X23: Southern Comfort

by Ninon

Cannonball and X-23 become well aquainted

1. Chapter 1

X-23: Southern Comfort

Disclaimer:

The story came about as a result of a discussion I had with some fellow X-23 fans as to who would be the perfect boyfriend for Laura 'X-23' Kinney. For many reasons I came up with Sam 'Cannonball' Guthrie.

This story is pure speculation on my part as I don't think that Cannonball and X-23 have even been in the same panel in a comic book

For the sake of the story and propriety, this story takes place 4 years in the future, Making Laura 20 or 21 years old so she is legally an adult. Laura has pretty much settled into a comfortable life with the X-Men and has learned to be a hero. She's come out of her shell, but has still retained some of her taciturnity, and is still a woman of few words. She's grown a bit and is a bit more sociable. But mostly still remains the character we are familiar with. I have elected to write Cannonball's speech in straight forward English as opposed to the phonetic speech patterns that are used in the comic books to emphasize his Southern drawl.

As a physical template of Laura Kinney I am using model Miranda Kerr. And for a physical template of Sam Guthrie I am using dancer/model Kaleb Art.X-23, Cannonball etc. are all properties of Marvel comics.

Four years from now….

Sam Guthrie came out of the fitness complex in the basement of 'Graymalkin Industries' and made his way towards the elevators. It was Saturday morning and he had just completed his two hours of heavy power lifting, which he did every other day. He glanced at his reflection located in one of the display cabinets and shook his head with wonderment. He was sure that no one he had gone to high school with back in Kentucky would recognize him if they saw him today. Sam was no longer a long lanky string bean. Now he was so buff and muscular that he could easily grace the cover of Muscle Fitness magazine.

Now that he had finished his workout, he was going to change get a bite to eat and drive into San Francisco with Bobby Drake for an afternoon of rest and relaxation. But the chief goal was to hit the bars down by the wharf and see about meeting girls which was their ritual every weekend. Sam had really lucked out last weekend, he had met a pair of sisters visiting from Denmark. After about an hour of flirting and putting up with a bad imitation of his Southern drawl. They had taken him back to their hotel room. Sam used to have dreams like this when he was 15 years old. He had spent the entire weekend holed up in their hotel room downing alcohol and taking turns screwing each girl. He did not know what it was like in Denmark but both girls were insatiable. They had practically worn him out and Sam had to sneak off in the middle of the night while they were sleeping to escape them.

Sam did not end up returning to Graymalkin until the following Monday morning, hung over and covered in love bites. He had run into Remy 'Gambit' LeBeau on this way up to his bedroom. Gambit had examined Sam's state and shook his head in amazement and Gambit told him that he was taking over his reputation as the X-Men's chief ladies man.

Sam wished. He might be a good looking country boy. But he had none of the Cajun's charm and smooth way with women.

Sam had just reached the elevators when heard a huge commotion behind him. He turned and found Julian 'Hellion' Keller was standing in the middle of the hallway, yelling at Laura 'X-23' Kinney. Keller was one of the teams Telekentics. Meaning he could move objects with his mind. He was also capable of unleashing telekinetic bursts of energy from his hands, which it seemed he was about to do right now.

Kellers' fists were glowing a bright green symbolizing that he was to unleash a telekinetic blast.

"Why do you have to ruin everything!" he screamed at her.

"I am just trying to help you," Laura explained in a consoling voice.

"Don't you get it yet! I don't want your help! Why do you always have to be Little Miss Perfect and try and save me?"

"Hey, Hey," Sam said striding up to them, "Keller, lower your voice. That's no way to speak to a lady."

"Oh fuck off Hayseed, this is none of your business," Keller snapped glancing at Sam.

Sam could feel his blood boil. All his life living in the hills of Kentucky he and his family had been dismissed and written off as white trash. Even now as an adult the moniker still stung and hurt.

"Julian please.." Laura pleaded touching him on the shoulder.

"Just leave me alone Laura!" Keller yelled slapping her hand away and unleashing a telekinetic blast that sent her flying hard against the wall. Sam was on him like a tiger. He grabbed Keller by the back of his shirt and slammed him against the wall. He had wanted to do this to Keller the moment he had met him. He didn't like the spoilt Beverly Hills brat.

"Touch her again, I'll kill you," Sam said fiercely. Keller pushed him away and tried to hit him with a psionic blast but Sam blocked it with his own blast field.

"Step away Keller and cool down. That's an order," Sam said his voice hard.

"You don't give me orders." Keller spat.

"Oh yeah I do," Sam replied, "I'm a senior X-Men. And I am ordering you right now to cool down. Or do you want take this outside?"

For a moment it looked as if the brat was going to take him up on his offer. But he relented.

"Oh fuck the both of you," he said turning around and stalking off.

Sam watched him depart and did not lower his blast field until the boy had turned the corner. He then turned to Laura who by this time had regained her composure. The expression on her face was hard to read. What was it? Curiosity? Amazement?

"Are you okay?" Sam asked.

She nodded.

"Are you sure?" he asked again, he could feel his blood ready to explode. He had really wanted to kill Keller. He'd have to talk with Cyclops about this when he got back from his trip.

She nodded again, the expression on her face solemn.

"Look," Sam said an idea coming into his head, "I was planning on going down to the wharf for the afternoon. You wanna come?"

"Okay", she said her face brightening.

"Great," Sam said meet me down by the garage in about 30 minutes. Mines the red Ford pick up."

"Okay," she said again, "I will change and meet you inside the garage in half an hour."

Sam went into the kitchen ate a plate of scrambled eggs and downed a cup of black coffee and went up towards his room to shower and change. But first he had something else to do.

Sam tapped on Bobby Drakes room door. After a couple of seconds the door opened and there was Bobby Drake a towel wrapped around his waist.

"What's up?" Bobby asked, "I was just about to take a shower. Can I borrow some of your cologne? That stuff you wore last week that drove that Jessica chick crazy?"

"Yeah no problem," Sam said, "Look man. There's been a change of plans. I want to take someone along on our trip."

"Who?" Bobby asked curiously.

"Laura."

"You mean X-23?" Bobby asked incredulously.

"Yes, X-23."

"Why?" Bobby exploded.

"For Gods' sake keep you voice down!"

"Why?" Bobby asked again softly.

"Because she's upset."

"That Ice Princess? How can you tell, The expression on her face hardly ever changes."

"And you wonder why you have such a hard time with women," Sam said disgusted.

"I don't feel like chaperoning one of the X babies."

"She's not an X-baby. Not anymore. She's over 21."

"Whatever. She's still a kid. And I don't feel like spending some time with her. She's creepy. And then there's Wolverine. He's so over protective of her it's not funny. He'll cut your balls off if he even sees you looking at her."

"Don't be dumb. Nothings gonna happen And we're just going out for a good time. It's the X-Men having some down time."

"We were going out for more than just some down time Sam and you know it. And with Kinney hanging about we won't be able to do anything."

"Look, I've made up my mind I'm taking her into town for the afternoon and that's my final decision. If you want to go out drinking and cruising girls. Go round up some of the other guys. I'm sure that they'll be happy to accompany you."

"You're no fun," Bobby groused.

"Not my middle name," Sam said.

"You're making a mistake man."

"I'll get over it," Sam said turning to leave.

"Don't forget the cologne!"

Sam showered and changed into a pair of faded blue jeans, a black t-shirt, black windbreaker and a pair of Harley Davidson Motorcycle boots, (a gift from Cable). Then grabbing the keys to his truck he headed towards the garage. Sam went over the conversation with Bobby in his mind. Bobby as usual was just making a mountain out of a mole hill. It would just be a harmless day of fun. He was just being a gentleman cheering up a younger woman the same way he had done for Paige after she had a dust up with one of her boyfriends. Besides Sam could do with a day of harmless of fun, without the usual male posturing and the pressure to 'score' at the end of the evening. Sure last weekend with the Danish girls had been fun, and it flattered Sam to have to two women at the same time. But sometimes he just longed to be in a relationship with a girl who was stable and liked him for himself.

Yeah the time spent with Laura Kinney would be just harmless fun.

Nothing bad could come from this.

Sam found Laura in the garage leaning against his pick up truck. She was wearing black jeans, a red T-shirt, black gothic boots, and an oversized brown leather jacket with two stripes along the arms. Sam was certain that he had seen Wolverine wearing the same jacket years ago. He didn't think that he had ever seen her in a dress. But despite the fact she dressed like a tom boy. She still managed to look feminine. She straightened up when she saw him approach. The expression on her face was one of anxiety.

"Ready to go?" he asked smiling at her.

"Yes," she said, "Samuel-."

"Sam," he corrected her. The only person who called him Samuel was his mother, otherwise he hated the moniker, "Only my Mom calls me Samuel."

