7

T WAS a sobering history lesson, to be sure.

“Ten years?” Phoenix asked. “That’s impossible!”

_ The first pink rays of dawn were just edging over Westchester

County as the X-Men and Carol Danvers assembled on the shore of Breakstone Lake, where the soothing beauty of Professor Xavier’s Japanese gardens had once flourished; with the construction of the camp, the ground had been turned into a graveyard for the prisoners who had died while under the care of their cruel hosts. Behind them, under the watchful eye of the now well-armed former inmates, the commandant, his guards, and his soldiers were standing in a circle in their undergarments, setting fire to their uniforms, per Wolverine’s non-negotiable demands. Green-tinged smoke rose high into the early morning sky.

Phoenix looked at each of her teammates; they were all finding it difficult to accept what they had learned first from the commandant, and then from Carol, who had provided a more truthful explanation of how the world of Victor von Doom was run.

“I’ll say it’s impossible,” Rogue said, agreeing with Jean. “We’ve only been away a month, an’ Doom sure wasn’t in charge of the place when we left. An’ for ten years?” She grimaced and shook her head. “Ain’t no way.”

“Could Roma have made a mistake?” Nightcrawler mused aloud. “She did mention before we left that she had not been paying all that much attention to events on our Earth. Perhaps she sent us into a possible future timeline by mistake, or—”

“Or dropped us on an alternate Earth instead?” Cyclops said, completing Kurt’s thought. Nightcrawler nodded in agreement. Scott paused for a moment to mull over the possibility, then shook his head. “I can’t see that happening. Roma would never be that sloppy. And, given her powers, I doubt she’s even capable of making such a monumental error. But, even considering the possibility that such a mistake might have occurred, there still exists a threat to the omniverse—one we already agreed to handle.”

“No argument dere, boss,” Gambit said. “A job’s a job.” He gazed at each of his friends. “I jus’ t’ink we’d all rather know fo’ sure if dis be our world—fo’ peace o’ mind, if nothin’ else. ’Cause if dis is our Earth—” he looked over his shoulder at the camp, then turned back to Cyclops “—den I’d say it’s a whole lot more screwed-up den e’en Roma was thinkin’. An’ if Doc Doom’s involved, it’s fo’ sure we gon’ have some battle on our hands tryin’ t’clean up his mess.” He glanced at Rogue, flashed a brief smile. “He one big ol’ puppy dog to be runnin’ ‘round loose wit’ no proper paper trainin’, y’know.”

Rogue turned her head and raised a hand to her lips, to cover a smile that seemed so . . . disrespectful in such a tragic place. She knew Remy was trying to lighten the mood in the midst of a depressing situation—that was one of the charms that made him so damned appealing to her—but it just didn’t feel right to be laughing when their world was suffering under the oppressive thumb of a madman like Doctor Doom. There’d be time enough for her and Remy to share a laugh or two later, when their work was done—she’d see to it. Suppressing her chuckle by clearing her throat, Rogue turned back to face the group.

“All right,” Cyclops said, “our objectives are clear: we find Doom, discover the means by which he’s transformed the world, and either destroy it or force him to tell us how to shut it down.”

“And just how to you plan to convince him to do that?” Carol asked.

“Leave that t'me, ” Wolverine said, a dangerous gleam in his eyes. For dramatic effect, he popped his claws. Carol’s eyes widened as she stared, momentarily transfixed, by the way the morning sunlight played along the edges of Wolverine’s bio-weapons. “By the time I’m done carvin’ through that leftover Renaissance festival outfit o’ his,” Logan continued, “he’s gonna be hopin’ that all I’m lookin’ for is the shut-off switch, an’ not his heart.”

Carol grimaced as she watched the metal-coated bones slide back into Logan’s arms. “Ooookay,” she croaked, looking a little pale. She quickly turned to Cyclops. “Well, you won’t have to look hard to find him. He and the Queen are living in the White House.”

“Yeah, an’ that’s somethin’ else I don’t understand,” Rogue said. “How is it that Ororo’d be willin’ to marry that tin-plated nut, let alone agree to go rulin’ the world with ’im? I don’t see the connection between ’em.”

“Before yer time, darlin’,” Wolverine replied. “First run-in the new team had with Doom, he invited her t’dinner at his castle upstate while the rest o’ us were dukin’ it out with his goons in the basement. Some foolish attempt t’rescue that grinnin’ jackass, Arcade—the reasons why are too complicated t’get into right now. Least we thought it was a rescue mission; shoulda known better. Turned out to be a flamin’ trap he set up for us with ol’ metalhead.”

Phoenix nodded. “Ororo confided in me about that once. She was . . . embarrassed by how she’d allowed herself to be drawn to Doom’s power and . . . well, charisma, I guess, in the middle of a mission. And although he tried to kill her and our friends, she and Doom parted on civil terms—he even . . .” Jean paused, then shrugged. “Well, from the way Ororo described it, it sounded like Doom was hitting on her.” “Hittin’ on her?” Rogue asked incredulously. “This is Doctor Doom y’all are talkin’ ’bout, right?”

“Well, that’s what it sounded like when Ororo told me,” Jean replied. “He said he found her ‘fascinating,’ and wanted to get to know her better. And Ororo—for some reason—was actually open to the idea, though she never took him up on the offer.”

“Jus’ like a woman, eh?” Gambit quipped. “Say she gon’ call de next day, den never does.”

The icy stares directed his way by Jean, Rogue, and Carol did wonders for wiping the smile off his face.

Nightcrawler turned to Cyclops. “So, Scott, what is our next move?” Cyclops pinched his lower lip between thumb and forefinger, then stood silently for a few moments, considering their options.

“Allies,” he finally said. “We need to find out if there are any heroes in this world still opposed to Doom, and whether they’d be willing to throw in with our lot. Having to take on him and an entire planet under his rule without some back-up—well, let’s just say I don’t like the odds.”

“Good luck to you, pal,” Carol said sarcastically. “You’re certainly gonna need it, considering most of the super-types are working for Doom, and the ones who don’t aren’t gonna want to get involved:” “We’ve got to try anyway,” Cyclops insisted. “If nothing else, we need someone to create enough of a distraction that will allow us to get to Doom directly.”

