It's funny when you really think about it.

The city can be really beautiful without even trying.

It just goes about its business, and at night with all the lights, it is one of the most amazing sights to take in.

Especially in the rain.

A small jewel one young mutant is still glad he has.

Everybody always says to count your blessings when things are looking blue.

If he wasn't so self-conscious about his singing voice, Jamie Madrox would break into a fine rendition of the mutant blues.

"Look at that," Cecilia Reyes whispered, pointing at the flashing streak blazing through the night sky. Her and Madrox were sitting together on the roof of their apartment building. Madrox liked to sit on the edge of the rooftop, just staring at the city. Cecilia usually joined him, holding hands like the youngsters they were, her head resting on his shoulder.

The two sat underneath a rather large black umbrella Cecilia was holding.

Jamie diverted his attention away from reading the titles on a movie theatre's sign to where Cecilia was pointing. "Wow," he muttered.

"It's Johnny Storm, that young kid with the Fantastic Four," she said, squeezing his arm.

"It looks amazing," he smiled.

"I wish I could do that," Cecilia smiled back.

"You've got a pretty a cool power and you know it," he replied.

"Yeah, I know," she chuckled, "wonder where he's going in the rain?"

"Who knows," Madrox shrugged.

"Yeah," Cecilia sighed.

They sat in silence for a while. They watched as the flaming boy shot out into the distance and finally disappeared below the roofline.

"Well I'm going inside," Cecilia stood up, taking the umbrella with her. "Simpsons is on in a few minutes." Madrox let her go, smiling.

Cecilia walked a few feet towards the stairs, but stopped and turned back to Jamie. He obviously wasn't following her, deciding instead to sit in the downpour.

"C'mon Jamie, let's go," she urged. The young woman placed her fists on her hips.

"There are darker days ahead Cecilia," the young man muttered.

"Don't go there Jamie," she sighed, "you know you're just looking for someone to listen. It's not over yet Jamie, this could just be a small setback."

"Yeah, I know," he said, standing up, "but you saw the news, heard the rumors. Charles Xavier and his son just went out and killed thousands of people around the world. That is not good news for mutants."

"Well we'll be fine," she responded, "don't worry about it. So the X- Men are going to be facing some bad times. We're still fine, the others are still fine. We're going to make this work. Now get the hell out of the rain."

"There shouldn't be any 'us' about it Cecilia," he said, they began heading for the stairwell. "I'm serious about you going back home, see what you can recover from your dream to be a doctor. Jubilee and Calvin went and they're doing fine back home."

The started heading down the stairs, their apartment, or safehouse, was on the 5th. floor.

"You've been thinking about this a lot haven't you?" she asked, "Got a lot on your mind?"

"Definately," he sighed, "I mean look, what are we doing? We can't even say we're heroes anymore really. There are so many out there now. There's Spider-Man and...whatshisname, Daredevil yeah. Then there's these new Ultimates. Governmentally funded superheroes, funny thing. Then there are the X-Men being the mutant superheroes, where does that leave us?"

"Are you on a rant?" she asked, teasing.

"Please, this is an important rant."

"Right, of course."

"Anyway, we're running out of steam Cecilia. X-Force is almost over. The kids are gone, Avalanche is off doing who knows what. All that's left is you and me, and Cecilia, I want you to go home and see what you can pull together. I mean, you haven't seen your family since you were outed right?"

"Well yeah," she shrugged. Cecilia opened the door to their floor.

"So there, promise me you'll leave soon."

She nodded.

Madrox took out the key to apartment 506 and opened the door. Their friend Dominic Petros had set them up in an safe apartment before he went off on his own. It was a fair sized apartment with very cheap rent. It was pretty good considering none of them had a real job. Mostly Madrox got them money doing odd jobs. It's rather surprising how fast a house can be painted when one can create an almost unlimited number of painters.

"You'll be a great doctor," Madrox closed the door behind them, "Jubilee is fitting in nicely, so is Calvin. And Sara is..."

"Sara is trying to find a good channel on TV," she interupted from the other room, "and Sara is starting to get annoyed.

"Sara?" Cecilia asked, "What are you doing back?"

The young girl who's bones grew out through her skin leapt from the end of the bed and gave Cecilia a big hug. The hug wasn't a problem anymore, since her time with X-Force Sara's bone growth had receded quite a bit. She was gaining better control.

"You were supposed to go home," Madrox told her, pulling up a chair and taking the remote to get his channel.

"This is home," the girl replied. "Sara went...back, but realized this is where Sara belongs."