"Sam" Laura said correcting herself, "I hope that I'm not inconveniencing you. If you have other plans…"

"Naw, not at all," he said, "Actually you're doing me a favour."

"I am?" Laura asked surprised, "How?"

"Well to tell you the truth. I could do with a relaxing Saturday afternoon."

"And that wouldn't happen if I am not there?"

"No with the guys that I hang out with. It's usually more work than anything else. All the male posturing and competing." Sam trailed off, "It would be nice just to kick back once in awhile and have a relaxing Saturday afternoon."

They climbed into Sam's truck and made their way to San Francisco proper. It was a warm spring day and the sun was warmer than normal. Fortunately the roads were relatively clear and they made good time.

"So Laura, tell me a little about yourself," Sam said after they had driven for awhile.

"There isn't much to tell," she replied, "I am just an X-Man like you. Trying to defend a world that hates and fears me."

"Oh come on," Sam scoffed, "There must be more to you than just being part of our crazy team."

"I'm a student," she replied.

"Oh yeah?" he asked surprised.

"Yes. I'm doing my final year at the University of California at Berkley."

"What are you studying?"

"I'm majoring in psychology..with some additional studies in history."

"Oh. Why psychology?" he asked.

"My main aim is to be a teacher," she said.

"You mean you want to teach a bunch of kids?"

"Sort of," Laura said thoughtfully, "But I am primarily interested in helping children with special needs."

"You mean like mutants?"

"Well yes mutant children. But I am also open to helping non mutants as well."

"Why?"

"Childhood can be a difficult and traumatic time," Laura eased off and added, "I just want to help others that is all."

"That's mighty big of you," Sam said not disguising his admiration, "My sister Joelle is at USC right now. She's there on a gymnastic scholarship. Is there a reason you decided to Berkley? I thought that you would have gone Stanford."

"Actually I didn't decide on Berkeley."

"No? "

"No. Ms. Frost and Cyclops decided that I should upgrade my education. They actually decided that we should all get some kind of post secondary education. They just thought that I should go to university and get a degree. Berkley is the best school in the area. It allows me to pursue my education while still being able to function as an X-man."

"Yeah the Professor is really great with that. He thought that we should be more than just a bunch of joy ridding and showboating yahoos. He made sure that any New Mutant who wanted to. Could upgrade their post secondary education if they wanted," Sam paused and added, "I was the first Guthrie who attended college."

Laura looked at him and smiled in understanding.

"Well I first started off by doing correspondence courses," he continued, "But I did my last two years at Pace University in Westchester."

"What did you study?"

"Biology and chemistry."

"You're a scientist?"

"Funny I know for a redneck from Kentucky," Sam said not without a hint of bitterness.

"I didn't mean to imply…" Laura stammered.

"Naw, naw it's just me. I'm just joshing," Sam replied smiling at her apologetically. He had not meant to sound so harsh, it was just that he was used to being dismissed as stupid because of his Kentucky upbringing.

"Why did you take biology and chemistry?" she asked.

"I've always been interested in science and the way that nature works. I grew up on a farm. So it's neat so see how everything connects together."

"My mother was a scientist…," Laura said staring out the window.

"Oh yeah?"

"Yes. She was a geneticist."

"And what happened to her?"

"She passed away," Laura said stiffly. Sam glanced at her, but did not press the point. He knew how raw the emotions that came from the death of a parent could be. Until this day he still carried the death of his father with him. Sam changed the subject.

"Do you often come into San Francisco?"

"I used to when we first moved out to the East Coast years ago. The others…mostly the girls and I used to come down here to shop and to hang around. But when I started University and was promoted to leader Alpha Team I cut down on visits to San Francisco. I just found that I did not have the time. And the city is mostly over run with tourists during warmer weather."

"You don't like tourists?" Sam asked, he briefly thought back to his last weekend with the Danish sisters.

Laura shrugged.

"It is not that I don't like them. It is just that sometimes their behaviour can be…overwhelming. I am not that fond of crowds."

"Well it's only March," Sam said, "I don't think that we'll run into too many of them right now."

"No March isn't a peak tourist time," she said turning to him with a small smile, "I am guessing that you come down here often?"

"Well yeah," Sam said. He really didn't want to get into what exactly what he did when he came into the city, "But not to sight see. When I come down I usually only come down to party with the other guys. We hit the bars and clubs. It helps us to unwind after tough missions."

"I understand," Laura replied, "We do the same thing as well."

She did not bother to add that her coming into town was more of a way to act as a chaperone to the other girls who were less mature and had little impulse control. Megan was the worst, she had just turned eighteen and seemed to be obsessed with drinking and college boys.

"I guess that I never really thought of seeing the city before," Sam said.

"If you like I can show you around," Laura said.

"That would be nice," Sam said brightening up. They were just crossing the Golden Gate Bridge to enter the city proper, "You probably know the city better than I do."

"I know it well enough," Laura said smiling at him.

"Where should we begin?"

Laura stopped and thought for a moment.

"If we start at the Heights..then we can circle the city. And see some of the out of way places that are not frequented by tourists."

"Okay."

Sam parked his truck in public parking lot located near Union Square. Not knowing how long they would be he paid to park for a full day.

"Have you been to Union Square?" she asked.

"Oh sure plenty of times," Sam said, "I've come down here for concerts and stuff like that. But the place is too crowded for my tastes."

"That is because it tends to attract tourists. If you do not like crowds then, we should see the Haight-Ashbury part of the city first. Before the crowds begin to form."

They caught one of the municipal busses that went up Haight-Ashbury region and disembarked at Filmore and Haight . Haight St. had once been a part of the cities renowned city Hippie movement.

Sam looked around with a hint of trepidation.

"Wow..I don't think I ever came up around here," Sam said, "Isn't this part of the city where Hippies hang out?"

"They used to. This is what is known as Upper Haight which is a bit more gentrified. The 'hippies' are a bit more in the western part of the city known as Lower Height. My cousine liked hanging around in the Upper Height area of the city.

"I didn't know that you had a family," he said.

Laura shrugged.

"I did," she said, "They used to live across the city. I lived with them for a short time."

"Used to?"

"Yes," Laura said shortly, "But they had to move."

"Why?"

"My Aunts job transferred her."

"Where did they move to?"

"Canada," Laura said.

"Didn't you feel like joining them?"

"No," Laura said, "My place is with the X-Men. How about your family?"

"My family is in Kentucky," Sam said, "I come from a small mining town called Cumberland."

"I have never been to that part of the country."

"Didn't think so. It's mostly rural," Sam laughed, "But it's really beautiful."

They spent about an hour wandering around the stores on Haight St. Including dipping into Villains-Vault where Sam bought a pair of 30 old button up Levi's and Groove Merchant where they bought a few old CD's. Approaching mid-day, they took their wares and stopped in at the Squat and Gobble Café. They ordered crepes and omelets and coffee.

"So you have been with the X-Men a long time?" Laura asked.

"Yeah," Sam said, "Ever since I was a teenager."

"You were recruited by…?"

"Professor Xavier," Sam said shortly. He hoped that Laura did not want to get into it with him any further. While he was proud of being an X-Men. The way he had come into joining their ranks was not exactly his finest moment. He switched the subject.

"I am surprised that we never ever go to know each other before now," Sam said.

"Well you are on another team."

"Still that's no excuse," Sam trailing off, "But I do get the impression that you're…kept busy."

"Well yes," Laura said, "There are my studies and extracurricular activities."

"What extracurricular activities are those?"

"I help out at woman's shelter in San Francisco and I am the captain of the women's fencing team at Berkley."

"You're kidding?" Sam asked surprised.

"No," Laura said, "I am not."

She didn't bother to add that she was in the running for a scholarship to several prestigious graduate schools and many of them required involvement in extracurricular activities. She was going to take martial arts, but she realized that it might draw the wrong kind of attention.

"Wow that's incredible," Sam said.

Laura shrugged, "I like being busy."

"I'll say! Then there's your activities as an X-man. You lead your own team."

"Yes I do. Much like you."

"But you're on X-Force too right?"

"Yes I am. But only as a back up measure," Laura replied, "You were part of X-Force once too were you not?"

"Yeah I was. A long time ago," Sam said.

"Often I am a bit puzzled," Laura replied.

"About what?"

"How the X-men work together. I mean the nature of the relationships between the X-Men is turbulent. Members often seem to spend more time fighting each other than their enemies."

"That's what you get when you get a bunch of 'A types' working together."

"What are A types?" Laura said.

"You know…egotistic people."

"Oh," Laura said.

"But I have to tell you," Sam said, "I don't think that I would have it any other way."

"How so?"

"Well I figure that it's the demanding personalities that makes it all work. No way could being a slacker work as an X-Men. You need some kind of drive and ambition to get things done."