“Makes sense, if you can actually find someone nuts enough to run interference for you at the risk of having their own head blown off,” Carol said. “I gotta tell you, though, when it comes to costumed types like you folks, the pickings are mighty slim among the ones that are still operating.”

“Well, what about you, Carol?” Phoenix asked.

“What about me?” Carol replied.

“Why can’t you help us? We know how powerful you are as War-bird—you’d certainly be able to help shift the balance in our favor.” Carol stared at Jean as though the X-Man was crazy. “What in God’s name are you talking about? Don’t you think that if I had some kind of powers like you people, I would’ve tom down this suburb of hell a long time ago?” She snorted and waved a hand toward Rogue. “What, are you telling me I can go around benchpressing trucks like her?”

Rogue’s cheeks flushed a deep red, and she quickly turned away from Carol. Although the blond-haired woman didn’t recognize her now, Rogue was all too aware of the past they shared: of how Carol, in the pre-Doom-ruled world, had been a super heroine named Ms. Marvel, and Rogue had been a member of an organization called the Brotherhood of Evil Mutants; of how Rogue, following the orders of the Brotherhood’s leader, Mystique, had ambushed Carol one night in San Francisco and used her powers to leech away not only her cosmic-spawned powers, but part of her psyche, leaving her body a nearly empty shell; and of how, after draining her enemy, Rogue had tossed her off the Golden Gate Bridge in an attempt to kill her. Though Carol had eventually recovered both her mind and her powers—a slow, painful process that took years—and changed her super heroic codename to the more aggressive Warbird, she had never forgiven Rogue for stealing away her individuality, and could barely stand to be within spitting distance of her former adversary to this day.

“Carol,” Phoenix said softly, “I’d like to try something, with your permission. I’m a telepath—”

Carol’s lips pulled back in a sneer. “You’re a mento?”

Phoenix started. “A what?”

Nearby, Gambit turned to Rogue. “I t’ought dat was some kinda candy,” he whispered.    -

“Sshh!” Rogue replied, her raised index finger pressed against her

lips.

“One of Doom’s mind readers,” Carol said, practically spitting out the words. “He’s got them stationed all over the world, running their little mental scans, taking leisurely strolls through the minds of every man, woman, and child on this planet, making sure no one’s going to try and overthrow their fearless leader.”

“The Thought Police,” Nightcrawler murmured to Wolverine. “George Orwell would be proud.”

Wolverine grunted. “Or Hitler.”

“I understand how you feel, Carol,” Phoenix said. “Believe me, you’re not the first person to react so strongly to what people like I can do. But I swear to you that I’m nothing like Doom’s enforcers—a polar opposite, you might say.”

“Right.” Carol snorted. “And your friend Ororo is really a kind, loving soul opposed to the dictatorial rule of her husband.”

“Actually, she is,” Phoenix replied. “But that’s besides the point. What’s important right now is getting to the bottom of this whole maddening situation.”

“And you want to go rooting around in my head to find out why I don’t know any of you—” Carol smiled slightly as she looked at the team’s costumes “—colorful folks, or where these alleged superpowers of mine might have gone to. Right?”

“Yes,” Phoenix replied. “And that’s all I’ll be looking for. I promise I’ll avoid any part of your subconscious that you don’t want me to see.” She fell silent, then, not wanting to push her friend too hard for a decision.

Carol stuffed her callused hands into the pockets of her prison jumper and stared at the ground for a few moments. Even without reading her thoughts, Jean could tell how hard she was wrestling with the idea of someone sifting through her mind for information. Carol took a deep breath, released it slowly between gritted teeth, and kicked at a small rock by her feet; she watched it skip across the water three times before it sank with a small splash.

“All right,” she finally said. She wearily ran her hands through her hair, then lifted her head to lock eyes with Jean. “But if you make me start clucking like a chicken, so help me, God, I’ll rip your head off and punt it like a football.”

Wolverine chuckled. “Now, that’s the Carol Danvers I know.” Phoenix smiled at Carol. “Deal.”

“Okay. So, what do you need me to do?”

“Just relax and try to clear your mind,” Jean replied. “I’ll do the rest. And I promise this won’t hurt a bit.”

Carol closed her eyes. “That’s what my dentist used to say just as he started drilling a tooth. That was usually the exact moment when the shot of Novocain wore off.” She opened one eye to gaze evenly at Phoenix. “Having a low pain threshold tends to mean whoever’s handy gets to suffer right along with me.”

“I’ll keep that in, er, mind,” Phoenix said.

Carol nodded and shut her eye again.

Reaching out with both hands, Jean lightly placed her fingertips on Carol’s temples, then closed her own eyes as well.

“More waitin’, eh, boss?” Gambit muttered.

“Yes, Remy,” Scott said quietly. “More waiting . . .”

She was seated on a quilt-covered waterbed in a blue-walled, white carpeted bedroom, an issue of Tiger Beat laying open on her lap; she glanced at the article: “My Dream Date With Simon LeBon.” Sitting next to her on the bed—keeping her company, it seemed—was a collection of stuffed animals: teddy bears of varying sizes and colors, wideeyed yellow lions, a sky-blue porpoise, even a rainbow-hued unicorn. Across the room, in a comer, stood a large potted plant that looked like a miniature palm tree, but she knew that wasn’t the actual species; unfortunately, unlike Ororo, she’d always been bad with plant names. On the walls and ceiling were posters of various rock stars from the 1980s—Rick Springfield, The Thompson Twins, Duran Duran, Culture Club. Beside the bed, a small clock-radio was softly broadcasting the Eurythmics’ “Sweet Dreams (Are Made Of This).” Early morning sunlight streamed into the room through two windows across from the bed, and the pleasant chirping of birds from the trees outside seemed to fill the room.

As mental images went, Jean thought, it was a surprisingly original one—most people’s psyches tended to create vast, desolate landscapes of blinding sandstorms or Salvador Dali-esque shapes, or a crossroads suspended in a void, its winding paths meeting at a nexus where a sign usually stood, its infinite number of arrows pointing in an infinite number of directions, leading the traveler to whatever memories were being sought.

