When Tony Stark called for mutant registration and waged war on both mutantkind and Wakanda alike, a group of heroes banded together to defeat him. There is a new status quo in the world, a resurgence of the super hero; Carol Danvers now leads S.H.I.E.L.D. She-Hulk now leads the Avengers. And Hank McCoy emerges as leader of the X-Men.

They thought they'd won the war against Stark -- but perhaps it was only a battle…

chapter three: emerged

The Beast watched uneasily as Rogue and She-Hulk made their way through the corridors and away from his watchful eye and PR tongue. Gambit looked just as uneasy, remembering Jennifer's temper and the bruise it had once left.

"So," Spider-Man stood amidst the X-Men, "is there really pizza?"

"Special delivery," Ion -- or Wonder Man, as he'd decided was actually best -- pushed open Ms. Marvel's door.

"And what's that?" Danvers looked up from her computer screen.


Carol smiled. "What's so special about that?"

"I've been thinking," Simon took a seat next to her. "If Tony's really alive... well, I know a few people we should talk to."

"You've got my attention," Carol swiveled her chair around. "So keep it."

"You're going to have to trust me first," Williams looked down at her. "You're going to have to tell me everything you aren't telling them."

"And what makes you think I'm not telling them everything?"

"I remember when they were all outlaws, Carol. Even when you defected..."

"Bad word choice."

"Well what am I supposed to call it, then?"

"A moment of clarity? I don't know, Simon... not defection."

"You left S.H.I.E.L.D. and spearheaded the campaign that resulted in Tony Stark's downfall, Carol," Simon pulled the glasses from his face. "You defected."

"From a corrupt..."

"...anyway," Wonder Man flashed his trademark smile, "I know there are things you didn't tell them. About Stark. About what he was doing."

Danvers looked away.

"Didn't think so."

"So what've you got, Simon?"

"Someone who's willing to talk," Wonder Man smiled again, this time pulling an encased microchip from his pocket.

"I hear you aren't speaking much," Justice looked over to the observation table beside him. Unlike him, James Madrox was strapped to it.

Multiple Man said nothing, only staring forward. He didn't even seem to know where he was.

Vance watched the last nurse leave the room and then pulled himself from the table, walking over to Jamie and looking into his glossy eyes.



"Jamie, come on."

Madrox cracked a smile. "I'm just messin' with ya."

Vance smiled back. "What's going on with you?"

"I don't know," he sighed. "I... I really don't know. I don't trust these people, Vance."

"They don't trust you," Justice replied. "I don't trust you."

"I did exactly what you would've done if Stark had infected you with the Legacy Virus."

"I never would have given us up, Jamie."

"No?" Madrox arched an eyebrow.

"No," Vance cemented, turning away and heading toward the door.

"Y'know, Vance," Madrox glared at him, "just because you can get up and walk out of here doesn't mean they don't have you strapped down, too."

Justice paused for a moment, ready to argue -- but he realized, uneasily, that part of him agreed with that.

"Things ain't what they seem," Rogue sat across from She-Hulk. "They haven't been fer longer than we've known."

"This isn't about Skrulls, is it?" Jen smiled, looking past her and up a staircase where Marko had gone.

"Yer the only green thing ah know."

"Good," Walters smiled. "I like it that way."

"Has Carol said anything t'you? About Tony?"

Jen's face shifted. "She said he could be alive. That it's somehow connected to why she sent you after Cain."

"Then she's bein' more upfront with you all."

"I was going to quit," Walters shrugged. "You know my flair for the dramatic."

The two looked at each other -- and then, in unison: "Spider-Woman."

"It's why ah left Mystique," Rogue continued. "That and she's crazier than all get out."

"It's the blue thing," Walters smiled as Beast entered the room, taking a seat beside them.

"Is that why Nori couldn't join you for your girl talk?" Hank grinned. "The blue?"

"Speakin' a girl talk," Rogue arched an eyebrow, "you ain't one."

"I leave just as much hair in the sink," McCoy argued.

"Aren't you tired of that line yet?" Jen sighed. "You might as well be Parker."

"You rang?" Spider-Man walked through the door, taking a seat in a small chair across from them.

"We need t'be honest with her," Rogue looked to Hank.

"With them," Peter corrected her.

"Cain," McCoy spoke into a small communicator, "if you'll join us downstairs."

A moment later, Cain Marko descended the staircase -- and was met by Jen, who was ready to punch first and ask questions later.

"Calm down, girlie," Marko grabbed her fist, lowering it and smiling at her.

"Where in the hell have you been?"

"New York," Marko replied -- his large form shrinking into that of Mystique.