"Yes that is right," Laura said, "Or a strong sense of duty."

"Uh-huh," Sam said, "That too."

"Though I have often wondered…."

"Wondered about what?"

"Well why we…they don't take their powers to use for other purposes."

"Such as?"

"Well you know profit?"

"Then they would be bad guys."

"Not necessarily. They could use it for the greater good. I mean like working on the governments payroll."

"Nu-uh," Sam said shaking his head and sliding down further into his chair.

"Why not?"

"Government being in charge of superheroes is a bad idea. They would have too much control over us. Look at what happened in Civil War. And don't get me started on what they've tried to do to mutants."

"I see your point."

"Domino told me that S.H.E.I.L.D. does have some metas. But I think for the most part, most superheroes would rather work freelance. You know how much A types hate taking direction."

"Yes," Laura said smiling.

Sam decided that he liked it when she smiled. The expression on her face was completely different and her green eyes lit up. Sam almost felt as if he could get lost in them.

"But to tell you the truth I wouldn't even profit from my powers even if I could. The professor told us that our powers are a gift. No matter what the anti-mutant haters say. It's a privalage to be a mutant. And my powers are supposed to be used to help others. Especially those who can't help themselves."

They were soon startled by the sound of a boisterous crowd entering the restaurant.

"I said that this place is getting crowded. Are you ready to leave?" Laura asked him.

"Yeah I am."

Laura gestured to the server for the bill. When he came over and placed it on the table. Sam quickly snatched it up before Laura could retrieve it.

"I'll take this," he said and began to reach for his wallet in his back pocket.

"Sam that is not necessary," she said, "I can pay for my meal."

"I know," he said gallantly, "It' just that this is my day to treat you."

Laura merely smiled.

They left the restaurant and headed north to the Upper Height area of the city. Which as Laura had said was mostly filled with hippies. Sam was startled by the amount of buskers and pandhandlers on the street. Not to mention the people in their odd get ups. To Sams surprise Laura stopped and talked to a few of them. One was a grizzled old woman who wore a purple dress and a bowler hat with a space cut out for a flower.

Laura asked her how she was doing.

The woman mentioned something about her arthritis. But said that Beenies would come by and cure her soon. Laura smiled at her and handed her a twenty dollar bill.

"What was that about?" Sam asked.

"She used to teach at an art school where my cousine took classes. But she had to quit her job because she has schizophrenia."

"Wow," Sam said.

"My cousine liked her a lot. Because she was one of the few adults who did not treat my cousine like an outcast or a reject."

"I don't know what that says about your cousine…oh God I'm sorry," Sam stammered.

But Laura ignored the slip.

"She was taking medication while she taught. But I think that her husband left her and she just stopped taking her medication and got fired from her position after she started acting out."

"That must be rough."

"Yes it is," Laura said, "The cities social service agency looks in on her. But mostly it's the cities other transients who look after her. I come along here every once in awhile to see how she is doing."

"That's real big of you."

Laura shrugged.

"I figure that it is what Megan…my cousine would have wanted."

"Do you keep in touch with your family?"

"Not really," Laura said. Sam sense that she was uneasy about the questioning about her family. So he dropped the topic and brought her attention to a man wearing an outlandish outfit.

They then made their way westward to the Castro. Sam was aware of this part of the city, although he had never ventured here before now. The Castro was commonly known as the gay part of San Francisco.

He had nothing against gays personally (so long as they kept their hands to themselves). The X-Men had a few gay members including Karma who was on his team. Still Sam didn't appreciate being sized up like a piece of meat. As they passed a crowded patio café. He heard a group of men let out a stream of wolf whistles directed at him.

"Nice muscles Blondie!" one of them called, "Why don't you come on over here and I'll massage them for you!"

Sam blushed furiously, he NOW remembered why he never came into this part of town. Noticing his discomfiture Laura smiled and wrapped her arm around his.

"I'll protect you Sam," Laura said jokingly.

"Uh..thanks," Sam said sheepishly but he enjoyed the pressure of her arm around his. Sam still received stares of admiration from passers by. But the cat calls and the crude remarks stopped now that they knew that Sam didn't swing their way or was taken. For the first time ever he wondered what it would be like to have Laura Kinney as a girlfriend. Bobby Drake had referred to her as being an 'Ice Princess'. And he wasn't the only guy at Graymalkin who called her that behind her back. It was mostly due her cold and aloof manner. Sam had reluctantly admitted that he had originally found her to be like that as well. But now as Sam got to know her, found that his opinion of her was changing. Sure she didn't laugh or giggle a lot but. But he found that she had her own ideas and could carry on a conversation and pleasant enough. She was smart without being a know it all and she seemed to be genuinely interested in him as a person.

As they moved along the street they passed a large intersection.

"I take it that your cousin liked it down here as well?"

"Yes she did," Laura said, "She felt accepted. The Castro like the Haight has also become a bit gentrified. But still has a unconventional ambiance. But she especially loved to come down here and look at old films at the Castro Theatre."

She gestured to an old cinema to the left of them just up from the intersection where they stood.

"Didn't she have a theatre closer to her home?" Sam asked slightly puzzled.

"Yes," Laura replied, "It is just that the Castro Theatre shows old movies. She liked them because she found them to be more substantive."

"Yeah," Sam said, "My mother likes them too. She finds them more funny and romantic. She's not too crazy about the cussing and the sex in modern films. What kind of movies do you like to see?"

Laura thought for a moment.

"Whenever I've gone to movies in the past with the others and with-," she stopped herself before she could utter Kellers name and Sam almost cursed himself for bringing up the topic. The last thing he wanted was that asshole to darken the mood, "I meant to say that I allow the others to make the decision as to what movies I see."

"But which ones do you enjoy watching?" Sam asked.

"I like comedies," Laura said, "Films that make me laugh and forget my troubles."

"I know how you feel," Sam said, "I like 'em too."

"You do?" Laura asked looking up at him.

"Yeah," he said, "From time to time. But I mostly like science fiction action adventure."

"Maybe you could join us on our next night out."

"Yeah I'd love that," Sam thought. But if he were to take Laura out it would just be the two of them. Not her loud friends and certainly not that creep Keller. Why was he thinking like this?

As they passed the Mission Dolores church, the doors opened and people streamed out from noontime mass.

Sam watched them for an instant. He hadn't attended church in months. In fact the last time Sam had attended a service was the last time he visited his mother in Kentucky. He rarely attended church anymore. He did not have the strength to do so after partying on Saturday nights.

Laura watched him.

"Is this your church?" she asked curiously.

"No…no," Sam said, "Mission Dolores is a Catholic church."

"And you are not Catholic?"

"No Baptist."

"Baptist?"

"It's a Protestant denomination. Christianity is divided into three branches. There's Catholic like this Church, Protestant and then there's Eastern Orthodox which I don't really get."

"Why are you a Baptist?"

"Just the way I was raised I guess," Sam said with a shrug, "My mothers really devout. But I sort of fell off the path when I joined the X-Men."

"So the X-Men made you non religious?"

"No! No!," Sam said, "I didn't mean it like that. No I still believe. It's just with our busy lives and….everything I don't go to Church as much as I used to."

Sam knew that it was a lame excuse not to go to Church. But Laura did not press.

"Are you religious?" Sam asked.

"No," Laura said with a slight frown, "I don't believe.."

"You don't believe in God?" Sam asked.

"It is not something I gave much thought to. I know that others at Greymalkin do. Soorya ..is a Muslim and Rhane always is pleading to God to help her on missions. I studied the effects of religion in my psychology courses. But nothing beyond that."

"So you're skeptical?"

"It just never registered with me," Laura said, "I do not know if there is a God or not. I just believe that we have to be self-reliant."

"Well yeah," Sam said, "We have to do our part. But God will do His part and help us out."

Laura paused and stared at the Church.

"I do not understand how…if this 'God' is supposed to be so powerful. And he is supposed to care about us. Then why he would allow…a child to suffer."

Sam looked at her, completely getting her meaning.

"I know how you feel," Sam said, "I felt mad at God for a bit when my Dad died and we had to struggle financially."

"But your feelings towards Him changed?"

"I just think that everything works out for good in the end."

"That must be strong faith."

"Yeah it is," Sam said grinning.

"You said you like to read?" Laura asked as they proceeded along.

"Yeah."

"The we should visit Aardvarks," she said. Leading him up a nearby street.

"This is probably one of the oldest and most famous bookstores in the city. It specializes in old and hard to find books," Laura said releasing his arm. For some reason Sam felt a slight tinge of regret when she released him. He had loved the floral scent which emanated from her body.

"Is it really?" Sam asked dragging his attention to the store, "I never knew that. I buy most of my books online."

"Would you like to go in and browse?"

"Sure."