The setting wasn’t a complete surprise to Jean, however; she’d been in Carol’s mind quite a few times during the course of their friendship, back when the world was sane. What always amazed Jean, though, was how well-ordered the woman kept her subconscious—no stray thoughts barging through like a bull in a china shop, no dark, menacing shapes standing just along the edge of your vision, no monsters from the id the size of mountains looking to destroy her sense of identity.

In terms of pop psychology, this was Carol’s “happy place”—the spot she went to relax when the pressures of the world became overwhelming; in this case, happiness was found in the mental recreation of the bedroom owned by a teen-aged Carol Danvers, who had spent a good deal of her time hanging out in the real-world version while living with her parents. And considering the horrifying experiences she must have undergone while in the camp, it was a testament to the adult Carol’s sheer force of will that she hadn’t chosen to retreat into the bedroom for good and lock the door behind her.

Speaking of doors ...

Jean looked up from the magazine as the bedroom door opened, and the grown-up Carol entered. She was dressed in black tights, white low-topped sneakers, and a gray sweatshirt with a frayed collar; it hung on her body at an angle, exposing her right shoulder.

Somebody’s seen Flashdance one too many times. . . Jean thought. Carol started when she realized Jean was sitting on the bed. “Hey, how did you . . . ?”

Jean smiled. “I’ve, um, been here before.”

Carol gestured toward Jean’s legs, which were stretched out on the comforter. “And you. thought you’d make yourself at home?”

Jean’s smile widened, and she raised a booted leg. “My feet were killing me.” She chuckled as she caught her friend’s confused expression. “I know: in this place, we’re just psychic representations of our real selves. But right now, the real me is in a heck of a lot of pain from running around in high heels all night long.”

Carol raised a quizzical eyebrow. “And I suppose in your profession, sensible shoes are frowned upon, right?”

Jean shrugged pleasantly. “It’s the price one pays for looking good.” Carol snorted. “Thanks, but I don’t need to look that good.”

Jean smiled. “You say that now ..

“Oh, I get it,” Carol said, slowly nodding her head. “That whole ‘Super Carol’ thing you were talking about before.” Her brow furrowed. “You mean I actually dress up like a stiletto-heeled circus acrobat—no offense—and fight crime, like Wonder Man or She-Hulk?”

“None taken,” Jean replied. “And yes, you do. Actually, you weren’t off the mark when you mentioned being able to benchpress trucks— you have incredible strength. And that’s just one of your abilities.” “You don’t say . .Carol said, clearly intrigued.

“I do.” Jean smiled wickedly. “And when it comes to dressing up like a ‘circus acrobat,’ honey, your heels are even higher than mine. ” Carol whistled through her teeth. “Where did my dignity go . .. ?” “Care to see everything I’ve been talking about?” Jean asked. She patted the bed, beckoning Carol to join her. Her friend quickly complied.

Instantly, the room faded away, until only the bed remained. Carol gasped in surprise and bounced across the water-filled mattress toward the center of the bed, trying to get as far away as possible from the void that had suddenly appeared beneath them.

“Don’t worry,” Jean said soothingly. “I’ve got everything under control.”

“Glad to hear it,” Carol said. “Now what?”

Jean grinned. “You like movies?”

“I haven’t seen one in a long time, considering my previous situation,” Carol replied sourly. “But if you plan on showing me Stalag 17 or The Great Escape, I’ll have to hurt you.”

Jean shook her head. “How about The Carol Danvers StoryT Carol wrinkled her nose in mild reluctance. “I don’t know ... I hear parts of it are kind of depressing.”

“Ah, but this is the special widescreen edition,” Jean countered, “with never-before-seen footage and big-budget special effects.” She paused. “Well, never-before-seen by you; I’m already quite familiar with it.”    .

Carol shrugged. “So, let’s see it, then.”

Jean smiled and dramatically waved a hand. A movie theater-sized projection screen suddenly appeared before them.

“Not bad,” Carol commented.

“It gets better,” Jean said. “Watch.”

From the darkness behind them, a light began flickering, casting indistinct images on the screen.

“Focus!” Carol yelled over her shoulder to the imaginary projectionist. Jean giggled.

Slowly, the images took solid shape, becoming a shot of up-close faces happily staring at the “camera.” A handsome, dark-haired man in his twenties, eyes sparkling with tears, was beaming proudly. Beside him, propped up in what looked like a hospital bed, was an attractive— though exhausted—blond-haired woman, who was also crying. It was immediately clear to see where Carol had gotten her good looks.

“That’s my mom and dad!” Carol said. She paused, and turned to Jean. “Hey, wait a minute—are you saying I can remember the day I was born?”

“Uh-huh,” Jean replied. “It’s long been theorized by psychologists that we can recall events that far back, though, like most memories, they tend to fade away as we get older. But the subconscious retains just about everything.”

Carol shook her head. “That’s just... freaky.”

“I’ll speed things up—get to the good parts,” Jean said. “And I’ll shift to . . . well, I guess you could call it an ‘external camera’.”

Carol nodded. “You mean a third-person point of view—like when I’m dreaming, and I’m watching myself doing something.”

“Exactly.”

The screen darkened for a moment, then was filled by an image of Carol, wearing a dark business suit, standing on New York’s Fifth Avenue, across from Central Park. Behind her stood an impressive-looking building that Jean immediately recognized as Avengers Mansion, home and headquarters of what was regarded as Earth’s greatest team of super heroes. Carol turned from the “camera” and started walking toward the building—

And then the image was abruptly replaced by another “scene”: this one of Carol in her Air Force staff car as she drove to work one morning, happily singing off-key to Robert Palmer’s “Addicted to Love” as it blared from the vehicle’s radio.

Jean glanced at Carol, who was staring, transfixed, at the screen.

“Did you see that?” she asked.

“See what?” Carol replied. “Proof that I’m tone-deaf?”

“No. That—that jump-cut.”

