Categories > Cartoons > X-Men: Evolution > Sinister Soldiers

Loyalty To The End

by slickboy444 0 reviews

The Evo world is forever turned upside down when a man named Dr. Nathanial Essex begins a project known as Shadow Cell from which the lives of Scott, Jean, Vincent, Wanda, and X23 are changed forev...

Category: X-Men: Evolution - Rating: PG-13 - Genres: Action/Adventure, Drama, Romance, Sci-fi - Characters: Avalanche, Berzerker, Blob, Boom Boom, Cannonball, Colossus, Cyclops, Gambit, Iceman, Jean, Magma, Magneto, Mr. Sinister, Multiple, Mystique, Nightcrawler, Professor Xavier, Quicksilver, Rogue, Scarlet Witch, Shadowcat, Storm, Sunspot, Toad - Warnings: [?] [V] [X] - Published: 2006-10-21 - Updated: 2006-10-22 - 8407 words

Sinister Soldiers
Chapter 45: Loyalty To The End


All bets were officially off as Shadow Cell stood helpless before the fate that had been so thoroughly laid out for them by their most trusted teacher and mentor...Dr. Essex. Only now, there was no Dr. Essex standing before them. There was no man, no teacher, no father figure that had helped bring them together...There was only Mr. Sinister.

After all this time and all his deception, his true form was finally uncovered. The monster behind the man had been revealed and all they could do was watch helplessly as they stood paralyzed in one of the madman's traps. This man had deceived them...Betrayed them...And lied to them. They wanted to know the truth, and now they knew. But knowing the truth still wasn't enough, for there was still one very important matter that overshadowed everything...The mission.

But from the looks of it, this may be the one mission that Shadow Cell would be unable to complete.

"It's useless to struggle my children..." taunted Sinister as the five mutant soldiers continued to grunt in pain over the paralysis mechanism that they were now trapped upon, "This day was laid out for you before you were even recruited. Everything you went through, everything you experienced, and everything you were taught...It was all a mere prelude that would inevitably lead up to this very moment. I made sure you played your parts down to the letter and now that you're standing here, helpless and defeated, you're ready to fulfill your destiny."

"NO!" yelled Cyclops, trying to focus enough to use his powers, but the effects of the paralysis field was just too strong.

"WE...WON'T...DO IT!" grunted the Scarlet Witch in response, trying to use every torture endurance technique she knew to break this.

"I'm afraid you don't have a choice," he said with an insidious grin, "You WILL go into my machine. You WILL become the first of the next dominate race on this planet. And you WILL create a new Eden for future generations. What you will create, your children shall inherent. And from that first generation, a new world shall dawn!"

"You're fucking crazy, Sinister!" yelled Wolverine, still unable to break the barrier separating the X-men from their paralyzed allies.

"Don't worry...You'll get your chance too Wolverine," grinned Sinister in response as he cast a menacing gaze upon the X-men, "You'll all get your chance to undergo the final evolution of life on Earth. But first things first..."

Then, with a few commands from the remote control he had used to activate the paralysis trap, he powered up his machine, preparing it for use after decades of waiting and preparation. This sudden activity caused Rogue's body to twitch in a somewhat pained manner, quickly prompting a response from Kurt, Remy, and Mystique.

"Cherè..." said Gambit, gritting his teeth in anger at the sight of Rogue in pain.

"No...Rogue!" said Mystique, unable to keep her emotions at bay as she watched her daughter float helplessly in the tank of a madman's machine.

On the other side of the barrier, the five mutant soldiers of Shadow Cell knew that time was running out. They had to escape...They had to break free. So much was at stake here. The fate of mankind rested upon their weary shoulders once again, but this time the odds were stacked against them like never before. Mr. Sinister seemed to know this as he stood poised for his ultimate triumph.

"You should rejoice my children, for you shall finally succeed in bringing peace to this world once and for all," said Sinister, feeling unparalleled pride and triumph as his machine stood poised for full activation, "All this time, you've been fighting an unending war. Now, that war is about to come to an end. All you're training, all your skill, and all the emotions that have bound you together as the powerful unit you are shall be the mediums for which the final step of evolution shall use. Can you not see it my beloved creations? The majesty of it?"

"GO...TO...HELL!" shot X23 through the blinding pain.

"Still as predictable as ever I see," he said in an unaffected tone, "It's sad really, but then again, this wouldn't have been so easy otherwise. I suppose I should have expected as much. You are and always will be soldiers. Even I can't change that. And like Magnum and I have so eloquently taught you over the years...All that matters is the mission. Only this time, the mission ends under my terms. It's useless to resist, for this game is finally at an end!"

However, as confident and triumphant as Mr. Sinister was, all hope was not lost. Shadow Cell still had one faint glimmer of hope...One infinitesimally small chance to turn this around and complete their mission. No matter what Sinister said or how much he taunted them with his incessant babble...Nothing would stop them from fighting...Nothing. And with time running out, it was now or never.

