Frank Castle made his way towards his apartment as he made sure his trench coat covered his left side, one of the punks had gotten lucky with a twelve gauge and peppered his left side with duck shot, thankfully the underpowered round hadn't punched in too far, but it was going to be a stone cold bitch to dig the shot out tonight.

Glancing around at the rapidly darkening streets, Castle took note of everyone in sight, a couple of kids playing basketball, Miss Jenkins taking up the laundry, a taxicab on the corner with the driver enjoying dinner and a bald man in a wheelchair sitting patiently under a nearby tree with a cute redhead.

After a moment Frank Castle decided to bite the bullet and headed for the tree, the birdshot could wait.

As he neared the paraplegic Frank settled into a parade rest and waited.

"Frank, it has been too long," Charles Xavier said before turning his head slightly towards his companion. "This is my Protégé of sorts, her name is Jean Grey. Jean, this is Frank Castle." Charles introduced the two and silently calmed her as Jean tensed at the man's name.

Glancing at Jean for a moment, Frank nodded before turning back to one of the few people on the planet he not only trusted, but even liked to a certain extent. After all, there weren't many that would risk their lives in a VC infested Jungle just to pull out a wounded grunt. "Miss Grey," he acknowledged before returning his entire attention to the problem at hand. "Come on inside Francis, I'll put the kettle on." He acknowledged before turning back and leading his guests inside.

Fortunately Frank had gotten his safe house in a nice, upper-middle class neighborhood, lots of traffic coming and going without a lot of prying eyes and suspicion, unlike the slums he usually stayed at.

Ignoring his personal hatred for the death boxes in favor of his 'Guests,' Frank took the elevator to the fifth floor before leading the two to his apartment.

Entering the non-descript apartment, Jean Grey was stunned at how, domestic, the room was. Watching as the massive man moved about the room, divesting himself of a small arsenal of weapons that were quickly concealed in easy to reach locations, she realized from his movements that he was injured.

With a grunt, Frank pulled a rather well stocked medical kit out from a hidden section in the sofa and divested himself of his trench coat. He was rather shocked that the small redhead Xavier had introduced as 'Jean' was quickly by his side, working to repair the damage he had sustained in his latest battle.

Half an hour later, Frank was in the back room putting on some slightly less worn clothes as Jeanand the professor sat out front, he knew he would likely take the job. It was something he could do and it would keep the kids from ending up like his own.

Staring into the mirror Frank Castle considered exactly what his old friend was offering him, a job as educator and instructor in the mutant academy, mostly concerning dealing with Police and Military from around the world and how to avoid them at best and deal with them at worst, something he had considerable experience in, after all of his years as Punisher there were few departments or agencies that managed keep up with him.

He was also to teach the students how to handle the purely human threats that would arise, the 'Friends of Humanity' and similar scum, groups that were on his 'List' he was to teach them how to fight humans if need be, and if he was reading between the lines correctly he was also there to teach some of the hotheads exactly how dangerous a purely human opponent could be.

Looking at the old man in the mirror, Frank Castle came to a decision.

Back in the living room Jean Grey looked at her mentor before she asked one of the many questions she had about the current situation. "Professor, why does he call you Francis?"

Chuckling at the oddity of the question, Charles smiled at his protégé. "While it is a convoluted story in itself, suffice to say that being called Charlie or any derivative of it was not recommended during my time in Vietnam, so many took to calling me by my middle name.

The two mutants were interrupted by the return of the Punisher, the massive man finally nodded in acceptance.

Some days you wake up swinging… and some days you wake up in a feral rage with a rather large portion of a plane on top of you. This was the day Xander was having. Ripping through the metal that currently cocooned him, he shredded anything in his way to freedom, snarling and snapping at everything that kept him down.