Carol shook her head. “No.” She gestured toward the screen. “So, when do I get to see me changing the course of mighty rivers?”

“That’s what I’d like to know . . .” Jean mumbled softly.

As movies go, this one was poorly edited, with frames deleted in a haphazard fashion, causing scenes to end abruptly and jump to the next segment of the reel: Here was Carol at her tenth birthday party, where Robbie McDowell gave her her first kiss; here she was graduating from the Air Force academy, throwing her cap high into the air alongside her classmates; and here she was as head of security at Cape Canaveral where, Jean knew, Carol was destined to meet the alien super hero Captain Marvel—a meeting that would forever change her life.

But that memory wasn’t there. There was no denying it, then.

There were definitely gaps in Carol’s memory. But, more surprisingly, she didn ’t know they were there.

“So, do I look good in spandex?” Carol asked.

Brow furrowed, Jean turned to face her. “Hmm? Oh. Well, yes, I suppose,” she said, still distracted by what she wasn’t seeing in her scans. “Black one-piece, opera gloves, and thigh-highs. Little domino mask. Red sash around your waist.” She turned back to the screen. “The guys have always thought you looked good in it.”

Carol giggled. “I didn’t know I could be such a tramp. ”

Jean nodded, not really paying attention to her friend’s musings, and probed deeper. More images appeared on the screen, the speed at which they moved increasing as Jean flipped through them, in the manner of someone hurriedly thumbing through a book: a succession of lovers—some good, but most bad; vacations and spy missions and birthdays and holiday parties; Carol’s rise to captaincy; then memories of her fall from grace, and her years in the camp.

But her experiences as Ms. Marvel? As Binary? As Warbird?

Gone—tossed aside like a bunch of discarded frames lying on a cutting room floor. What they were seeing now was some soulless movie studio executive’s cut of The Carol Danvers Story. And its star seemed to be completely unaware of the hatchet job done to the last reel.

Jean gritted her teeth. This was unacceptable.

All right, she thought. One last time. Let’s try something big . . .

As difficult as it was to force Carol to relive a traumatic experience, perhaps the shock of one might jolt her memories back into play. True, it was akin to trying to fix the reception on a television set by slapping it repeatedly with your hand until the picture settled, but Jean was running out of options. But which—

Rogue’s attack.

Jean hated herself just for considering it. As traumatic experiences went, it was as bad as—possibly even worse than—anything Carol had had to endure during all her time in the death camp. Jean knew that there were other bad memories lurking in the darkness behind them— a few that might even make a temporary loss of identity seem like a slap on the wrist—but not even she was willing to draw upon those.

So, Rogue’s attack it was. Steeling herself, Jean started the “projector” again, and began searching for that bleak, rainswept night in San Francisco.

And found nothing.

It was a stunning revelation, to say the least. Anything that had to do with Carol’s powers, her career as a super heroine, as a member of the Avengers, as a friend of the X-Men—all gone. Replaced with false memories of an armored madman rising to power without resistance, taking Jean’s dearest friend as his wife, and lording it over the planet for an entire decade.

Sheer insanity.

It was as though Doom’s dream of one day conquering the Earth had been stamped onto Carol’s mind and carved into her subconscious as incontrovertible fact.

It was also one of the most horrifying examples of psychic butchery that Jean had ever witnessed. And if this had been done to Carol, she wondered with mounting horror, did that mean the same thing had happened, not just to the super hero community in general, but to all their friends?

To everyone on the planet?

Jean’s eyed widened in shock. Where in heaven’s name could Doom have gotten such power ... ?

“Well?” Carol asked.

Jean started, roused from her musings, and, still wide-eyed, turned to face her friend. “W-what?”

“I’m still waiting for you to show me how I look in spandex,” Carol replied. “So far, I’ve seen the stuff I already know, followed by a lot of nothing.” She waved a hand toward the projection screen that floated in front of them. “If I want to stare at a blank screen, I can always stand in front of a broken TV.”

“I, um, ran ahead already,” Jean said quickly, and tapped her head. “It’s kind of like watching a videotape on fast-forward. There was, um, nothing else to see.” Her fingers began nervously picking at the polyester threads of the comforter and she focused her gaze on the work, unable to look Carol in the eye.

“What do you mean by ‘nothing else’?” Carol asked, folding her arms across her chest.

“Just what I mean,” Jean said, still looking at her busy hands. She turned her head slightly—just enough so that her fiery mane fell forward to hide her face. “The information I was looking for wasn’t there. Maybe I was wrong about this whole thing—it wouldn’t be the first time it happened.” She stopped picking and smoothed out the comforter. “I think we’d better get back to the others before they start to worry.” “They’re not the only ones . . .” Carol said, an. edge in her voice. And with that, both women faded away, leaving the waterbed construct to float away into the troubling darkness.

Jean and Carol snapped back to reality, gasping for air as metabolisms slowed by their shared trance suddenly kicked back into high gear.

Cyclops placed his hands on Phoenix’s shoulders as she stumbled back a step. “You all right, hon?”

“I’m fine, Scott,” she replied, steadying her breathing. It’s Carol we should be worried about, she added through their psychic link. Cyclops stared at her, and she quickly shook her head. Later.

Carol moaned. “I thought you said that wasn’t gonna hurt,” she said, massaging her temples with her fingers. “I’ve had sinus headaches that felt better.”

“Sorry,” Jean said, still avoiding eye contact. “An unexpected side-effect of the link. I ran through your memories a little too fast for your brain to keep up.”

Carol grunted. “Seems like a whole lot of trouble just to find nothing.” She winced in obvious pain and rubbed her head with the palms of her hands. “I’ve gotta sit down for a little bit. Then we better start making plans for getting as far the hell away from here as possible—I wouldn’t be surprised to find out that somebody in town had already called for the Guardsmen once the shooting started.” Waving off any help, she wandered away to join the other freed prisoners, who were in the process of binding their former captors.

Once their friend had gone, Phoenix quickly filled in her teammates on what her psychic scans had revealed about the absence of Carol’s powers, and her missing memories.