'Guys...' sent Mayhem through Phoenix's telepathy, which was still active, but choppy.

'Mayhem...' managed the Scarlet Witch in response, wanting to hear his vice in her head, for it helped give her the strength to endure.

'I have...An idea,' he sent as he managed to lower his arm through tremendous agony towards his pocket, 'We have...To get out of here!'

'Right!' managed Cyclops in response, unable to keep his mind steady and focused, 'But...How?'

Mayhem didn't have the ability to answer, for all his strength was going into fighting the paralysis. It was quite possibly the most painful thing he had ever endured, but given his tolerance for such things, he didn't let it stop him. And upon finally reaching his pocket, he pulled out their one glimmer of hope...Their one chance to turn the tide against Sinister and complete their mission.

'The General's bullet...' sent X23, quickly ascertaining what he was trying to do.

'You think...It still...Works?' sent Mayhem through the pain.

'Only...One way...To find out,' replied Phoenix, knowing what he was asking of her.

'Phoenix...Are you sure...You can manage...One more...Burst?' asked Cyclops, knowing how difficult this paralysis field was making things.

'Yes...But it'll...Only...Be a small one,' she managed, 'But it should...Be enough...To ignite...The charge.'

'You'll only...Have one shot,' sent Mayhem as he carefully moved the bullet over his thumb in preparation to flick it into the air.

'That's all...I need,' sent Phoenix in response as she grunted angrily towards Sinister.

'Right...' sent Cyclops, knowing this was their only chance, 'Come on guys! We can do this! One more time...'

'One more time...' they all repeated, knowing all too well that this could be their last fight together.

Then, in one final show of camaraderie and kinship, they all mentally chanted the words that had carried them into battle.


The place was here. The time was now. This was their only chance. If they failed...They lost. If they succeeded...They would fight on. Yet still, Sinister kept his victorious poise.

"It's almost ready Shadow Cell..." he taunted, so focused and driven on his glorious machine that he was unaware of what had just happened between his five students, "You shall step into this machine a mere mortal...Yet step out a living god. I've been waiting countless years for this day through endless hours of blood, sweat, and tears. Now the time has finally come!"

Then, as Mayhem was preparing the bullet, Sinister turned back to face his creations...This time focusing on the two specimens that he had been so focused on for so many years...Scott Summers and Jean Grey.

"And given this momentous event, I think it's only fitting my first two coveted creations have the honor," said Sinister as he stood within mere inches of Cyclops and Phoenix, gazing at them with his glowing red eyes, "You two were always a special case...One that I took great care in handling. You see...Unlike the others, I have been watching you two since you were in the cradle. In fact, I originally planned to have only you two go through this machine and use your children as the base for my plan. But alas...Things change...Plans change. But some things always stay the same."

"FUCK...YOU!" shot Cyclops, feeling the sting of his words.

However, that only caused Sinister to chuckle once more in response, for there was still one last little truth that he had yet to reveal to these two who had been an obsession with him for so many years.

"Oh come now, my boy...You know it's too late," he taunted, "But try to look on the bright side...You and Phoenix will become the first of the next dominant race. And as your creator and nurturer, I'll ensure that you'll always have each other. You'll always be able to share the love that so closely binds you. And you'll be able to build a foundation for a glorious future that your children shall inherit."

"YOU...SICK...FUCK!" yelled Phoenix, trying to divide her strained focus on preparing her pyrokinetic powers for one last burst and processing what this madman was telling her.

Yet still, Sinister didn't falter, for he knew that these two way too well not to expect such reactions. He probably knew them better than they knew themselves, which would make it all the more interesting when they were finally evolved. And, of course, when he got them to start having children, then the seeds for true evolution would be sewn. But first, it was necessary to get one last thing out of the way.

But unbeknownst to Sinister, Mayhem was just about ready with the bullet. He was hesitating a bit, waiting for his chance so Phoenix could prepare herself. Sinister's gaze was still strong, yet they refused to let his demonic face keep them from fighting. They had a job to do...They had a task to complete...And they would either succeed or die trying.

'Phoenix...Almost...Ready,' sent Mayhem, but he didn't get a response as Cyclops and Phoenix remained focused on Sinister.

"I know you both will serve as excellent parents to the next generation of evolved mutants," said Sinister, keeping his focus on the two lovers, "I've watched you two interact for years...I can sense the love that binds you. And now, it's finally going to serve a purpose beyond the mere boundaries of your souls...Now, it's going to be building block for a new generation...A new society. But before that happens, I think I should share with you two one last secret..."

Both Cyclops and Phoenix looked back at the madman with a mix of anger and agony, for having known that this man had been in their lives since the beginning was a hard pill to swallow. But Sinister knew there was still one little matter they didn't know about...One little matter that had exacted such great change upon their lives and inevitably led them to where they stood now.

And with their final moments upon them...Sinister revealed his final secret.

"I killed your parents..." he said, his insidious eyes glowing bright red as he said those words.

"WHAT?!" exclaimed Cyclops through the pain as images of the plane crash that killed his family and left him to suffer so much flashed before his eye.

