#13 What If...

Spider-Man had joined the X-Men?

Part Three (Conclusion)
Written by Patrick Moore
Jan 2009
Peter stood in front of Wolverine and his X-Men in some underground base. The feral X-Man took out a
cigar from his pocket, put it into his mouth, and lit it with a match, as he puffed on the stogie.
First things first, spoke Wolverine. We got to stop Magneto from the source.
Meaning? Peter asked.
Morph just told me that Magneto and his goons are in the Savage Land, replied Wolverine. Its time to
strike him now and for good.
Wait a minute, interrupted Peter. Shouldnt we get Cyclops and the others for this?
I tried contacting them, but I didnt get a response from Scott or mind from Jean, said Wolverine. We
better get to the mansion to find out what happened. Blink, open a portal to the mansion.
The violet skinned mutant opened a portal, as the X-Men walked into the portal.

As the portal opened at the mansion, the X-Men came out of it to see the inside of the mansion in ruins.
Wolverine sniffed for life with his nose, as his claws popped open.
Somethings not right, said Wolverine.
How can you tell? Peter asked.
Instinct, bub, replied Wolverine. Now shut up and let me think.
Just then, Peters Spider Sense tinkled. We better get out of here. I sense danger.
Helpme said a weak voice coming from under a couch that is upside down.
Its Jean, said Iceman, as Wolverine moved the couch to see Jean Grey covered in blood.
Jean, what happened? Peter asked Jean, as Wolverine covered her in a blanket.
Theyre dead, replied Jean. Warren, Remy, and Hank are dead.
How? Peter asked again.
Venom killed them, Jean fell into unconsciousness.
What the hell is Venom? Wolverine asked.

Its a monster that kills mutants, everyone turned to see Cyclops with his X-Men uniform ripped and
covered in blood.
Scott, how do you know this? Firestar asked him.
When we got back to the mansion, we saw Prof. X dead, began Scott. Suddenly, it came out of
nowhere and attacked us without warning, Hank, Warren, and Remy got slaughter by this Venom
creature. Jean and I survived.
I have one question to asked, Peter spoke. Why didnt you call the other X-Men here to help you?
Because, you idiot, I didnt need their help with this problem, snapped Scott.
Im not the idiot here, Scott, you are, corrected Peter. Just now, my Spider Sense just buzzed, knowing
that Venom is still here.
Scott evilly smirked. Good call, Parker. Did you and the Scooby Gang finally figured it out?
What are you talking about? Peter asked.
That I killed your precious Uncle Ben, while you were fighting Bullseye, Scott smirked. When no one
was around, I took a gun and shot the old fart. I also killed you bitch girlfriend in Washington, while you
were fighting the Sentinels.
Peter began to cry after hearing this. You murdering son of a
Youre under arrest, Summers, for the murders of Ben Parker and Peters girlfriend, said Wolverine.
Im not going anywhere, said Scott. We have unfinished business with Parker.
What do you mean we? Peter asked, as he wanted to kill Scott with his bare hands for what he did.
All of you are going to witness the evolution of Venom, replied Scott, as a black goo covered him
completely that was coming from his X-Men uniform. Gone was the human form of Scott Summers, now
there was a black monster with a white spider on its chest. Feel the wraith of Venom unleashed!
X-Men, lets take this son of a bitch out, ordered Wolverine.
No, hes mine, said Peter. Get the others out of here.
Kid, you cant take this monster by yourself, said Wolverine.
This monster killed two people I loved, and Im not going to avenge them until I kill this bastard, cried
Peter. Now go.
Wolverine nodded, as he turned to the other X-Men. X-Men, retreat. The portal opened, and the X-Men
went inside, and the portal closed.
Its just you and me, Scott, said Peter, as he prepared to fight his former friend.
Its not Scott anymore, fool, its Venom, the creature snarled, as it jumped towards Peter.

-2-

Peter ducked as the monster landed on the floor. The creature roared in anger as it got up to attack again,
but Peter was ready for it now. Venom looked at Peter with all the hate of him stored in its mind. Once
Peter and Scott were best friends, until Scott showed his true colors just a few minutes ago. Now as
Venom, he was invincible.
I cant believe I trusted you, Scott, frowned Peter. Xavier brought you in for nothing but to destroy him
and his dream. You dont deserve to be an X-Man. I hope you rot in hell for what you did.
Im already there, Parker, snarled Venom, as it launched its next attack at Peter.
Peter fired his webbing at Venom, but the monster broke free. Venom knew he was tired of playing with
Peter, and decided to end this once and for all.
Theres got to be a way to stop him, Peter said to himself, as he continued to dodge Venoms attacks.
Peter looked at a door labeled Danger Room, but shook his head. No, he knows that room head and
foot. Peter turned to see Venom gone.
Peter turned around and around to see where Venom vanished to. Suddenly, Peter felt something grab
him, as he was lifted up to the different floors of the mansion by hitting the ceilings. Peter felt pain, as he
was dumped on the floor of the mansions bell tower. He saw Venom appear out of nowhere.
Thats one of the many tricks we can do, Parker, grinned Venom. Lets finish this.
As Venom was going to kill Peter, the bell began to ring. The sound of the bells dinging did something to
Venom, as the creatures skin began to tear apart. Peter can see that the creature had a weakness after
all.
So that bell has some points after all, than waking me up for early training, Peter grabbed a 2x4 form the
floor, and hit the bell nice and hard.
Stop it, you idiot, youll break us apart, roared Venom, as Peter can see Scotts face coming out of
Venom.
Peter continued to ring the bell, as the black substance that was Venom was completely off Scott. Peter
soon took out a strange collar, and put it on Scotts neck.
I dont need Venom, Ill just blast you with my visor. Scott fired, but nothing happened. What the hell did
you do, Parker?
That collar I just put on you shuts down you mutant powers, replied Peter. Youll be wearing it for a long
time where youre going. With that, Peter whacked Scott in the face with his fist, knocking him out
completely.
Now, what Im I going to do with you? Peter looked at the Venom symbiote, withering on the floor.

Nick Fury was puffing on a cigar in his office, when Spider-Man swung in from outside. Fury turned to the
X-Man with a smile on his face, but Peter wasnt happy.
Wheres the symbiote? Fury asked.

-3-

I put it in an incinerator, replied Spider-Man. The person who killed my uncle and girlfriend is locked up
in the Vault. Why did you send Venom after mutants?
Project: Venom was to stop Magneto and his Brotherhood, before they cause more damage, spoke
Fury. When the X-Men went rogue, I had no choice.
I want to ask you something, spoke Peter.
Shoot, replied Fury, as he puffed on his cigar.
Do you know anything about someone called Sinister? Peter asked.
No clue, kid, said Fury. Drop the Spider-Man codename, Parker. Youre no longer an X-Man.
Why? Peter asked.
Youll be working for X-Force, replied Fury with a smirk. The X-Men are dead, as of now.
What about my Aunt May? Peter asked again.
Youll still visit her in Queens, and youll be paid by full by SHIELD, replied Fury. What do you think?
Peter smiled, as he shook Furys hand. When do I start?
Fury smiled back. As soon as you and X-Force take out a little known terrorist know as Norman Osborn.

The End

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