“That don’t explain why Ace don’t remember me, ” Wolverine commented. “I knew her before she got mixed up in this whole spandex lifestyle.”

“I think it does, Logan,” Jean replied. “Carol’s had more contact with you during your time with the X-Men than while you were both working military intelligence; in some way, she associates you more with super hero activity. Therefore, when her memories of having been involved in that ‘lifestyle,’ as you put it, were removed, her memories of you were likewise deleted.”

Wolverine grunted. “When did you become a psychologist, Jean-nie?”

“You go bouncing around inside people’s heads as long as I have, friend, and you don’t need a shingle hanging on the wall.” Jean smiled and wagged a disapproving finger at him. “And that’s Dr. Jean Grey to you. ”

Cyclops frowned, and rubbed his jaw with a gloved hand. “All right, so Carol’s powers aren’t available to us, and Jean’s probably right about the rest of the world being unaware of our existence. But, that doesn’t mean we just throw in the towel, go back to the citadel, and let the world go hang. If there are superpowered individuals who are opposed to Doom, it’s vital that we find them and convince them to join us.”

“An’ where we gon’ find us some o’ dese ‘individuals’?” Gambit asked.

Cyclops tilted his head to one side and stared at Gambit for a moment like he was some kind of circus oddity. “Where anyone else would go when they’re looking for super heroes, Remy,” he replied slowly.

“New York City.”

It was the kind of day that made you glad to be alive.

Outside, the sun shone brightly, a cool breeze from the east drifted across lower Manhattan, and, on the balcony, birds could be heard chirping happily as they ate a breakfast of seeds and bread crumbs from a Roadrunner-shaped feeder.

Lying in bed in the apartment she shared with Warren Worthington III, Betsy Braddock grinned broadly as she listened to the sounds of the city as it geared up to meet the new day.

Her day. The day she took her first big step toward immortality— starting with that night’s performance at the Starlight Room. Warren had made all the necessary arrangements to convince the Minister of Entertainment that he should check out Betsy’s act—give her some serious consideration for a possible spot in the Emperor’s anniversary celebration.

The rest was going to be up to her.

She stretched, arms extended above her head, back arched, then turned to gaze at the man beside her. Warren was sleeping soundly, arms folded against his chest, head tucked under one of his magnificent white wings, in a manner reminiscent of the way in which birds doze. Betsy propped her head up with one hand and silently watched him for a while, wishing that this moment could last forever. Tenderly, she reached out to stroke one of the primary feathers of the wing that lay closest to her. Warren shifted slightly, his wing flapping gently in reaction to her touch; he mumbled something incoherent in his sleep.

It sounded like “Love you.” She was more than happy to settle for the rough translation.

Trying not to disturb him, Betsy quietly stepped from the bed and slipped on a black satin robe. Then, running her hands through her hair to clear her vision of the disheveled lavender locks that had cascaded over her face—how she hated “bed hair”!—she stepped lightly toward the drawn curtains. She pulled them aside to reveal a spectacular view of New York Harbor. The sky was a brilliant blue canvas, stretched out to the horizon without a trace of clouds. To the east, the Brooklyn shipyards were already bustling with activity, as tugboats led massive tankers to and from the docks; to the west, New Jersey was also off to an early start, its highways already beginning to clog with traffic bound for the Holland and Lincoln Tunnels, and, through them, into Manhattan.

And out on the water, sunlight glinted off the polished metal of the Statue of von Doom. The four-hundred-foot-tall armored figure stood proudly at the entrance to the harbor, like a modern-day Colossus of Rhodes, its right hand holding a fifty-foot-long Latverian broadsword as though challenging God Himself to a fight. It was an impressive sight, especially when seen from the ocean, and it had been designed at the Emperor’s request by a gifted, world-renowned sculptor named Piotr Nikolievitch to replace the far less imposing French-created statue that had stood there for over one hundred years. Betsy had had the pleasure of meeting the handsome, though somewhat shy, Russian artist at one of Warren’s bashes a year ago.

“Is this heaven?” Warren mumbled from under his wing.

“Close enough,” Betsy said, turning to face him. “Why?”

“Well, I think you tried your very best to kill me last night,” he replied, “so I was expecting to wake up and find myself standing in front of the Pearly Gates.”

“Well, you’ve already got the wings,” Betsy said, “but that wasn't any sort of murder I was attempting.” Her smile widened. “That was what we British call ‘unbridled passion.’ Perhaps you Yanks have heard of it?”

Warren stuck his head out from under the feathered appendage; his blond hair looked as though it had been subjected to the full power of a wind tunnel. “Oh, is that what that is?” He shook his head. “And here I’d always heard about how restrained you English ladies are supposed to be.”

Reaching behind her, Betsy told hold of the curtains and drew them closed, plunging the room once more into darkness.

“Darling boy,” she purred seductively, “who ever said I was restrained ... or a lady . . . ?”

It was well after ten o’clock before Mr. Worthington made himself available to his business associates.

Sitting alone on a plush leather couch in the living room, Betsy sipped at a mug of Earl Grey tea while she sorted through a small pile of sheet music that she had spread across the teak wood coffee table before her; from the stereo speakers around her, the soft music of a jazz radio station filled the apartment with the sounds of Miles Davis’s trumpet rendition of the Michael Jackson song “Human Nature.” Clad in one of Warren’s dress shirts, hair tied back in a ponytail, Betsy focused on the matter at hand: looking for just the right pieces to perform that night— ones guaranteed to convince the Minister that she should be included in his roster of acts.

Nothing too up-tempo, she thought, hut nothing too melancholy, either. Something Cole Porter-ish, maybe, or Stephen Sondheim. She picked up one arrangement: “Someone to Watch Over Me.” An appropriate number, perhaps, considering that’s pretty much what the Emperor did—watch over the entire world—but it was a tad too cliched; leave that one to Audra McDonnell or Bernadette Peters.

She nervously chewed on her bottom lip. So many choices, so many sets to consider, so many songs that could express to the Minister exactly how she felt about her world, her life, her love for Warren.

So many opportunities to screw up and bore him if she picked the wrong ones.