They stepped inside and looked around.

"I didn't ask you what you liked to read," Laura said.

"Oh yeah. I like reading a lot of science fiction."

"And why do you like reading science fiction?"

"I guess because it's different," he said, "I guess I liked it at first because it gave me an outlet. Cumberland Kentucky…where I come from is really beautiful. But it's a rural area and can be pretty boring. I guess reading….specifically science fiction gave me an outlet…and allowed me to imagine other places. Even if they don't really exist."

"Well if you enjoy seeing other places then you must enjoy being an X-Man."

"Yeah! Yeah I do," Sam said smiling, "I mean I've seen places I never thought that I would ever seen if I had just stayed back home."

"Any favourite authors?"

"Yeah," he said with a measure of excitement, "I'm a big fan of Robert Heinlan."

He spent the next five minutes telling her about Heinlein's works and the themes of his books. Laura listened with rapt interest. Sam asked one of the store clerks where the science fiction and fantasy section was and after going over there Sam scanned the section until he found the book he was looking for. He pulled it down off the shelf and showed it to Laura.

"This is my favourite book by him," he said without disguising his excitement.

"And why is that?" Laura asked.

"Because it discusses a great deal about being responsible, doing your duty and protecting people who are weaker than you are."

"You mean like the X-Men?" Laura asked.

"That's right," Sam said, "I read the book back in high school and it is the first book that I read by him. I just found that I could identify with the lead character Thorby It's not his most popular novel. But it probably is my favourite and most influential one. I re-read it every year. What do you like to read?"

"I don't generally read for pleasure," Laura replied, "Most of my reading involves my studies."

"And that would be?"

"Psychology and sociology text books."

She did not bother to add that psychology text books were a welcome change from the books on military and martial arts she was forced to study and devour when she was at Facility such as Von Clausewitz, Machiavelli, Miyamoto Musashi and of course Sun Tzu. Not to mention books on military greats such as Napoleon, Julius Ceasar and Alexander the Great. By time she was 10 she knew very well almost every method there was to strategize, deceive and manipulate others. She was grateful that being with the X-Men gave her a chance to put all of these skills to good use.

"So you know how to read people?" Sam asked.

"I would say understand them better…" Laura corrected him.

"So what do you read into me?" Sam asked putting the book back on the shelf and turning to Laura.

"You have a lot of inner strength, dependable and are supportive," she said.

"Aw come on," Sam said blushing, "You're only saying that."

"No I am not."

"And what would you see my on my dark side?" he asked crossing his arms.

"On the negative side I guess I see that you are a bit temperamental and have a hard time being moved from an opinion once it's made up."

Sam blushed slightly.

"That's what my Mom says. She says that I'm stubborn as a mule."

They left the shop and made their way towards the Mission District. The Mission district was famous for it's large Hispanic community and decorative murals that lined the streets. As well as rows of Thrift Shops. They stopped outside one called Idol Vintage.

"This was my cousins favourite store. Megan and Nori like shopping here as well."

"Can't see why."

"What do you mean?"

"Well why in the world would someone want to wear old clothes?"

"Well," Laura began, "I guess that they like the appeal to another time period, when the clothes were more unique and more durable. Many of the clothes today do not have that same durability as the old ones and the style design is different."

"I don't know about that," Sam said, "The 501's I bought five years ago hardly have a hole in them."

Sam didn't bother to mention that his family had been so poor and so in need of funds, especially after the death of his dad, that they were forced to get their clothes from donations from the local Church. The experience shamed Sam so much that he refused to wear anything second hand ever again. Sam didn't want to go inside. But Laura was already pulling the door open. He followed her. Sam looked around briefly, he expected the store to look dingy and musty. But it actually was very clean and very neat. His eye caught a jacket hanging on the wall. He immediately walked over to it.

"This is cool," he said looking at a large circa World War II red leather sheep skin bomber jacket, "It would go well with my old goggles."

Sam flipped the sales tag and whistled.

"Whoa. But that price tag is too rich for me." He turned to a rack full of old rock T-shirts.

"But maybe one of these old rock t-shirts would be great….I loved the Grateful Zombies when I was growing up. I always wanted to see them. Not that they ever came to Kentucky…"

Laura stared at the Bomber jacket for a moment, and while Sam's attention was still focused on the clothing rack. Laura took out her credit card and silently gestured to a nearby sales clerk who understood her meaning and reached for her credit card and the jacket. Sam purchased two rock shirts and they made their way back out onto the street and continued eastward.

As they approached Potrero Hill, Laura's gait began to falter.

"Something wrong?" Sam asked puzzled turning to face her.

"No," she replied, "My aunt used to live up there. It's just mostly residential housing and family dwellings. Nothing substantive to see really."

Sam could tell by the tone in her voice that she felt that the exact opposite was the case. It might lack substance to others but it held a great deal of meaning for her.

"You sure?" Sam asked, "We can just take a quick look if you like."

For a moment Sam thought that she was going to say no. But she nodded.

"Okay," she said. They made their way slowly up the hill. Potrero Hill was distinctly different from The Mission. It was cleaner and wider with the houses standing neatly apart and the lawns well manicured.

"Now this I could settle down in," Sam said looking at the houses.

"Really?"

"Yeah. It's not like the frea-I mean eccentric like the rest of the city. I could see settling down here if I wanted to live in San Francisco. I can see why you felt at home here."

Laura nodded as they turned onto a side street that swept down into a hill. Almost slowly as if in a trance she made her way down the street. Sam followed at a brief distance, for the first time studying her gait and the way she carried herself. He noticed for the first time that she seemed to walk on the balls of her feet. Like a dancer, or like a cat. It wasn't the haughty supermodel/Hollywood starlet strut which was the way most of the women in the superhero business moved (sometimes being around them he felt as if he were in a giant fashion show). It was very feline, slow and languorous and very dangerous. Sam felt an all too familiar sexual stirring inside of him…as well as something else.

He had been staring at her so long that he almost bumped into her when she suddenly stopped stopped. But he caught himself and looked up in the direction she was looking. It was a nice two story house, and while it as designed similarly to the other houses around it. It looked much newer as if it had been constructed long after them.

Laura stared at it for a long time.

"Is this where you lived?" he asked gently.

Laura nodded wordlessly.

"You miss them don't you?" he asked.

"Yes I do," she replied her lip began to quiver slightly.

"I know how you feel," Sam said, "I miss my family all the time as well."

"Do you visit them often?" she asked turning to him Sam could see that her eyes had been red. As if she were almost ready to cry.

"My family? Oh yeah every chance I get. I try and make it back to Kentucky once a month. But it often doesn't work out that way. So it's about every six weeks. I stay with my Mom for a few days and help out on the farm."

"Your family has a farm?"

"Yep. It's not as big as it used to be. A lot of land was sold over the years. And it wasn't enough to support a family. That's why my Dad took a job in the mines."

"Does he still work there?"

"No," Sam said tightly, "He died when I was a kid."

"I'm sorry."

"Aw naw," he said dismissively despite the tightness in his chest, "It was a long time ago. You know if you miss your family so much. You should go and visit them."

"No I can't," she said her voice trembling a bit.

Sam could have kicked himself for bringing it up. He knew full well that many mutants could not go home again after their mutation was known. Many of them were rejected by their families and could not go home. Though Sam suspected that wasn't quite the case with Laura. He guessed that there was something else going on. Something more deeper and more painful. Part of him longed to know what it was. He was seeing a different…and a more vulnerable side of Laura Kinney that he had never seen before and he was glad that he had asked her out on this days excursion. He now knew that she was way more than just an 'Ice Princess'. Still he did not want to be the cause of her pain.

He placed a comforting arm around her slim shoulders held her close and Laura leaned in to him. As if she relished her strength.

"Come on," he said, "Let's get a drink at that coffee shop over there."

They stopped at Chatz and bought a couple Smoothies. Sam told her a funny story about his early days with the New Mutants. It made Laura laugh and her spirits rose. She suggested that they catch one of the street cars from Portero Hill through South of Market to China Town.

China Town was one of San Francisco's main landmarks and a tourist hub. However both Sam and Laura were aware that the part of China Town that was an attraction to tourists, was different to the one frequented by the locals. Knowing that Sam would most likely not want to see the part of China Town frequented by tourists. She a gently touched Sam on his right hand signaling him to turn on to Stockton street. For some reason Sam jumped in surprise, even though they were being jostled by people all around them. Her touch on his skin was something else. Sam wondered what it would feel like to feel her bare skin against his. Why was he thinking like this? She was a fellow X-Man and he barely knew her. He closed his eyes to banish the thought.

"I am sorry," Laura said, "Did I startle you?"

"No," Sam said looking into her eyes, "Not all. I was just day dreaming."

"Are you bored?"

