disclaimer: The X-Men don't belong to me and neither does any of the songs I've used. I thought it sounded like a neat idea, anyway, this is my first fan fic so please be kind, and enjoy. (It's not my best work as I wrote it in only about two weeks, but it's what I got.) I wrote the whole story and submitted it, but apparently it needed to be in chapters so here it is in chapters, with a little editing. This is Part One of nine.

~ Part One ~

The X-Man alarm sounded bringing all the X-Men running to the war room. A few of them had already changed into their uniforms. "What's going on, Professor," Scott demanded as they gathered in the room.

Xavier smiled as he looked up at his team of X-Men. He was impressed with their time. Each member of the team had reached the war room in record breaking time. "17.4 seconds, I'm impressed. The reason I've called you all here is that, we're going to have company. I want the lower levels spotless as well as the mansion."

The X-Men stared at him as though he'd lost his mind. "We're here for company," Jean asked surprised.

"That's right. This is not an ordinary guest. Please, help me."

"You have maids to clean," Bobby said. "That's what you pay them for."

"And you are my X-Men and I have asked for your help. Please help me."

"All right, Professor," Scott said. "We'll do it. Who is this guest though and why is he so important?"

Xavier smiled, mischievously. "That, Cyclops is of little concern to you . . . yet."

~ ~ ~

The X-Men spent the next three days getting things ready for Xavier's special guest. Rumors and questions were flying. Everyone wanted to know who this guest was and why it meant so much to the professor that everything look so nice. He was reenforcing his need-to-know-basis rule again, and they were being told nothing. All they could do was to clean the mansion, making everything look picture perfect. And with a mansion full of teenagers just how easy do you think that would be to maintain? The oldest of the team were the most confused. They'd been with Xavier longer and had never seen him so concerned with their appearance in the mansion. Scott was the most concerned. Hank, Jean and Logan were taking it more in stride, though Logan complained almost constantly about having to clean the mansion. It wasn't his thing. He didn't even clean his own room.

"Knock it off, Logan. This is important to the professor."

"What do I look like, Bug Eye, a house wife?"

Morph was standing near by and morphed into Aunt Jemima with Wolvie's head. "Look at me I'm Logan!" He began to dance around like he was cleaning, singing, "Mammy's little baby loves shortnin' shortnin', Mammy's little baby loves shortnin' bread!"

Logan growled as the others laughed. Scott looked at him. "I guess you do, Logan."

Logan growled again, his look dark. "If you don't want to eat these (he brought out his claws) then I'd suggest you shut your pretty little face!"

"That's enough, both of you," Jean said. "We have to do this for the professor! He doesn't ask much of us, we owe him this."

~ ~ ~

About 5:30 the following Friday evening Xavier's guest arrived in classic style. A white stretch limosine pulled to a halt out in front of the mansion. Everyone gathered at the windows to see just who this guest was, until Logan growled an order. The commanding voice sent them back to their place behind the professor to wait for the guest's appearance. Logan had gained great authority over the younger team members. Most of them listened because they feared him, not because they respected him. Scott was sent to answer the door and he couldn't help rubbing it into the other X-Men a little. He wasn't wound quite as tightly as he'd been well on his way to becoming. Though as he turned to get the door he was a perfect gentleman again. He was determined to do this the way the professor wanted it done. For whatever eason this guest was important to the professor, which made it important to him. The woman who stood on the other side of the door looked to be in her late forties but she was still very beautiful, as Scott found himself staring at her. In some ways she reminded him of the actress Jacqueline Bisset. She wore her brown hair pulled up in a French Twist, and her make-up was much like the way Jean wore hers; light and very classic. She was dressed in a beautiful earthy brown ankle length skirt with a black sweater set and high heeled black boots, (obviously made by a famous designer) making it look more elegant than Julia Roberts in the red opera dress in Pretty Woman!

"Right this way, Ma'am," Scott said politely and led her into the library where Xavier and the others were waiting. No wonder the professor found the appearance of the mansion to be so important this time!

A smile curved Xavier's mouth as he laid eyes on her. It had been a long time since he'd seen her, but he'd know her anywhere. "Evie! It's so good to see you again."

The woman smiled. "As it is you, Charles. You're looking quite well." She leaned down and kissed him on first one cheek and then the other in classic European fashion.

"I am well, Evie. You're as beautiful as ever, I see."

She smiled though color tinted her cheeks at his compliment.