Betsy shook her head. “That’s no way to be thinking, you cow,” she muttered. “You’ll be fine. In fact, you’ll be better than fine—you’ll be tremendous. ”

She nodded, pleased with that incredibly positive assessment of her talents. This was no time to be dwelling on negative thoughts anyway, she reminded herself. Warren had presented her with the opportunity of a lifetime, and she wasn’t about to just let it slip away by conceding the battle before she had even fought it.

Forget any ideas about screwing up, she told herself. You’re a Braddock, remember—and a Brit. We don’t do “screwing up. ” You will pick the right songs, you will be great, you will impress the hell out of the Minister.

And you will get your name on that talent list.

Betsy smiled broadly. By the time she was finished with her set, she’d have the Minister practically begging her to be part of the gala.

All she needed was a chance.

1

BEFORE SHE knew it, that chance was upon her.

Night descended over Manhattan, and with its arrival a differ_ ent New York City began to come to life. Office workers and bike

messengers and street vendors and sales clerks streamed out of the city at the stroke of five o’clock, to be replaced by leather-and-lace-clad Goths and trendy club hoppers and hunters and huntresses on the prowl for companionship, and even the occasional transvestite dressed to the nines like Tallulah Bankhead or Bette Davis.

It was also the time when The Beautiful People—the rich, the powerful, the noses-etemally-stuck-high-in-the-air elite—came out to play. And to be entertained.

Located just off Times Square, high atop the fifty-four story Osborn Enterprises office tower on Sixth Avenue and Forty-fourth Street, the Starlight Room was one of the city’s hot spots where The Beautiful People gathered—a place where one went to spend an evening if one wanted to be considered among those “in the know.” On any given night of the week, and especially so on a busy weekend, the spacious restaurant/theater was often jammed to the rafters with celebrities: power-brokers like Donald Trump and Tony Stark often dropped by with their fashion model dates of the month, as did politicians and actors, musicians and playwrights, poets and authors; even the Emperor and Empress von Doom had visited while celebrating their seventh wedding anniversary.

It was also the spot where, for the past two years, three nights a week, critically-acclaimed songstress Elisabeth Braddock had been “knockin’ ’em dead,” to use an old Broadway phrase. Show tunes, torch songs, ballads—if there was a song written in the English language in the past fifty years, odds were more than just good that Betsy knew it by heart, and could find a way to perform it as no one else had ever done before. It had often been mentioned in the sterling reviews the New York critics had lavished upon her that her show wasn’t simply entertainment—it was an emotional experience.

And tonight, she needed to focus those emotions and yank hard on the heart-strings of one very special audience member.

Standing in the center of her private dressing room—not as small as a closet, but a far cry from the almost Grand Canyon-esque dimensions of Warren’s apartment—Betsy was in the midst of her warm-ups, fine-tuning her voice before the show, working her way up and down the musical scale as she watched herself in the large makeup mirror over her dressing table. That afternoon’s rehearsals had gone surprisingly well, considering she had sprung a few numbers on the band that they’d never performed, and, even better, her dry cleaner had delivered her “good luck” dress—a red satin, fioor-length, off-the-shoulder gown with a thigh-high slit along the right leg. The plunging neckline was provocative without being tasteless, and, in a room that was intentionally dimly lit to create “atmosphere,” the fire engine-hued material tended to draw the eye far more than the curve of bosom it revealed. What made it special was that she had first worn it last year, when Warren suggested they move in together. And though the style might be a bit slightly behind this year’s fashions, it still seemed to bring her a measure of good luck whenever she wore it in her performances.

And considering the odds at stake tonight, she needed all the help she could get.

A knock on the door caught her attention.

“Coooommmme iiiinnnn, ” she sang, maintaining her concentration.

The door opened, and Paul Miller poked his head into the room. In his late thirties, his shoulder-length brown hair neatly tied back in a ponytail, Paul was the bespectacled band leader of, and pianist for, The Starlight Orchestra—which, truth be told, was not really an orchestra, since it only consisted of ten members. On the other hand, their original name, the Paul Miller Jazz Group, never really had the zing Paul had wanted when they’d been made the house band five years ago, so he had settled on something more upscale and more in line with the elegant setting in which they played.

Paul’s eyes widened as he caught sight of Betsy. In the mirror, she could tell by his gaze that he definitely liked the way the gown hugged her like a second skin.

“Hey, kid,” he said, nodding appreciatively, “you look fantastic! ”

“Thaaannkk yoooouu, ” Betsy replied.

Paul stared at her for a moment more, then shook his head, apparently to focus on other matters. “Oh. Just wanted to stop by and let you know the house is packed tonight. Word is the Minister of Entertainment himself’s supposed to be putting in an appearance.” He smiled. “Try not to embarrass me, okay?”

Betsy stopped singing, and smiled at Paul’s reflection in the mirror. “Oh, get out,” she said playfully.

Paul laughed. “I’ll see you inside. Break a leg, kid!” And with a small wave of his hand, he closed the door.

The Starlight Room was even busier than usual, since word of the Minister’s visit had quickly spread through the ranks of the glitteratti— everyone wanted to meet him, to touch the hem of his garment, to suck up to him in the worst way possible.

It had taken an appearance by the Minister’s personal—and well-armed—guard to dissuade them of that idea.

Now, sitting in a comer of the room—one drenched in shadow so that people would stop staring at them—Warren glanced across the table at his guest, who had moved as far back as possible from the small lamp that shone between them. The Minister of Entertainment was not a tall man, but he carried himself with the arrogance of someone the size of a mountain—self-importance always has tended to bring out the worst traits in insecure people. He was high enough in the government to be considered a mover-and-shaker, yet far enough removed from the Emperor to be recognized for the embarrassment that he was.

“Your girlfriend better be as good as you say she is, Worthington,” the Minister warned. “I’m not about to hire some karaoke singer to stand in front of a jukebox and warble ‘My Heart Will Go On’ to the Emperor on such a special occasion as his anniversary.” He chuckled without mirth. “Although I wouldn’t mind doing that to Vic for his next birthday . ..”