She-Hulk's blood boiled.

"I can patch it directly into the mainframe," Machine Man narrated as his hands moved across a circuit board in the Control Room, "but it'd be easier if you told me what I was doing."

"Not yet, Aaron," Ms. Marvel watched him. She and Wonder Man exchanged glances, and then it was done -- a holographic image of the S.H.I.E.L.D. logo shot out of the system, swirling about in front of the three of them.

"Well," Aaron stood, "if that's all I'm needed for..."

"Thanks for your help," Danvers clamped her hand around his shoulder.

Machine Man, unimpressed, turned around and left the room. Ms. Marvel and Wonder Man watched, and waited, until the logo expanded...

Into Forge.

Danvers watched the mutant -- or what was left of him -- rotate. It was surreal. "Simon, how did you--?"

"Tony gave me a chip before things went sour in Wakanda," Wonder Man replied. "He thought things might go the way they did, I guess... he wanted to protect it, thought I'd be able to keep it safe."

"Looks like he was right."

"Carol," Forge had stopped spinning, moving toward her and running his holographic fingers along her DIRECTOR DANVERS badge, "I see things went as planned."

"I don't have time for games, Forge," Ms. Marvel stared through him. "I need to know everything you know about Tony Stark and his plan B."

"Plan B?"

"Stark is dead," Wonder Man interjected. "But we know he did something to Justice. And we know he did something to Juggernaut. You're going to tell us what you know."

"The specs on this new Helicarrier are fantastic," Forge looked away from them. "The defensive measures are much more impressive."


"I worked for Stark," Forge squared in on them. "I used Stark Tech to integrate myself into this situation and I belong to him. What makes you think I would help you?"

"Because if you don't," Carol moved to the circuit board, "I'm going to turn you off."

"And how would that help things?"

"I wouldn't have to listen to your cryptic bull."

"You're asking me what he put inside of those men," Forge began to stroll the length of the room, phasing in and out, "but you already know. That's why you didn't go after Marko in the first place."

"We were preoccupied," Danvers explained. "I couldn't lead a team to find Cain and handle S.H.I.E.L.D. My numbers were down."

"Whatever you have to tell yourself."

"Carol, maybe this was a mistake."

"Maybe, Simon," Danvers moved closer to the panel.

"Stark was more machine than man," Forge turned. "And you want me to fix him."

"I don't want to bring him back," Danvers looked back at him. "I want to make sure he isn't back already."

"The way you're talking," Forge smiled, "suggests that he was never gone in the first place."

"What are you saying?"

Forge's face shifted into Stark's. "That you've just tipped the first domino, Carol."

The circuit board began to spark before it exploded -- Carol fell back from the assault, the Forge/Stark hologram disappearing.

"I'm fine," Danvers shrugged him off. "We need to get to the X-Men!"

"Then where's Cain?!" She-Hulk growled.

"He's here," Beast stood. "We were going to take Mystique to Carol..."

"Danvers knows more than she's telling you," Darkholme looked to Jen. "Or at least she thinks that she does. If she brings Stark back..."

"Would you have told me?" Jen looked past Mystique, past McCoy, to Rogue.

"Didn't ah just tell you?"

"No," She-Hulk glared, "Mystique did. I can't believe you people. You would've just let her masquerade as Cain... you would've let me think... I would've known," she turned back to Raven. "I would have known."

"Which one of us are you trying to convince, darling?"

"Can it, you shape-shifting bit--" Walters turned, her fists ready -- but Gambit and Surge flew through the wall on the opposite side of the room.

"Gambit?!" Rogue flew into the air, the Juggernaut tackling her and falling through the floor into a lower level.


"We brought him back with us," McCoy leapt up. "To keep him safe -- until we knew exactly what was going on!"

Spider-Man helped Surge up, Gambit pulling himself up next to her. "He jus' went crazy... I dunno what happened!"

Surge rubbed her temple. "He said something about Stark Tech activated, Gambit... it may have had something to do with that, genius."

Gambit moved past her, leaping into the hole Juggernaut and Rogue had created. She-Hulk followed.

The two landed amidst a battle, Rogue flying past the two and slamming through the wall behind them. They were in the Simulation Room, as coined by McCoy -- "Danger Room has had its fill," he'd said.

Marko ran forward at Gambit, who was busy looking through the hole in the wall Rogue had made. His fists outstretched, She-Hulk pushed him aside just in time for Marko to slam into her.

She-Hulk skidded against the floor, falling back and wiping the blood from her lip. "Good to see you, too!"

Walters brought her fists around, slamming into Juggernaut and sending him to the floor. Marko quickly leapt up, Gambit making his way to the battered wall.

