sanity to figure out what needed to be done.

KILL BANNER NOW!

“No!” Logan snarled. He spun around and grabbed the Leader by the shoulders, lifting the startled supervillain off his feet. Before the Leader could reassert his control, Logan flung the mutated mastermind at another of his brainwashed victims. “Rogue, darlin’, catch!”

As the Leader barrelled headfirst toward the entranced X-Man, Rogue instinctively threw out her hands to halt the collision. Her bare fingers could hardly miss the Leader’s elephantine cranium and she caught the bulbous projectile with both hands.

Atta girl! Logan thought, grinning wickedly despite the lingering fog in his mind. Before his eyes, Rogue’s entire body stiffened as though an electric current was passing through her. Her eyes bulged in surprise as the Leader’s staggering I.Q. poured into her brain, w'hich expanded to accommodate her enormous new intellect. Her smooth brow mushroomed in size, both cerebral hemispheres swelling up like balloons beneath her chestnut hair. Her rosy skin took on a greenish complexion that clashed with her ugly orange jumpsuit.

As for the Leader, he emitted a sickly groan before sagging against Rogue, who hurriedly dropped him like a hot potato. The sound of the villain’s limp body hitting the floor was like music to Logan’s ears, even if the Leader’s final command still reverberated within the X-Man’s skull, freezing him in place.

KILL BANNER NOW!

With her newly-acquired super-smarts, it took Rogue less than a second to assess the situation. Zooming past the dumbfounded Super-Skrull, she lightly brushed her fingertips across Logan’s throbbing forehead. He experienced a moment of weakness, typical of hands-on treatment from Rogue, but the brief infirmity passed quickly, taking with it any vestiges of the Leader’s control. The fog lifted in his brain, and the Leader’s intrusive voice fell silent at last. About flamin’ time, he thought; for the first time in who knew how long he could literally hear himself think. Just as he’d hoped, Rogue had used her borrowed mental powers to undo the hold the Leader had placed over both their minds. “Good work, darlin’,” he told her. “Don’t forget the Witch, too.”

“Right on it!” Rogue drawled, streaking away toward the enslaved Avenger. Wide-eyed and alarmed, the Super-Skrull’s gaze jumped back and forth between Logan, Rogue, and the collapsed Leader. Then he grasped what Rogue was up to, and his extendable arms stretched after her, desperate to stop her from freeing Wanda as well. Flaming stone fists, looking like catapulted mounds of red-hot coals, headed on an intercept course for Rogue’s colossally enlarged skull.

“Forget it, bub!” Logan growled, leaping at the Skrull. The gravity was so low he might as well have been flying. That’s right, Logan remembered. We’re on the moon. He felt like he had just woken up from a long, uneasy sleep, his brain full of discordant images that he only half-recalled. When in blazes did the Skrulls get mixed up in this mess anyhow?

He slammed into the Skrull, the weight of his ada-mantium skeleton driving the alien backwards and away from Rogue. The Skrull grunted in surprise, the top half of his body stretching to absorb the force of Logan’s assault while the Skrull’s boots remained firmly planted on the floor. Logan slashed at the Skrull’s face with his claws, o’nly to be blocked at the last minute by some sort of invisible force field. Yeah, yeah, Logan thought, unimpressed. He recognized the Super-Skrull from a barroom brawl in Manhattan a few years back. A one-man Fantastic Four, I remember.

The force field expanded outward, shoving Logan away from the alien warrior. His back crashed into the wall, but Wolverine endured the impact stoically. He’d done what he’d set out to do; give Rogue time to snap the Scarlet Witch out of her trance. Looking across the rotunda, he saw Magneto’s only daughter blink and shake her head after a glancing touch from Rogue, who hurriedly brought the other woman up to speed. “Watch out for this character!” he warned Rogue and the Witch, nodding at the Skrull. “He’s got plenty of tricks!”

“More than you can imagine, mutant!” the Skrull bragged, apparently unworried by the former hostages’s three-to-one advantage over him. A thick, blue layer of ice formed over his left fist while his right remained aflame. His eyes glowed an ominous shade of red, and a crimson beam lashed out at Logan, who dodged the beam by diving to one side an instant before the incandescent ray shattered the floor where he had been standing. “Surrender or face the unlimited power of the Ultimate Skrull!”

What the—? Logan thought. That was just like one of Cyke ’s beams. Alert eyes scanned the arena-sized chamber, registering for the first time that others besides Banner were suspended in the transparent plastic tubes. Scott, ’Roro, Cap, Hank, Bobby, Shellhead, and the Vision, Logan spotted, scowling; looks like the bad guys have half of the X-crew here, plus the Avengers to boot. He wished he could borrow the Leader’s memories from Rogue, just so he had a better idea of what was going down. All he could dredge up now were vague recollections of fighting Iron Man and/or the Hulk. Feels like I missed a good chunk of this flamin ’ yarn.

“Never!” the Scarlet Witch declared, responding to the Skull’s demand that they surrender. Her accent betrayed her Balkan roots. “When have you ever known an Avenger to yield to the likes of you, Skrull? We’ve beaten you before and we will again.”

“Ha!” the Skrull laughed harshly. “You three could not even escape my underlings. What hope do you have of defeating the champion of the Skrull Empire?” “Your underlings?” Wanda echoed, sounding puzzled. Confusion creased her brow momentarily, then the truth sunk in. “Of course ... the puppets!” She eyed the Skrull with renewed anger and determination. ‘ “A clever trick, but you no longer have surprise and deception on your side.” Her fingers assuming arcane and esoteric configurations, she cast a hex sphere over the hostile Skrull. A shimmering globe of scarlet light surrounded her foe, but the Skrull looked unafraid. With a gesture from his frost-covered hand, he dispelled the hex, which popped like a soap bubble, leaving the Scarlet Witch visibly shocked. “How did you do that?” she demanded. “It’s impossible!”

“No, it ain’t,” Rogue corrected her. Her voice even sounded a little like the Leader’s now. “This scaly carpetbagger’s got all our powers, plus our friends’ powers besides.” She tapped her inflated noggin. “Ah know just how the Leader did it—and it works! The Skrull’s a lot more dangerous than before.”

Nuts! Logan thought. Like the Super-Skrull wasn’t enough of a challenge before the Leader souped-up his powers'. Claws extended, Wolverine warily circled the alien, keeping both eyes on the Skrull as he spoke to Rogue. “Guess that eliminates you putting the touch on him, right?”

“ ’Fraid so, sugah,” Rogue said, rising into the air above Wanda. “We’d just cancel each other out, like he and the Witch just did.” She cracked her knuckles loudly, then faced the Skrull with her bare fists.

“The female speaks truly,” the Skrull gloated. “I am the sum of all your talents and more.” Bony claws jutted from his fists like calcified parodies of Logan’s own ada-mantium blades.

“Watch it, chum,” Logan warned. “You’re gettin’ dangerously close to copyright infringement there.” He risked a glance at the Leader, who had not yet recovered from Rogue’s one-of-a-kind whammy. There’s the brains of this outfit, he reminded himself. Better put him under wraps before we get caught up in a rumble with

E.T. here. He sprang at the Leader’s comatose body, ready to trade the swell-headed mutate for a ride home, if that’s what it took to get the X-Men and the Avengers back on their native soil. The Skrull wasn’t the only one who could take hostages.

Logan’s pounce brought him smack against another invisible force field, shielding the Leader from harm. “Believe me, mutant,” the Skrull asserted, “I wish I could permit you to wield those admirable claws against my duplicitous accomplice, but I still have need of that vexing human.” He drove Logan away from the Leader with a concentrated burst of optic rays. “You and the two females, on the other hand, have become expendable.”    "

So what else is new? Logan thought.

Rogue’s brain felt stuffed to busting by the Leader’s accumulated knowledge and intellect. She doubted if even Professor X had this much raw data and processing power crammed into his skull, even if the Leader’s memories came tainted with an undertone of heartless evil and cruelty that was impossible to mistake. Although it left a bad taste in her mouth, the villain’s sinister inclinations didn’t mess up Rogue’s head too much; she’d zapped too many bad guys with her hungry fingers to be seduced by the slimy underside of the Leader’s soul. The Skrull’s our big problem now, she thought, her allegiances and priorities back in order at last.

You didn’t have to be a super-genius to realize that the Super-Skrull, endowed with the powers of a whole passel of super-types, was going to be one tough customer. A stolen memory showed her the alien warrior taking out both Captain America and Iceman—and that

was before the Leader multiplied the Skrull’s abilities!