"No! Of course not. I was just thinking to the last time I visited Hong Kong. The food man…didn't sit well with me. I'd take a big juicy burger any day of the week."

"Would you really," Laura said, "I would having gown up on a farm you would have eaten a lot of beef."

Sam could not help but smile wryly. It was a common misconception that people on farms had an abundance of food and were well fed. Sam knew the opposite to be just the case.

"We didn't have much livestock," Sam told her, "Oh we had some animals, mostly chickens and pigs. But we mostly just grew vegetables which we sold to the local grocery stores in nearby towns. But truth be told it was mostly just a side income for my Dad. We only had about thirty acres. It was fair but not enough to support a family and pay bills. It's one of the reasons why my Dad ended up working in the mines."

"I see," Laura said.

"My Mom even took a part time job as cashier at the grocery store on weekends," Sam stopped himself, "Sorry I didn't mean to depress you."

"No that's okay," Laura replied, "I like hearing about you and your background."

"What do you like to eat?" Sam asked.

"I am not a fussy eater," Laura said, "But since joining the X-men I began to adopt the diet of some of the older women."

"You mean no carbs and no sugar?" Sam asked.

"Yes. But I also eat organically."

"I didn't think that with your healing factor you had to eat clean."

"My healing factor means that I can heal quickly from fatal injuries. But it doesn't mean that I won't gain weight if I don't eat carefully."

"Feel like cheating today?" he asked.

Laura smiled.

"I already did this morning and with the smoothies."

"Then we might as well make it an even three," Sam grinned, "Have you thought about dinner? There are some fantastic restaurants around here."

"I am not in much of a mood for Chinese," she said wrinkling her nose slightly, "There are some nice Italian restaurants in North Beach that I would like to try-."

Laura broke off mid sentence and before Sam knew it she was breaking away from him and racing through the throngs of people towards a group of four boys.

All four of them were of Asian descent and they were dressed like gang bangers. Sam saw that they were closely following on the heels of a white elderly couple who looked distinctly out of place in the area. One of them was brandishing a sharp edged military styled knife.

Before he could reach up and slice the woman's purse strings. Laura grabbed him his arm and delivered a sharp blow to his face and he staggered backwards. The second and third man came at her. The first one she kicked in the crotch the second one she punched in the face. She could hear the sound of the fourth one coming at her and she dropped to her knees and went flying over her onto the ground. The knife wielder by this time had regained his composure and had risen to attack her but Sam tackled him to the ground. He mercilessly began to pound him in the face.

"How about I teach you how to treat a lady!" Sam snarled raising his fist to hit the guy again.

"Sam!" Laura shouted at him. He stopped and looked up at her. She shook her head no.

Sam rose to his feet rushed over to Laura's side and helped her to her feet. The woman who had been the target of the robbers looked at Laura shocked.

"Oh my God how did you do that?"

"Krav Maga lessons," Laura said with a shrug.

"Come on," Sam said taking Laura by the elbow. The cops were on their way and Sam didn't feel like spending the rest of the afternoon giving a statement. He led her up the side of a narrow alley away from the crowds. Laura turned to look at him and stopped him.

"You are hurt," she said stepping up to him concerned.

"It's just a scratch," Sam said looking down at his side there was a long red slash down the side of his stomach from where the thug had slashed him. Fortunately his skin had not broken, "But the shirt is ruined."

"I will buy you another one," she offered.

"No that's okay Laura," Sam said with a smile, "I'll just wear the one I bought at that second hand shop. He stepped into the shadow of nearby alley, handed Laura his windbreaker, and then stripped off his torn t-shirt. He was oblivious to the way that Laura's gaze lingered on his chiseled torso. He then reached into his shopping bag and took out the Grateful Zombies T-shirt and put it on.

"See?" Sam said, "How do I look?"

"You look fine."

"Great!" Sam replied he took his windbreaker from Laura, trashed the torn T-shirt and they made their way to Nob Hill.

North Beach was mostly known for it's shopping and being part of the cities 'Little Italy'. Sam had been to this part of town before, mostly to dine and a few times to visit the strip clubs on Broadway. But he didn't bother to disclose this information to Laura. The part of the city was also famous for many Italian restaurants. Laura led Sam to Ristorante Ideale on Grant St.

The restaurant was not that crowded and Sam and Laura were quickly shown to a table along side the wall by one of the servers and given menus.

"Why don't I let you order," Sam said.

"Okay," Laura said.

She gestured to the server and told him that they would start off with an antipasti salad for both of them, and a half a bottle of Rosso Barbera. Then as the main dish Sam ordered veal loin over creamy polenta, chanterelles and veal sweetbread. And Laura ordered a grilled short rib of American Kobe beef with baby squashes and horse radish essence. They both passed on desert, although Sam ordered a glass of whisky and Laura ordered another half bottle of wine.

"Do you have any plans for the future?" Sam asked taking a sip of his whisky.

"What do you mean?" Laura asked startled.

"I mean after you finish with the X-Men."

"I wasn't aware that there was some sort of term limit to working with the X-men," Laura said with a brief frown.

"There isn't," Sam replied, "What I meant was that when you get older you might want to do other things."

"I had never given it much thought," Laura said, "I mean apart from eventually getting a PHD and teaching. I have not considered having a life outside of the X-Men."

She paused for a moment and asked.

"I take it that you have?"

"Oh year sure," Sam said enthusiastically, "I'm thinking another five years when I'm thirty or so. I'll be ready to move on. Not to say that I won't to help out when needed. But I want to do other stuff."

"Such as?" Laura asked.

"I have a plot of land in Kentucky. I bought it with the money that I earned while I was with X-Corp. It's really beautiful, Laura. You'd love it."

"I am sure that I would," Laura replied.

"Maybe I'll get a chance to show it to you one day."

"I would like that very much," Laura said softly.

"Right now I lease the land to a nearby farmer. But it has an old farm house on it. It's made out of stone and was built shortly after the civil war. I spent a whole summer fixing it up and fixing up the barn that was on the property. One day," Sam voice trailed off as he tapped the table with excitement, "One day..one day I'm going to move in there and start a family."

For some reason this made Laura perk up.

"You mean you want a wife and children?"

"Well yeah," Sam said with an obvious shrug.

"So then you are involved with someone?" she asked taking him somewhat by surprise.

"No," Sam said. He thought back to the last woman he dated. If you wanted to call that dating. When they had not been fighting then it was just sex. He wouldn't have exactly classified it as being a healthy relationship, "I'm single."

"I am surprised," she said.

"Oh and why is that?" he asked taking a sip of his whiskey.

"Well you are very attractive. I thought that with your looks and your build you would have a girlfriend."

Sam paused for a moment. He was speechless.

"You certainly don't mix words."

"I am sorry," Laura said looking down at her wine for a moment, "I should not be so blunt. Cessily is trying to teach me to be more tactful."

"Hey it's okay," Sam said, "I like you being straight forward."

"You do?" she asked surprised looking up at him.

"Yeah," he replied, "There's no bull-there's no games with you."

"Thank you for saying that," she said, "It is the only way I know how to be. Not everyone appreciates it."

"Well I do," Sam said leaning across the table to look at her, "Especially when a woman who tells me that I'm attractive."

Laura blushed.

"Hey made you blush. I don't think that I have ever seen you do that before."

"I…I," she stammered.

"Hey relax," he said reaching across the table and squeezing her hand. It was like a wave of electricity passing through them. Laura quickly removed her hands.

"Do you…work out often?" she asked changing the subject.

"Every other day," he said, "For awhile I was thinking of going pro. But duties with the X-Men were too hectic. So I gave it up."

"Turning pro?"

"Becoming a professional body builder."

"Why did you want to become a professional body builder?"

"I like weight lifting and the whole process of building your body and making it stronger. But it didn't work out," Sam shrugged, "I was too busy with the X-Men."

"But there are other benefits."

"Such as?"

"Well enabling you to attract the attention of the others."

"Huh?"

"That group of women who just arrived," Laura said gesturing with her chin, Sam glanced over his shoulder and saw a party of about four women at a nearby table. One of them was openly staring at him. When her eyes met Sam's the turned away, "They have been staring at you all evening. They are attracted to you. That must be a fringe benefit of lifting weight."

"Well it helps," Sam said, "I mean better than having a beer gut. But I am nowhere as lucky as some men."

"Like who?"

"Well Remy for instance," Sam said, "He can charm almost any woman."

"I like Gambit," Laura admitted, "But I like you better."

Laura found Gambit handsome and charming. But she knew that his present interest in her was as a sexual conquest. Almost from the moment she turned 18 he had started flirting with her… though after a few months he had cooled off (she suspected that Wolverine had told him to stop). Despite Gambit's 'committed' relationship with Rogue. Laura knew that Gambit had a propensity to sleep with other women. He was wise enough to keep his dalliances outside of the X-Men. There was no point in word getting back to Rogue. Though Laura suspected Rogue already knew and just turned a blind eye to his activities. As long as the Cajun was discreet and treated her well she probably did not care.

