Disclaimer: I do not own Superman or Batman. DC does. I don't own the X-men, marvel does.

A/N: I've read a lot of crossovers, but I was always looking for a marvel/DC and I could never find one. So I decided to write it. I hope that you enjoy it. Actually I just hope that someone reads it. Anyway thanks.

World's finest Vrs. The X-men

Chapter 1

Breadcrumbs

The rain poured down upon the city, causing cars to flip on their windshield wipers and what few pedestrians there were, to quicken their pace and some to clap newspapers or other items over their heads in a vain attempt to remain dry. As the night lengthened the downpour only increased, causing some gutters to fill, and water to shoot forth from the hideous mouths of the many stone gargoyles that dotted the city's skyline. As lightning would shoot forth, it's light would reveal the grotesque features of each stone carving. The gargoyles were set as protectors of the buildings, said to be fearsome enough to drive away the very devil himself.

Among these monstrous stone protectors was one that was same yet different, had anyone seen him they may have mistook him for one of his stone counterparts. Yet as the lightning illuminated the sky it revealed a man made of flesh not stone, yet hardened nonetheless. Though his face was not near so repugnant as the stone demons, it was nevertheless fearsome. For he too wished to frighten the devil, or at the very least those that took part in the his work. The work of crime.

As the lightning struck again the figure now stood. A long dark shadow rising behind him only causing him to be more imposing. Without hesitation the figure leapt from the skyscraper, his long scalloped cape flowing behind him. Making him appear as if a dark creature was descending from above to hell. And in the mind of Batman the Dark Knight…he was.

"Talk to me Oracle," he said into an communicator that was inside his cowl, before throwing out his hand and firing his rope gun, which shot forth and latched onto a nearby building.

"I've checked the data you sent me with the map of old Gotham," Oracle's voice came through communicator, "The building you're looking for was destroyed in the earthquake and was then covered by a large apartment complex built by Lexcorp, so it should be brand new. It's on the corner of 17th an main."

"What was the first building's purpose." Batman asked, landing atop another building and then dashing to jump to the next. He was near enough to the location that it would not warrant bringing the batmobile.

"You'll never believe this," Oracle said pausing slightly, "It was a clown college."

"clowns," the Dark Knight sneered revealing that he found nothing funny about the ironic nature of their suspect's location, "figures,"

"Some people happen to think that clowns are quite funny." Oracle defended.

"Maybe so," Batman replied, diving down an alleyway before catching a rail of a fire escape and vaulting himself onto the stairs only one story above the ground. "But there's nothing funny about a clown after midnight."

"Point taken." Oracle said, "Do you want someone to back you up. I believe that Nightwing is out on patrol."

"No," Batman said as he leapt to the ground. "With the Joker I want as few people here as possible. If I need anything I'll call you." With that Batman ended the communication and went to work. He had been patrolling the city when the police radio mentioned a disturbance in the upper city. Since such a thing was not common since the upper town tended to be relatively quiet due to it being a rather posh neighborhood. He had decided to investigate. He quickly learned that witnesses had seen a fight among what they called "freaks" near the building he was now circling, looking for any entrance to a basement or anywhere that might lead to the original "Clown College".

The Dark Knight clicked on his night-vision and began to search in earnest. The Joker had not been heard from in months and the longer he went without showing his cackling face. The more wary Batman had become. The longer the Joker waited could only mean that he was taking more time in hatching his next plot and that more people would die in his next crime.

Finally Batman found what he was looking for, a large basement window. A window which had obviously been broken into. The nocturnal crime-fighter took a moment to examine the window before he entered. It did not appear to have been cracked or shattered. But rather had the appearance of being melted. Possibly by acid. Yet another sign that it could have been the Joker. Batman removed a small scalpel from his utility belt and scrapped away a portion of the melted glass and put it in a small container which he then stashed away for further analysis.

With that the Dark Knight lowered himself into the basement with as much noise as a shadow. Though the basement was pitch black, to him it was as if daylight due to his the starlite nightvision lenses that were imbedded into his cowl. He could easily make out any obstacles to his path as he made his way through the basement which had obviously been a storage area for the college before. All around him were racks of clown costumes and other paraphernalia associated with that profession. Wide grins were everywhere save on his face. The thought of his arch-nemesis lurking in the shadows only made the many clown dolls, smiles, and joy buzzers seem only that much more threatening.