"NO!" cried Phoenix as well, the feelings of death that had long haunted her mind once again resurfacing.

Such reactions once again made Sinister laugh, for he expected as much from them. But it wasn't like there was anything they could do about it.

"Oh please...Do you really think that plane crash was a fluke? Do you really think that car crash was a chance occurrence?" he taunted as both Cyclops and Phoenix looked upon their once trusted mentor with unabated rage and hatred, "Like I did with Mayhem, I ensured that your lives would inevitably intersect with mine. Hate me all you want for it, but I did it for a reason. And now, the moment has finally come where it all comes together. And just as I planned at the beginning...You two are the centerpiece for my ultimate triumph."

Cyclops and Phoenix had never felt so consumed with anger before in their lives. The pain of their paralysis was nothing compared to the pain this man had caused them. He took from them their families...Their childhood...Their innocence...Everything. And it was all to serve his sick plans. And now here they were learning the truth just before time ran out for all of them.

Over with Mayhem, he still hesitated...Not wanting to do this at the wrong time. He understood all too well how harsh such a revelations was since Sinister took a lot from him as well. But if they were to get out of this, they would have to fight through it. And if they were to stop Sinister, they would have to be strong.

'Phoenix? Phoenix!' sent Mayhem frantically, trying to filter out the pain of the paralysis, 'Come on Phoenix! We need you! You have to focus!'

He didn't get a response, but he knew she heard him and he only needed her to listen.

'Phoenix...I'll only do it...If you give me the word!' he sent her with hint of desperation, 'I know it hurts...Believe me, I know. But we can't let this asshole win! We can't let him get away with this! He betrayed us...He used us...He took everything from us! And because of that we have to keep fighting!'

'Keep...Fighting,' sent Phoenix, forcing herself with superhuman determination to focus.

'Keep...Fighting...My love,' sent Cyclops through their link, giving her what strength he could as they all stood in the twilight of this desperate fight.

And with that, Phoenix finally felt ready to carry out their final task. She would get only one shot with this and it would all of what little strength and focus she had left to manage one more fire burst to ignite the bullet. There was no telling if it would be strong enough or even if the bullet was still usable given that it was over 60 years old. But it was their only chance...If it didn't work then nothing would stop Sinister.

"But enough of this witty banter...For the time is finally upon us my children!" said Sinister, speaking once again to all his beloved creations, "The moment of truth has finally arrived. This is your fate. This is your destiny. At long last, the reign of mankind can finally be put to rest not with a bang...But with a whimper. This is how it finally ends...This is how it all comes together. Over a century of labor and toil is finally at hand! And now, NOTHING shall stand in my way! NOTHING shall stand in the way of evolution!"

That was it...That was all Shadow Cell could take. They had heard enough at this point and they could no longer bear Sinister's incessant taunting. They had used them for too long now...They were sick of being mere pawns in someone else's game. Whether it was with the higher ups, the Colonel, or this madman now standing before them...The five mutant soldiers had endured too much of this. And at long last...They were finally going to end it.

Knowing that it was now or never, Phoenix focused all her energy towards making one last pyrokinetic burst. The anger, pain, and sorrow of her family remained strong in her mind...But the faith of her friends and the love from Cyclops gave her everything she needed to get off one final shot. And with that strength to guide her...Phoenix finally gave the signal.

"NOW!" she yelled.

And before Sinister could even begin to decipher what was going on, Mayhem flicked the silver bullet into the air...Skillfully aiming it so it was right in front of Phoenix. And through unparalleled agony and pain...Phoenix unleashed a small, quarter sized ball of fire that hit the lone bullet at just the right angle, setting off the charge causing a loud bang to echo through the room.

And with that one single round...The silver bullet that had been dormant for over 60 years came to life and flew through the air, whizzing right by Sinister's demonic face and hitting the control console that ran his precious machine and operated the paralysis plate. It had truly been a one in a million shot...Yet it had hit exactly as the five mutant soldiers had hoped. And the second it dawned on Sinister, only one word echoed through his mind.


With a few sparks flying up from the console, the mechanisms controlling the plate shut down and the paralysis field was disabled...Thanks to a single, silver bullet. And the moment the five mutant soldiers were freed, the careful meticulous plan that Mr. Sinister had been working on for so many years finally began to unravel.

"ERR! SINISTER!!!" yelled Mayhem as he felt the paralysis field lift, freeing him from and his comrades, leaving nothing but his blaring rage and hatred towards this insidious man to guide him.

Then, in a blur of super speed and unparalleled strength, the young mutant soldier lunged forth and tore into this madman's freak show body. His movements were a mere blur to the X-men as they watched with great shock over at what had just happened. And as he tore into this monster of a man, he kept on yelling...Driven by the memories of Prodigy, the orphanage, and how he had taken so much from him.

"YOU SICK MOTHERFUCKING SON OF A BITCH! I'M GOING TO TEAR YOU APART TILL THERE'S NOTHING LEFT!" he yelled as he plowed through Sinister's mesh-like body, pushing him back further and further until he was against the wall.