Sam blushed.

"Gee Laura that's the kindest thing I have heard in awhile," he said, "I mean you aren't just saying that because I took you out?"

"No I mean it," Laura said becoming flustered, "You are different, you treat a woman as if you care. Your interest is genuine and sincere."

She stopped.

"Sorry I should not have said that again," she stammered.

"Easy," he said placing a large hand over hers again this time Laura did not remove her hands. Both of them stared into each others eyes for a long time.

"My interest in you is genuine Laura. Because I am genuinely interested in you."

"Are you really?"

"Yes I am," Sam replied firmly.

"I would have thought that you would have found me….boring."

"Why? Because you're quiet?"

"Yes."

"You know Laura," Sam said leaning partly over the table, "Contrary to what you see in comedies. Not all men like crazy chatty women."

"They don't?" Laura asked, she thought back to all the times when Julian had admonished her to not be so serious and uptight.

"No," Sam said, "And you certainly aren't boring. You brought up a lot of interesting things that I normally hear I really enjoyed our time out today."

"All of it?"

"Yes," Sam replied. He then smiled, "Including the fight. You really can kick some tail."

"He should not have attacked me like that," Laura said with a slight frown.

"He..they were a bunch of knuckle heads high on crystal meth," Sam said, "They weren't thinking straight. If they were they wouldn't have gone after you to begin with. I'm just glad that you didn't…" Sam did not finish the sentence but Laura knew he was referring to unleashing her claws.

"Well the Professor said that there shouldn't be any flaunting of powers outside of costume."

"True."

"Although Steve Rogers was able to get me a presidential pardon for may past…crimes. There are still people who would want to exact revenge on me. I am very careful about when and in what situations I draw my claws in. Besides I really did not really need to extend my claws to take down those thugs," Laura said, "And you were there to help me."

"I'd never let them hurt you," Sam said fiercely. Sam was taken back by his own emotions.

"Thank you Sam," Laura replied, "And I would have done the same for you. We are both X-Men."

"I saw you sparing one day with Betsy," Sam said changing the subject, "You really held your own against her."

"I will take that as a compliment," Laura said, "Elisabeth is a worthy opponent. She doesn't give much quarter."

"I suspect that neither do you."

"I was brought up to win at all costs."

"Really?"

"Yes," Laura replied taking a sip of her wine and thinking back to all the times at the Facility when she had gotten hit for not succeeding in an assignment or training, "At first it was to avoid..being reprimanded. But then as I got older it was out of a sense of duty… and."

"Pride?" Sam asked. He thought about her somewhat haughty attitude.

"Yes," she replied

"I know how you feel," he said, "I hate loosing."

"It's something we both have in common," she said brightly.

"So what do you do for fun? I mean besides taking tours of San Francisco?" Sam asked changing the subject.

"Fun?"

"Yeah fun," Sam said, "I mean what do you do when you aren't studying or saving the world."

"Well," Laura began as if un sure how to answer the question, "I socialize with the others."

"You mean your team mates?"

"Yes. When we aren't busy with school we visit bars in the city. Go to concerts. Sometimes we go skiing and snowboarding."

"You like snowboarding?"

"Not really. I've done it a few times. And how about yourself. What do you do for personal enjoyment?" she asked, "Besides lifting weights."

"I dunno," Sam said shifting in his chair, "I like the usual guy stuff. Tooling around with my truck, reading science fiction, playing pool."

"I play pool!" she said perking up.

"Oh you do. Maybe we can have a game once in awhile."

"I would like that," she said.

"Besides that. I like watching sports. Footballs my favourite."

"You mentioned that you were planning on spending the day with Bobbi Drake," Laura said taking sip of her wine, "What were your plans?"

"Nothing much. Just hitting the bars. Shmoozing with the locals."

"You mean meeting women?" she asked a bit shyly. Sam clearly understood the other half of the unspoken question. She was asking him if he picked up girls to have sex with. What was going on?

"Yeah Laura. I schmooze with women too," he replied thickly.

There was an awkward silence between them as they stared into each others eyes.

"Where to next?" Sam asked breaking the silence.

"You aren't ready to go back to Greymalkin?" she asked surprised.

"No," Sam said glancing at his watch, "It's not even seven."

Sam realized that he did not want this evening to end.

"But if you're tired and want to go..." Sam began.

"No...no," Laura replied, "I am not tired. We can go and look at Fisherman's Wharf and the Marina."

"If you don't mind Laura," Sam said, "I'd like to skip Fisherman's Wharf. It's a tourist trap and I've been there hundreds of times."

"Okay," Laura replied. She waved to the server for the bill. When he presented it on the table, Sam snatched it up before Laura could reach down and retrieve it. "This days on me," he explained before she could protest again, "I want to show you how special you are."

It was not until later that Sam realized how forward it sounded. But Laura did not protest. She just stared at him once again in amazement.

When they left the restaurant they hailed a cab that took them from where they were outside the restaurant to all the way to the Marina and got off at Filmore and walked south to Marian avenue where the boats were docked. The sun was still up but was beginning to set. And already the crowds were beginning to emerge with partiers and couples as they started they began to jump start their Saturday night. But Sam and Laura were both oblivious to them and were caught up in their own company.

Sam stopped and looked at the boats.

"These are some pretty expensive boats," Sam said looking at a huge yacht floating just yards away.

"Yes they are," Laura replied.

"Ever wish that you could just jump on one and sail off?"

Laura thought about how the first 13 years of her life and been confined in a room. She did not know if she wanted to spend time confined on a boat.

"No. Not really," she replied.

"When I was a kid growing up in Kentucky," Sam said, "I would have given anything to travel."

"You said that you've been to Hong Kong?" Laura said turning to him.
"Yeah I saw my share of the world," Sam said, "If it hadn't been for the X-Men I probably would still be at home in Kentucky," That wasn't exactly true but she didn't have to know the details, "How about you?"

"You mean prior to the X-Men?" she asked.

"Yes."

Laura paused staring at the open water. She was so quiet for a moment that Sam did not think that she would answer his questions.

"Yes," she said, "I have been all over the world. But not as a tourist."

"No?"

"No," she replied, "What was your childhood like Sam?" she asked changing the subject.

"You mean growing up in Kentucky?"

"Yes."

"Pretty low key," he said, "I grew up in Cumberland. It's in the hills in Kentucky. I'm the eldest of nine kids."

"Nine!"

"Yeah," Sam said, "Big families are common where I come from. Anyway in Cumberland. There was only one high school. One Wal-mart and a few grocery stores. Everyone knew everyone else. It was a pretty tight community. We had to be because most every family had a someone there who either worked at or had a family member who worked at the coal mine. So we all tended to pull together when things got tough."

"Did you have anyone who worked there?"

"Yeah," Sam said slowly, "My Dad worked there for a time. Then so did I."

"Really?"

"Yeah really," Sam replied without looking at her, "My Dad passed away in a mining accident. There was no way that my Mom could support our large family on our farm or as her part time job as a cashier. So I quit school and went and worked in the mines."

"You did?" she asked without undisguised admiration.

"Yeah I did," Sam with a small measure of pride that she was impressed.

"How old were you?"

"Fifteen. But with my Dad gone. I was now the man of the house," he said turning to face her and leaning against the rail, "It was up to me to provide for my family."

"Oh," Laura said. She thought of Julian and his monthly arguments with his older brother James to give him more money. Usually these arguments would take place within weeks of receiving it. Most often than not Julian would fritter it away on trivial things such as buying liquor, smuggled Cuban cigars and designer clothes. There was also the fact that he had taken up online gambling. She was sure he was in debt to the tune of tens of thousands of dollars. Laura could not help but wonder how Julian would have managed if he had ended up in Sam's situation at his young age.

"I wasn't there very long," Sam continued, "There was a cave in, and while I was trying to save one of the workers. Some rocks fell on me and it was then that my mutant powers developed."

"You joined the X-Men after that?" Laura asked.

"Not right after that. But sometime after that," Sam replied with a grimace. He considered his time with the Hellfire club a nightmare which he wanted to just gloss over.

"You had some siblings at Xavier's didn't you?" Laura asked curiously.

"Yeah," Sam said, "There's Paige, code named Husk. And there was my younger brother Joshua."

"Jay," Laura chimed in, "I remember now. He fell at the hands of Reverend Stryker..."

"Yeah he fell at the hands of Stryker," Sam said tightly, "May that son of a bitch rot in hell."

Laura studied him for a moment.

