I don't own the X-Men, those belong to Marvel Comics and were created by Stan Lee and Jack Kirby
Emma Frost was created by Chris Claremont and John Bryne.
Buffy the Vampire Slayer was created By Joss Whedon and all the characters with the BTVS TV series are his as well.
The Thundercats were created by Ted Wolf and currently belong to Warner Brothers, at one point in time Marvel comics did do a run of the them in comics form, although DC comics do them now.
“Well it's finished.” Todd said as he raised his welder's hood. “I'll call the prof.”
“We haven't tested it yet.” Kitty said as she looked at the directions again. “I saw what this thing did to Mary Jane. I wouldn't mind having those kinds of enhancements myself.”
“I sympathize, the girl grew like two cup sizes.” Todd said with a far off look in his eyes. “Getting souped up like they did was the reason I took the plans in the first place.”
“But Professor Xavier gave you the go ahead.” Kitty said, confused.
“Afterward. Though he knew what I was up to the whole time.” Todd admitted.
“Hmm.... if he knows what you took the plans for, he can't blame you for using it.” Kitty said.
“I like the way you think.” Todd grinned. “I'm ready for it if you are.”
Kitty turned on the chamber. “Let's do this.” She said.
The Massachusetts Academy....
“Oh fuck.” Felicia Hardy said as she opened her eyes. “What the hell happened last night?”
“You've forgotten already? I'm hurt.” A voice said as a man appeared in the room carrying a tray.
“No, I haven't forgotten.” Felicia said quickly. “I just can't remember it right now. Where am I?”
“Massachusetts.” The man said. “I made breakfast.”
“Massachusetts? I don't have time for.... Is that bacon?” She asked as her hunger got the better of her.
“Hickory smoked. Man, you drank a lot last night.” The man grinned. “Where do you put it all?”
“I can handle myself.” Felicia said. “We didn't.... did we?”
“No you were too drunk and I didn't want to take advantage of you.” The man said as he sat the tray down. “You're not hung over are you?”
“No, I feel fine.” Felicia said as she sat up and sipped her orange juice. “What was with the appearing act?”
“Just a thing I can do.” the man said with a shrug. “If you don't remember, I'm Ben. Ben Ravenson.”
“Felicia.” She said before grabbing some bacon.
“Felicia Hardy. I know.” Ben said. “So when did you get grafted with my DNA?”
Felicia almost spat out her bacon. “Your DNA? What are you talking about?”
“Lady, my nose doesn't lie. You're nowhere close enough to be a sibling of mine and you already seem to have a real history considering the bartender last night has known you for years. That means you're either a real person, or a clone with the same memories. You're cat-like enough to really get my attention. I tranquilized you as you left last night. I hope no one as waiting for you.”
“I'm a prisoner again? Dammit!” Felicia swore. “Where are we really?”
“Massachusetts like I said.” Ben told her. “What do you mean prisoner again? Is that how you were changed? The truth will get you out of here faster.”
Felicia sighed. “Look it all started when I took this job. I was a cat burglar at the time.”
“The irony isn't lost on me.” She said before continuing her story.
Forest Hills, Queens.....
“Peter, you've got a phone call!” May Parker called up the stairs.
Peter came running down, still pulling his pants on as he did. “Who is it Aunt May?”
“That man again.” May sighed.
“Fury? What now?” Peter wondered as he picked up the phone. “Hello? What do you mean he escaped? Our job was capturing him, not keeping him contained. You at least find out who it was? Osborn? Really? Weird. I'll keep an eye out. Harry did transfer to our school a few months back. Right.” He hung up the phone.
“Well?” May asked him.
“The Green Goblin escaped. Turns out it was Norman Osborn.” Peter said. “They've frozen his assets but they want me to keep an eye on his son in case Norman contacts him.”
“Using a minor to spy on other minors? Shameful.” May sighed.
“Like it or not, I'm an asset of SHIELD Aunt May.” Peter told her. “I can't help it if he gives me orders now and again. He isn't asking me to do anything that I wouldn't anyways if I knew what he does on the situation. When he starts asking me to do the unthinkable, I'll start refusing orders.”
May nodded. That was the least she could ask for.
“I'm very disappointed in both of you.” Charles Xavier said as he paced back and forth in his office. “What you did was reckless and brash. You should have had someone there to monitor you in case something went wrong!”
“Wait, you're mad because we didn't have a doc there?” Todd asked.
“I knew you were going to go through with it, that was inevitable. You've helped revise so many of our security procedures that both of you could have bypassed the systems without using your powers. Now both of you go eat something, you both look like you could use it.” Charles told them.
The two teens nodded before Kitty phased them through the floor, taking them closer to the kitchens.
Charles Xavier sighed before picking up the phone and dialing a number. “Eric, the chamber's complete. No need for a test subject, we've already had two. We'll be ready for you in an hour.”
He hung up the phone and sighed. “The price we pay for the future.” He said softly as he powered up the security monitor on his desk and watched the children raid the fridge and the pantry, Todd wasn't letting Kitty near the stove. Xavier chuckled softly. “She still can't cook to save her life.”
“What are we going to do with them?” Cordelia asked Xander.
“Take them shopping for one, then Todd needs to get his new clothes tailored for his flexibility needs. What they did was stupid, but not unforgivable.” Xander said with a shrug. “Considering everything, I'm not surprised they wanted an upgrade.”
“You're not thinking about going in the chamber yourself are you?” She asked her husband.
“No. The way I see it, if there's a way to enhance a person.... the more often it's done the better chances there are of someone else finding a way to undoing it. Besides, aren't I walking perfection already?” He said with a grin.
“Full of yourself much?” She snorted.
“Maybe a little.” Xander agreed.
