Disclaimer: I do not own Spider-Man, X-men Evolution, or even my car.

Author's note. This is a slightly AU version of the ultimate universe mixed with the X-Men Evolution Universe. So Mary Jane's Aunt in the standard universe is her mom and so on. Basically it's the core of the characters. Also Mary Jane and Peter is about 17, Peter will think more with his heart then logically, but if I tend to go severally OOC then tell me. I really hate writing Author's notes before the story, but I felt the need to explain this. That's what I loved about the What If stories from the 90's and 80's, just a slightly different take on to the characters, I mean heck they had J Jonah Jameson adopt Peter Parker in one of the stories.

What if Mary Jane Watson joined the X-men

Chapter Two.

Xavier institute for gifted youngsters, Bayville New York.:

Logan AKA Wolverine was sitting down at a bench outside of the mansion under a apple tree reading The Art of War when he heard a noise. It was the sound of the branches rustling and moving around. Sure it's not that weird of a noise but hearing heavily accented singing accompanying the sound was a bit different. Logan heard Kurt Wagner AKA Nightcrawler running through the forest singing a very appropriate song. "Robin Hood and Little John running through the forest. Odalaly odalaly golly what a day!" Logan couldn't help but crack a small smile. Logan called to the forest. "Get your ass over here elf!"

Kurt bampfed in front of Logan and was bouncing like a child after a seventy-five pixie stick rush. "Elf, why are you wired for sound?"

"Katchzen asked me on a date."

"Half-Pint? She asked you out?"

Kurt looked at his toes and held his tail in his hands. "Well it's a study date, but the word date is still in there."

Logan couldn't help himself and let out a hearty laugh.

-0-

Parker residence, Queens New York.

Mary Jane knocked on the door to Peter's house. Aunt May answered. "Hello Mary Jane"

"Hello Aunt May, Ummm is Peter home?"

"He's upstairs studying for chem."

"Do you mind that I go talk to him for a bit?" Said Mary Jane with her best puppy dog eye pout.

"It's OK, oh and you have to work on that pout a bit."

Mary Jane hugged May and headed upstairs.

She knocked on the door and heard. "Just a minute."

a moment later the door opened and Peter was surprised to see Mary Jane.

"Umm Hello, Oh, come in, come in." Said Peter as he ushered her into his room. She noticed that his computer was on.

"We're you looking at something that you shouldn't have?" She said with a bit of a sly smile

"No I don't do that until Aunt May is asleep, err I mean I don't do that. I was just adding some burpy cola caps to their site for their contest. I've got seventy-seven more to go until I win a dvd."

"You do realize that you're spending about ninety dollars for a dvd right?"

"But I'm hooked on the stuff."

"Yeah, yeah. Oh Peter I have something to tell you."

"What?"

"I got contacted by a school for people like me."

"Xavier's?"

"You know about the place?"

"Yeah, I've met a couple of the students there when I fought one of their baddies."

"Cool, Um I'm going to attend there and I was wondering if you would like to come."

"I can't really do that, I mean I'm here for Aunt May, I can't leave her."

"Say if I could get Aunt May to come to would you agree?"

"You really want me to come don't you?"

"Yes. I mean wouldn't you want someone to be with you that you know in a whole new situation."

"Yeah I would. But if I chose to do this, then I have to tell Aunt May that I'm Spider-Man."

"Why haven't you?"

"Because it would be putting her into danger."

"But like half of your villains know your identity, so why is this any different?"

"I never thought of it like that."

"I know you didn't. That's why you have me around."

"And the fact that you can lick your own elbow."

"EWWW!!"

-0-

The mansion.

Kitty was staring at her closet trying to decide on an outfit. "This one? Or this one? Oy! What to choose."

Rouge was looking at her roommate try to decided on what to wear for something as simple as a study date. "Just pick something!"

"Well I'm trying to pick an outfit that says friendly but not date friendly. Like friends but not more than friends. Like do you know or am I rambling again."

"Approaching it. How about your pink sweater and a pair of blue jeans."

"But I wear this all of time."

"Then wear the hello kitty shirt."

"Yeah, but do you think that it says 'I'm more than friendly with you.'? "

"Ah get it. You're crushing on my little bro."

"I am like totally not! I think I'm not. I'm confused. I mean it's like I just got over Lance. Kurt's so nice to me. I don't know."

"Well Kitty, I'm going to tell it to you straight. He's retarded for you. So you don't have to worry about him not liking you."

"At least I don't have to worry about that."

"So pick a shirt and get down stairs!"

"Yes Ma'am!" Said Kitty with a mock salute.

-0-

Parker house.

Peter spent about twenty minutes of serious debate on weather or not telling his aunt that he has spent the last few years as a costumed vigilante. He was pacing back and forth. "I'll go. I'm going down there and telling her. I'll go. I'm out the door." Peter said as Mary Jane watched him leave his room and head down stairs.

He headed downstairs and found his aunt sitting in the kitchen drinking some tea.

"Aunt May I have something to tell you."

"What is it?"

"Umm I've been going out at night and fighting crime."

"Now you're telling me that you're Spider-Man."

"You knew?"

"I've known for a couple of years, but I've been waiting for to tell me."

"How did you find out?" Said Peter slightly reeling in shock.

"I went into your room to get you're laundry then I found your costume. Then I started to put two and two together."

"And you're cool with it?"

"I don't really approve of it but I think I understand you're reasoning. It's because of Ben isn't it?"

"Well I feel that it's my fault that he was killed." Peter felt the hot sting of tears. "I should have stopped the robber but I let him go."

May allowed Peter to tell the events of his transformation into Spider-Man. He then lead up to the point of his confession. "Mary Jane was invited to attend a school for people with umm like powers."

"You mean like a school for mutants?"

"How do you know about all of this stuff?"

"I keep up with the news, and remember I was a activist during the 60's, and I was more than just a 'tree hugging hippie' I marched for civil rights. So I know that minorities in our world are the ones that catch the most flack."

"If I can find a way to get you to come with me, would you?"

"I'll discuss it with the headmaster of the school. I might as well use my teaching license for something."

"Oy I'm finding out so much about you. Are you going to tell me that you're a clone and that the real Aunt May is trapped in some basement?"

"Not likely. Clones, pfft. Who uses clones?"

"I have no idea. So should I tell Mary Jane that I'm coming with her."

"Yes."

"Cool."

-0-

The Mansion.

"So. Like, do you have your notes?"

"Notes? Katchzen I believe that I forgot them." Said Kurt.

"Well you can use mine." Said Kitty as she took the notes from her backpack.

They spent fifteen minutes working on biology.

"Wanna take a break?" Asked Kurt as he stood to stretch.

"Sure. Let's go get some ice cream."

"Ja."

They headed to the kitchen to get some.

Kitty sat down and stared in aw at the site of Kurt piling nuts,caramel,chocolate,and whipped cream on top of his bowl of vanilla.

"What no cherry?"

"We're out."

"How do you eat all of that without gaining a single pound?"

"Hyper metabolism."

"Yeah at least please don't devour it like a wild badger."

"How about a wild dog or chimp?"

"Wild lemur."

"OK I can do that."

After their snack they did some more homework. Afterwards they headed off to bed.

"I can't believe that we got all of that done." Said Kitty as she headed to her door.

"Ja. That was some work. Well I'll see you later." Said Kurt as he entered his room across the hall. He was stopped by a soft hand on his shoulder. He turned around and received a kiss on the cheek.

"Night fuzzy." Said Kitty as she went into her room. Kurt was glad that his fur covered up the blush that crept up his cheeks.

Author's note. I hope you guys like this story.