“Don’t worry,” Warren said. “Betsy’s everything I’ve promised, and more. Besides, she was good enough for the Royal Couple when they visited here a few years ago.”

The Minister grunted. “That’s not exactly a ringing endorsement, friend. Vic’s musical tastes tend to swing somewhere between ‘The Ride of the Valkyries’ and the high-pitched keening of people being ground under his boot heel. And as for Ororo . . .” He shook his head in disbelief; “If I’ve said it once, I’ve said it a thousand times: The Partridge Family does not make for good, get-down-on-the-ground-like-a-hound party music at an Imperial function.” He shrugged. “Hey, but what do I know? I’m just the freakin’ Minister of Entertainment!”

Moving out of the light so his face was concealed by shadow, Warren rolled his eyes and groaned softly. This could turn out to be an extremely long night. . .

The noisy buzz of chatter in the room died down as Martin Perkins, the restaurant’s manager and emcee, stepped onto the stage. He was greeted with polite applause. In his mid-fifties, his short, dark hair peppered with gray, he cut a dashing figure in a tuxedo as he smiled at the audience, then lightly tapped on the microphone at the front of the stage; thankfully, there was no feedback from the speaker system.

“Ladies and gentlemen,” he said, “the staff and management of the Starlight Room are proud to present, now in her second year of exclusive engagements, that stylish chanteuse, that critically-acclaimed British songstress: Miss Elisabeth BRADDOCK!”

A spotlight shone on Betsy as she stepped out from backstage, to be greeted by a hearty round of applause. Smiling brightly, she walked over to Perkins, shook his hand, then moved to the microphone.

“Thank you,” she said to those gathered. “I’d like to start tonight with a new number, called ‘Spring Rain’. It’s an early twentieth century poem by Sara Teasdale that—” she gestured toward Paul, who sat at the piano “—Mr. Paul Miller was gifted enough to set to music.” A smile played at her lips. “It’s a very special song for a very special man in my life.”    '

There was a smattering of applause, and even a few shouts of approval directed toward Warren. Betsy chuckled as he stood up, politely bowed to the room, then sat down.

When the applause and laughter had died down, Betsy glanced over her shoulder and nodded to Paul. His fingers danced over the keys as he began the musical introduction.

Betsy took a deep breath. Then, eyes closed, fingertips lightly resting on the microphone, she began to sing:

I thought I had forgotten But it all came back again To-night with the first spring thunder In a rush of rain

Slowly, she opened her eyes, and, a glowing smile lighting her face, could almost picture the scene she was describing, Warren in her arms:

I remember a darkened doorway Where we stood while the storm swept by,

Thunder gripping the earth And lightning scorched the sky

Betsy inclined her head slightly, just enough so she could gaze at Warren, who smiled back; his chiseled, azure features were fairly glowing with pride. She felt her pulse race with exhilaration, and she turned to sing directly to him:

With the wild spring rain and thunder My heart was wild and gay;

Your eyes said more to me that night Than your lips could ever say. . .

Three minutes later, the applause that greeted the end of the song was more than appreciated, but it was Warren’s warm, beatific smile that meant the world to her.

“Thank you,” Betsy said softly to her audience. “Thank you so much.”

She glanced toward Warren, and saw him huddled forward across the table, speaking in hushed tones with the Minister. Warren was smiling and nodding her head. Betsy gasped softly, feeling as though her heart was about to explode. Then, drawing a deep breath, she slowly released it as she stepped back from the microphone, and turned to Paul. He smiled and winked at her.

“Go get ’em, tiger-lady,” he said quietly, so that only she could hear

him.

Betsy smiled and nodded, and the band began playing the next number. As she turned back to the audience, she couldn’t help but glance toward the shadowy outline of the Minister. A wicked smile played at her lips.

Let the begging begin. . .

To the east, the bells of St. Patrick’s Cathedral tolled midnight. To the south, the bright lights of the Empire State Building’s upper floors snapped off, their work done for the night. And inside the Starlight Room, the Minister of Entertainment and his entourage departed for his rooms at the Waldorf Astoria, while another singer—a young woman named Alison Blaire—took the stage, hoping to win over the same audience that was still abuzz over Betsy’s incredible performance.

As for Betsy herself, she was walking on air, both figuratively and literally—such things were possible, of course, when you had just captivated an audience of New York’s elite, and your boyfriend had decided to celebrate the occasion by unfurling his wings and carrying you off into the night sky.

At the moment, they were in a world of their own, one hundred feet above Central Park, slow dancing to a tune that only they could hear.

“Warren?” Betsy asked, chin resting comfortably against his chest, arms wrapped around his waist.

“Yes?”

“Thank you.”

“For what?” he asked.

“Everything.”

“You’re more than welcome, Betts,” Warren said. He paused. “You know, you haven’t asked about what the Minister said to me.”

“I didn’t have to,” she replied.

“Oh?” Warren asked. “What are you, psychic now?”

Betsy chuckled. “You don’t have to be able to read minds to tell when you’ve won someone over.” She tilted her head back to gaze into his dark eyes. “I knew Fd won you over when we first met.”

“True,” Warren agreed. “But my mom always used to say she could read me like a book, too.”

“Yeess,” Betsy replied, “but why is it that whenever I do the reading, it turns out to be Fun With Dick and JaneT’

“Hey,” Warren countered, “some books of just too good to read only once.”

Betsy giggled softly and grinned. “So,” she said, changing subjects, “when does your dear, old friend the Minister want to see me?”

“Noon,” Warren said. “At his office in the World Trade Center. And he’s not my ‘dear, old friend.’ You have no idea of the sacrifices I had to make tonight, Betts.”

“Like what?” Betsy asked, suddenly concerned. “Warren, we agreed that it was up to me—”

“And it was, honey. It was,” Warren said. “But if I ever have to sit through another second of his whining about how ‘Vic’ never listens to his suggestions to ‘improve’ the Empire’s image, make it more fun-oriented . .He grunted, as though in great pain, and shook his head. “Poor baby,” Betsy said soothingly, reaching up to caress his cheek. Warren stuck out his bottom lip and pouted. “Yeah. Poor me.” “Well, if he’s as bad as he sounds, then I should get my rest,” Betsy said. “So I don’t show up looking like some worn-out old hag and wind up falling asleep in the middle of his whining.”