"You got dis?"

She-Hulk didn't reply, instead leaping onto Marko and tackling him to the ground. She pinned each of his wrists to the floor -- but they didn't stay there long, Marko bringing his legs up and connecting with Walters' back.

Jen moaned as she flew forward, Marko stumbling to his feet and standing off against her as she pulled herself up.

"Cain, what are you DOING?!"

Marko said nothing as Spider-Man fell through the ceiling, landing on his back, and releasing a wrist-ful of webbing over his eyes. Marko thrashed, Parker flying toward She-Hulk.

He recovered, flipping mid-air and landing on his feet beside her. "You guys have some unresolved issues, huh?"

"Can it," Walters growled.

Cain ripped the webbing from his eyes, charging forward again as McCoy landed behind him, followed by Surge.

Electricity left Surge's palms, slamming into the Juggernaut but barely phasing him. He was headed straight at She-Hulk.

Walters pulled her fists back, but it didn't matter -- Marko slammed into her, the assault pushing them both through the opposite wall.

He lay atop her on the other side, Jen grabbing at his helmet and throwing it across the room.

His eyes weren't his own -- and before he landed another punch pointblank at Walters' face, she knew she saw them auto focus.

Marko turned, McCoy, Spider-Man and Surge making their way toward him.

"I haven't seen him this strong for years," McCoy spoke more to himself than to anyone else. Marko hurled the unconscious She-Hulk in their direction, Jennifer's frame toppling onto them -- Spider-Man the only one to avoid her assault.

McCoy and Surge toppled backwards under She-Hulk's weight, Spider-Man and Juggernaut staring one another down at a standstill.

"It's not very nice t'hit a lady," Peter watched him.

Marko smiled, crouching down for a moment before he propelled himself upwards, smashing through the ceiling. Parker scattered from the debris as Rogue flew past McCoy and Surge to land next to him. Gambit ran up behind her.

"Where'd he go?"

"Up," Parker pointed.

Rogue began to fly after him, but Mystique looked through the hole from above.

"He's gone."

"Spider-Man and She-Hulk are gone," Ms. Marvel led Wonder Man toward the War Room where she'd already paged the other Avengers. "The Quinjet log said they left a few hours ago. I can't reach them -- or the X-Men."

"So what are we going to do?"

"We're going to New York," Ms. Marvel replied, opening the War Room to find Spider-Woman flying out of it, surrounded by a telekinetic bubble.

Drew hit the ground, pulling herself up. "It's Vance!"

Justice flew out, a telekinetic wall slamming into Ms. Marvel and Wonder Man, pinning them against the ground beside Spider-Woman.

The three watched Astrovik as he telekinetically slammed through the ceiling above them, a pink rope of energy trailing behind him with a limp Machine Man in tow.

The wall fizzled, Ms. Marvel flying after him, "Simon, check on that chip!"

Spider-Woman and Wonder Man watched Danvers disappear into the sky. "What chip?"

"Forge," Williams replied as he stood, making his way back to the Control Room.

"You idiot!"

Ms. Marvel caught up to Justice easily enough. She grabbed at Machine Man's leg -- and a telekinetic jolt later, found it in her hand. Justice looked back at her, sending another blast her way.

Danvers joined the Helicarrier on the ground.


"I'm glad you could come," Ms. Marvel nodded at Beast as he descended the X-Men's jet.

"We all are," McCoy replied, speaking on behalf of the less-than-enthusiastic X-Men behind him. Spider-Man and She-Hulk approached the group from their own Quinjet.

Danvers and She-Hulk locked eyes before Walters simply crossed her arms.

"Vance is gone, Aaron's with him," Marvel began.

"And as I've already told you, Cain as well," Hank sighed. "What are we going to do about it?"

"Work together."

"It's been known t'happen," Rogue arched an eyebrow.

"We need to do it again," Danvers continued. "No more secrets."

Mystique and Danvers locked eyes this time as the S.H.I.E.L.D. Director continued. "No more lies."

"Agreed," Beast nodded. "So what's the first step, Carol?"


"What's in Washington?" She-Hulk asked.

"There's this monument," Peter smiled beneath his mask, glad he was wearing it to avoid Mystique's eye contact, "and a President or something."

"Don't talk," Surge rolled her eyes.

"A grave."

"Ah'm sorry?" Rogue stepped forward. "A grave?"

"Jim Rhodes is buried there."

NEXT: How much does Carol Danvers really know about Stark? How does Jim Rhodes fit into it? Find out in SURGE-R-Y! Thanks for the reviews... they keep it comin'!