Alright, my latest class has been difficult which is why this chapter took a while to write, but I'll try to another chapter of story out soon. Now it's time to see Spider-Man's and the X-Men's first team, this chapter idea came from spiderman1fan so thank you from the idea. Also thank you to MythologyStar for pointing out my mistake.

It had been a couple day since the X-Men met the wall-crawler, and while they were disappoint that they could convince him to join their team, they were glad they made a future ally. However Wolverine couldn't help but get this strange feeling, that he had met Spider-Man before. This surprised the other X-Men, they know Logan's memories were still foggy. When Prof. Xavier attempted to look through Logan's mind, in order to help him remember, they couldn't find anything. Despite this, the X-Men knew I would be long before they would meet up again.

[Few Weeks Later]

"Talk about being chase by my own kind." Peter mutter as he ran across the roof tops.

Behinds were several spider-like robots that were flying after him, as they shot several lasers. Jumping into the air, Spider-Man managed to avoid the lasers as he used to shoot several strands of webbing to blind them as he hid behind a building. After catching his breath an explosion soon caught Spider-Man attention as he turned his head to see several other large robots. Following was Storm, and Rouge? What were the X-Men doing here?

He then saw Storm using one of her weather based attack on one of them, along with Rouge knocking down another. A light then went off in Spidey's head, as he then got the attention of the Spidey slayers.

"Hey over here!"

Soon they began taking off after Spider-Man as he ran towards the X-Men. And as he was getting close he notice a Sentinel closing in on Rouge. Moving ever faster, Spider-Man soon began closing the gap in order to stop the Sentinel.

With the X-Men

The day had started for the X-Men like any other day, Celebi detected another mutant, and they went to try and connivance them to join the school. However they were suddenly were attacked by several Sentinels, they soon began fighting back, and several more appeared. Storm had just take don her forth one, will Rogue was working on her 6th one. Suddenly one of them managed to get behind Rogue who was too distracted.

"Rogue behind you!" Storm warned.

Turning around Rogue crossed he arms in an attempted to block the attack, but thankfully….

"Got you."

Suddenly Rogue was caught in the nick of time, as Spider-Man managed to grab her, pulled her away, as a laser from one of the Spider Slayers collided with the Sentinel destroying it.

"Spider-Man what are you doing here?" Storm asked, as he placed Rogue down.

"Oh I was having a lovely stroll, when suddenly I was attacked by those things." He answered pointing at the Spider Slayers, as he avoided another attack from them.

Using his agility he managed to get on top one, before using his strength to rip off its head. Seeing another coming in close, he toss the head with such a force that it instantly destroyed another. Next to him, Wolverine had jump on a Sentinel before using his claws to rip it to shreds. Suddenly Cyclone unleashed a powerful beam, crashing into Sentinel sending into another Spider Slayer. With only about 3 Sentinels left and 6 Spider Slayers, Spider-Man jumped on another Sentinel, before ripping of its metal plating, and began messing with its circuitry. Soon the Sentinel went haywire as it crashed into another Sentinel, as well as 3 Spider Slayers. Soon the Sentinel crashed into the ground, as Spider-Man jumped on another slayer, before messing with its wiring causing it destroy the other two, and then self-destruct. With one more to take out they all gathered around it, however it suddenly took off before they could do anything. Not waiting it to get away, Spidey managed to land a tracer on it.

"We have to follow it." Cyclops ordered.

"We won't be able to make it to the Black Bird." Rogue countered.

"You guys go get your birdie, I follow it, I place a tracker on but I need to get moving because it I'll only be able to sense it up to a 20 mile radius." Spider-Man said, as he dashed forward with incredible speed.

"I'll follow him." Rogue said, as she flew after him.

The two managed to keep up with the Sentinel for a while, how it soon began gaining speed, thankfully the rest of the X-Men managed to find them, as the two boarded the Black Bird. Currently Spider-Man was showing the X-Men one of his Spider Tracers, he had attached to the Sentinel.

"Fascinating." Beast said as he examined the tracer. "And you developed this all by yourself." He continue clearly impressed.