Finally clearing the wreckage, Xander took a moment to calm himself before taking stock of the situation. The plane was a burning wreck around him, sending a plume of black smoke high into the air, his clothes were shredded and he looked like a half feral, post-apocalyptic holocaust all he would not blame the first responders one bit of they opted to shoot first and ask questions later. That would be his second reaction to meeting someone that looked like he did now, to be honest. His first one would be to run and hide behind the nearest Slayer.

Checking the angle of the sun, he finally spotted his target and set out for the horizon. If his calculations were correct he should make it to Sunnydale in as little as a day. If they weren't, he would probably hit Mexico and have to turn back.

Hopefully he would come to a road before then.

Tick-Tock flew over the United States in the direction of his target. His mistress had given him a very simple order and he had every intention of completing it, find the Mutant designated 'Taz' and return him to the mansion by any means necessary.

Its databanks had searched the mansion's computers before he left and had fortunately managed to ascertain the name and most likely location of his target. One 'Alexander Lavelle Harris' was suspected to be en route to Sunnydale California with the expected mission to be the extermination of one 'Sheila Rosenberg' for her part in his experimentation.

Scanning the area below him, Tick-Tock considered that. He had originally been created to capture, detain and exterminate all mutants, a mission that had been derailed by the mutant organization known as the X-Men.

Alone of all his production line, he had been kept by the X-men, possibly as a souvenir, possibly as a reminder. Eventually he had been forgotten deep in the basement levels of the mansion.

His musings were broken when his scans passed over a lone figure heading west. While his mission was the return of 'Taz,' past experience suggested that the one known as 'Wolverine' had a high likelihood of interfering.

Readjusting the mission parameters, Tick-Tock made a decision and cut adjustments to its shape brought the Kilo Class Sentinel in on an intercept trajectory as it downloaded all data available on one James Howlet Logan, AKA Wolverine.

The Sentinel had full surprise when itlanded, its left foot landing just behind the motorcycle as its right swept around and took both vehicle and rider down in one blow, sending the mutant skidding off into the cornfields that filled a large portion of the state. Firing its boot thrusters Tick-tock made sure to re-melt the asphalt and smooth it over to reduce damage to the infrastructure before turning back towards his target, with a feral scream of Rage the Wolverine leapt out of the corn field and charged him.

His original combat subroutines had been lost long ago when Cyclops had severed his head from his body leaving the massive robot to download what it could from other systems and extrapolate the rest from media sources.

Crouching low the massive sentinel threw out its left hand in a universal 'Peace' sign before launching a heavy haymaker with itsright that blindsided the shocked mutant and sent him skidding off back into the corn field, extrapolating where he was most likely to Land Tick-Tock launched himself into the air.

Snarling as he spit dirt out of his Mouth Logan forced himself up to his hands and knees and tried to shake the impact off, he was unable to before the massive boots of his opponent landed on him, crushing back into the soft farm soil once more, this was repeated twice more as the sentinel stomped on him like a bug before leaping off and disappearing into the corn. Dragging himself free from the earth Logan lashed out at everything around him as he sought his foe, taking a moment to look around Logan was both amazed and horrified at how effective this robot was, a rustling sound from behind him made him spin just as a massive metal fist landed a hammer blow on him from where the Sentinel was laying in the cornfield to hide.

Firing his thrusters Tick-Tock blasted over the once more planted mutant and rocketed off into the distance, his calculations predicted that his attacks had not yet beaten the feral mutant. But he had plans for that, banking to the left just over the twelve foot tall plants Tick-Tocks GPS system returned him to the mutant location with extreme precision, at three seconds out he cut his thrusters and reoriented himself, landing on one leg again Tick-Tock imitated one of the NFL's kickers catching the much smaller mutant square and launching him deeper into the corn fields.

As the mutant flew away Tick-Tock took note of the deep scratches on its leg armor before turning away and once more launching itself into the air, his calculations predicted that he had delayed the mutant sufficiently to finish his mission objective, the massive robot stopped just long enough to stomp the front of the motorcycle into scrap before taking off again.