“Mine is the ferocious power of the elements!” Commander K’lrt exulted, raising his arms above his head. The Leader’s psyche provided Rogue with the Super-Skrull’s real name. “Feel the coldness of my contempt for you Terran rabble!”

A savage winter storm awoke within the underground chamber. Biting winds howled in fury, driving Wolverine and the Scarlet Witch back from their alien enemy. Freezing sleet and snow pelted the heroes, coating their limbs with a frigid glaze that weighed them dow'n even as it chilled them to the bone. Must be mixing Bobby and Ororo’s powers, Rogue realized. Only she could make any headway at all against the unnatural blizzard; the southem-bom X-Man flew into the wind, fighting to reach' the all-powerful Skrull at the center of the tempest.

The wind chill factor had to be a hundred below. As invulnerable as she was, Rogue still felt the awful cold. The arctic wind blew against her face, turning her lips blue and chapped. She shivered uncontrollably as she flew, her teeth chattering loud enough to be heard over the wailing of the storm. Ice covered her outstretched arms and legs; if not for the moon’s lesser gravity, she wasn’t sure she could have stayed aloft. Her fingers lost all feeling, making her pine for her gloves—and not for the usual reason. Brrr! she thought. This is no kind of weather for a Mississippi gal like me.

Slowly, stubbornly, she jetted into the blizzard. Powerful headwinds fought her every' inch of the way, but she dived toward the Skrull, who started flinging fireballs and lightning bolts at her. Crimson eyebeams joined the Skrull’s anti-aircraft fire, turning the turbulent atmosphere into an aerial obstacle course worthy of the

Danger Room. Thank goodness for all those training sessions! Rogue acknowledged, banking sharply to avoid K’lrt’s eyebeams as they came sweeping toward her. The familiar red beams reminded her of Cyclops and the other imprisoned X-Men; knowing that her teammates had come all the way to the moon just to rescue her, Logan, and Wanda only fueled her determination to teach both the Leader and the Super-Skrull a lesson they’d never forget. “R-r-ready or not,” she whispered through frozen lips, “h-h-here I c-come!”

She let a couple fireballs hit her, just to warm up a little. The roiling globes of flame melted most of the frost away, while doing no more harm to her impervious skin than a hot tub; thankfully, the homely orange duds she was wearing turned out to be fireproof, too. She luxuriated in the toasty feeling of warm flames racing over frost-bitten cheeks, which was surely not what the homicidal Skrull had in mind. He’s still not used to his new crop of super-powers, she deduced. His attacks are getting in each other’s way.

Then a thunderbolt struck Rogue between her should-erblades at the same time that a scarlet hex bolt disrupted her nervous system, triggering an epileptic fit.

The snowstorm blinded Wanda Maximoff, making it all but impossible to see what was happening, let alone aid in the battle against the Super-Skrull. The fierce wind, excruciatingly cold, whipped her auburn tresses about wildly, so that she was constantly tugging her hair away from her face. Wet, clumpy flakes of snow, mixed with stinging pellets of hail, bombarded her without surcease. New fallen snow, as clean and white as the snowy peaks of Wundagore Mountain where she was bom, piled up past her ankles, burying her bare feet beneath a carpet of frozen moisture. This is ridiculous, she thought angrily, hugging herself tightly and shivering. How are we supposed to defeat the Super-Skrull in the face of this imitation Ice Age ?

To her surprise and frustration, she glimpsed the unmistakable scarlet glow of a hex bolt through the swirling snowfall, proving that the Skrull was successfully copying her powers even as she searched futilely for shelter from the storm. Who was the target of the imitation hex bolt, she wondered. Rogue? Wolverine? It tormented her to imagine her own mutant magic employed against her X-Men allies, but what could she do to halt the Skrull’s protean onslaught? The remorseless blizzard hid the alien villain from her hexes as effectively as any smoke screen or natural camouflage.

“Witchie!” a gruff voice called out from nearby. Wanda recognized Wolverine’s raspy tone and attitude even if she couldn’t make out the X-Man amidst the tempest-tossed snow. “Forget the Skrull!” he shouted over the keening wind. “Wake up Cap and the others!” His claws scraped against something hard and crystalline, drawing Wanda’s attention to a transparent tube embedded in the wall behind her. Turning her back on the Skrull and his storm, she peered past the deluge of falling snow until she spied Cap’s red-white-and-blue figure suspended motionlessly within the tube. Similar tubes flanked the patriotic Avenger on both sides, but Wanda could only faintly glimpse the costumed individuals trapped therein. Had the Leader and the Super-Skrull captured all of the Avengers? she fretted. What about the Vision? She thought she spotted her exhusband’s diamond-shaped emblem on one of the entombed figures, but it was hard to tell in the storm. “Vision?” she whispered, her breath misting in the chill air.

“Hurry it up!” Wolverine hollered. His claws clacked loudly against the clear plastic cylinder and Wanda discerned his stocky, snow-flecked outline against a stretch of black wall between two tubes. His head dipped beneath his shoulders as he crouched before the vicious wind. “Rogue’s on her own versus the Skrull, so make it fast!”

Yes, of course, Wanda thought. As deputy leader of the Avengers, it felt odd to be receiving orders from an X-Man, but now was no time to argue about protocol. Although her fingers shook from the cold, that didn’t stop her from gesturing at the nearest containment tube, conjuring a hex bolt that leaped from her numb fingertips to the apparatus controlling the tubes. Eldritch energy lit the vicinity, casting scarlet shadows upon the snow and revealing Wolverine in his orange prisoner’s garb. He nodded with satisfaction as, one after another, the tubes malfunctioned “spontaneously,” releasing their captives. Looking more than a little dazed, Captain America staggered into the snow, instinctively snatching up his shield from where it lay at the bottom of his tube. ‘ ‘What the devil?’ ’ he exclaimed as the first blast of wind now struck his chiseled features. “Where are we?”

All along the wall, other heroes slowly came back to their senses. Wanda spotted the Vision, just as she’d thought, as well as the Beast, Cyclops, Storm, and more. From the looks of them, they all needed a few minutes to recover from whatever sort of suspended animation the Leader had consigned them to. If nothing else, Wanda guessed, the bracing cold had to be a brutally effective wake-up call.

“Way to go, Witchie,” Wolverine said. He helped a frail-looking man in tom brown trousers stumble through a particularly deep snowdrift. Wanda recognized the shivering human as Dr. Bruce Banner only seconds before the man’s skin began to turn an auspicious shade of green. “Things are lookin’ up!”

I hope so, she prayed.

Rogue’s eyes rolled backward, so that only their whites could be seen. Her jaws locked together and she nearly swallowed her tongue. Limbs flailing out of her control, she crashed into the snow at the Ultimate Skrull’s feet.

The hex-induced seizure passed quickly, yet left the X-Man shaken and unhappily impressed by K’lrt’s rapid mastery of his purloined powers. “Guess he’s a quick learner,” she muttered, lifting her head from the snow. Her bottom lip bled where she’d bitten it during her fit, and she spit a dollop of fresh blood onto the frozen whiteness beneath her. “Serves me right for gettin’ cocky.”

“You deserve the same thing every upstart primate deserves,” K’lrt stated. His disdainful words came from only a few feet above her. “Extinction.”

“Oh yeah?” Rogue asked, scrambling onto all fours and staring straight ahead at the Skrull’s knees. “Don’t go countin’ your critters ’fore they’re cooked, you twolegged gator!” Without even bothering to get back on her feet, she launched herself into K’lrt, butting him in the abdomen with her head.

It was like diving headfirst into a trampoline. K’lrt’s elastic torso absorbed her charge, then bounced her back onto the snow. Dang! the aggravated mutant thought. The no-good Skrull had too many weirdo powers to keep track of. “Okay then,” she decided. “Let’s get down to basics.”

She threw a roundhouse punch at K’lrt’s scalloped jaw, her fist connecting with solid bone this time, instead of living rubber. As she’d figured, their mirror-image absorption powers canceled each other out, allowing them to exchange blows without trading memories. Good, she thought. That makes things simpler.

K’lrt took her blow without giving an inch, something not many opponents this side of the Juggernaut could do. From the looks of him, the alien soldier relished the opportunity for a little hand-to-hand combat. A grin stretched across his lizard-like face. Red eyes filled with baleful satisfaction as he swung a rocky fist at Rogue’s head. “You are formidable for your kind, female,” he warned her, “but you’re no match for the Ultimate Skrull!”

“Says who?” Rogue countered, blocking the blow with her right arm. “The only thing ultimate here is your outerspace-sized ego!”