"Well that's great," Cecilia smiled while Madrox frowned, "glad to have you with us."

"Sara is glad to, now come with me," she leaped with grace to the entranceway of the apartment and held the door open.

"What's going on?" Madrox asked, he was just getting comfortable.

"Sara saw some fun downtown and rushed over to get you," she said as Cecilia got a coat and walked to her. Madrox wasn't moving as quickly. "This is exactly what you're looking for Madrox."

That perked his attention.

* * * *

Valerie Cooper, NYPD, didn't know what to do.

Sure, she had her gun in hand, fully-loaded and cocked.

And her partner, John Dare was equally equiped next to her.

As were a number of other officers.

But Gunz had already unloaded his weapon into the monster that was tearing up

Manhattan and the captain had ordered everyone else to not fire.

It didn't help any that she was getting soaked.

Apparently S.H.I.E.L.D. was sending those Ultimates in to take on the giant green man chugging a truck load of beer in the middle of the street.

The police cars were parked around, blocking off the streets, her and her fellow officers were doing their best to keep the people calm and away from the monster. It had already killed at least a dozen civilians while tearing through the stupid city. Fire and smoke everywhere, smashed buildings and cars and anything else it got its hands on littered the streets. It was a horrible mess, and Val was actually scared.

It wasn't every night her and her entire precinct tried to tackle a living breathing monster.

She didn't know what to do.

"What are we supposed to do Val?" John whispered from behind her.

"How the hell am I supposed to know John?" Val shot back, squeezing her gun even more.

It appeared as if the monster could speak, it had been shouting the name of "Freddie Prinze Jr." at the top of its lungs since it had started its rampage, but no negotiator was coming in to settle things.

When the monster had thrown down the beer truck, the captain ordered his men back. It stood and looked around calmly enough, but there was just something about its eyes.

"BETTY!" it shouted and pounded its chest.

A few officers, including Val, glanced over at Betty Reynolds, the bomb squad second-in-command and she just shrugged.

The monster roared again, and lifted a smashed taxi and began spinning it around. Val shuddered as it through the car towards a large crowd of people. The shouting began and a few cops surged forward, trying to do anything they could to help the fleeing people.

Suddenly, a large group of maybe twenty men burst from the crowd, each wearing a dark overcoat. Men ran to where the taxi was about to land and they set themselves in some formation, creating some kind of wall to catch the car.

"What are they doing?" Captain Rion shouted as a few other cops began firing at the monster as it started to walk away from the thrown car.

Then the cab hit the men, they tried their hardest to stand their ground, but they quickly buckled and fell. Many of them had to have been killed on contact, but rather more men appeared and began pushing on the rogue vehicle.

Val's attention was then drawn away by one lone figure leaping from the crowd and throwing two large daggers at the monster. What appeared to be a young girl had begun to attack. The monster simply batted away the weapons and moved on the girl, who seemed surprisingly nimble and acrobatic, she lept out of its way.

"Hey girlie," the monster snarled, "too bad you look under Hulk's legal limit."

With a horrible laugh, the monster, Hulk, caught the girl in a giant backhand. She flew through the air like a rag doll.

Val gasped. Officer Hessep, a rather large black man surged forward and began unloading his weapon at the monster, shouting as he went.

Captian Rion ordered him back, but Hessep got too close and the Hulk punched him too.

"SARA!" the group of men who stopped the car shouted together.

Val turned to see what now appeared to be maybe thirty men, all looking exactly alike. They charged en masse at the Hulk and Val braced for the worst.

The Hulk laughed as he began swatting away these men, but each time he'd hit one, a new one would appear. But it didn't stop the Hulk, he just kept slapping and punching the men.

Val could barely comprehend what was going on, too many monsters and fighters. The young girl down, now being attended to by another woman. Hessep was being stretchered into an ambulance, luckily EMTs had arrived and any injured people were getting help.

The mystery men, now more than Val could easily count, piled on Hulk and for a few seconds, Val Cooper couldn't even see the monster.

But in a quick instant, she heard the roar and watched as all of the men went flying off in all direction. All men but one, one of them stood his ground in the street and hung his head as his friends were defeated and the Hulk shouted again for "Betty" and bounded off through the edge of another building.

"Where'd those guys go?" she heard John ask as Val ran over to the last man standing.

"Who are you?" she shouted at him, clutching her gun.

"I'm Jamie," he smiled calmly, "how are you?"

"What is that thing?" she asked more calmly.

"I was hoping you'd know," he sighed.

The people around them were calmly down, the shouting was getting quieter, but still the noises of fire trucks and police sirens, fires and the injured still filled the night.