“Well, that's quite a story Ms. Hardy.” Ben said as he took the breakfast tray from her. “Damn thing is, I believe you. I don't blame you or Doom really. He probably saved your life by doing what he did. My real question is, what happened to the life form?”
“I don't know. I never went anywhere unescorted while I was there.” Felicia admitted. “He probably managed to keep it alive too. I can't tell you much since I blacked out once it forced itself on me.”
“That's fine. Now, do you have any job prospects since you were so recently freed?” Ben asked her.
“Not really. What is it you do here?” She asked, her curiosity getting the better of her again.
“I teach people to use their abilities to their fullest. Your skills as a thief could help them you know.” Ben said. “I'm no slouch when it comes to circumventing security, but I'm probably far behind someone actually in the business.”
“You're offering me a job?” She asked, disbelieving.
“I'm offering you a shot a new life. Thing is, new lives come with new problems. Have you ever heard of mutants?” Ben asked her.
Elsewhere in the house....
“They've been in there for a long time.” Cordelia Frost said to her sister.
“I know.” Adrienne growled.
“You're jealous.” Her sister said with a grin. “I can't sense it of course, but you really are.”
“Shut up.” Adrienne said. “I worked too damn hard to get into his bed only to be replaced by some bitch he picked up at a Hooters.”
“He doesn't love you.” Cordelia told her sister.
“I couldn't give a shit about love at the moment.” Adrienne said. “If he kicks us out of here we'll either have to go to Xavier's or be picked up by the Hellfire Club. I'd rather have neither of those things happen.”
“He won't kick us out if he finds someone else to warm his bed.” Cordelia told her.
“You're certain?” Adrienne asked. “Because I'm not. I didn't even see this bitch coming.”
“While we were at Xavier's did you pick up anything about his original?” Cordelia asked her.
“Chaos mostly. You think Ben's like that too? Is that why almost everything I saw that brought me here has changed?” Adrienne asked.
“It's possible. Some people defy the odds all the time and win. Maybe Ben and Xander are like that naturally.” Cordelia said with a shrug. “I'm just guessing here. If she stays, it'll be because she's an asset. Not because of her assets”
“Bitch.” Adrienne grinned.
“Pot to the kettle.” Her sister replied with a smile of her own.
“How do you feel Eric?” Moira asked as the man stepped out of the enhancement chamber.
“Like I could tap dance without breaking a hip.” Eric said as he stretched lightly. “Where's the kitchen? I could go for a Dagwood Sandwich right about now.”
“Let's go see what we can scrounge up in a few minutes.” Charles told him. “I want to see what this chamber is like myself.”
Eric raised a brow.
“I don't plan on cloning myself again, and longevity is a way around that.” Xavier said as an explanation. “Besides, you're the third person today, may as well have a fourth before we secure this thing somewhere where my students won't find it. Last thing we need are the lot of them hopped up on super soldier serum.”
“Get in the chamber Charles.” Eric said as he sat down.
“I can't believe I ate the whole thing.” Xavier moaned as he sat back from the table.
“That bacon wasn't kosher was it?” Eric asked. “Bah, what's one time. Have you got any alka seltzer.”
“I'd show you, but that would require moving.” Xavier said before belching. “Oh dear that was good.”
“Can you move now?” Eric asked him.
Xavier burped once more then nodded.
Manhattan Midtown Magnet High:
“Harry, Mary Jane and I are going to the mall. You want to come with?” Peter asked the new kid.
“I don't know Peter. My mom wants me home right after school.” Harry said as he rubbed the back of his neck.
“Everything okay?” Peter asked.
“It's just some stuff is all.” Harry said. “Raincheck?”
“Sure man.” Peter said with a nod. “See you tomorrow?”
“Sure.” Harry nodded. “Later Peter.”
Peter watched the teen head off on foot and sighed.
“Worth a shot.” Mary Jane told him as she walked up. “Tail him home?”
“I already slipped a tracer on him.” Peter said. “We just need to....”
“You guys still going to the mall?” A voice asked from their left.
Both teens turned to see Gwen Stacy looking at them. “Or was that just an offer for Harry?” She asked.
“I need to run to the Globe.” Peter said as he pulled his phone out of his pocket. “I can swing by the mall later though. See you there?” He said to his girlfriend.
“We'll be there. I'll snag you a pretzel.” She told him before kissing him on the cheek. “Go get paid Tiger.”
Peter grinned and ran off.
“So, what's it like dating a photographer?” Gwen asked her. “Does he make you pose in private?”
Mary Jane blushed.
“You do! I knew it!” Gwen said before giggling. “So have you guys done it yet?”
“Why don't we go somewhere else.” Mary Jane said as she looked around the still occupied halls of the school. “I'll buy you a smoothie.”
“Sounds good.” Gwen agreed. “But I still want answers.”
“Dammit.” Peter said as he caught sight of Harry's dad at the Osborn's home. He whipped out his phone and called SHIELD.
“Listen, it's SM. Osborn's home. He's.... shit!” Peter said as his Spider Sense went off. “He's blown up his home! I repeat, he's blown up his home.” He shouted before hanging up the phone to see if there were any survivors.
“This place really could use the help couldn't it?” Felicia said as she watched the five young mutants grudgingly run laps around the compound.
“I could use a hand yes. Whether or not it's yours is up to you.” Ben told her.
“I'm not a role model.” Felicia said. “I am... or was a thief.”
“You'd be surprised.” Ben told her. “Most of them come from bad homes, any positive role models are good ones. Besides, some of their powers are small. They could use a thief's skill in the field. It would help keep them alive.”
Neither one said anything for a few minutes.
“All right. I'm in.” She said softly. “Though you so owe me after drugging me and bringing me here.”
“I'll get you something shiny.” Ben promised her.
She chuckled. “I think we're going to get along just fine.”