Suddenly Batman heard laughter. But from the pitch he knew that it was not the madman he was looking for. Silently he stalked toward it until he came to a flight of stairs that led to a sub-basement. The door was ajar and there was a dim light streaming out of it. Disengaging the night vision, Batman crept into the room. Before him lay a large two floored chamber, which had obviously served as a gym where the clowns could practice acrobatics below and instructors could watch from above. As the Dark Knight peered below he noted that there were still gymnastic rings and pads in the room. Though from the shadows what really interested him were the several figures in the center of the gym. Each wearing a costume, making it obvious that they were the "freaks" he was looking for. It was also apparent that they were in no way connected with the Joker.

One was dressed in a dark orange costume, and had what looked like a flame thrower attached to his back. Another was a massive blob of a man who surely weighed more than six hundred pounds. Still another, had sallow skin and a hideously long tongue that snaked out occasionally. The last one of the group appeared even more animal than man. As he had long blonde hair appearing more like a mane, and had clawed hands.

The group were surrounding a kid, who could not have been more than fifteen. It was obvious that they had man-handled the boy and taken him down to this place. Though the Dark Knight had to wonder how the fat one had managed to reach the basement.

"Give it a rest Sabertooth." The smallest of them said, the one with the snakelike tongue. "This isn't the one we're looking for!"

"I don't care," the beast-like man growled "The runt burnt me! I want to pay him back for it!"

"If you want to feel what it's like to be burnt." The one with the flamethrower backpack said "Then I suggest that you try to defy our orders. Then Pyro," the man motioned to himself "will show you some real fireworks."

"Oracle," Batman whispered into his communicator "Run the names Pyro and Sabertooth through the criminal database, check the national level if you have to."

"Just a minute," the information broker's voice came, and indeed that was all it took for her to find the information that was requested. "There was nothing on the bat-computer. But the national security database, lists these two names as members of a mutant terrorist organization known as the Brotherhood of Evil Mutants."

"Mutants," Batman whispered. Though Gotham city was a metropolitan super-center they had, had very few dealings with the phenomenon of genetic mutation. Mutants tended to migrate to other cities such as New York where there were already established mutant communities. The Dark Knight had dealt even less with them, being limited almost exclusively to the bouts he had with Killer Croc. What a group like this was doing in his city was now the principal mystery on his mind. "What else can you tell me about the group?" he asked

After a moment Oracles voice came again "Although the roster and leadership seems to change with each encounter. The two names you mentioned are both veteran members. Other frequent members are known as Blob, Toad, Mystique, Avalanche, Sauron…"

"Guessing from your description I'd say that I have Blob and Toad here as well." Batman interrupted "I need to know what each of them can do…"

The Dark Knight didn't have time to finish the sentence as the one known as Sabertooth looked to his direction. Instantly Batman slunk into the shadows and began to creep to a new position.

"We're not alone here!" Sabertooth said looking to his teammates "I knew we just should have offed the runt and gotten out of here!"

Pyro looked around, scanning for whatever his comrade had seen. "We can't kill in this city. Our orders were to be extra careful in Gotham! They say that there is some sort of Bat-man here that kills all criminals."

"Are you serious?" The Blob said sounding somewhat nervous. "Then we had better go. I don't like bats."

"Right. A "bat"-man." Sabertooth scoffed, "whatever, lets get going, but before we do I'm going to give the kid something to remember me by…" the mutant suddenly raised his claws, intent to bring them down upon the boy that cowered before him. The child screamed but the claws never reached him as the his mutant attacker was suddenly flung across the room and landed in a heap in a janitorial closet.

The other mutants turned from watching their airborne companion to seeing the dark figure who had seemed to appear out of nowhere.

"Oh terrific!" Pyro yelled pointing his fists in the Bat-man's direction and firing his flamethrowers at him. The dark figures eyes widened but leapt out of the way flinging his scalloped cape in front of him. Toad was on him in an instant. Hitting him in the back with both feet. Batman flew forward but turned his momentum from uncontrolled flight into a roll which allowed him to bring himself upright and fling several batshaped objects in the amphibious mutant's direction. Toad managed to dodge several but still took many of the sharp objects to the chest and leg.

"Ow!" Toad cried hastily ripping them out of his skin, "Them things hurt!" before he could do more he suddenly felt Batman's fist connect with his jaw and was sent sprawling to the floor.

"Get him!" Pyro hollered firing again, this time shaping the flames into the forms of two massive hands that were reaching out to smolder the Dark Knight. At the same time Sabertooth and Blob were both rushing at the dark figure. Batman quickly flung a batarang with an attached rope which flew out and wrapped itself around Pyro's legs. Pulling the rope tight, Batman brought him down, with the fire still emitting from his flame-thrower, the flame was redirected in Sabertooth's path, catching the feral mutant's clothing to alight Batman then leapt and his hands caught the gymnastic rings, swinging himself over the fire and into a position where he could land atop Sabertooth and render him unconscious. Unfortunately he was never given the opportunity.