"Jamie!" Val turned to find a Puerto Rican woman holding up the young girl who had first attacked the Hulk. Even in the muttled darkness, Val could see some forms of freaky abrasions on her pinkish skin.

"How is she?" the man called Jamie ran over and tried to look into the girl's eyes.

"She'll be fine," the woman chuckled, "just got the wind knocked out of her is all."

"Who are you people?" Val asked again, glancing back to see her captain ordering people around. John was back only a few paces, not listening in, but still sticking with his partner.

"Why, we're X-Force ma'am," Jamie saluted.

"X-Men?" Val questioned.

"Not hardly," Jamie sighed. "Are you done?"

"What?" Val asked.

"C'mon, we have a monster to chase," Jamie said and took off running. The Puerto Rican woman started after him, as well as the young girl who'd recovered enough to run.

Val held out her hand and looked to the falling sky as John moved closer.

"What do we do now?" he asked her, staring after the monster. The crowds seemed to be chasing the action.

"Do you hear helicopters?" Val asked him.

* * * *

"So that's Giant Man huh?" Jamie Madrox wondered.

They were looking up at the giant man in a red costume as he held his giant hands over the spot on the building, holding the Hulk.

X-Force had chased him, along with the crowds, to West 49th. Street where the Hulk began climbing the side of some building. Everyone watched then, as the great Ultimates arrived via helicopter and released the humongous Giant Man to attack first.

The man had captured the Hulk.

"Giant huh?" Cecilia pondered, dancing her fingers across her chin. "Wonder how "giant" he really is?"

Sara giggled and Jamie sighed.

"He's probably over compensating for a lot of things with powers like those," Jamie responded.

"Right," she sighed back. "So is it over? I mean they caught him didn't they?"

"I guess so," Jamie shrugged, but the night was far from over.

The crowd heard a horribly familiar roar and people started running as the green monster burst through Giant Man's grip and jumped on his face.

The trio turned to their left as a woman dressed similarly to Giant Man shouted "HANK!"

"Who's Hank?" Sara asked.

"That must be the Wasp!" Jamie exclaimed.

"Hank is Giant Man," Cecilia explained, "Wasp is his wife, uh, Janet."

"That's right," Jamie agreed. The crowd was thinning out, screaming for their lives and the Hulk, no larger than Giant Man's hand, tackled the Ultimate in a nearby building. The two slammed into the side and rubble began raining down onto the street. Luckily, this destruction was far enough away from X-Force that they could be bothered to move. They just stood their ground and watched the action. A few other people were just watching as well.

"Wow," Jamie muttered.

The fight itself was blocked by the building, the viewers could only see the fallen lower half of Giant Man.

But soon enough, the Hulk was attacked again, Giant Man was saved by:

"Iron Man!" Cecilia shouted, punching the air with her fist.

"Definately cool," someone next to them exclaimed.

But the joy was short lived, because Iron Man could fly, and he was flying the Hulk away from the scene.

"Dammit," Jamie cursed, "where are they going?"

"That way!" someone shouted and the crowd began running after the quickly fleeing Iron Man.

X-Force ran with the crowd and Jamie smiled because he actually heard a few people laughing. This was a spectacle, a great spectacle. The great Ultimates everyone had been so happy about were finally on the streets and saving the people from monsters. Sure the Hulk wasn't threatening all of America like Magneto, but he'd killed people, and somebody had to stop him.

As Jamie ran, he saw that blonde cop ahead of them, running by herself. Her partner was gone as was the majority of the other cops.

He looked up as he ran as well, watching the Ultimates' helicopters in the sky. If only he could do more than watch, but the Hulk had smashed him around before, besides, he'd only get in the Ultimates' way.

They were professionals.

"There!" someone shouted ahead of them, "Grand Central Station!"

"Iron Man crashed him into Grand Central Station!" Cecilia shouted as well.

But the crowd stopped again and watched as the Hulk went flying out of GCS and crashed into a parked bus.

Jamie laughed out loud and the crowd, maybe thirty people or so, turned to watch as Janet Pym shrank and flew at the monster. Quickly she disappeared from sight and they could only watch the Hulk's reactions.

"Where are they going?" Jamie moaned and the crowd followed, despite warnings by the police.

"They're not doing so good," Sara commented as they ran after the Hulk.

"No, they're not," Cecilia agreed.

"Think they're taking applicants for the Ultimates?" Jamie asked, still jogging.

"You looking to quit on us?" Cecilia asked him.