Over with the others, Phoenix had nearly passed out as a result of the strain and as soon as the field had been disabled, Cyclops quickly came to her aid and caught her before she fell and held her securely in his arms, sending words and thoughts of encouragement through their link to keep her strong.

'Scott...' she managed through the pain, slow to regain her strength as a result of the strain she put on herself.

'You did good, baby...' he told her softly through their link, 'You did real good. Now come on...Let's finish the job.'

'Right...' she sent in response, feeling a new sense of strength surge through her as she fought through the pain and returned to her feet, now more determined than ever to take down this madman after everything he had done.

While Cyclops and Phoenix were returning to their feet, X23 and the Scarlet Witch quickly went to work on the barrier. X23 wasted no time in shredding some of the machinery that controlled it on the console while the Scarlet Witch hexed some of the key components around the side of the machine, quickly rendering it dysfunctional as it powered down...Allowing the X-men to join in the fight.

"Come on you guys! We've got a job to do!" yelled the Scarlet Witch as the path finally remained clear for the mutants of the X-men.

"Right! X-men! Move out!" ordered Angel.

Not questioning the order in the slightest, the X-men converged with Shadow Cell as they rushed the machine, knowing they had to disable it in order to stop this madman from carrying out his insane dream.

"We have to get my daughter out of there!" said Mystique as she quickly began banging on the glass with Nightcrawler and Gambit right beside her.

"Hold on, lady! I'm working on it!" said X23 as she began punching a few commands into the console, managing to drain the liquid that had her suspended in the bio tube, "There! Okay, get her out!"

Not wasting any time, Gambit touched the high strength polymer glass with his hand, using her kinetic powers to give it a slight charge so it would dissolve almost instantly. And once the barrier was gone, the limp, unconscious body of Rogue fell readily into the arms of Mystique, wanting to be the first to hold her after having missed so many chances in the past.

"Rogue..." she said, her tone brimming with relief as she securely held her daughter, who was still somewhat wet from the strange liquid she had been submerged in.

Then suddenly, as soon as the fresh air hit her, Rogue began to stir somewhat. Her thoughts were a bit spacey and her vision was blurry at best, but she did recognize that voice. And instinctively, she found herself saying the first thing that came to mind.

"Mama..." she said, half dazed and half coherent.

Upon hearing that word, the shape shifter's heart skipped a beat...For hearing her daughter call her that was something that brought out a lot of complicated feelings for her. However, these were good feelings for a change...Feelings that she wanted to hang onto...Feelings that she wanted to keep even in her darkest of hours.

"It's okay Rogue...Mama's here," she told her in response, managing a smile that many, namely Wolverine to look at her strangely.

"Is she going to be okay?" said Kurt as he looked back at his sister, thanking God that she was alive.

"She'll be fine..." said the Scarlet Witch confidently, "She'll just be weak for a while."

"Then we better get her out of here," said Gambit, not tearing his gaze away from the half conscious woman he vowed to save.

"And we will...But first things first!" said Cyclops as he and his comrades picked up their guns and once again took their battle stances, ready for one last fight.

Back with Mayhem, he was still unloading on Sinister with everything he had. He was wildly punching his face, ripping apart his flesh, and even kicking him in the groin...Even though there didn't seem to be much there to begin with. He put nearly every ounce of strength he could muster behind each blow, letting the memories off all the pain this monster had caused him over the years guide him with each blow he delivered. Eventually, Sinister's entire body diluted into a globular mush that resembled mercury, but he didn't stop his assault...He wouldn't until there was nothing left.

"DIE! DIE YOU FUCKING MONSTER!" he screamed, his words wrought with so much pain and anguish, "THIS IS FOR ALL THE SUFFERING YOU'VE CAUSED ME!"

Mayhem didn't show any signs of stopping his assault and remained in this raging state even after there was no discernable body left to pummel. He just kept going...Unable to stop himself because of the haunting images that plagued his mind. It didn't look as though he was ever going to tire...But eventually, the Scarlet Witch was there to stop him.

"Mayhem..." she said, taking a step closer to the still raging mutant soldier, "Mayhem!"

It took a moment for his mind to process it, but eventually the voice of Wanda Maximoff overshadowed the many painful memories and brought him back to the realm of awareness. His raging assault finally slowed, but his breathing remained abnormal. This prompted Wanda to quickly come in closer to lend him what comfort she could, knowing he desperately needed her now more than ever.

"Mayhem...It's okay," she said, which finally got him to stop, "It's okay...You got him."

Then, as he felt her hand upon his shoulder, he instinctively took it as his breathing returned to normal and he returned to a clearer state. The others were still a bit weary after seeing so much rage from the imposing young man, but his teammates knew he had plenty of reason to be so angry with this monster. He really had taken everything from him...He had lied, used, and betrayed them all. But from the looks of it now...It was finally over.