As he swung, Blob caught his cape in one of his massive hands and with little effort brought the Dark Knight crashing to the ground, winding him. Blob then brought an enormous foot down to crush his opponent, but Batman managed to roll out of the way while flinging a sticky substance into the rotund mutant's face, blinding him. However before the crimefighter could do anything else, he felt searing pain as his shoulders were racked by a now crisper Sabertooth's claws. Batman stumbled to the ground, only to feel Toad's tongue wrap itself around his ankle and fling him toward the mutant. Toad gave the crime-fighter a kick to the ribs and then threw him to the far side of the room, crashing him into several boxes and crates.

"Finish him." Sabertooth growled running toward the fallen knight.

"No!" Pyro said, having freed himself from the rope. "He's mine!" before Sabertooth could object, the mutant fired his flame toward Batman's unconscious form. Pyro cackled as the flames shot upward engulfing everything in it's path, setting afire the boxes and crates causing them to topple down atop of the Dark Knight. Finally the mutant stopped as sirens could be heard above, the police finally arriving.

"Let's go!" Toad said "If the boss finds out that we were seen we're in for it!"

"Fine," Pyro said ceasing his attack, leaving the wall still smoldering, with nothing save flame moving. "We're done here. Looks like this urban legend was more hype than anything else. Even that Jubilee girl puts up a better fight."

"And the boy?" Sabertooth growled.

"Leave him." Pyro said, "If he tells the cops about us then he will also have to tell them that he's a freak like us! And we all know that he wouldn't want them knowing that!"

With that the Brotherhood made a hasty exit. Trying to escape without having to fight the police above, knowing that such an encounter would bring news cameras and expose them. However had they waited but a few seconds more they would have discovered that they had not entirely escaped, and they had not finished as they had thought. For the flaming boxes and crates were suddenly flung away as Batman immerged, covered in smoke but not burning, his flame-retardant suit having protected him.

Still he was not unscathed. He could not tell for sure, but he felt certain that he had broken a rib or two and he was bleeding heavily from the wound he had received from Sabertooth. Slowly the Dark Knight made his way to the boy who was cowering in a corner.

"You okay?" Batman said approaching the lad. Seeing several cut, bruises and burn marks on him, but nothing that appeared too serious.

"I think that I could ask you the same thing." The boy responded sounding as if he was trying to lighten his apprehension with a joke.

"I've had worse." The Dark Knight responded stretching out his hand to help the boy up.

"DON'T TOUCH ME!" the lad bellowed trying to back away but couldn't as he was already up against the wall.

Batman lowered his hands showing that he meant no harm, "Fine," he said, waiting until the teenager had calmed somewhat before continuing "What happened? What did they want with you?"

The boy looked as if he was unsure whether he should answer but finally he sighed "I…I don' know…they just came and they were like 'are you Sam Bradshaw' and …and I said 'yeah who wants to know?' then they attacked me and brought me down here! Only then they said that I wasn't who they were looking for, and asked me if I had any relatives. I tried not to tell them and tried to run away, but they hurt me. Then you came."

Batman considered this, the boy seemed to be telling the truth but he could not deduce what they wanted with him. Only one idea came to mind, "Are you a mutant?" he asked.

The boy hesitated for a moment then lowered his eyes, "Yeah," he said "I am. I don't know what's wrong with me. It's my hands…they…melt stuff."

"Like the window," Batman concluded.

"…I…" the boy said "I was trying to escape!"

Before Batman could respond they could hear doors open and police coming. Quickly the Dark Knight sought any information he could before they would be interrupted.

"Is anyone else in your family a mutant?" he asked "Someone else related to you that they may be looking for!"

"Well…" the boy said nervously glancing at the dark figure before him and then to the door. He finally breathed nervously "Well my sister but she doesn't live here she lives in Metropolis with my mom! But you got to swear not to tell anyone what we are! My parents will freak out if…"

The boy didn't finish as the door was suddenly kicked open by the police and he watched several run in, carrying flashlights and pistols drawn. When he looked back the Dark Knight had disappeared, almost as if he hadn't been there.

A/N: Alright not a lot of action in this chapter but I needed to get things a bit more established. It's a hard job to try to mix these two universes. I hope that I'm doing alright. Also I'm fairly new to the DCU the only title that I've really followed is Batman so I hope I understood the whole meta-human stuff. If not please try to be gentle when you tell me otherwise. Anyway thanks for reading!