Despite her bravado, however, K’lrt had her worried. The sheer strength of his punch startled her; she was lucky she hadn’t fractured her arm by throwing it in the way of his fist. Just how strong was this character anyway? Not even Colossus had ever hit her that hard.

Feinting with her left, she slugged the Skrull with her right, catching him right above his bulging brows. Hoping for a knock-out, she was disappointed when K’lrt responded instead with a glancing blow that left Rogue’s head ringing. She barely ducked beneath his follow-up swing in time to avoid another piledriver punch. Groggy and on the ropes, she kicked a pile of snow into the Skrull’s face, just to slow him down for a sec. I need a breather, she realized, still feeling woozy from that shot to her head.

The Super-Skrull’s head and shoulders ignited into flame, melting away the offending snow. ‘ ‘Foolish mammal!” he taunted Rogue. “Such childish tactics cannot save you. Do you not realize that I now possess the cumulative strength of the Hulk, the Thing, the Beast, Captain America, and even yourself? Nothing in this solar system can equal my might. Certainly not an ignorant harpy out of her element and her depth.”

He ain’t joking, Rogue admitted to herself. The Leader’s memories confirmed K’lrt’s boasts. If one of those Hulk-plus haymakers connects with my head, I’m history. An old-fashioned slugfest was out; she didn’t stand a chance of beating the Ultimate Skrull in an ordinary scuffle. Instead she rapidly searched the Leader’s borrowed memories for a way to defeat the amplified power of the hostile alien.

Fortunately, the Leader’s powers of concentration kept pace with his encyclopedic store of knowledge. Inspiration struck within nano-seconds, and Rogue looked to the command bulb overhead, abandoned ever since the Leader beamed down to the floor at the beginning of Wolverine’s rebellion The answer’s up there, she grasped at once. That’s the only way.

She had to hurry, though. She needed the Leader’s technical know-how to carry out her plan, but she could already feel the villain’s mutated brainpower beginning to slip away from her. The length of her physical contact with her victims determined how long she held onto their captured attributes; unfortunately, she’d only touched the Leader for a few seconds. Darn it, she thought, I should have hung onto his swelled head a little bit longer, back when I had the chance. With the downed mastermind protected by K’lrt’s force field, there was no way to renew her claim on the Leader’s smarts. It was now or never.

“See you later, bat-ears!” She fled her lopsided boxing match with the Skrull, taking off into the air. K’lrt’s elongated arms chased after her, unwilling to surrender their prey. Rogue felt her prefrontal lobes start to shrink down to their standard dimensions; would she still have enough scientific expertise to pull off her scheme? That might depend on how quickly she got away from K’lrt. A petrified fist, unbelievably strong, closed around her ankle and she struggled to yank her foot free. “Hey, y’all!” she yelled at the various X-Men and Avengers below. “Somebody get this grabby alien offa me!”

The snow had died down while Rogue and the Super-Skrull traded knuckle sandwiches. Banner was in the throes of his eye-popping transformation into the Hulk, greenish muscles piling onto the cursed scientist’s shivering physique, when Wolverine heard Rogue’s heartfelt cry for assistance. Peering upward into a fading flurry of snowflakes, Logan saw that the airborne X-Man was tethered to the floor by one of the Skrull’s unnaturally extendable arms. The lasso-like limb began to retract before Logan’s eyes, dragging Rogue back down toward the triumphant Skrull.

Sorry, buh, Logan thought, rushing toward the Skrull with his silver claws out front, not while I’m still breathing. He didn’t wait for the rest of the heroes to recover from their anesthetized incarceration within the Leader’s tubes. Loping briskly across the snow, he slashed out at the Skrull’s outstretched arm. “The lady said let go!’¹ he growled, thrusting another set of claws at the Skrull’s reptilian face.

Over three meters long, the targeted arm was too pliable to slice clean through, yet Logan managed to saw through the Skrull’s uniform to the scaly flesh beneath, scratching the surface of the alien’s skin. “Aggh!” the Super-Skrull croaked in surprise and pain. He whipped his injured arm away from Wolverine’s claws at the same time that he used his eyebeams to repel the savage X-Man before Logan’s claws could spear his face. A blast of concussive force sent Wolverine rocketing away from his enemy, but, despite the bruising impact, Logan knew he’d done Ms part. A sense of predatory satisfaction suffused his being as his sensitive nostrils caught the unearthly scent of the Skrull’s spilled blood. Nobody messes with the X-Men and ends up unscarred, he thought ferociously. Nobody!

His minor flesh wound healed instantly, but the Super-Skrull could neither forget nor forgive the X-Man for drawing first blood. Intent on avenging his honor, the Super-Skrull released Rogue, and charged Wolverine, an icy javelin materializing in his hands. He threw the spear with superhuman force, driving it through the X-Man’s midsection and into the wall behind him. “Hah!” the Skrull laughed cruelly, enjoying Logan’s plight. “I always thought you would make a fine trophy!”

Impaled on the frozen lance, pinned to the chamber wall like a bug in an entomologist’s display case, Wolverine let out a bestial howl. He tried to grab onto the icy shaft and pull it out of his guts, but its slick surface was made even slipperier and harder to hold by the warm blood gushing from his perforated stomach. Healing factor or no healing factor, he thought, grimacing, this hurts like blazes.

He couldn’t even shake the spear free from the wall; the Super-Skrull had propelled the javelin too hard and too deeply for that. Now the Skrull was coming in for the kill, and Logan knew he couldn’t get off the blasted spike before the Skrull turned him into a casualty of war. Never expected to cash in my chips on the moon, of all the crazy places, Logan mused, as his internal organs stubbornly tried to repair themselves despite umpteen inches of unyielding icicle, but I guess I had a good long run.

“Prepare to die, Terran!” the Skrull asserted, brandishing his claws of bone; he clearly appreciated the irony of slaying Wolverine with replicas of Logan’s own infamous claws. “May your afterlife be as backwards and odious as your planet!”

The skeletal blades shot toward Logan’s throat—only to shatter against a huge green palm that dropped between the Skrull and his intended victim. The Skrull shrieked in agony as his organically-grown claws splintered into pieces. His mouth opened so wide Logan could see past the alien’s fangs and down his throat. Not a pretty sight, but Logan wasn’t complaining.

“Forget that,” the incredible Hulk rumbled, shoving the Skrull backwards with a sweep of his gargantuan arm. “Nobody clobbers that Canadian runt but me.” “What he said,” Iron Man added, his amplified voice ringing out over the spacious rotunda. The armored Avenger was just one of several heroes coming to Logan’s aid. “Sort of.”

Casually, with just one hand, the Hulk tugged the bloody ice-spear out of both the wall and the impaled

X-Man. The gamma-spawned behemoth broke the frozen lance over his knee while Wolverine slid down onto the snow, leaving a gruesome trail on the black steel wall. Logan clutched his stomach and bit down on his lip as his punctured entrails painfully reknit. That’s one I owe you, big guy, he thought, grateful that, for once, the Hulk had remembered whose side he was supposed to be on. Who’d have guessed it?

K’lrt scanned the wintry battlefield, reminiscent of the arctic ice caverns of B’hamma Prime. It seemed that all of the Terran champions had been roused from stasis; both Avengers and X-Men fanned out around him, staking out positions from which to launch a unified attack. He identified Captain America and Storm to his left, while Cyclops and the Scarlet Witch readied themselves to the right. The Beast, the Hulk, and Iceman spread out before and behind him. Iron Man and the Vision circled overhead, casting their humanoid shadows over the outnumbered Skrull. “All right, Skrull,” Captain America said sternly, and K’lrt was appalled by the human’s sanctimonious posture and tone. The Avenger’s shield, branded with primitive tribal emblems, stood guard upon the human’s bended arm. “We can do this the easy way or the hard way. That’s entirely up to you.”

“And you’ll hand over the Leader, too, if you know what’s good for you,” the Hulk added sullenly. Unlike Captain America, the mighty brute did not bother to hide his essential barbarousness behind a facade of undeserved dignity. “Me, I’m just looking for a chance to knock your alien butt into orbit.”

K’lrt did not grant the Terrans’ hollow threats and ultimatums the honor of a reply. Let them come, he thought confidently. With his awe-inspiring new powers, he could vanquish them all, thanks to the Leader’s scientific acumen. Looking beyond the ring of Terran insurgents, K’lrt noted that the victimized Leader was starting to stir for the first time since being struck down by his former slave. Although still unconscious upon the floor, the Leader groaned weakly. His fingers scratched fitfully at the carpet of snow while his puny body contracted into a fetal position to conserve his body heat. A pathetic sight, K’lrt appraised in disgust. Perhaps the overbearing genius would be less presumptuous after this near-debacle, brought on solely by the Leader’s overweening vanity and ultimate incompetence. In the final analysis, he reflected, it is the warrior who wields the power that matters, not the lowly technician who labors to fotge the weapons, but has no place upon the battlefield.