"He...He was a true monster," Mayhem his voice straining as she felt the warm presence of the Scarlet Witch sooth his tormented mind, "He took my family...My childhood...My friends...My home...Everything. And...And he used me...He betrayed me."

"He betrayed us all," she told him, drawing him into an embrace that he quickly sunk into as she helped him back to his feet.

The feeling of Wanda Maximoff's voice did so much to aid his tortured heart. Everything he had been taught by this man...Everything he had come to believe with Shadow Cell...It was all a mere farce. It was just a means to control them and use them in the end for such a sick plan. But in the arms of this woman and in the presence of his friends...Such pain seemed to ease. And even in this dark time, he found a lot of comfort in something as simple as an embrace.

Such close interaction did not go unnoticed by the others, who simply grew a bit curious and confused by what they were seeing.

"Dude, vhat's vith those two?" asked Nightcrawler.

"With all due respect..." said X23 as she turned to the rest of the X-men, "Don't ask. It's really complicated."

"Say no more, luv," said Betsy, having had enough complications to deal with in her life as it was.

"So...Is it over?" said Shadowcat as she and the others looked at the puddle of sliver metallic goo that lay strewn all over the floor.

"I'm...Not sure," said Storm as she and the others made their way over towards the area.

However, just as they neared the five mutants of Shadow Cell, a familiar laugh echoed up from the puddle as it suddenly came to life.

"Oh you naïve little fools..." said Sinister's angry voice as his body quickly reformed, showing few, if any, affects from Mayhem's assault, "Did you really thing it would be that easy?"

"You son of a..." began Mayhem once again, ready to tear into him just like before.

However, before any of them could make a move, Sinister cut them off...For he even as his once air tight control over the situation waned, he was still every bit as intent as before to see his goal through to the very end. These were still his creations...His children. And he was not about to let his own blood, sweat, and tears get in the way of a lifetime of toil.

"Oh please...Do you really think your rages will do anything against me?" he taunted, his eyes now glowing bright red as he clenched his fists in determination, "I am immortal! I am indestructible! And I will NOT allow such insubordination from my own creations!"

"Insubordinate this, asshole!" grunted Cyclops as he fired an optic blast directly at Sinister's chest.

Then, much to everybody's surprise, Sinister let out a pained yell as he fell back from the impact of Cyclops's blast. Unlike Mayhem, Cyclops's attack had struck his malleable form in a unique manner...One that caused his metallic liquid insides to bleed a strange, reddish gray fluid that seemed to be inflicting some real damage to his being.

And upon feeling this, Sinister's rage grew all the more determined as his world was now falling apart around him.

"It...Hurt him," said Mayhem, wondering how mere optic blasts could do more damage than the rage he had unleashed.

"Believe me, Mayhem...I'm just as surprised as you," said X23 as they all lowered their guns.

Sinister was still reeling as he placed his hand over the wound, struggling to maintain his balance. He hadn't expected them to be so quick to attack again after what he had just told them and how he had endured Mayhem's punishment. It seemed as though all his confidence and taunting was finally catching up with him, for after revealing so many harsh secrets to them, the five mutant soldiers of Shadow Cell would not let any further hesitation slow them down.

The man who had taken them in and raised them as a unit was truly no more. Now all that stood before them was a monster...A monster that had to be destroyed.

"Looks like there's one more secret you kept from us..." said Cyclops, piecing together more of the puzzle as he took a step closer to the madman that had killed his family, "You knew, didn't you? You knew that was going to hurt you...But you didn't expect me to use it so fast."

"You...Little..." he began, but that only earned him another optic blast, this time right in his stomach, spilling more of his strange contents out in another pained heap.

"Now it makes sense..." said Cyclops as he took a step closer, his body now glowing in a bright ruby red halo, ready to unleash even greater power, "My powers can hurt you...And from the looks of it, my powers are the only thing that can hurt you. That's why you watched me so closely...That's why you recruited me first...Because you wanted to control your only weakness."

Sinister, despite his bodily pain, managed to stay on his feet despite the damage Cyclops's blasts had done. He had hoped this wouldn't happen. He had hoped that he wouldn't find out. His one weakness...The weakness written within the Summer's bloodline...Was finally coming back to haunt him.

Looking over at his machine, which was now rendered inoperable without Rogue, a new sense of rage consumed the century old man. These were his creations...His children...And here they were, on the verge of ruining everything. And that's something he would NOT allow.

"Smart boy..." said Sinister, his wounds still healing somewhat slowly despite his healing factor, "You really are...My creations at heart."

"Shut up!" yelled Phoenix in response, "We're nobody's creations!"

"You may have brought us together Sinister, but you'll NEVER control us! We're not your little slaves anymore!" shot the Scarlet Witch, ready to see this madman die.

"And now you're about to die at the hands of the very force you worked so hard to make," said X23, having been used enough for one lifetime.

"It's like you once told us..." added Mayhem with a slight grin, for Sinister's plans were truly at their end now, "He who dies by his own weapon...Dies two deaths."