"I said there was no "us" Cecilia," he sighed. "You're going home and I don't know about you Sara. But hey, maybe I could join the Ultimates, they could probably use a one man army."

"Like how you joined the X-Men?" Cecilia laughed.

"I doubt they'd accept mutants," Sara sniggered.

"Holy crap!" a man in front of them staggered and a few people lost their balance as one of the helicopters dropped a giant tank on the Hulk from above.

X-Force stayed on their feet and grabbed hands.

Cecilia shuddered, they had gotten rather close to the monster, and it scared a few as Hulk ripped right through the tank and pulled out Captain America.

"Hell yeah!" Jamie shouted. "Cap can take him!"

"Can he?" Sara questioned.

Very few people were left, and those people watched as the great Captain America beat on the Hulk like none of the others. Punch after punch, a kick to the groin, slamming the brute with his shield, it was an amazing fight.

"Cap is the best," a man next to Cecilia muttered quietly.

"Everyone get back!" Officer Cooper shouted at the crowd. All of them did move back, except for X-Force and that one man next to Cecilia.

But soon enough the tide turned. After lunging for Hulk's next, Cap lost the advantage and the Hulk took control of the fight. Finally the man did run, but the trio stood their ground.

Wasp landed close by and ran over to them.

"Get back!" she said and lightly shoved Cecilia. Without caring about them, Janet Pym ran over to the fight between Cap and Hulk.

"Hulk gonna smash open your head and suck out the yolk, you ugly piece of crap!" the Hulk screamed at Cap in his harsh, gutteral voice.

"Get back," Jamie whispered, holding out his arms and gently moving his friends back.

Then they sky was blasted by a giant bolt of lightening. A crack louder than any of them had heard before filled the sky as well as they rammed their hands over their ears and almost hit the ground.

Another bolt broke the sky and it hit the Hulk dead on, blasting the monster right off of the fallen war hero.

"It's the X-Men!" Jamie shouted in joy. "Remember Washington? The lightening! It's Storm!"

"Not quite," Cecilia astonished as a glowing man fell from the sky and bashed the Hulk with a giant hammer.

"Who is that?" Jamie shouted over the newly enraged rain.

"How should Sara know?" Sara asked, moving in closer.

"Does it matter?" Cecilia asked, "He's kicking the Hulk's ass!"

The three moved dangerously closer to the fight.

"Is he going to win?" Cecilia asked after a little bit, her confidence was waning.

The Hulk got up and punched the new blonde guy with a good old Hulk punch, sending him flying off to some other street.

"Damn," Jamie said under his breath.

"What do we do?" Cecilia asked as the Wasp shrank and actually zoomed away from the Hulk, either running or hopefully getting reinforcements.

"What else is there to do?" Sara pulled a bone from her arm.

"But fight," Jamie finished her statement and punched himself in the arm. "Go," he instructed the duplicate.

The dupe grabbed the bone dagger from Sara and charged at Hulk. The monster was standing again and recovering from the attacker's hammer bashes. X-Force held their collective breath as the dupe charged, but, of course, Hulk turned just in time to slam the dupe to the side. Madrox reabsorbed it before it crashed through a building.

The monster then turned on them.

Jamie Madrox reached and took his friend's hands.

"Are we going to die?" Cecilia asked slowly.

"Oh yeeeaaaaah," Hulk snarled, taking a step towards them.

"Not if I can help it," Jamie said slowly and shakily as he took a defiant step forward.

"Down big boy," Iron Man quiped as he rocketed into the scene and grabbed the Hulk before the monster could attack, what he saw as three civilians.

But quickly enough, Hulk took control and slammed the Iron Man into the side of a building.

"Damn, damn, damn!" Jamie muttered as he led X-Force after the Hulk. The monster was once again attacking Captain America.

"Can we really help them?" Cecilia asked with a worrysome voice.

"Of course we can," Sara snarled, arming herself again.

"We've got to help somehow," Jamie pleaded.

"Now where's he going?" Jamie turned to where Cecilia was pointing, and saw that the Hulk had started climbing a building. X-Force was in the middle of some street. All the destruction and running around, and they were basically lost. They could clearly see the Hulk climbing the side of some building, like King Kong.

When he reached the top, the monster bellowed, "Don't leave Banner alone again!"

They could barely make out the words, but Hulk was loud. After the declaration, Hulk leaped and grabbed onto one of S.H.I.E.L.D. helicopters.

"What's he want?" Jamie asked rehtorically.

"Look at them," Cecilia pointed over to a clearing where Captain America, Iron Man, and the blonde hammer-man were gathering.