He cast a contemptuous glance at the Leader’s elevated command bulb, only to see Rogue fly into the empty transparent blister through the opening K’lrt himself had carved in the Leader’s protective bubble. For the first time, he felt a tremor of apprehension: what in the name of sacred Skrallos was that troublesome female doing up there? A sobering realization struck him with the force of a runaway comet; until the Leader recovered from Rogue’s parasitic touch, the rebellious human possessed all of the Leader’s vast knowledge—including the secret of the Skrull’s new powers!

“No! This cannot be!” His cold blood went cooler as a chill rushed down his malleable spine. Surrounded as he was by a motley assortment of X-Men and Avengers, K’lrt knew that he could not possibly thrash all his foes before the mutant wench worked her mischief in the command bulb. Invisibility, it was plain to see, was the better part of valor.

Abruptly, the Ultimate Skrull vanished before the startled eyes of Earth’s intransigent defenders, rising unseen into the air with all the speed at his command. Rogue must die, he resolved, before another minute passes!

“Easy does it,” Rogue murmured as she sat down upon the revolving seat at the center of the hanging bulb. An illuminated control panel, consisting of an intimidating array of colored touchpads and gauges, circled her like a ring. The anxious X-Man gulped as she tried to make sense of the bewildering controls, with the help of the Leader’s swiftly fleeing super-genius. Well I’ll be! she thought. This blamed set-up looks more complicated than all that Shi’ar hardware back in the Danger Room. Her greenish-white forehead wrinkled as she examined the controls, racking the Leader’s pillaged brilliance for whatever hints might be hiding there before her extra gray matter evaporated completely.

The console looked familiar, kind of, but the more she tried to tap into the requisite expertise, the faster her stolen memories seemed to recede. K’lrt’s a sitting duck right now, she reminded herself, biting her wounded lip in frustration. All I've gotta do is push the right dang buttons!

But which ones?

“Mutant sow!” Without warning, K’lrt appeared right outside the bulb, glaring at her with murderous fury. Copying Rogue’s own powers allowed him to fly without wind or flames. “Leave those instruments alone!” he ordered Rogue angrily. Close up, his alien features looked more ugly and inhuman than ever. Overlapping layers of sea-green scales glinted beneath the harsh artificial lighting. Pointed ears flared like miniature devil-wings along the sides of his skull. Deep grooves segmented his lower jaw into puffy green pouches. Yellow fangs gleamed like daggers. “You’ll pay for trespassing where you do not belong, you human maggot!” Snake-like eyes glowed Cyclops-red.

“ ’Fraid you’re behind the times,” Rogue rejoin-dered. She hit the Skrull with the only weapon against which he had no defense: one of the Leader’s telepathic mind-blasts. K’lrt reeled backwards, clutching his head in shock and agony as every synapse in his brain blazed with psychic fire. “Maggot ain’t been part of the X-Men for some time.”

* A trace of the Leader’s own deep disdain for his alien accomplice filtered into Rogue’s knowing smirk as the Super-Skrull tumbled backwards through the air. Figures, she thought, that the Leader wouldn't provide his. partner with any protection from mental attacks. Every no-account scoundrel wants to keep an ace up his sleeve.

Meanwhile, she was running out of time and pilfered memories. Her overstaffed skull was literally shrinking by the moment, wringing the Leader’s boundless intellect and erudition from her head like water from a sponge. Tense fingers rested lightly upon the control panel, anxious to put the Skrull out of his misery but hesitant to make a mistake. Don’t think about it, she decided. Just trust that the knowledge’s still back there— somewhere—and let your fingers do the walkin’.

Relying more on habit than conscious design, she activated the trans-mat projectors, experiencing a surge of relief as her hands tapped out the appropriate commands.

A dazzling burst of emerald light enveloped the stunned Skrull, transporting him at once down onto what Rogue now recognized as the transformation platform. His mind still dazed by her telepathic jolt, K’lrt looked about uncertainly, momentarily puzzled by his instantaneous relocation. “Don’t let him budge from that platform!” Rogue shouted via the Leader’s loudspeakers.

Avengers and X-Men both responded without hesitation. A shimmering violet tractor ray, courtesy of Iron Man, locked the baffled Skrull in place, while Iceman anchored K’lrt to the pedestal with great slabs of glistening ice. As if that wasn’t enough, the Hulk’s massive hands dropped heavily onto K’lrt’s shoulders. Careful, Rogue thought, don’t touch his skin; that lizard’s still got, my absorbing powers.

Thankfully, the Hulk kept his big hands on K’lrt’s dark purple uniform, even as the Scarlet Witch cast an eerie occult glow over the proceedings, shielding the other heroes’ efforts from any Skrull-generated hexes. Looking down from her perch beneath the ceiling, Rogue was impressed, and mildly surprised, at how well the two teams worked together. Nothing like a pair of A-number-one crums like the Leader and the Skrull to get us heroes to put aside our differences.

At the last minute, the Ultimate Skrull caught on to his predicament. “No!” he raged. “You can’t!” Shards of ice went flying as he thrashed wildly in a desperate attempt to escape the platform, but the Hulk’s strength, coupled with Iron Man’s magnetic beam, could not be shaken off as easily as Iceman’s hastily constructed frozen shackles. Flames erupted from the trapped Skrull, yet the Hulk did not withdraw his hands from the inhuman torch. Despite his augmented power, K’lrt was unable to flee the pedestal fast enough.

“Too late, sugah,” Rogue said, pressing the final button. Her brain had nearly shrunk to normal, and her formerly green-tinted complexion was a rosy pink once more, but that didn’t matter now. The Leader had taught her everything she needed to know. “You’re toast,” she announced.

A green aura surrounded K’lrt, outshining even the blazing flames racing over his body.

The Leader awoke in time to see the Super-Skrull transfixed in the glow of the transformation process. That musclebound fool! he cursed the alien, realizing instantly that all their schemes were being undone. How in creation had K’lrt managed to let their adversaries maneuver him into such a vulnerable position?

It was all those blasted mutants’ fault, he recalled, climbing slowly to his feet. He tottered unsteadily as a dizzy moment made the chamber seem to spin around him. First Wolverine, then Rogue; both X-Men had turned on him, setting in motion a catastrophic chain reaction that had apparently led to the overthrow of the so-called Ultimate Skrull. Bitter resentment drove the last vestiges of grogginess from his mind. After all my painstaking preparations and planning ... what a waste!

His infallible brain assessed the situation faster than the most advanced super-computer, informing him to a statistical certainty that the day was lost. Nearly a dozen pig-headed super-heroes were running rampant through his dangerously fragile moonbase, whose existence had no doubt been exposed to S.H.I.E.L.D., the Fantastic Four, and lord knows whom else. Worst of all, his blundering partner was almost surely being stripped of the near-omnipotence that the Leader had labored so hard to bestow upon him. It’s enough to drive a lesser mind insane, he brooded darkly. Once again his visionary undertakings had been trampled beneath the thoughtless heels of inferior beings, an historical atrocity on the same order as the burning of the Great Library of Alexandria or Galileo’s infamous inquisition. He shook his capacious head sadly. Would the light of his genius ever prevail over the unthinking violence of the Hulk and his costumed kin?

Still, he had learned two valuable lessons from this maddening exercise in futility: 1) Never marry your ambitions to another’s agenda, even if your potential ally comes from a more advanced civilization beyond the stars,' and 2) never underestimate the notorious X-Men. He’d already known how destructive to his plans the Hulk and the Avengers could be; now Charles Xavier’s infamous band of mutant renegades had earned a place of distinction upon the long list of the Leader’s archfoes. Next time he would be sure to include the X-Men’s annihilation in his plans, along with the demise of the Hulk and those other super-powered vandals. “And there will be a next time,” he whispered venomously. “Of that, there can be no question.”

“LEADER!”

The booming epithet came from the Hulk, who had finally noted his old enemy’s recovery. Letting go of the glowing Super-Skrull, and turning his meter-wide back on the transformation platform, the Hulk stomped toward the Leader, undiluted malice in his emerald eyes. “You’re not getting away this time, Stems!” he bellowed. Years of nonstop antagonism stoked the fur}⁷ in his reverberating voice. “It’s payback time!”