Upon hearing those words...Those very same words that he once used to teach his creations...Sinister erupted into a rage. They were now in a classic state of conflict...The oldest in known existence. The creator and the created...Locked in an eternal struggle. One must life and one must die. It was now a matter of life and death...It was either him or his creations.

And for Mr. Sinister, the choice was all too clear.

"ERRRRR! NOOOOOOOO!" he yelled as he sprung into action, manipulating his body so that his eyes now glowed in blinding red flash that temporarily stunned the two mutant teams.

With only a few seconds of time to use, Sinister scrambled towards a concealed escape hatch that he had so often used to avoid Shadow Cell officials in the past. But despite the blinding blast, his beloved creations were quick to recover and Cyclops began returning fire at the fleeting madman.

Unfortunately, though, Sinister was too quick and before he could land a decent hit. And in a flash, the madman who had taken everything from them was gone.

"SINISTER!" yelled Mayhem, quickly using his super speed to catch up with him.

But before he could get to the hidden escape hatch, a small charge of Claymores exploded around the hole, quickly causing the small, narrow path to become obscured with rubble...Rendering them unable to pursue their once trusted mentor.

"Son of a bitch!" yelled Mayhem as he pounded is fists upon the floor.

"Damn! Dis guy's a pretty crafty, homme," said Gambit.

"Can't say that's a surprise..." commented Mystique, who knew enough men like that to know that they always had a backup plan incase things fell apart.

"Great...So what now?" grunted Wolverine.

"It's not over yet!" said Mayhem as he got back up and rejoined his comrades, "We still have a job to do."

"Right...And now that his precious machine is useless, he's running scared like the coward he is," said Phoenix as they all looked back at the device that Sinister had put so much toil in.

"And that leaves only one thing left to do," said X23 as she walked over to the main components core and ripped it open with her claws, revealing the sacred stone that they had stolen for him to make this device work, pocketing it so that there was no chance of that son of a bitch retrieving it.

"I hear ya!" said Wolverine with a wolfish grin, "Now yer talkin' my language!"

"Then I take you still have those C4 charges from the armory?" inquired Cyclops, knowing there was only one way to ensure that this monstrosity would never be unleashed upon the world.

"You know it bub," said Wolverine as he threw him a bag that he had been carrying since he picked it up earlier.

"Good...Then we had best get to work before Sinister regroups," said Cyclops.

"Wait! You mean you're going to try and blow this place up?!" said Shadowcat, thinking that was a tad excessive.

"Oh we're not going to try..." said Mayhem in a determined tone as he looked back at Sinister's machine with unparalleled hatred for everything it entailed, "We're going to do it! It's the only way to be sure that this heinous creation is never used!"

"And since the lab area lies at the center of the base, blowing it should bring this whole place down," said the Scarlet Witch, who was their chief expert when it came to demolition.

"Sounds like a plan!" said Mystique, thinking it was fitting for her to stop a madman instead of helping him for a change, "What do you want us to do?"

With time still a factor, the five mutants of Shadow Cell wasted no time in dividing up the explosives, leaving a few for them, a few for the X-men, and a couple for Mystique...Who they felt knew how to handle herself given what they had seen from her. This base had once been their home...Their livelihood...But now it had turned into a nightmare. And it was time to finally end it all...For this was their mission...This was their task. Only this time...They were not fighting for the organization...They were fighting for themselves.

"There are three key points we need to plant charges in if we're to make this work," explained the Scarlet Witch, who knew this place from top to bottom, "One is the main connecting hub over near the administrative sector where we came from...The other is the air control tower out near the runway...And the last is the central power core located right beneath this lab."

"And are you sure this is going to be enough?" asked Storm, who wasn't too familiar with C4, but understood the need for such a plan nonetheless.

"Positive," she said confidently, "We've taken down structures this big before. It's only a matter of putting the charges in all the right places."

"Well it may be a tad excessive...But for a place like this, I'll make an exception," said Betsy, feeling as though it would do the world good if they got rid of a place like this.

"You said it, Psylocke..." said Shadowcat, never wanting to come back to a place like this ever again.

"Then let's get to work!" said Cyclops with their part of the C4 in hand, ready to begin the long, arduous task of bringing down the place they once called home, "Shadow Cell will take the core...X-men, you take the admin side...And Mystique, you'll take the control tower."

"Right!" said Mystique as she took her share of the C4, feeling as though she was reliving her mercenary days all over again, "But what about Rogue?"

"Don't vorry mother," said Nightcrawler, giving his mother a look of reassurance, "Ve'll get her out of here.

"Yeah, he's right, cherè. Rogue is in good hands," said Gambit as he smiled back down at the beautiful, yet still unconscious woman that held such a special place in his heart.

Upon seeing this, Mystique cast the Cajun a suspicious look. But if he really cared for Rogue, which wasn't that hard to figure out, it would ensure that she would be safe and that was good enough for her.

"Fine...Just keep my daughter safe. Otherwise, it'll be you that I blame, Cajun," she told him sternly, making it clear how she felt about the situation.