“You know, I was just going to suggest we turn in,” Warren said, feigning surprise. “You really must be psychic.”

Betsy sighed. “If only that didn’t mean that my head was filled by the deviant thoughts you’re always broadcasting.”

She smiled, and pulled him into a kiss that made it clear how very grateful she was that he was in her life.

They soared higher, then, and, laughing like children, chased the stars until the morning sun arrived to send them to bed.

Unfortunately, not all the world was filled with lovers.

On the other side of the Atlantic Ocean, in the Islamic Republic of Mauritania, the noonday sun was relentlessly beating down on the harbor city of Nouadhibou—a strip of land, really, jutting out into the water like a sand-covered index finger. It was here that deep sea fishing vessels from around the Empire docked after trawling the coastal waters, and it was from here that massive freighters would carry off shipments of iron ore, bound for the Empire’s factories. It was not a large city, as major ports-of-call go—the population was only around 60,000 inhabitants—but it certainly drew its fair share of world-weary travelers.

And it was through the streets of Nouadhibou that one traveler in particular walked.

Stopping for a moment beneath the welcomed shade of a shop awning, Erik Lensherr removed a bright-red handkerchief from a pocket of his voluminous white robes and used it to dab at the sweat that was pouring down his face. Not for the first time, he cursed the necessity of wearing his battle helmet in such a stifling climate, and for lacking the foresight to have designed the damned thing with some sort of air-coolant system. Glancing around quickly to make certain that he wasn’t being observed too closely by anyone on the busy street, he adjusted his cloth hood to conceal the helmet once more, and then continued his journey to the docks.    .

The trek from Araouane had been uneventful—most of it spent crossing the desert at night in a jeep “acquired” by Pietro before he had departed to begin making arrangements for his father’s suicidal return to America. Packing what few belongings he considered essential, all Lensherr had to do was get to the Spanish city of Barcelona without alerting authorities to his whereabouts; not all that difficult a task, since he had been successfully avoiding the Empire’s law enforcers for over twelve months. And once in Barcelona, he would be provided with false identification, plane tickets that would hopscotch him around the globe before bringing him to America (just as a precaution to throw off any potential “shadows”), and the means to trick any security systems that might have a record of his unique biological makeup.

What he needed right now, though, was a ship so he could get there.

A slight breeze was blowing off the water, and its gentle touch sent an exuberant chill up Lensherr’s spine; at last, after spending a year in the middle of the Sahara, he had found some relief from the withering temperatures. The cool air seemed to strengthen him, and he pulled himself up to his full height, allowing just a trace of a smile to show his pleasure.

The docks were extremely busy, with workers helping the crews of deep sea fishing vessels to unload a percentage of their catches and load food and fuel; Lensherr recognized the flags of Russia and North Korea—accompanied, as always, by the flag of the Empire—flying from the masts of some of the ships.

Looking around, he spotted what appeared to be the captain of one of the Russian vessels—a bear of a man, standing a few inches over six feet, with a barrel chest and powerful arms folded across it. Dressed in black despite the heat, his unkempt black beard flecked with gray, he was an imposing figure, to be sure. And it was simple enough to tell that he was in a position of authority: he was the one yelling the loudest at his crew.

Lensherr strolled over to the man. “Excuse me, Kaptain,” he said in perfect Russian.

The scruffy man-mountain slowly turned to face him, then, frowning, looked his visitor up and down, twice, before finally responding. “Da?”

“I was wondering: when you set sail, are you, by any chance, stopping off in Barcelona before returning to the Motherland?”

The captain raised a quizzical eyebrow. “Why do you ask?”

“I would like to book passage on your ship, if there is room.” From beneath the shadows of his hood, Magneto flashed a gentle, disarming smile.

Again, the captain gave him the once-over and frowned; clearly, he didn’t think too much of the robed figure standing before him. Reining in his mounting anger over the man’s annoyingly condescending behavior, Lensherr forced himself to remain silent and wait for an answer.

“And why should I be so disposing?” the captain rumbled.

“Because I would be more than happy to compensate you for your time,” Lensherr said pleasantly, “and, say, a small, private cabin in which to stay?”

The captain grinned—a mildly grotesque expression, considering he was missing four front teeth. “You wouldn’t be running from something, would you, my friend?” he asked. “Like agents of the Empire?” His eyes narrowed, and the grin quickly faded. “Or perhaps you are an agent of the Empire, eh, come to make trouble?”

Or perhaps I’ll risk being detected by von Doom’s satellites and use my powers to turn you inside out, if only to spare myself having to put up with any more of your insolence.. . “my friend, ” Magneto thought darkly. But instead of lashing out, he simply said:

“No—to all of the above. I merely wish to visit friends in Spain, and travel by ship is still the easiest way to leave Mauritania.” He smiled again, feeling as though his face might split in two if he had to maintain this saccharine-sweet fagade for much longer.

The captain ran a meaty hand through his thick, oily beard for a few moments, considering his options. Finally, he said, “All right. But it will be a costly trip, my friend. And I will expect half the money the moment you set foot on my ship.”    *

Magneto nodded. “Of course. Thank you, Kaptain.”

The captain grunted. “We sail at dawn—if you’re not here on time, we won’t wait for you. My men and I sleep on the ship; you’ll have to find your own accommodations in town for the night.” He grinned. “You are paying for just the voyage, after all.”

Gritting his teeth, Lensherr forced a smile, muttered his thanks again, and turned back toward the town, not bothering to point out that the captain had not mentioned exactly how one should define “a costly trip” in monetary terms. No matter—whatever the price, the end result of this circuitous route to the United States was worth it.

As the Chinese philosopher Lao-tzu had once said in the sixth century B.C., “A journey of a thousand miles must begin with a single step.” For Erik Lensherr—for Magneto, Master of Magnetism—that first step had now been taken.

The first step on the path to revenge.