"I would like to introduce you to my team." Xavier's smile was filled with pride as he turned to the people waiting behind him. "These are my X-Men, starting with Scott Summers-Cyclops, Logan-Wolverine, Ororo Munroe-Storm, Jean Grey-Marvel Girl, Remy LeBeau-Gambit, Marie-Rogue, which she prefers to be called, Morph, Jubilation Lee, whom we affectionatly call Jubilee. This is Bobby Drake-IceMan, Kitty Pride-Shadow Cat, Dr. Henry McCoy-Beast, Piotr-Colossus, Evan Daniel-Spyke. X-Men this is Evelyn Lockhart a very old friend."

"Not too old, I hope, Charles."

He smiled. "No."

"It's nice to meet you all. I hope to get to know each of you better, while I'm here."

The spark between Charles and Evie was unmistakable even to Piotr. "We have chores to finish, Mrs. Lockhart, but it was nice to meet you," Jean said as she gathered the X-Men and began herding them out of the room. Charles and Evie seemed oblivious to them as they left.

"Please, Evie, have a seat."

"Thank you, Charles." She took a seat near where his chair sat.

Charles found himself staring at this old flame that seemed to reignite the moment he'd spoken to her over the phone, just a few days ago. "It's good to see you again, Evie."

"As we've already established, my friend."

"Forgive me then."

"Of course, Charles. We both know why I'm here. Let us not be polite and ignore it."

"Then, tell me more."

~ ~ ~

Meanwhile in the kitchen, the X-Men paced wanting to know more about Xavier's visitor. "Do you know anything about her, Jean?"

She looked over at Scott, who'd asked. They hadn't said much to each other since their one not so good of a chance. "No. She's a telepath as well. Her mind is carefully shielded."

"I've never seen the professor act this way," Jubilee piped in.

"Me either," Scott said.

"It's sweet," Kitty commented.

"It's sickening," Rogue said in her usual attitude. Not being capable of physical human contact had left her bitter toward those who proudly displayed their capability to do so.

Everyone looked at her, surprised she wasn't at least touched by Xavier's instant care for the stranger sitting in their living room. It was obvious that 'old friend' was a polite way of saying old flame. It would be good to see their relationship develop.

~ ~ ~

"I'll do anything I can, Evie. But you're stronger than I am. You've always been a very powerful telepath."

She sighed. "Unfortunately, I'm not equipped to deal with all that she has. I've only managed to help her to keep her powers from raging out of control. There is so much more than that in learning to control your powers."

"Yes, there is. Where is she now, Evie? I'll send my team to bring her in."

"She'll be here in a couple of days. She's visiting an old friend in London. Oh, Charles, I've been going out of my mind trying to protect her and teach her. It's just become too much on me."

Charles reached over and covered her hand with his own. "It's all right, Evie. We all go to extra lengths to protect those we love. We'll keep her safe while we help her to learn to use her gifts, to control them, not let them control her."

The woman met his gaze, touched deeply by his commitment. "Oh, Charles, I've missed you."

"And I you, Evie."

~ ~ ~

Xavier spent the next 24 hours preparing the mansion and his X-Men for their special guest. He took each aside individually and briefed them on a need-to-know basis. It was an important rule that often helped to keep the peace among the new recruits. It was also a way of keeping the X-Men from knowing that he didn't have all the answers about this new arrival. He wished he knew more than what he did, especially with the knowledge he already possessed about her. Evie was given a room near Xavier's and she prepared by spending most of the day getting her things arranged. She then went to the room that was being given to her granddaughter and prepared that the best she could. It was later that evening that the professor chose to talk with Scott about Evelyn's granddaughter. As they walked the lower levels, inspecting the preparations the others were making, Xavier briefed Scott on the situation. "She's going to need extra help, Scott. This young woman has only her grandmother and close friends. She must know that we're here for her and that she can trust us."

"I understand, Professor. Can I ask; Why are you telling me so much about her? Beyond the need-to-know rule, that is?"

"Because you, Logan and Marie will be able to understand her and what she's going through. Scott, it's important to me that this works out."

"I'll do what I can, but you may want to remind the others of that," Scott said as they came near the danger room, where the teenagers were playing.

"I suppose I'll have to."

Evie ran into the room where they stood. "She's left London, Charles. Warren said she was on her way here, but I haven't heard from her."

"We'll find her," Scott said assuringly.

"No," Xavier said. "She's nearing the mansion. I can sense her extraordinary mind. Ah!"

"Charles!" Evie exclaimed kneeling at his side.