As soon as he impacted Logan dove into the high Corn growth and spent several seconds rushing blindly through the rows before dropping to the ground and listening intently for his attacker, in all his years fighting the metal monstrosities he had never crossed one as hard to predict as this one, it's attacks had been like nothing he had faced before and the effectiveness of the attacks were terrifying.

After several minutes without a follow up attack Logan carefully made his way back to the road.

His reaction to finding his motorcycle was less than pleasant.

The soon to beColonel Bradley Stone sat in the back of the transport and tried not to panic, in a matter of hours he had gone from one of the most powerful men in the country, if not the world, to the first of many that were being drug under the wheels of this particular cluster fuck, his demotion was awaiting him in Norfolk along with a General Court Marshal.

Looking around the empty aircraft, Bradley wondered where he had gone wrong. He knew he was not a good man, but at one time he had been able to justify it by being a good soldier. He had dedicated his life to making sure the men and women under his command had gotten what they needed, by hook or by crook.

Blinking at that the career soldier tried to remember the last time any of his effort had gone into helping the soldiers, or at the very least the country he had sworn to protect, after a few moments he came to the realization that it had been far, far too long.

Taking a long look at his most recent actions, Stone was shocked at what he had done, and been willing to do.

It wasn't like he had started off trying to screw over a good soldier and let a monster walk free, he had started down this path with the expectation of helping the soldiers that depended on him to get the resources they desperately needed without the hoops they were currently required to jump through.

After a few more moments of self-reflection Stone picked up a notepad and quickly began jotting down information, if he was going down he would be damned if he went without at least one good deed to his name.

No way in hell would Striker succeed.

Wade Wilson ambled down the street happily, he had dealt with Weston, the local authority figure out been suitably advised of his displeasure and the cashier of the local stop and rob had been saved from boredom by a sword fight right in the middle of her store, and it wasn't even noon yet.

All in all Wade considered it a good day had by all, now if only he could figure out why his back itched his day would be great.

Continuing down the street wade scratched at the half dozen poison darts sticking out of his back before making a decision and teleporting back to his apartment.

He needed just the right door knob and then he would take care of the Rosenbuam person, or what it Buamrosen, Buamstead? Burnstead? Burnstien… continuing down the street he tried to latch onto a name that sounded like the right person to kill.

The Black Widow looked over the gathered data with a critical eye, while Finn had been lax and made several mistakes he had managed to dig up a considerable amount in the short time since he landed, the fact that he had survived an encounter with the Order was also of note in her professional consideration. "What is the potential threat level?" she asked looking up at the young agent as he stood before her.

"Just from the rumors possible Omega Level Event, from what I could actually dig up before the attack," the young agent trailed off before shrugging "Galactus threat level or better." He explained and waited for the explosion.

A Galactus level threat was something nobody joked about, Agents that made claims of that level and were proven to exaggerate were quickly transferred to maximum security prisons in countries not weighed down by excessive human rights laws.

For a moment Natasha considered calling SHIELD for support before squashing that thought down, given her current situation it was most likely that words like 'Extreme Prejudice' and 'Premeditated' would be bandied about rather quickly and she would be lucky to find herself reassigned back to Siberia.

Finally coming to a decision Natasha started issuing orders to the gathered Shield agents, in a matter of minutes the professional soldiers were deploying on their new mission assignments.

And for the time being Sheila Rosenberg got a reprieve.

"Watcher!" The yell echoed through the Library just before the screaming evacuation alarm tore through the already panicked school, storming in Faith was surprised when a massive bag of assorted books and weapons was slid out of the weapons cage, a scowling Brit storming out after it.