"You've suffered," she said carefully. Sam shrugged his broad shoulders trying to give off an air of nonchalance. But Laura could see that he was hiding a lot of anger.

"That's life I guess," Sam said.

"I never thought that you would be so fatalistic."

"I normally am not," Sam said, "But sometimes you have to let go. Or it'll just eat you apart. Here."

Sam began and reached for his wallet. He extracted an old snapshot.

"This is a picture of all of us taken about a year before Josh died."

The shot consisted of a tired looking woman, surrounded by nine children including Sam.

"That's Paige, Elizabeth, Josh, Jeb, Melody, Joelle, Lewis and Lucy. Lewis and Lucy are the only ones who are at home right now. Everyone else is either in college out working. Melody got married last year and lives with her husband in Nashville."

"You have a very beautiful family," Laura said with great admiration. She reached down and pulled out a locket that was tied around a ribbon. She opened the locket and showed it to Sam. Sam saw that contained inside was two photos. One was a faded black and white shot of a woman who looked very similar to Laura.

"Is this your Mom?" he asked fingering the locket. His fingers brushed Laura's.

"Yes," Laura replied.

"She's a beautiful woman," Sam said, "I can see where you got your looks."

Sam meant that in more than one way. While the family resemblance was unmistakable. There was also something else that they shared a deep air of sadness.

"Thank you," Laura said proudly.

"And who is this?" he asked referring to the other picture of a young teenage girl with a funky hair cut.

"My cousine Megan," Laura replied.

"She's pretty," Sam said releasing the locket. Laura closed it and placed it back beneath her shirt.

"You have one very nice looking family. I'm guessing that you had a much better childhood than I did."

Laura looked at him surprised.

"Why do you say that?"

"Well all that cool stuff you can do. Dom, said that you learned it all this top secret place called The Facility."

Laura knew that there was a data base at the mansion on all of the X-Men. She had done her share of digging on various teammates (though not Cannonball). The data base contained information on all the X-Men, their encounters and the villains they had fought etc. However a complete and exhaustive background of the X-Men, especially members who had murky pasts were not always made available for everyone to see. Laura had taken a look at hers. It mentioned that she had spent her child hood at 'The Facility' and was trained to be an assassin, and that she had wandered on the streets. However there was no mention of the murder of her mother or the fact that she functioned as a prostitute for a brief period of time. She suspected that some of the older X-Men knew though. It was something she herself had confided in Julian. He had sworn never to reveal it to anyone. However his instability, immaturity and vindictiveness left Laura uneasy. She lived with a sense of evil foreboding that he might one day reveal her secret…

"I had no idea that Neena was sharing my background," Laura said slightly annoyed.

"Hey she wasn't tattle telling," Sam said defensively, "It's just that some of the stuff that you do. Well..it's way advanced. I've watched you with the others. The other girls and you're just different."

"Different how?"

"More mature I guess. You're just more calm than they are."

Laura smiled at the compliment and shrugged dismissively.

"So I'm just guessing that your Mom worked there. And you got to be schooled and trained. You know the same way that some kids whose folks work at a private school. Get to study there at a reduced rate."

"What exactly do you know about me…and my background?"

Sam opened his mouth to give a ready reply. But then paused.

"I -I guess I don't know that much about you after all," he said, "I just know that when Logan introduced you to the rest of the team it was as his little sister. I'm guessing that it is not quite true."

"Yes technically it is true. Although Logan did legally adopt me three years ago making me his daughter. I am really his 'twin sister'. I was cloned from his DNA. I am his genetic twin."

"Oh. But you do look anything like him."

"No I don't," Laura said.

Sam paused for a moment.

"Why were you cloned using Wolverine's DNA?"

"I was created for the sole purpose of being an assassin. My designation 'X-23' came about. Because I was the 23rd embryo that took."

"What?" Sam exploded, "You're kidding?"

"No," Laura said shaking her head.

"But…how..?" Sam asked perplexed.

"What do you know about the Weapon X program?" she asked him.

"Not that much" Sam said, "I just know that Logan went through it. He said it sucked."

"That's right," Laura replied, "The whole weapon X program was an offshoot of another program called Weapon Plus. Weapon Plus was primarily a government program, both run by the Canadian and US governments to create super soldiers who would be almost invincible on the battle field. Eventually when activities of Weapon Plus were discovered by the general public, via the media. The public outcry was so great that the program was shut down. However scientists who were involved in the program re-launched the program years later. For more…. commercial reasons. They called it The Weapon X Re-Creation project."

"When you say that the main aim of this Facility was commercial what did you mean?"

"It depended on what the client wanted. But the primary goal involved killing."

"So you killed people?"

"Yes I did," she said looking away. Sam could see the shame and humiliation in her act.

"But as a little kid?"

"I was not doing it from day one, if that is what you are asking. I was not sent out until I reached pre-pubescence."

"But still…you were just a little kid. How did you do it?"

"It was a combination of what I was taught as a child. As well as conditioning."

"Conditioning?" Sam asked, "You meant that you were forced to?"

"Yes."

"And if you said no?"

"I was punished."

The tone in which she said it told Sam that it must have been cruel.

"What about the other kids?" he asked

"There were no other kids. I was the only embryo that took."

"So you mean that you went through all of that alone?"

"Yes," Laura said her green eyes darkening.

"Oh my God!" Sam gasped, "But you said that you had a mother?"

"Yes I did," Laura replied, "The scientist who created me. Dr. Sarah Kinney. Was also the woman who carried me to term."

"You mean she was a surrogate mother?"

"Yes," Laura said tightly, "But she also was my mother in other ways to. She spent time with me. Emma later assisted me in looking into the Facilities background. I found out that Dr. Kinney..my mother had her own eggs harvested earlier and used them. So she is my mother in every sense of the word."

"Why would she have her own eggs harvested?" Sam asked puzzled.

"Because the project was top secret. And she was supposed to be working in anonymity. I guess she felt that by harvesting her own eggs it was her own way of getting credit for her work."

"Did your mother try and defend you?"

"A little. But there was no much she could do. If she protested too much she would have been fired or killed," Laura said. This was not quite true. Laura knew that Sarah could have taken her and run off with her years ago. But she understood that her mother had her own horrific demons to contend with and she had forgiven her years ago.

"Killed?" Sam asked.

"Yes," Laura replied thinking of Zander Rice.

"How long were you at this place?"

"Thirteen years."

"How did you get out?"

"My mother took me and we tried to escape."

"Tried?"

"We..she was unsuccessful, and was killed. I was the only one who got out alive." Laura did not bother to tell Sam how Sarah had died. He did not need to know and it wasn't something that she often gave much thought to.

"Oh man," Sam said. His heart went out to her, "And I thought that I had it bad. What did you do after that?"

"I went to my Aunts. Until she had to move to Canada for her job. But I did not want to join them. So I remained in New York. Until Wolverine…Logan invited me to join the X-men." It wasn't exactly the entire truth, but Sam did really need to know all the sordid details. More to the point Laura was sure he did not want to know.

"I'm glad that you found the X-men Laura. I really am."

"So am I."

"What you went through was horrible. But I am happy that you turned out okay. I've seen you with the others Laura. You're not mean. So I know that whatever you did, it was because you were forced into it."

"Thank you Sam," she said with a small smile.

"No one should be forced to…go through what you did. That's sick."

"Yes it is," she said, "It is the chief reason I want to be a teacher to disturbed and abused children."

"I'm glad that you want to give back Laura," Sam said, "It shows that you're a good woman."

For some reason these words made Laura's eyes flood up. And for the first time Sam could see that she had been hiding a lot of pain.

"You are Laura," he said softly, "And you deserve to be treated much better."

Tentatively she reached out and squeezed his hand.

"Thank you," she said quietly.

"For what? The restaurant?"

"No today…with Julian."

"Hey no problem," he said cheerfully, "But really Laura. You don't have to put up with stuff like that. Keller's way out of line."

"I am not used to…" her voice trailed off.

"Used to what?" Sam asked.

"Being defended," she said shrugging. Sam could tell that she was trying to be nonchalant. But there was stiffness in her movement which made him see that she was hiding a lot of hurt.

"Well you should have someone stand up for you," he replied, "You're an X-Man. And we look after our own. At least we are supposed to."

Sam paused as if knowing what he said was very clumsy.

"What I am trying to say is that..You're very important Laura," he said he paused and took a lock of her hair between his fingers, "You're very special. You really deserve to be treated better."

"Thank you Sam," she said. They stared at each other for a few moments. Then reaching up, Laura kissed him on the lips taking him by surprise. She pulled back. They stared at each other for a moment longer. Then Sam gathered her into his arms and kissed her, Laura didn't resist she pulled him closer making the kiss deeper.

"Hey you two," came a voice amongst the passing revelers, "Get a hotel room!"

They parted breathing deeply.