Xavier was also impressed as he examined it, it was clear to him, that Spider-Man also processed a brilliant mind.

"Yes, because of my limited resources, I was only able to make ones that allowed me to sense them up to the 20 miles radius. And instead of radio waves, I've tailored them so I can sense them using my Spider Sense." Spidey explained.

"Spider Sense?" Jean asked.

Nodding Peter explained, "It's a buzzing that I get in the back of my head, warning me of incoming dangers."

"So that means you can tell were attacks are coming from?" Cyclops asked.

Nodding Peter continued to explain further, "Yes but it also gives me complete awareness of my surrounding, allowing me to fire my web shooters without having to look. I'm also able to located and move around with it even if I can't see, or blind folded."

Everyone couldn't help but gawk as they try took in the information. This one power nearly made Spider-Man nearly untouchable, considering how fast and strong he was.

"Were getting close." Spider-Man stated.

Refocusing their attention they soon saw the Sentinel fly into a building, as they landed on the ground. They then entered the building and began exploring it, so far indicated who controlling the Sentinels. However in the process they discovered the Spider Slayers that were attacking Spider-Man were also being creating here. Soon enough they managed to find a few computer station, deciding to hack into it, Spider-Man and Beast began to piece the information.

"According to information a man by the name of Graydon Greed has been working with another man named Alistair Smythe." Soon Spider-Man's eyes widen as did the X-Men.

"Did you say Graydon Creed?" Beast then asked.

"Yes, do you know him?"

"He the leader of the Friends of Humanity, they are trying to oppose the Civil Rights for Mutants. But what about Alistair, sounds like you know him?" Jean asked.

"Alistair's father Spencer Smythe was paid to create the original Spider Slayer, but after they were destroyed he began to obsess over me, vowing to destroy me. Soon the radiation that was used in making them, poisoned him causing him to die. Soon after his son followed in his footsteps, and is now trying to take me out." Peter explained.

Everyone couldn't believe the similarities between Spider-Man and themselves, being targeted and hunted by people who simply didn't like them. Using the combine brains of Spidey and Beast, they were able to hack into the system and delete all the information on the system. This includes a list of several mutants, and information on Spider-Man. Soon they found the blue prints of the Sentinels and the Spider Slayers, including new designs for them. While they physical designs were roughly the same, the new designs had more attack, and defenses, however Spider-Man notice a major flaw in the design. Suddenly they heard an explosion, as they turned behind they were the very same men they found out were behind the attacks.

"Alistair since when did you decide to work your Creed." Spider-Man growled out.

"Since we decided to assist each other, in exchange for funds in order to build the Spider Slayers, I would build these Sentinels in order to destroy the mutants."

"I guess it's true what they say like father and like son, since the two of you are insane."

"Don't you dare talk about my father like that, you're the reason for his death." Alistair snapped back.

Spider-Man's eyes then narrowed, "Don't blame for your father's death, he allow his work consume him, which led to his own death."

But before he could continue a buzzing went off as he managed an oncoming fist from a Sentinels. This was the newest Sentinel design. With it overall kept the original design, only it was a lot more bulky, and much larger. Spider-Man and the X-Men could only hear Alistair and Graydon walked off while cackling. Cyclops launch an Optic blast which didn't do much against it. The others soon began their series of attacks, while Spider-Man and Beast stayed back. Suddenly Peter remembered to weak spot on the back of the Sentinel. Climbing to the roof, Peter dropped down on its back, as he crawled along it. Once he got to the center of the back, he used his sticking abilities to rip of the metal plating. Crawling inside Spider-Man began ripping it apart from the inside out. As its fist was about to connect with Jean it stopped as it fell to the ground with Spider-Man crawling out of it. Once it was done they began searching for Alistair and Graydon, only find out they hand disappeared. Deciding destroy the based they triggered self-destruct, and escaped in the Black Bird.

Sorry about the later upload, but I wasn't feeling too well this week, don't I'm feeling better now. Now I am working on the Ultimate Hunter's next chapter. So I'll try to get it out next week.