"Take 'That' out the back and get it to my apartment," Giles ordered as he shoved a handful of files into a leather messenger bag before turning back to the two girls "Snyder has opened fire in a school, there is no way this can be covered up and the police and investigators will be here soon, we do NOT want any unnecessary questions asked so Faith I need you to keep conceal yourself at my apartment as well, the flat across from mine is moving out and I will see about getting you two settled in as soon as I am finished here." Giles explained before scanning the room one last time for anything that would lead to uncomfortable questions and nodding. "I regret that you and Willow will have to continue to room together but my funding is limited at the moment and I can only afford one extra place on my current income."

Handing the young Slayer his Key Giles Moved to escort Willow from the building and set about getting the faculty and students organized and to safety.

Storming through his house Snyder took a moment to calm himself before tapping a sequence into floor vault and pulling the massive blast door up and away, inside the blue uniform was tightly wrapped and sealed in the event his onetime organization ever managed to overthrow the abomination that MODOK had created, shifting the uniform aside Rufus withdrew a half dozen small spheres and began to set up his defense,

Electra may very well be the best assassin the world had ever created but he would be damned before he allowed her to just walk into his home without a fight, he was A.I.M. by god and if he was destined to die here today then he would be sure that the world knew of his genius.

Pulling out his pride and joy Snyder gazed into the soft glow of the liquid Cosmic Cube, while nowhere near as powerful as the original the liquid tesseract, it should be enough to make the Assassin work for her blood money.

Activating the liquid energy Rufus moved towards his secured work room and began putting his plans together; behind him the spheres broke up into three separate spider like assassin bots each and began to hide themselves around the residence, while not the most intelligent combat bots ever built they were vicious little bastards and brutally effective at killing things.

Elektra carefully pried the heat exchange vent off the back of the roof and after a short amount of wiggling managed to shimmy into the building, balancing on the beams holding up the house she took note of the rather limited insulation that the house had on the inside as compared to the rather hefty sound buffering that completely covered the exterior walls before turning on a near invisible red light to make sure of her path, a slight glint drew her attention to her feet.

Bending down the hands most perfect student blinked at the filament line that was crisscrossing the attic along with a half dozen others, each attached to a rather nasty looking anti-personnel mine seeded around the upper section of the house as well as what appeared to be older model Bouncing Betty's hidden in the insulation with pressure switches sitting on the support beams at random locations, taking a moment to triple check everything around her before she moved Elektra had to marvel at the combination of old and new tech that had been seamlessly woven into an anti-intruder system that would put even her skills to work.

At the very least it explained the rather extensive anti-pest systems the yard and curtilage of the house sported; it wouldn't do for a mouse to set off any of these after all.

The homeowners association would likely complain.

Snyder looked up as a computer started to beep at him before pulling up the issue that it had spotted and double checking, a section of the attic had gotten a temperature spike that it couldn't explain. Any other day and he would have cleared the alert and moved on with his life, but his current position was not something that would allow him to be lax in something like this, ordering three of his eighteen assassin bots to check and putting the others on alert before picking up the harness he had fashioned for his stolen tesseract energy system he began to put it all togather.

While nowhere near as elegent as the Iron-mans design it should offer him several advantages when he finally faced his killer, snapping the last part in place he checked the assassin bots he had sent to investigate the heat spike and was only mildly surprised when they failed to report, sending the updated report to the rest Snyder turned the screen off and moved to the armored area of his lab and tried to calm himself.

He was under no delusion that his little robots would challenge Electra, against a normal human they had proven effective only if they were not expected or the threats had no experience in handling such things.

Against a threat of Electra's caliber they would be lucky to even challenge her, of course they could always get lucky, but Snyder was not one for luck. He believed in plans and designs, contingencies and redundancy, in stacking the deck in his favor at all chances.

It had served him well in A.I.M. and later on when dealing with the likes of Wolfram and Hart and Mayor Wilkens, but against Electra.

Taking a deep breath as the lights flickered out for a second before the Chemical backups kicked in reveling the open blast door that he had been sealed moments before.

Throwing a hand up Snyder forced his will into the energy flow and was pleasantly surprised when a half dozen throwing blades froze in mid-air just inches from his more important anatomical parts, dropping to a knee he crouched under the flying kick of Electra and letting the blades drop the floor.