“I fear we’ll have to settle our accounts later, my misbegotten nemesis, but I’ll leave you something to remember me by.” The Leader calmly pressed a button on his wristband, and a series of explosions, coming from the very foundations of the secluded moonbase, rocked the chamber. Excellent, he thought; once initiated, the base’s self-destruct sequence could not be aborted by any save himself. A sardonic smile upon his face, he tapped new instructions into his wrist controls. “Adieu, Hulk, though I suspect we’ll meet again.” “NO! NOT AGAIN!” The Hulk lunged at his perennial foe, but the calculating genius, ever prepared for any eventuality, departed in a flash of viridescent light a heartbeat before the Hulk’s huge arms closed around him.’

Only the Leader knew where he had disappeared to.

On the platform, another luminous green halo faded, taking with it the Ultimate Skrull’s precious new powers. Aghast and infuriated by this noxious turn of events, K’lrt attempted desperately to summon a storm, fire force beams from his eyes, transform his flames to ice, cast a hex .. . anything! But his utter failure at any of these feats only confirmed what he already knew and lamented. His augmented abilities were gone.

He was merely a Super-Skrull once again.

“Meddling animals!” he accused his persecutors. An invisible force shield freed him from Iron Man's tractor beam. He spitefully kicked the last remaining chunks of ice away from his legs. “How dare you rob me of what was rightfully mine? By the Lost Treasures of Tamax IV, I vow eternal vengeance upon you all!”

“Big talk,” Iron Man said, his smug human visage blessedly concealed behind his primitive battlesuit. “From where I’m standing, Skrull, you’re in no position to talk.”

“You tell him, Iron Man!” Iceman blurted. The callow X-Man sprouted icy spikes along his shoulders and upper arms. He flaunted a frozen club clenched in his crystalline fist. How appropriately aboriginal K’lrt thought in scorn.

“Our armored associate speaks for us all,” the Beast asserted, looking only slightly more bestial than his irksome fellow primates. Hairy blue knuckles brushed the floor as he moved with a revoltingly simian gait to join Iceman and the others. “Those who trade in forcible abductions and shameless super-power poaching can hardly claim to be the wronged party in this particular contretemps.”

All this barking, mammalian chatter offended K’lrt’s highly-sensitive ears. To perdition with his lost invincibility, he was ready to fight on. Even with nothing more than the powers of the Fantastic Four and his proud Skrull heart, these impudent humans would leam that the Super-Skrull was no cowardly Kree to be cowed by their laughable prowess and authority. “Do your worst, humans,” he challenged. “The Super-Skrull fears you not!”    ’

His flaming fists thickened dramatically, the unstable molecules of his black gloves allowing his hands to mimic those of Benjamin Grimm. A roiling fireball sparked within his grip, but before he could hurl it at the insolent Beast, the buried chamber quaked violently. The powerful tremors nearly toppled K’lrt from the pedestal, and he swung his arms wildly to retain his balance. At first he thought an unexpected moonquake had struck, then he recalled that Earth’s lifeless satellite was geologically dead as well. More explosions sounded overhead, from the upper levels of the lunar base, and the Skrull realized what was transpiring. “Computer!” he shouted loudly to the voice-activated machinery in the habitat’s walls. “Terminate self-destruct sequence!”

“Negative,” a robotic voice reported from the loudspeakers in the ceiling, even as fiery blue sparks gushed from the elevated command bulb to fall like suicidal fireflies on the heads of the Skrull and his adversaries. The Leader’s sophisticated apparatus immolated itself in a spectacular eruption of electric pyrotechnics, leading K’lrt to hope that Rogue had been consumed in the conflagration as well. “Abort command denied due to supreme executive override.”

Supreme? K’lrt knew of only one sentient being who possessed the sheer effrontery to place himself above the Skrull in the computer’s hierarchy of command. “Leader!” he roared, searching the shaking rotunda for his faithless partner. “You craven worm, what treachery is this?”

His irate gaze fell upon the Leader only an instant before that base and perfidious villain teleported himself to safety, leaving the lumbering Hulk empty-handed. The depths of K’lrt’s contempt for his departed ally plummeted to absolute zero; he knew desertion when he saw it. Someday, Leader, he swore a solemn oath, you will rue your dishonorable retreat!

To complete his unhappiness, he saw Rogue soar free of the imploding command bulb, unscathed by the fiery holocaust devouring the Leader’s equipment. “Shoot!” she exclaimed, zipping over the Super-SkrulPs head. “Who started the fireworks?”

The shuddering moonbase began to tear itself apart. Jutting blocks of steel and concrete thrust up through the convex floor, creating irregular crevices and jagged monoliths across the base of the rotunda. K’lrt abandoned the unsteady pedestal, using his torchfire to lift him above the convulsing floor. Those Terrans who could fly—Iron Man, Storm, and the Vision—joined Rogue in the air, while the other humans scrambled as best they could to cope with the chaos beneath their feet. Iceman tried to rise above the explosion-wracked floor on a rising pillar of ice, but another turbulent perturbation shattered the foundations of his frozen column, sending him falling toward a gaping chasm from which volcanic gouts of flame emerged. “Yikes!” he yelped as he plunged toward what K’lrt hoped would be a scalding death.

Iron Man dived to rescue Iceman, but the arctic X-Man demonstrated that he required no assistance; taking advantage of the weakened gravity to slow his fall, he extruded an ice-slide ahead of him that carried the endangered mutant safely over the perilous fissure. ‘ ‘Watch out below!” he whooped as he slid to a soft landing in a surviving snowdrift. A second later, his translucent head rose from the piled snow and looked around at the crumbling chamber, taking in the incendiary paroxysms laying waste to the moonbase. “Correct me if I’m wrong, gang,” he called out to his teammates, “but I think it may be time to get out of here!”

Cracks opened up in the ceiling and a solid steel beam crashed downward, dropping between K’lrt and Storm as they flew toward each other. The beam nearly hit Cyclops, but Captain America threw himself at the X-Men’s dour co-leader, carrying them both out of the path of the falling girder. “Thanks for the save, Captain!” Cyclops said after catching his breath. The heavy beam slammed into the floor only a few feet away, raising a cloud of pulverized cement and tile. “That could have flattened me!”

“My pleasure, X-Man,” the Avenger answered. He brushed clinging snow and powdered concrete from his garish costume. “Good soldiers watch out for each other—even on the moon!”

K’lrt found the humans’ self-congratulatory banter nauseating. He sought to break up their mutual admiration session with a stream of searing fire, but a surprising gust of wind blew the flaming spray away from his targets, so that the bright orange flames merely scorched the fallen girder instead. “Dorrek’s Ghost!” the foiled Skrull swore. Having only recently wielded the very same control over the currents of the air, K’lrt had no difficulty naming the source of the untimely wind. “Storm!”    '

“Well, Skrull?” she said, swooping between K’lrt and her gravity-bound cohorts. Elemental energy suffused her eyes, making them shine with an electric luminosity. “Your secret hiding place is destroying itself before your eyes. Will you save yourself from the mounting cataclysm—or waste your life in fruitless conflict?”    ’

As much as he loathed admitting it, there was wisdom in what the mutant female said. K’lrt could not deny that their battlefield was rapidly becoming a tomb; despite his intense craving for vengeance, he knew that only a dolt or a martyr waged war atop a sinking ship—and the Super-Skrull was neither.

“The choice is yours, Skrull,” Storm stated with galling strength and composure. Her snow-white tresses billowed from the wind raising her up through the air. “Shall we battle to our shared destruction—or live to fight another day?”

“Curse you, witch!” he snarled at her, unable to refute the relentless logic of her argument. The clangor of crashing walls somewhere above them only added to the maddening inevitability of his decision. Gnashing his sharpened canines, K’lrt shook a blazing fist at Storm and her abhorrent fellows. “Beware the future, Terran filth!” he proclaimed defiantly. “Humanity will yet learn to dread the wrath of the Super-Skrull!”

“Ah, go ahead and scram already!” Wolverine shouted back at him, impertinent to the last.

Another day, mutant, K’lrt vowed, then rose like a solar flare through the roof of the devastated chamber, leaving a trail of hellfire in his wake.