"What is it, Professor," Jean asked from close by.

"She's blocking her presence from being known. I can no longer sense her. Who is that-" at that very moment the alarm bell sounded. "X-Men gather at the gates."

All the X-Men and Xavier gathered at the front gates, suited up and ready to fight. Just beyond the mansion lights, they could see dark figures. They were too indistinct to be sure who they were and what they were doing, so Xavier began to alert and direct their sensors to the area.

"Let me go, you metal molding freak!"

"Do not fight me, child; you can not win!"

"Magneto!" Logan growled and headed out for the darkness. The X-Men were hot on his heels, no one wanted to miss any of the action. It was then that the mansion's spot lights came on and turned into the direction of the struggling young woman.

Magneto held the young woman in the air by the chains she was wrapped in. "Stay out of this X-Men!"

Logan growled. "Let her go, Maggot! I wanna dance!"

"Be gone vermin!" With those words Magneto bound Logan in the same kind of chain that held Evie's granddaughter and sent him flying through the air.

It was then that Magneto's henchmen showed up and the X-Men began to battle for the girl they had yet to meet. Logan fought with his arch enemy Sabretooth, while Cyclops took it upon himself to battle with Magneto.

"Put her down, Magneto; before you get hurt," Cyclops commanded.

"You can not hurt me, X-Man!" Magneto set the woman on the ground and began to battle with Cyclops while Rogue, Kitty and Jubilee fought with Mystique. The remaining X-Men fought with Toad.

The young woman fought to get loose from her restraints. Times of heightened emotional stress are usually when the powers go haywire. This evening proved no different for the young woman bound in chains. With every power she possessed being under no control, they began to work all at once, and the very earth began to shake, as a blood curdling scream escaped her throat. Sabretooth and Logan fell to their knees with their hands over their ears, the sound painful for them with their heightened senses. The other X-Men found it hard to stand as the scream messed with their equilibriums. The young woman's restraints then fell at her feet, and became little more than earth worms scurrying for the dark cold earth they called home.

Startled with the conformation of what he had suspected Magneto called his team into retreat. "This is not over, Charles."

As Magneto and his men disappeared into the night, the young woman fell to her hands and knees on the pavement. "Lizzy!" Evie ran to her and knelt beside her.

Logan, being the closest to her knelt down and lifted her into his arms. He looked down into her adolescent face. "You'll be all right, kid." In that moment her eyes fluttered closed and her head fell back. She became a limp rag doll in his arms and Logan could only stare at her.

"The effect you have on women," Morph said. "What a stud!"

Logan arched a brow at him, and growled.

~ ~ ~

"What's happened to her, Professor," Scott asked. They stood just outside the infirmary waiting for Jean and Beast's report. They'd placed her in a bed and began to run tests to make sure that she was all right.

"She'd used a great deal of her power when she lost control, Scott. It's weakened her. Cyclops, she has the potential to be the most powerful mutant that's ever existed, though she's had little experience in developing her gifts."

Scott looked into the infirmary through the window in the door. "That's why Magneto wants her."

"And why he must never get his hands on her."

"So what do we do, Professor?"

"We wait," he said.

Jean came through the doors. "She'll be all right. She's resting now. Evie won't leave her side, though."

Xavier nodded. "Logan, turn the alarm system up to full alert. I want everyone kept on full alert as well. Magneto's not gonna let this go so easily."

"I'm on it, Chuck." Logan disappeared down the hall.

~ ~ ~

"I'm sorry, Gran. What did he want with me?"

"Don't worry about that now." Evie sat brushing her hair back away from her face.

Lizzy laid on a bed with an IV in her arm, pumping her full of vitamins. "I didn't mean to scare you, but Warren thought I'd better come home."

"He told me. Come now, go to sleep. You need your rest." Evie watched her granddaughter close her eyes. The poor child was scared to death. Magneto had almost had her. The thought terrified her. If either of them knew the truth, it would stop neither of them. It wasn't fair that such secrets had to be kept. Thank God for Charles Xavier and his X-Men.

~ ~ ~

Professor Xavier put his team on alert. He wanted a trained team member with Lizzy at all times. She was not to be out of anyone's sight, for any reason other than using the bathroom or getting a shower, then he wanted one of the women close by. He asked Logan to take first shift, as he knew Logan would stay on alert even if he was overly tired. And right now he needed to talk to Evie. As they sat in his office, he studied Evelyn Lockhart carefully. Something told him not to let anything slip by his attention. This situation before him was too important to let even the smallest detail go unnoticed. "I was too blinded to see it when you first arrived, but you're shielding your mind from me. What secrets do you keep?"