"Can't say Gambit would expect anythin' less," said the Cajun born thief, unafraid of the shape shifter's threats, "Believe me, Mystique...If anythin' happens to Rogue, I deserve whatever you do to me."

"Good...Just see to it that she's safe," she said, emphasizing that point.

It was not a situation she was fond of to say the least, but for Rogue...She was willing to do what she had to in order to ensure her safety. She would have plenty of time to worry about such matters later. For at the moment...A madman was on the loose, they were currently in a base that was crumbling around them, there were still plenty of GURSO soldiers around to give them trouble, and on top of it all, Magneto was right outside, and chances were that when he saw her...He would show no mercy.

But for Raven Darkholme, none of that mattered. This wasn't about her...This was about her kids. Fighting alongside the X-men and Shadow Cell had shown her what she should have been doing long ago. She hadn't been there for Kurt and Rogue for too long...And it was high time she started acting like any mother with shape shifting mutant powers ought to when her kids were in danger.

"All right...Then we're all ready," said Cyclops, thinking they had wasted too much time already, "Are you sure you guys know what to do?"

"Hey, you're not the only ones here with training," affirmed Angel confidently.

"Then you better put it to good use," added Phoenix, "Because this is where we all part ways. You do your part and we'll do ours."

"Don't worry about dat, y'all...We can handle ourselves," said Gambit, feeling all the more determined now that they had Rogue back.

"Be sure that you do..." said X23 as she and her teammates stood together as the close unit they were and always would be, "And if we don't meet again, then I can safely say that it's been an honor fighting with you guys."

"Indeed it has..." said Mayhem in agreement, "You are all true fighters."

Upon hearing that, a few of the X-men got a little weary...For it implied that these five brave soldiers that had shown them unparalleled skill and efficiency were willing to make the ultimate sacrifice if they had to. It was all the more proof to them that these were true soldiers...Willing to fight to the death for what they believed in. For all their killing, skill, and poise...This one fight had shown them that they also had something that truly set them apart...Heart.

And it was for that reason why much of the X-men grew quite uneasy with such words.

"Hey, come on you guys, don't say that," said Shadowcat, not wanting this to be how they would part ways.

"Yeah, you'll get out of this..." said Nightcrawler, "You've already shown us that you're more than capable of..."

"This has nothing to do with capability, Nightcrawler," said Cyclops, cutting him off in mid sentence, "Everything that's happened...Everything you've seen since we came into the picture...This is our life...This is our fight. And if our world is going to fall apart around us...Then it's a very real possibility that we may fall as well."

"And if that happens, there will be no tears," added Mayhem, "Because Sinister or no Sinister...We're still soldiers. And soldiers don't stop until the job's done."

"And if that means our lives...So be it," affirmed the Scarlet Witch, showing no fear or regret.

There was a brief silence between them, for the X-men had not known just how dedicated these young souls truly were until they fought with them. They really were every bit the soldiers they made themselves out to be. They were more than just killers...No, they were something so much more. And it was for that reason why the young mutants of the X-men didn't want this to be the last time they saw them. But if this was how they wanted to do things...Then they had no right to stop them.

"If that's the way you guys want it..." said Angel as he stepped forward, "Than I think I speak or the rest of the X-men when I say, it really has been a privilege."

"Likewise..." said Cyclops as he extended his hand in a show of good will.

Then, in a symbolic moment, the leader of the X-men shook hands with the leader of Shadow Cell...Hoping this wouldn't be the last time.

"Come out alive...Ya hear?" said Wolverine, his eyes once again falling on X23, the young girl who shared his blood.

"Don't worry, Logan..." said X23 managing a wolfish grin that many thought looked so much like Wolverine, "If we do survive...You will see me again. I know we have a lot to make up for."

Such words actually made Logan smile, for it showed him just how much this girl was like him at heart. It was a rare thing for him to smile at times like this, but for this special instance, he was willing to make an exception. And while he wanted to keep his Wolverine demeanor, that didn't mean he couldn't express just how great an impact these remarkable soldiers had on him...X23 in particular.

Such a reaction didn't go unnoticed by Storm, but she decided to keep her silence since she knew now was not to the time to confront something like this. And if they did indeed come out alive...She had a feeling they would both need each other.

"You have your job X-men...And we have ours," said Phoenix as they once again prepared to separate, "You have everything you need to get out of here, but we still have one last personal matter to take care of."

"Sinister..." said Storm, knowing from what she and the others had just seen from that madman that there was no force on the face of the planet that could keep them from him.

"Yes..." said Cyclops, his words once again turning serious, "A monster like that cannot be allowed to pursue his goals. And since we are in a sense the centerpiece of his plans...It's only fitting that we be the ones to stop him."

"Can't say I would expect anythin' less, homme," said Gambit.

"Then you know why we have to do this," finished Mayhem, knowing this was it, "This is our story...This is our mission...And we're going to see it through to the end."