Looking uncannily like Johnny Storm at his most torrid, the Super-Skrull fled at great speed, the extreme heat of his bombastic exit melting through the decaying ceiling and creating a vertical escape route from the doomed rotunda. And none too soon, Ororo thought, grateful that the malevolent alien warrior had not insisted on a battle unto death. With both their foes having chosen retreat over further confrontation, the X-Men and their noble allies could concentrate on the more vital task of escaping the disastrous demise of the Leader’s lunar habitat, “iron Man!” she called to the armored hero she had come to trust completely over the course of their joint crusade. “This chamber will not long endure. I suggest we take advantage of the exit provided by the Super-Skrull.”    ‘

“Sounds good to me,” the Avenger agreed, jetting closer to Storm, who saw her own countenance reflected in his polished faceplate. Iron Man pointed upward at the hole in the ceiling. “I’ve got a fix on the quinjet’s homing beacon. It’s two levels up and about forty-three degrees to the northwest.”

“Then lead the way, my friend,” Storm told him. “I shall ensure that none of our comrades are left behind.” Gliding down over the agitated floor of the rotunda, where Cyclops and the others scrambled to avoid thrusting mounds of concrete rubble, she got everyone’s attention by means of an emphatic thunderclap. “Listen to’me!” she cried out, certain that all eyes were upon her. ‘ ‘Iron Man has discerned the shortest route back to our spacecraft. All who are able, follow after him as swiftly as possible. I will summon a wind mighty enough to carry the rest of you to safety.”

Bright Lady, she prayed, let us all depart this place in haste. It was all too evident from the fitful trembling of the chamber’s walls that the Leader’s once-sturdy sanctuary was no longer a safe haven from the deadly vacuum outside. I fear that every moment lost may cost us dearly.

The newly-melted exit was at least thirty meters above the floor, but that posed no difficulty for the Vision, who wafted weightlessly upward, and Rogue, whose tremendous strength enabled her to carry the Beast and Cyclops as well. Likewise, the brawny legs of the resolutely self-reliant Hulk propelled him up and out of sight within seconds. That left only Iceman, Captain America, and the Scarlet Witch stranded upon the unstable floor of the rotunda. “Can your winds support the four of us?” Captain America asked, clearly concerned for Storm’s own safety.

“With so little gravity to contend with, easily,” she assured him. Unwilling to expend another valuable moment in discussion, Storm proved her point by harnessing the imperiled atmosphere to lift both she and her passengers higher and higher above the floor until they passed through the circular opening the Super-Skrull had left behind. “Careful,” she warned, “the edges of the aperture may still be hot.”

“No problem, ’Roro,” Iceman said, his ebullient voice tinkling like crystal chimes. A layer of frost formed over the molten edges of the hole. “I’ve got that covered!”

“Good teamwork,” Captain America commented approvingly. “The X-Men work well together.” Storm knew that was high praise coming from the chairman of the Avengers.

“Yes,” the Scarlet Witch added. Her accent bore a disturbing similarity to Magneto’s, but Storm resolved not to hold that against her. “Over the last day or so, I’ve been impressed by Rogue and Wolverine’s resources and performance under pressure.”

“Thank you,” Storm replied, accepting the praise on behalf of her teammates. Following Iron Man’s directions, she carried her complement of heroes two levels beyond the collapsing rotunda. To her dismay, she saw evidence of similar demolition elsewhere in the moon-base; all through the multi-level complex, flames and explosions undermined the structural integrity of the entire outpost. But Storm refused to give in to despair, choosing to hope for the best. "If nothing else, this terrible ordeal may ultimately strengthen the bonds between our two teams.”

“It already has,” Wanda Maximoff insisted, and Storm wondered at the conviction in the woman’s voice.

Reaching the appropriate level, they found both the Beast and Cyclops waiting for them. “See?” the shaggy X-Man informed his fellow alumni of Professor Xavier’s academy. “I told you they’d be along shortly. In the immortal words of FDR, we have nothing to fear but fear itself.”

“That and explosive decompression,” Cyclops said grimly, giving voice to Storm’s own direst apprehension. ‘‘Wolverine and the others are clearing the way to the quinjet. Let’s not keep them waiting.”

' Once her fellow travelers’ boots were securely lowered onto the floor of the upper level, Storm set free the obedient wind and hurried after Scott and Hank. Captain America, Iceman and the Scarlet Witch kept pace with her as they ran for their lives. How much longer, she worried, would the base’s life-support mechanisms survive the cascade of destruction the Leader set in motion?

As they had discovered earlier, upon their initial exploration of the moonbase, this level was laid out in a series of concentric circles, with no obvious portals between each ring. I suppose you don’t require doors, she surmised, when teleportation requires only the press of a button. The ring they now traversed clearly held the Leader’s personal quarters; unlike the sterile, futuristic decor that predominated in the other sections they had visited, this donut-shaped region was comfortably, even cozily, appointed with lush orange carpeting, walnut bookshelves, and elegant sofas and chairs. Subdued lighting provided a meditative ambience completely belied by the seismic jolts shaking the very walls of the sumptuously-furnished domicile. Leatherbound volumes, whose titles and contents Storm had no time to observe, toppled from their shelves, landing on the carpet with a muffled clatter. The Leader lived well, she thought. A pity he could not leave the rest of us to also enjoy the comforts of home.

“Let’s go, people!” Cyclops urged them on. Storm saw that Iron Man had marked the trail by leaving behind a string of luminescent white pellets, no doubt released from a hidden cache in his laudably well-equipped armor. To further ensure that they did not lose their way in the tumult and confusion, Iron Man had also laser-burned an arrow on the ceiling. “This way!” Cyclops shouted redundantly. “Hurry!”

The Beast bounded over to Storm’s side. “Is it just me,” he asked glibly, trotting down the corridor as he spoke, “or is this headlong dash also providing you with a truly remarkable sense of dejd vu?”

Storm knew just what he meant. Only days ago, at the very outset of the present crisis, the three of them— Cyclops, Beast, and herself—had run through a holographic Danger Room simulation that bore an uncomfortable resemblance to their current circumstances. In that exercise, the trio of X-Men had rushed madly through an imploding Shi’ar space station, striving desperately to reach a waiting space shuttle before the artificial environment gave way to the killing void of outer space. The striking, if coincidental, parallels with the real-life race against time now in progress only added to her anxiety, especially when she recalled that all three X-Men had ultimately “died” in that earlier exercise, when the collapse of the station’s wall had sucked their entire party into the chill of space. Her memories of those final frightening seconds, right before the holographic routine ended, were all too vivid. Blackness all around me, and a freezing cold, . . !

“Let us hope for a better outcome this time,” she said, as more detonations rocked the lunar headquarters. As in the simulation, the diminished gravity seemed to add wings to her feet. She was eager to leave the moon behind and return to the warm embrace of Mother Earth. Claustrophobia, never far away, chafed at her nerves, reminding her just how cramped and precarious the moonbase truly was. Gods of earth and air, she entreated, your daughter is far from your green hills and fragrant skies. Pray do not forsake me in this dreadful place.

The lack of visible doorways could not slow the likes of the Hulk, Iron Man, and Rogue. Rounding the curve of the corridor, Storm and her fellow stragglers came upon an enormous rent in the outer wall of the Leader’s disintegrating bastion of domesticity. “Through here!” Cyclops beckoned and Storm required no further urging. They left the residence ring, running quickly across the width of a wide hallway lined with exploding metal tanks. Storm recognized the site of their lost battle against the mind-controlled hostages, even as she and the others now ducked pieces of flying shrapnel.

Jagged chunks of metal bounced off Captain America’s shield until Storm conjured up a gale to blow much of the airborne detritus away from the fleeing group, while Iceman simultaneously raised an icewall to defend them from lethal fragments coming at them from the opposite direction. “Holy smokes!” he marveled. “This whole place is one big deathtrap!”

“Succinctly and unimpeachably put, o’ refrigerated buddy o’mine,” the Beast concurred. His unequalled dexterity had allowed him to evade the deadly shrapnel with aplomb, and he soon led the way ahead of his more acrobatically-challenged comrades. “An expeditious egress is manifestly in order!”

Despite his flippant manner, the Beast was not mistaken. They were undeniably running out of time. The tiled walkway buckled beneath Storm’s feet, venting gusts of hot gas and ionized plasma which she and the others were forced to dodge as they ran, trusting on skill and determination to avoid the hazards which sprang up in their path. Temporarily shielded by wind and ice, they sprinted across an ever-shifting obstacle course toward a convenient new cleft in the next outermost wall. ‘ ‘Come one, come all!” the Beast beseeched them, his agile gymnastics bringing him first to the rough-hewn doorway. “After you, ladies and gentlemen!”

Storm darted through the yawning gap. Was this wide portal torn open by the Hulk's strength or by Iron Man’s repulsor rays? she wondered, then decided it didn’t matter. It occurred to her that, unlike during the ill-fated practice session, this time they had the Avengers and the Hulk on their side, not to mention Rogue, Iceman, and Wolverine. Such valiant allies had to make a difference, or so she hoped.