"Charles, do not ask me to reveal my secrets."

He hated not being able to demand them from her, but it was too important that she and her granddaughter stay close to the mansion. He couldn't offend her and have her leave. The fate of all human beings rested in the way this one woman responded to her gifts. "The time may come when you have to. For now I will trust you. Tell me, what powers do you know that Lizzy possesses?"

"Telepathy, telekinesis, the power of probability, . . ." ~ ~ ~

Lizzy groaned in her sleep. She tossed and turned. "No! Please . . . let me go!"

Logan looked at her again. She'd been having nightmares for a while, and he'd tried to ignore them, but she was getting over agitated. Her heart was beating too fast. He walked over to her. "Hey, kid, wake up!"

She tossed and turned some more, her legs kicking under the blanket and her arms moving at her sides. "No! Don't . . . don't!

Logan's heart went out to her as he knew all about nightmares. He reached out and touched her arm. "Come on, Kid. Wake up!" When she didn't respond he grabbed her arms and gave her a little shake. "Wake up!"

Her eyes flashed open, and looked into his. Stunned by the color of her eyes, the fear, and then the complete trust, he started to back away, but it was then that she threw her arms around his neck and held onto him. Logan sat there not sure what to do. After a moment, he peeled her off of him, and set her back against her pillows. "Don't do that crap to me!"

"I'm sorry," she whispered.

"You're safe you know," he said in his always gruff-sounding voice.

"Yeah. Thanks. Goodnight, Logan." She laid back and turned onto her side.

"How'd you know my name," he demanded.

"You told me."

"No, I didn't! You're a telepath, like Chuck!"

She turned then and looked at him. "I don't know what I am. I'm sorry if I read your thoughts, but it sounded as though you'd said it."

"Said what?"

"The name's Logan. There ain't nothing that's gonna hurt you tonight; not on my watch! It's crazy, I know, but I often hear people's thoughts as though they had said them. I hear a friend of mine every so often and he's in Austria."

"Does the professor know this?"

"I don't know. Look, I'm sorry I hugged you, I know you don't like being touched unless you initiate it. I'm gonna go back to sleep now."

Logan sat back in his chair in the corner of the room staring at her back. First she'd startled him with her purple-colored eyes, now she was reading the thoughts in his mind like no one else. How else would she know what he was tempted to tell her, and that he didn't like to be touched? He'd managed to shield his mind from the professor, how could she get in? With all the training he'd endured, you'd think he'd get better at shielding his mind, not worse. Logan was fully aware of the fact that she'd drifted into sleep when her breathing softened and slowed. He knew why Magneto wanted her and why the professor wanted someone there with her at all times. He leaned back in his chair and folded his arms over his chest. Forty winks wouldn't hurt him none, he'd still know if anyone got close to the door. As he closed his eyes for sleep, he knew it wouldn't come. There was something about this girl that was already under his skin. He pushed away the thought that it was a 'romantic' feeling. She was just a kid after all. He knew he wasn't soft like the professor and loving every person that set foot in his life. What was it then, about this girl that bothered him? What was she doing to him?

~ ~ ~

Rogue decided to take the morning shift with Lizzy. She knew that the girl would probably feel more comfortable with her anyway. She dressed in her blue jeans and tee shirt, along with her gloves and tennis shoes. She made a fresh pot of coffee as she gathered two breakfast trays. Both the two would be hungry she figured. She'd hardly slept the night before wondering if maybe Magneto wanted Lizzy for the same reason he'd wanted her.

"Whatcha got there, Rogue," Scott asked as he walked in the kitchen.

Rogue looked up at him. He'd showered, shaved and dressed already and it was only 7:30 on a Saturday morning. She should have figured...he was a tight-butt after all. "Breakfast fer Logan and Lizzy," she said in her southern drawl.

"Have you already eaten," Scott asked, pouring himself a cup of coffee.

"While Ah got theirs around. Could yah get the door fer me, Sugah?"

"Yeah." He set the mug down and came over to where she stood. "Here, why don't you let me carry one of those?"

"Ah got 'em! Yah might consider gettin' something started fer the younguns, they'll be down before long; it's Saturday!"

Rogue made her way down to the infirmary carrying both trays of food. She was sure that Logan would be awake and have smelled her coming. She pushed the door open with her backside. "Morning, Logan. Ah thought yah could-"

"Shh!!! He's still sleeping."