Rolling to his right he managed to avoid her follow up knife strike before throwing a pulse of energy in her direction, not feeling the energy impact anything Snyder changed tactics, shifting his own gravity was merely another effort of will and he found himself 'Fall' to the ceiling as Electra moved into range to attack again.

Standing up the A.I.M. agent managed to deflect of block several quick sword strikes before he clenched his fist tightly and bathed the hallway in a flash of blinding blue light, shifting his gravity again Snyder stepped down onto the wall and with a flick of his wrist launched the blades and assembled pokey objects towards the momentarily blinded assassin, he was slightly amazed as the red clad killer swayed around the attack effortlessly before charging him again.

Jumping backwards Snyder let his gravity shift the end of the hall down to pull him away from his killer before resettling in his current position and sending another pulse of energy towards Electra pushing her back and opening up some space between them.

Sneering at his opponent Rufus Snyder knew he was losing, while the tesseract was offering him many advantages he needed focus to use them in any manner more complicated than a hammer. Focus that Electra seemed determined to keep him from obtaining.

Another issue of concern was the rather nasty burning sensation in his arms from where he had channeled the energy, a burning that he could tell from the scent lingering in the air was not the common lactic acid sensation he could get from simply working out.

If he had to guess Snyder would place money on the fact that his weapon was just as fatal to his overall health as Electra was, another possible plan of the red assassin, simply wait until he killed himself.

Snarling in rage Snyder went on the attack, if he was going to die he was bringing this bitch down with him.

Staring down at the burnt out husk, Electra took a moment to catch her breath as she wiped the blood from her split lip and tried to ignore the cracked ribs she now sported, Snyder had been something of a Surprise, in the past decade she had fought and studied fights of Hydra and all it's affiliates, the average 'tough' A.I.M. fight lasted on average four seconds and universally ended with the crushing defeat of the A.I.M. member that was foolish enough to fight.

Snyder on the other hand, harkened back to the far more dangerous days when the Advanced Idea Mechanics were still considered a threat, before M.O.D.O.K. and the fall of the Scientist Supreme, before SHIELD crushed the backbone of the organization.

Straitening up Electra made sure to set several Incendiary bombs around the house before she left. No reason to let any of the equipment or materials fall into the wrong hands.

Moving towards one of the safe houses she had set up before coming to the small town, Electra made a mental note to patch herself up before she moved in on her real target.

Sabertooth snarled as he slashed at the porcupine man that had attacked him. HHis opponent dodged back when Sabertooth launched himself into a tackle of the spined threat, growling as hundreds of spines embedded themselves into his arms when he brought his opponent down.

Shaking his head after he finally landed atop the Spine-pig, Victor realized that the spines had some sort of paralytic poison on them as his regeneration was working to keep him up and fighting despite the poison.

Jerking his arm back, the mutant punched his claws into the belly of the porcupine man before curling his hand into a fist and ripping everything he could get ahold of out of his opponent, a quick repetition of his attack and he had managed to gut his opponent quiet effectively.

Rolling over, Victor kicked his opponent off of him before climbing to his feet. Taking a moment to rip the spines out of his flesh, Creed shook off the poison before turning back to finish off the assassin.

He was more than a little surprised when the shorter man cannonballed into his midsection dragging him to the ground and began to rain blows down on him, impaling him with spines.

Struggling for a second Victor finally managed to buck the smaller man off of him and rolled to his feet, swiping as many of the prickly spines off as he could while he kept an eye on the threat. The porcupine man held his stomach carefully, but despite the obvious soreness, Victor could tell the injury was mostly healed already.

Cursing the existence of extra regenerators, Victor Creed prepared himself for a truly bloody fight.

(A/N) Thanks for waiting, I hope you all enjoyed it… this had more fighting than I have EVER put into a single chapter… and I really do not like writing fights.