And with those final words, the five mutant soldiers of Shadow Cell turned to make their leave, preparing to head even deeper into the core of the base that was about to be destroyed. However, before they got very far...One more voice stopped them for one last quick word.

"Shadow Cell..." said Mystique, who was probably the only one who truly understood the world they were coming from, "As strange and uncomfortable as this may seem, I just want to say...Thank you for helping to save my daughter."

Such words actually made the five mutant soldiers smile, for even after all the missions they had been on and all the lives they had saved...Nobody had ever truly thanked them. And hearing it from this woman who had nearly lost her daughter to this monster was a welcomed feeling...One that would give them all the more reason to fight with all their hearts to the very end.

"Just doing our job," said Cyclops as he and his comrades once again bore their guns and knives in full combat ready position, "Now come...We've got a madman to stop!"


Outside in the epic battle between GURSO and the Brotherhood, the fighting was finally beginning to wane. Magneto and his four subordinates may have been grounded and Asteroid M may have been lost...But that didn't stop them from fighting with every fiber of their being. And despite a truly valiant effort on the part of the GURSO unit...Eventually, they faltered in the face of so much overwhelming power and force.

With the Colonel gone and Dr. Essex no longer giving commands, GURSO devolved into chaos...Making them easy targets for Magneto and his Brotherhood to take down. Their once vast numbers had dwindled as a result of their fight against Shadow Cell, the X-men, Asteroid M, and the Brotherhood. Even the elite guard had been all but wiped out, leaving only scattered remnants of the once proud unit to carry on the fight in vain.

"Ha! These guys ain't so tough!" said Blob as he hurled a few flaming jeeps at a small contingent of GURSO soldiers that were trying to reorganize.

"Yeah! Some high tech unit!" said Toad, making fairly quick work of the disorganized soldiers, many of whom had no weapons to fight with because of all the EM pulses that Magneto had used to short out their weaponry.

"Yeah, without their weapons, they're nothing," said Avalanche as he used small, localized earthquakes to further confuse and scramble the remaining unit.

Up in the air, Magneto had been assaulting the remaining GURSO soldiers with burst after burst of electromagnetic energy. Now, much of their heavy ordinance from their gun turrets to weapons were rendered useless. In his rage, Magneto had pulled out all the stops to wipe them out...For he knew they were mere pawns of Essex, simply meant to slow them down from interfering. And now that GURSO was all but destroyed, he could finally settle his old score with Nathanial Essex.

Unfortunately, though...Much of his energy had been drained from the battle and the old holocaust survivor was starting to show his fatigue.

"ERR! ESSEX!!!" he yelled as he unleashed one last wave of magnetic energy that sent what few GURSO soldiers were left flying, disabling their suits and knocking them out of the fight once and for all.

Upon letting out this final burst of energy, Magneto began to saunter in mid air and was on the verge of passing out. And upon seeing this, Quicksilver sprung into action.

"Dad!" he yelled, using his super speed to quickly make his way over to where the master of magnetism was about to impact the ground.

Luckily, his speed did him well in this instance and he managed to catch his tired father. He was still conscious, but noticeably drained. He had pushed his powers to the limit using Asteroid M and fighting against GURSO, but in his blind rage it did not matter to him. All he could think about was Essex...His one time ally.

And now that Asteroid M was in ruin, he had all the more reason to make him pay.

"Dad...Magneto," said the speed demon, helping his father back to his feet, "Are you okay?"

"Yo boss!" said Toad as he, Blob, and Avalanche quickly converged around their leader, "Are you still up for this?"

"I'm fine..." he said, shaking off his fatigue and standing under his own power.

"Wow..." said Avalanche, surprised at the old man's resilience, "Maybe you should..."

"No..." he said, cutting the young man off in mid sentence, "I cannot stop now. Essex's little army is finished...Now there's nothing for him to hide behind. He destroyed my base...He ruined my plans...Now I'm going to ruin him."

There was still so much anger brimming within the old man's tone...Anger that seemed so full of rage and sought only vengeance. And it was for that reason why none of the Brotherhood boys questioned his orders...For it was not over yet. There was still plenty of battle left for all of them...But one way or another, it was all going to end soon.

"Come Brotherhood!" ordered Magneto, ready for the final battle, "We still have a job to do...And I still have a few matters to take care of."


AN: Man! That was intense! At long last, things are finally starting to unravel for Mr. Sinister. His seemingly unbreakable control has finally begun to falter and the last showdown between him and his most coveted creations draws near! This is going to be a fight to remember folks...A battle for the ages! It's all so close! Everything is coming together! And if you want to see how it all turns out, stay tuned to see the mind blowing culmination! So what do you all think? Do you like where this fic has led? Has it been a ride to remember? Tell me! Please REVIEW! Send your feedback to me via email or post it on the fanfiction website! The big climax is just up ahead folks! Stay tuned to see how it all pans out! Thank you all very much for reading this epic story that I have sunk so much heart and soul into and I wish you all the best!

Sign up to rate and review this story