Intent on fending off harmful missiles with her winds, Storm was the last to take the escape route extolled by the Beast. The hole in the wall led to a familiar stretch of blacktop, still dusted with the brittle remains of the Leader’s unliving humanoids. Her spirits soared as she saw the opening of the ice tunnel leading to the Avenger’s quinjet. With admirable speed, Iceman had expanded the frozen tube back out to their vessel. Glancing rapidly through the transparent dome surrounding the Leader’s base, she saw that Iron Man and the Vision were already seated in the cockpit of the spacecraft, preparing for take-off. “The Goddess be praised,” she murmured. Even now she could perceive a delicate spiderweb of cracks spreading across the surface of the dome. The quaking pavement threatened her balance and she stumbled awkwardly toward the entrance of the tunnel. Almost there, she thought.

A deafening bang sounded behind her and a burst of red-hot flame gushed from the improvised doorway from which she had emerged only seconds before. Another few' moments, she realized, and she would have been incinerated.

Time to leave, she concluded. Hank McCoy obviously felt the same. * ‘Now boarding, ’ ’ he said, waiting by the tunnel entrance for the last of his teammates. “Avenger Airlines, Flight 101, departing Luna for New York City, Planet Earth. Sorry, no drinks or meals will be served until we reach our destination.” He stretched a hairy palm toward Storm. “May I see your boarding pass, please?’ ’

Ororo smiled at her friend’s whimsical ways and stepped fleetly toward the frigid tube, but the sudden clutch of wet, gooey fingers held her back. Looking down in alarm, her blue eyes widened at the shocking sight of a smooth pink hand rising from a wide puddle of glistening ooze. “Goddess!” she gasped, comprehending in an instant what had happened. The heat from the explosions was thawing out the frozen bits and pieces of the humanoids, allowing the unnatural creatures to recreate themselves from the residue of their earlier defeat!

“Zounds!” the Beast exclaimed, nearly in unison with her own horrified outburst. The disembodied hand squeezed its sticky fingers around her right calf, holding onto her with surprising strength, while all over the remnant-strewn track, other scraps of pink plastic began to wriggle and stir back to life. A nearby puddle of thick, viscous, rosy syrup flowed across the pavement to merge with the pool of liquescent plastic from which the clutching hand arose. The beginnings of a humanoid head and shoulders took shape as the growing puddle swiftly achieved cohesion. Storm saw another set of damp fingers rising toward her, reaching out greedily. . . .

She tugged hard to free her leg from the avid humanoid hand, but she could not break free from its grip. Tenacious pink strands of goo stretched between the puddle and the sole of her black vinyl boot. The Beast grabbed onto her arms with both hands and added his own gorilla-like strength to hers. At first his assistance did no good; Storm felt like she was glued to the floor like a mouse trapped on an adhesive snare. Worse yet, she heard the telltale hiss of the atmosphere escaping through minute cracks in the quivering dome. If the quinjet did not leave immediately, the Avengers, the Hulk, and the other X-Men might all be obliterated by the moonbase’s final catastrophic death throes.

“Go!” she ordered the Beast. “Leave me, and tell the others to take off at once! You mustn’t risk all for my sake!”

The furry X-Man merely tightened his grip on Storm’s wrists and pulled all the harder. “Funny, I thought braving overwhelming odds was part of the job description,” he said, interrupting his commentary with a grunt of exertion. “Besides, who’s going to water all your flow'ers back at the Institute? The Hulk’s the only one here with a green thumb, but somehow he doesn’t strike me as botanically-inclined.”

Storm realized there was no arguing with her courageous teammate, and she feared that her arms would be yanked from their sockets before her leg escaped the grasp of the partial humanoid. Then her foot squeaked out of her boot, leaving only the empty footgear stuck between plastic fingers. Storm thought she was free— until the creature’s second hand closed around her left ankle. She could have wept from the injustice of it all, of coming so close to saying farewell to the dying moonbase',‘only to be stalled by the relentless humanoids at the very brink of freedom, but instead she redoubled her strenuous efforts to get away, balancing uncertainly on one foot to avoid placing her other foot back in the mucilaginous pink muck congealing beneath her. Would the humanoids even notice the loss of atmosphere when the dome shattered, or were they unbreathing as well as unliving? Through the clear wall of the dome, now veined with dozens of hairline fractures, Storm took one last look at the planet of her birth, shining like a precious blue gem in the heavens. She thought the Earth had never looked so beautiful.

A sudden flash of light threw a scarlet tint over all she viewed, making the blue-green orb briefly resemble the red planet Mars. The incarnadine radiance had an even more drastic effect upon the semi-formed humanoids, causing their solid components to liquefy once more, so that ruddy heads and hands and fingers dissolved rapidly, the glutinous pink jelly streaming back down onto the pavement. ‘ “Good thing I decided to see what was keeping you two,” the Scarlet Witch observed from beneath the crystalline arch of the ice tunnel.

Storm tugged again and her foot easily pulled away from the last thinning tendrils of goo. Snatching up her discarded boot from a spreading puddle of rose-colored fluid, she hurried into the tunnel after the Beast and Wanda, not even sparing a second to thank the Witch for her highly opportune hex. There would be time enough later for expressions of gratitude, after they left the Leader’s booby-trapped lair. Broken flakes of the decaying dome rained down upon the top of the ice tube as Storm sprinted toward the open door of the quinjet.

Waiting inside the aircraft, the Beast grabbed Storm by the shoulders and physically hauled her into the quin-jet. Captain America called to Iron Man as Ororo hastily strapped herself into her seat. “That’s everybody! Get us out of here—on the double!”

“You don’t need to tell me twice,” Iron Man said. Powerful engines roared to life, and surging gee-forces shoved Storm into the cushions of her seat as the quinjet executed an instant vertical take-off that carried them hundreds of feet above the lunar surface in a matter of seconds. Craning her neck to peer out of a porthole to her left, Storm watched in silence as the domed moonbase disappeared in a split-second bonfire of burning oxygen. Within moments, all that was left was a faint cloud of smoke and dust rising from somewhere within the Tycho Crater.

Storm looked away from the moon, preferring to watch the Earth grow in size ahead of her, as the quinjet carried them home.

fhe shady, secluded garden behind Avengers Mansion could not have been more different from the barren, gray wastes of the moon. A high iron fence separated the mansion’s backyard from nearby Central Park, but the sounds of a warm summer night in the city penetrated the privacy of the Avengers’ refuge. Rogue leaned against the bark of a leafy maple tree and watched her teammates confer with the Avengers under more congenial and social circumstances than their hectic lives usually permitted. Mutant outlaws mingled with celebrated heroes, but Rogue kept her distance from the milling crowd of costumed adventurers. Although the tranquil garden was infinitely preferable to the Leader’s pain-wracked laboratories, a lingering sense of melancholy clung to Rogue’s mood.

“Somethin’ botherin’ you, darlin’?” Wolverine asked, approaching her. Like her, he had discarded his orange prison togs for his usual uniform, a spare suit of which was kept stored in the Blackbird, currently han-gared in the docking bay on the top floor of the mansion. Out of respect for the Avenger’s strict no-smoking policy, he gnawed on a wad of chewing tobacco instead. “You’re lookin’ down.”

“It’s nothin’,” she lied. “Just an old-fashioned case of the blues, I reckon.”

“Don’t go blowin’ smoke at me, Rogue.” Logan spat

a squirt of brown juice onto the manicured lawn, then eyed her carefully. “I know you too well. What’s the matter?”

She realized there was no fooling Logan. His instincts were too sharp. “Well, you remember when ah borrowed the Leader’s memories back on the moon?” He nodded, unlikely to have forgotten such a decisive turning point in their battle against the Leader and his alien accomplice. “Turns out that the Leader had discovered a cure for my absorbin’ power, some kind of drug that could temporarily turn off the whole nasty business, makin’ it safe for me to touch or be touched.” Her throat tightened at the thought, remembering too many frustrating moments of affection thwarted and passion denied.- .“The Leader knew the secret, which meant that ah knew it, too, for a little while.” She tapped her head with her forefinger, all too aware of the protective glove now covering her hand. “It was all up here, but now it’s gone. Ah’ve racked my memory, but ah can’t remember a single dang ingredient of the formula, just that it worked and ah used to know why.”

“That’s a tough break,” Wolverine agreed. He laid a comforting hand on her shoulder. “But maybe it’s just as well. You don’t want to owe your happiness to a crum like the Leader.” Rogue heard the anger in his voice when he mentioned the sadistic genius who had experimented so cruelly upon both of them. “You’ll find a way to get around your powers someday, and you won’t have to go wading through some slimeball’s sleazy memories to do it.”