"Do you think they have a plan?" Jamie asked.

Sara and Cecilia looked at him and they bothed shrugged.

"I didn't expect you to answer," Jamie Madrox smiled.

"Hey," Sara spoke up, "the rain's letting up."

The others held their hands up and looked to the sky, they both agreed.

"Hey wait!" Jamie pointed at the helicopter. "He's falling!"

"That's high up," Cecilia gaped, "think he'll survive?"

"C'mon, he's heading for the docks," Jamie urged and the three of them took off running towards the river.

They watched as the Hulk hit the ground hard, sending up debris and vehicles everywhere. They felt a slight rumble, but they weren't close enough to lose complete footing.

Still they ran, Madrox created a number of duplicates as they ran through the abandoned and destroyed streets of New YorkCity. It had been a hell of a night. A front row seat to the Ultimates first battle to save the world.

They'd even gotten a chance to tangle with the monster, sure they'd lost, and it'd almost killed them twice, but it felt proud to lend a hand. Jamie Madrox was at a point in his life where he didn't know exactly what to do. He was living it day by day, minute by minute, hoping that his friends, the people he'd come to love as family, would get out and move on.

They saw and heard the helicopters above, but still they ran. Cecilia was stubborn, Jamie knew it. She wouldn't just leave him without a fight. But Jamie also knew she had to go, the fun of X-Force was dwindling down. Everyone had already left and moved on. They used to be able to keep busy with some adventure of some kind, like with Weapon X that one time. They seemed to jump from some battle to another, but that wasn't a way to live.

He'd originally just wanted to save other mutants from the Sentinels, it seemed a noble enough cause. Then some joined him, they traveled the East Coast, and ended up back in New York City living in an old apartment.

The adventure was coming to an end.

He could see the Hulk lying in the middle of the rubble, like an asteroid or something had hit. They climbed over broken wood and rubble and Jamie saw that the giant green monster was weak, but he was still getting up.

He couldn't let that happen.

The duplicates surged forward and Madrox led the way. He ordered Sara and Cecilia back and charged at the beast. He saw it notice him and try to stand, but Madrox reached him first and threw everything he had into one punch.

Madrox slammed his fist into the Hulk's face and began a serious monkey pile. They couldn't let him up, couldn't let the destruction begin again. The small personal army kept punching and kicking. The monster wasn't getting up.

"That's good son," Jamie heard a strong voice behind him, "back off and let us do our job."

Madrox turned to see a bruised and battered Captain America, talking to one of his duplicates. Jamie smirked, looked back at the monster, and reabsorbed all his duplicates. He smiled when he saw the look of surprise on Cap's face.

But the war hero wasn't fazed, and Jamie stepped back and Cap moved down and stuck a needle into the Hulk's neck, injecting something. Then the red, white, and blue warrior stepped back.

Jamie turned and jogged back to Cecilia and Sara. They grabbed him and Cecilia gave him a big hug.

"You did great," she whispered in his ear.

"Excuse me," X-Force turned to see the Wasp, "but who are you people?"

Captain America turned from the newly Bannerized Hulk, still unconcious, and joined the group, crossing his arms.

"We're X-Force," Jamie told them proudly.

"Like the X-Men?" the Wasp asked.

"Kind of," Jamie answered, "we based our name after their's, but we're not connected to them at all."

"So you're mutants?" Captain America asked.

"Yes," Cecilia answered, crossing her own arms, "we are."

Neither Ultimate replied, but the silence was broken by the former monster.

"Don't hurt me," the naked little man in the pit said to the group. "Please."

Cecilia covered Sara's eyes with her hands as Cap and the Wasp excused themselves to go take car of the monster.

"C'mon," Jamie said, pushing on his friends, "let's get out of here."

"Yeah," Cecilia agreed, "I don't particularly want to deal with them right now."

So while the Ultimates were dealing with the former Hulk, X-Force slipped away back to the streets. Dawn was creeping up on them, they'd best be getting back home.

It was a true battle.

The great Ultimates had come to New York to battle a monster, and they were nearly defeated. Jamie used to have pride in them, but it was seriously waning. But it didn't matter, they day had been saved and Jamie didn't want to have to deal with any S.H.I.E.L.D. red tape so they left.

It was a new day.

A beautiful day in a beautiful city.

Madrox didn't think about the future.

He didn't think about where he would be in three days.

He tried not to think about losing Cecilia.

But he knew these things were inevitable.

He didn't have the money.

Nor did he have the resources to continue on this path.

A change had to happen.

And it would happen soon.