Rogue looked over at Lizzy, then at Logan. She was right. Logan was sleeping soundly in the corner. "Ma name's Rogue by the way."

"Mornin', Rogue. Everyone calls me Lizzy."

Rogue nodded then she walked over and set the two trays down. She looked over at Logan and walked over to him.

"Don't touch me!"

She jumped at the gruff sound of his voice. "Ah was just gonna make sure yah was still breathin', Grumpus!"

He lifted his head and stretched. He sniffed, then grinned. "Yah made breakfast this mornin' huh?"

"Ah did, but Ah don't think yah deserve it." She turned and walked over to where the trays set. "Morning, Lizzy. Ah didn't know what yah like, but Ah thought this was a safe bet." She set the bed tray over Lizzy's legs.

Lizzy smiled at the array of food Rogue had placed on her plate. There was eggs, sausage, whole grain toast and fresh fruit. She liked the way Rogue pronounced her I's and you's. "It looks good, Rogue. Thank you."

"That's what Ah'm here fer." Lizzy giggled, and Rogue turned to see that Logan had taken the plate she'd brought for him, and was chowing on it. She turned back to Lizzy while rolling her eyes at Logan's behavior. "Ah'm gonna go get yah something to wear. Yah just worry about gettin' that down and Ah'll be back."

"Okay, thanks."

~ ~ ~

Logan looked over at Lizzy as she picked at her food. She wasn't eatin' very much at a time and she was making him feel like a pig for stuffing forkfuls of food into his mouth. Even Jean and Storm put more on a fork at a time than she did. He swallowed the food in his mouth, then took a swallow of the coffee Rogue had brought. She'd been thinking of him when she'd made the coffee. It was hot and strong - just the way he liked it. Just the way he liked everything. Three years with the X-Men had changed him a lot. He looked over at Lizzy. "Are you feeling better this morning?"

"Yes. Rogue's a good cook."

"Yeah." He couldn't think of anything else to say to her.

~ ~ ~

Lizzy realized that Logan wasn't much of a conversationalist. This was all so new and strange to her. She hadn't slept well the night before. She'd had continuous nightmares, the mansion was a new place, and there was this strange man in the room. Oh, she knew without a doubt that she had nothing to fear from Logan. There was something very unsettling about him that made it hard to sleep very soundly in his presence. Everything about the man screamed danger and excitement, but something in his eyes and his voice had told her he wasn't anything more than a teddy bear on the inside. A passionate man, who didn't know how else to be something other than a . . . grinch. She sat there in the bed looking at him out of the corner of her eye as she managed to get down some of the delicious breakfast Rogue had brought her. He was tall with a very nice physique. He didn't look old, but wisdom was written in those hazel eyes of his. He wasn't sloppy but he sure could use a shave, or at least a trim of those crazy side burns on his face. He was the wilderness kind of man, who didn't need nobody or nothing, she decided as she studied him. He was so unlike anything she was used to. He was definitely no Warren Worthington. She closed her eyes and tried to use the telepathy that had told her of Logan's heart the night before. She hadn't mastered this yet, but she was learning the ins and outs of it on her own, which wasn't very easy. She could see Logan sitting there in the same spot and she wondered if she'd really closed her eyes, then she was inside his mind. At first it was darkness, like none she'd ever seen, then a light appeared almost like the light on a train engine. As it came near her, memories of old flew around trying to free themselves from this catacomb of pain. Suddenly she was enveloped in all the pain of his life, and she screamed at the intensity. Never before had she felt anything this intense or heart wrenching.

"What are you doing?"

She could hear the gruff voice, but she couldn't respond. The pain was crippling to the heart and mind. Slowly Lizzy forced open her eyes, and found that she'd spilled her breakfast all over the bed and the floor. Her clothes were wet from the orange juice, milk and tea that Rogue had placed on the tray. Logan's calloused fingers touched the pulse point on her neck and her mind filled with the same memories. She jerked away from him.

He stared at her. "What's the matter with you?"

She moved back, and stared into his face. The thought that came into her mind was the one she spoke. "How do you live with that kind of pain everyday of your life?"

Logan stared at her. "I just do," he snapped.

Rogue came through the doors then. "What happened in here?"

"She went nuts."

"I'm sorry," Lizzy said, tears welling in her eyes as the full effect of Logan's pain struck her heart.

"Come on, Gal. Let's get you upstairs. You can get cleaned up and you'll feel better."