“Ah hope so,” she said, crossing her fingers. “Ah’m not getting any younger, y’know.”

Logan cracked a wry smile. “Trust me, kid, you don’t have a clue about gettin’ older.”

Rogue remembered that no one, not even the Professor, knew how old Logan really was, only that he’d been the best there was for as long as anybody could recollect. Guess I am just a spring chicken compared to him.

“Excuse me.” An accented voice broke into their conversation. Rogue was surprised to see Wanda Maxi-moff coming over to join them beneath the spreading boughs of the old maple. “I hope I’m not interrupting.” In her colorful gypsy garb, the European Avenger looked a whole lot more like a Scarlet Witch. A long red cloak hung from her shoulders while a pointed headdress, not unlike the one Storm sometimes wore, rested atop her billowing auburn curls. Her bright red, two-piece outfit was skimpier than Rogue recalled from the last time the X-Men bumped into the Avengers, but Wanda pulled the look off without seeming at all trampy. Silver bracelets jangled softly as she walked toward the two X-Men.

“Nah,” Logan answered her, making room for the Witch to stand beside them. “Rogue and I was just jawin’, that’s all.” He looked up at the Avenger, who was several inches taller than he was. “What’s up, Witchie?”

“Call me Wanda,” she insisted warmly. “How are your injuries, Wolverine?”

Fresh white bandages girdled Logan’s waist where the Ultimate Skrull had skewered him with his frozen spear. “Can’t complain,” he said gruffly. “I heal fast, in case you haven’t heard. Thanks for asking, though.”

“I’m glad you’re recovering,” Wanda said, before turning her sights on Rogue, who felt distinctly uncomfortable beneath the other woman’s scrutiny. She and the Witch hadn’t exactly hit it off up on the moon, especially when they first found themselves trapped together in that awful lab. Can’t much blame her for hating me, Rogue thought, considering what I did to Ms. Marvel. She braced herself for whatever parting shot the Witch had in mind.

“I wish to apologize, Rogue,” Wanda began, catching the startled X-Man completely offguard. “I fear I treated you too harshly before. What happened to Carol was a tragedy, but it’s obvious that you’ve turned your life around since then. Given that my own checkered career also began with an ill-advised stint among the Brotherhood of Evil Mutants, I should have been more forgiving.” She offered the younger woman her hand. ‘“Perhaps we can both move on and place our dubious pasts behind us?”

“Gladly!” Rogue agreed, taking Wanda’s hand and shaking it firmly, all the while being careful not to crush the Witch’s hand with her super-strength. That both women wore gloves provided a double layer of protection to the heartfelt handclasp. Rogue felt a heavy burden of guilt slip from her shoulders; maybe all that violence and suffering at the hands of the Leader and his Skrull stooges had been worthw'hile after all, if it meant that she could finally bury the hatchet with one of Carol Danvers’ closest friends. Still, she thought cautiously, now is probably not the time to mention that fling I had with Wanda’s daddy down in the Savage Land. .. !

Captain America was busy comparing notes with Cyclops and Storm when the Beast came bouncing out of the back door of the mansion, rejoining the informal gathering in the garden. “Felicitous news, my distinguished colleagues!” he announced cheerily, attracting the attention of all present, even Brace Banner as he lurked silently on the fringes of Cap’s discussion with the X-Men’s co-leaders. Cap paused to listen to what the Beast had to say. Good news is always welcome, he thought, particularly after a long and arduous mission.

The Beast sprang onto the top of a marble birdbath before launching fully into his spiel. “A few longdistance calls at Tony Stark’s expense have yielded reassuring status reports on some of our absent associates. From Scotland, the good doctor MacTaggert reports that our friend, the esteemed Kurt Wagner, is recovering nicely from the fractured ankle he sustained in battle against the late, unlamented Gamma Sentinels, although Moira complains that Nightcrawler’s frequent bamfing has left her labs and medical facilities fairly reeking of brimstone.

“Furthermore, I’m delighted to bear glad tidings of our fellow X-Men, who have at last returned to Westchester after the successful completion of their business in Antarctica. Professor X and the others look forward to hearing more about our own lunar excursion upon our return to the ivy-covered walls of the Xavier Institute.”

Cap noted that even the steadfastly serious Cyclops lightened noticeably at the Beast’s news report. No doubt he’s eager to be reunited with his wife, Cap deduced, remembering that Cyclops and Jean Grey, the former Marvel Girl, had wed not long ago. “Sounds like happy endings all around,” he commented to his mutant guests.

“Indeed,” Storm agreed, taking a sip from a cup of hot tea provided by Edwin Jarvis’s impeccable hospitality. “Would that all our struggles could end on so harmonious a note.”

“There’s no reason they shouldn’t,” Cap stated. A lamp over the back porch cast a warm glow upon the nocturnal scene. An electrostatic force field devised by Tony Stark kept the outdoors reception free of mosquitos and other pests. ‘ ‘In my experience, the positive efforts of good men and women will always ensure peace and victory in the end.”

“I wish I could share your optimism, Captain,” Cyclops said. An uncanny glow burned steadily behind the ruby lens of his visor, making it impossible to read the X-Man’s eyes. “But in a world where our own government can finance and develop projects like the Gamma Sentinels, we mutants have learned that sometimes the best we can hope for is an occasional lull in a never-ending battle against hate and prejudice.”

“Wish I could say you was wrong about that, junior,” a deep, raspy voice intruded from the shadows under a rear comer of the mansion. A tall figure wearing a worn brown trenchcoat stepped into the light, revealing the voice to belong to none other than Nick Fury, Executive Director of S.H.I.E.L.D. A stark black eyepatch concealed his scarred left eye, but the surviving eye looked over Cap and the other heroes without a hint of trepidation at arriving uninvited and unannounced amidst such a formidable assembly. “Best I can promise,” he said to Cyclops, “is that you ain’t the only one bothered by Sentinels and garbage like that.”

“Fury,” Captain America greeted the veteran, whom Cap had known since they first fought together against the Axis powers during World War II. “I don’t recall Jarvis letting you in.”

Fury snorted, biting down hard on the unlit cigar clenched between his rugged jaws. “A quarter-century in the cloak-and-dagger business teaches you a few things,” he remarked, “like how to make a quiet entrance when you want to.” He glanced to his left, where Bruce Banner, clad in hand-me-downs from Steve Rogers’s closet, had begun to creep quietly toward the door. “No need to make tracks on my account, Doc,” Fury stated. “Likewise for your mutant buddies.” He looked squarely at Cyclops and Storm and raised his voice loud enough to be heard all through the garden. “Get this straight, heroes. I ain’t here—not officially, that is. Who you Avengers want to hang out with in your free time is none of my beeswax. I just wanted to let you know that Fve pulled the plug on the entire Gamma Sentinels project.”

“Good to hear it,” Cap said. As far as he was concerned, the very idea of robot policemen manufactured specifically to hunt down mutants, whose only crime was being bom different, was a blatant violation of everything America stood for. He liked to think that the federal government’s occasional forays into Sentinels and Mutant Registration Acts were misguided aberrations that hardly reflected the mainstream of American thought and history, but such shameless incidents only made it harder for concerned citizens, like Cyclops and his mutant teammates, to trust the nation Cap had proudly spent his life defending. “I hope this really is the last we’ve seen of the Gamma Sentinels and their ilk.”

“Well,” Fury hedged, *1 wouldn’t be surprised if there’s still a few more anti-mutant initiatives hidden in the black ops budgets of other agencies, but I can tell you this: S.H.I.E.L.D. is out of the Sentinels business for good.” Fishing around in the pockets of his trenchcoat for a lighter, he eventually gave up and stuck his cigar into one of his coat’s interior pockets. “After all the ruckus those prototypes caused, no one’s goin’ to have the nerve to even breathe the word ‘Sentinel’ around me for another decade or so.”

“I wish I could believe you, Fury,” Cyclops said grimly. Beside him, Storm solemnly nodded in accord. “With all due respect, though, you’ll forgive me if the X-Men take your promises with a grain of salt. We’ve heard such assurances before.”

Captain America was saddened but not surprised by the X-Man’s suspicious attitude. Perhaps that’s truly the lasting difference between the Avengers and the X-Men, he thought soberly. As officially-sanctioned heroes, the Avengers fight on behalf of the very same system that the outlawed X-Men regard with mistrust and apprehension.

Only time would tell which team saw the future most clearly....