Spider-Man and Beast have decided to have a science-off during the Jean Grey School’s science fair. The Beast’s class had built a portal device and once activated unintentionally gives the Brood/Symbiote Imperum access to Earth. Their leader, Deathbird, orders her armies to attack. Spider-Man and the X-Men fight back.[1] The special class join the battle as well, but they all wonder who is the traitor in their midst. The tide of the battle turns when Spider-Man informs the X-Men that the symbiotes are vulnerable to fire. Luckily, Firestar is on the team and with her powers, she is able to drive back the Brood/Symbiote invaders. Deathbird retreats as well, vowing to the X-Men that the battle has only just begun.

Storm doesn’t understand why Deathbird would betray them when she was under the protection of SWORD. Spider-Man points out that the symbiotes often make their hosts go crazy. Marvel Girl accuses Spider-Man of being in league with the attackers and demands that No-Girl restores the memory she erased from Rachel’s mind. When she begins making threats, the Beast gets between the two saying that liberating SWORD from Brood/Symbiote control should be their primary concern right now.

Spider-Man and the Beast leap into the portal, followed by the special class who ignore Storm’s order for them to stay. They all appear aboard the SWORD space station which is in ruins. There they are confronted by more Brood bonded to symbiotes. When Spider-Man orders Rockslide to shut down the Bamf-Gate, he panics and smashes it instead of simply shutting it off. The fight quickly drains the Brood hosts forcing the symbiotes to leave their bodies to find new hosts.[2] This allows Hellion to capture them in a telekinetic bubble.

That’s when a symbiote possessed Abigale Brand, the director of SWORD, ambushes the Beast. He tells Spider-Man and the children to go and stop Deathbird, assuring them that he can handle Brand.[3] As Eye Boy leads the way, Glob Herman tries to convince the others that he isn’t a traitor.[4] They eventually enter a room where SWORD agents — possessed by symbiotes — are feasting on the dead body of Brood warriors. They run for it and realize too late that they were being led right into Deathbird’s palm. Spider-Man tries to convince Deathbird to fight off the symbiote, relating to his own experience with them.

With his students at risk of being attacked and taken over by symbiotes, Spider-Man allows himself to be possessed by one of the symbiotes that Hellion is holding hostage. He is able to maintain his sanity and fight Deathbird thanks to No-Girl, who is using her mental powers to keep the symbiote’s personality at bay. Spider-Man convinces Deathbird to fight back by telling her how the symbiotes have already killed the Brood and saying that she and her baby will be next. Fearing for the safety of her unborn child, Deathbird fights off the symbiote that has bonded to her. As Hellion captures the rest of the symbiotes, No-Girl loses control over the one possessing Spider-Man. Luckily, Beast and Abigale Brand arrive with a sonic blaster. Shooting the creature gets it off the web-slinger so it can be contained.

Once the symbiotes have been properly contained, Brand tells Beast, Spider-Man, and their students that the life support systems can’t support them all and they have to leave. Unfortunately, the only ship available doesn’t have any heat shielding to protect them from re-entry into Earth’s atmosphere. That’s when Glob offers up using his body to at as the heat-shield as the wax-like substance that his body is comprised of absorbs heat. Spider-Man tries to deny this, but they have no other choice. Sure enough, Glob’s theory was correct and he is able to get them safely back to Earth. However, he still has to get some medical attention and is rushed back to the mansion where they are informed Glob only sustained minor injuries and is expected to make a full recovery.

With this out of the way, Spider-Man pulls No-Girl into his office to talk about the true identity of the mole planted in the special class. He asks her flat out if she is the mole. Their discussion is interrupted by Ernst, who has barged in with Mister Sinister and reveals that she has been the mole all along.

Recurring Characters

Spider-Man, X-Men (Storm, Beast, Marvel Girl, Iceman, Firestar, Cecilia Reyes, Hellion, Rockslide, Shark-Girl, Ernst, No-Girl, Glob Herman, Eye Boy, Transonic, Velocidad), SWORD (Abigale Brand), Brood, Klynar, Deathbird, Demon Bamf, Mister Sinister

Continuity Notes

1. Both Spider-Man and the Beast remark that they have weird bad guys”

   • Deathbird is identified as being pregnant with a child whose father is the brother of Cyclops, who himself is the emperor of the Shi’ar. Vulcan (Gabriel Summers) conquered the Shi’Ar empire during the Rise and Fall of the Shi’ar Empire story arc which ran from Uncanny X-Men #475-486. It was during this period that he married Deathbird. It was discovered that Deathbird was pregnant with Vulcan’s son in X-Men (vol. 4) #18-20.

   • Spider-Man’s foes are the symbiotes which he first encountered when he wore one as a costume in Marvel Super Heroes Secret Wars #8. He didn’t discover it was alive until Amazing Spider-Man #258.

2. When Spider-Man tries to explain how he first encountered an alien symbiote he refers to the Beyonder as a “sentient dimension with Jheri-Curled Hair”. It should be noted that when the Beyonder first appeared in Marvel Super Heroes Secret Wars #1-12 he was a being of light. He did not adopt a human form with Jheri-curled hair until Secret Wars II #3. His origins are mired in convolution:

   • While Secret Wars II #6 suggests that the Beyonder was actually the personification of an entire universe, this has been disputed in more than a few places.

   • Fantastic Four #319 states that the Beyonder was the product of the Beyonders, who create Cosmic Cubes and the Beyonder was the result of a botched attempt at creating a Cosmic Cube.

   • In New Avengers: Illuminati (vol. 2) #3, the Beyonder claims to be a mutant that was exposed to Terrigen Mists. This is a deception, particularly since it was later revealed in Son of M #1-6 that the Terrigen Mists are lethal to mutants.

   • Most recently, in New Avengers (vol. 3) #33, the Beyonder has been stated as actually being a member of the Beyonders race.

3. Beast quips that this is not that different than when he and Abigale fuck. The two have had a fling dating back to Giant-Size Astonishing X-Men #1.

4. Mention is made about how Glob was a member of the Hellfire Academy. He was a member from Wolverine and the X-Men #25 to 35.

Topical References

• Dated pop-culture references: Extreme Makeover

• Glob Herman compares himself to “the Red Bull Guy”, he is referring to Felix Baumgarner, who holds the record of the world’s highest skydive on October 14, 2012. He jumped from 128,000 feet or 24 miles in the air.