"Let's do that," Laura said.

"Let's do what?" he asked.

"Get a hotel room," she said seriously.

Sam could hardly believe what he was hearing.

"Are you sure? You really want to?"

"Yes I do," she said firmly, she took his hand, "I want to be with you."

Sam wondered later why he had not argued the point further. It had to be more than the single glass of whisky he had downed with dinner.

"Do you want to be with me Sam?" she asked tentatively.

"Yes- I do," he said without a moments hesitation.

All evening he had felt this incredible pull towards her. He loved her frankness and directness, But he also loved the way in which she listened to what he had to say and did not treat him as some sort of side show country hick. He liked her quiet confidence and the way she carried herself. Like an X-Woman.

The Wharf Inn wasn't too far away. Sam knew it because it was where he had spent the last weekend. He just hoped that Laura didn't wonder why he was so familiar with it. She didn't. She was just focused one thing. The clerk didn't bat an eye when he saw the young couple check without bags. He just took the credit card deposit and handed them the key.

Sam found the room. He turned to Laura anxious.

"Are you sure you want to do this?" Sam asked again.

For an answer she placed her hands on his chest leaned up and gave him a long slow kiss.

"Yes I do," she said biting his lower lip.

Sam groaned. He tangled his fingers in her black hair and made the kiss deeper.

They were interrupted by the sound of giggling. They looked down the hallway and found two young boys about the age of 10 staring and laughing at them. A woman, obviously the boys mother emerged and tried to pull them away. The expression she gave them was one of pure annoyance and disapproval.

Laura took the key out of Sam's hand and un-locked the door. It was your standard hotel room. The same as the one he had been in last week. The only way that Sam knew that it was not the same one was the fact that the Danish sisters had been housed on the top floor and this one was on the second floor.

Sam made his way towards the curtain on the other side of the room.

"Where are you going?" Laura asked him.

"Uh—to close the curtains," he began.

"No," She said moving around to his side, "I want to see your eyes."

Sam moved back over to her side. Even though he was almost a head taller than she was, she reached up to pull off his black T-shirt.

"Beautiful," she whispered looking at his broad expanse of chest and cobblestone abs.

"You think so?" Sam asked. He was proud of his well toned body. He had joined the X-Men only a 140lbs soaking wet and over the years had managed to add another 50lbs of muscle to his lanky frame.

"Yes," she replied placing the palms of her hands over his pecs, she breathed in deeply, "You smell so nice."

She wrapped her arms around him, placing her lips in the crevice between his pectorals. He could hear her inhale. He was happy that he had showered that morning. He loved the way her nails grazed his back, they reminded him of the other most dangerous parts of her, the two adamantium blades that came out each hand. But already he felt that her claws were the least dangerous part of her body.

She looked up at him again, a smile on her lips. He kissed her again more hungrily this time.

She then began to undo his heavy belt and un buttoned his jeans. She leaned in to pull them down. But first he kicked off his heavy motorcycle boots. The jeans fell to the floor. Revealing his boxer briefs. He was already big as a house. She grasped him by the top of his boxer briefs and slowly began to roll them down until he was completely naked. To Laura he looked like a statue come to life.

"Can I …can I see you?"

"Of course," she said stepping back, "Do you want to..?"

"Undress you?" he asked, "Yes I do."

"This jacket seems very big for you," he said as he slowly removed it from her shoulders.

"It's Logans. He gave it to me…when I first met him."

He slipped the jacket from over her shoulders and it fell to the ground with a thud. She looked so much smaller without the jacket. Her body was slender but well toned and well defined,-athletic but still soft and feminine. Reaching down, he pulled off her T shirt. She wore no bra. She didn't have to, her breasts were small and high enough that no bra was necessary, her stomach sculpted, her hips wide.

Sam liked the way she felt in his arms, although she was willowy-he could still feel all the coiled power beneath his hands.

He wanted to do nothing more than lay her on the bed and kiss her all over, and bury his face between her thighs.

He looked at her for a moment.

"Am I pleasing to you?" she asked hesitantly.

"Oh hell yeah," he said thickly.

"Am I…how you say…hot?"

Which of those horny knuckle heads back at the mansion had told her that? 'Hot' was a word that should only be reserved for bimbos and strippers and other cheap pieces of ass. Not a woman like Laura Kinney.

Sam walked over to her and cupped her face in his large hands.

"You're more than hot," he said thickly, "You're gorgeous…you're incredible."

"Thank you," she said softly running her fingers over the back of his thick forearms.

He kissed her. Laura reached up and removed the necklace around her neck and allowed it to drop onto her jacket. She then took Sam by the hands and lead him to the bed and climbing up on to it, she pulled him up onto the bed beside her. Making him lie down on the bed, his head on the pillows. The covers had already been pulled back.

Why was he so nervous? He was behaving as if it was his first time. But he thought he knew why. X-23 was different. Until he had joined the X-Men, the only women whom Sam dated were simple minded office clerks and college girls who really didn't have much going on upstairs. Most of them he met at bars or parties and after a few drinks and rushed kisses it was either off to their college dorm room, apartment or the use of the back seat of his car.

When he had been allowed to join the X-Men proper it was a complete different universe. Not only were these physically the most impressive humans on the planet. They were also the most attractive. It was as if he had stepped inside an underwear catalogue. And the women…Oh God. They made the Playmates in Playboy look like hags. It was all he could do to keep from staring at them. It was all well he thought. They barely paid him any mind at all. Most of them were already paired off with the senior guys. Men who were far more successful and more experienced than he was. They never ever gave the likes of him a second glance.

Over the time he got beyond his school boy fascination and settled in. He worked his ass off to be worthy of the title 'X-Man'. And in time gained more responsibilities. He was so busy that he hardly noticed the swelling ranks of the team including the addition of younger members. He was not certain when he had heard the name 'X-23'. He just knew that she was Wolverine' latest protégée. Just like Kitty Pryde and Jubilee before her. But this one came with a twist. It turned out that X-23 was actually cloned from Wolverine's DNA, and could be considered his genetic twin. When Wolverine had introduced her to the rest of the X-Men, it had been as 'his little sister'. But Sam could see that apart from her adamantium claws, the similarity ended. While Wolverine was volatile, loud, and rough. X-23 was calm, taciturn and icy cold refinement.

To be frank she intimidated him and not only due to the adamantium claws that came out of her hands. Despite being younger than himself, she very much reminded him of the older women who were in the X-Men when he first joined. Namely Jean Gray, Emma Frost, Storm and Psylocke. Not so much in the looks department, sure Laura was attractive, but she wasn't a bombshell or a walking goddess like the older women. It was more along the lines of her attitude and how she carried herself. There was a quiet confidence to Laura which he loved, She did not chat incessantly like other girls and she behaved as if she were in complete and utter control of herself.

And Sam found that he liked that very much.

He had never expected to be in this position. Not with this one. Sure he had his share of conquests and romances. But he had never been a 'chick' magnet. Not like Gambit or Cyclops. And he had never ever expected to be in this position with this one. Especially given the fact that she was (or had been?) seeing that snot nosed brat from Beverly Hills, Julian Keller who made it a point of driving up and down the highway in hisBugatti Veyron.

Sam lay down on the bed, Laura straddled him placing both her hands on his chest.

"Your heart is beating fast," she said, "Are you scared?"

"Sort of," he stammered.

"Why? Have you not…?"

"No, Hell yes I have. But-."

He lifted up one of her hands. Laura understood his meaning. He was referring to the adamantium claws that came out of her hands.

"I won't hurt you Sam," she said gently stroking his jaw.

"I know," he replied and pulled her into his arms. Despite the tension that had taken place between them all evening. The love making was exquisitely slow and with both of them giving and receiving pleasure. For some reason, it made Sam think of his first time, and that what was taking place between them was far more than just a mindless hook up.

/

Sam awoke the next morning just as the sun was just beginning to seep through the window. He stared at it for a moment then turned to Laura who was sleeping soundly next to him. She was laying on her stomach her back bare, the sheets tangled around her waist. Sam marveled at the intricacies of her musculature. Her skin was smooth and flawless without any scars or blemishes, and right then Sam realized that it was due to her healing factor. She was lying so still that he could hardly tell that she was breathing. It was amazing he thought…there was so much about her that he had learned. And he wanted to learn more.

He smiled and remembered their previous night together. And he thought how different it was from his other previous hook ups. This was different. As enjoyable as the sex was, it wasn't as fun as the long lengthy talk afterwards. Several times Sam had made her laugh, something he had rarely..if ever seen her do before. Sam wasn't the type of guy who deliberately collected notches on his headboard. Sure he liked it that women found him attractive and found him desirable to go to bed with. But he didn't consciously go out with the intent of improving his 'numbers' like Bobby Drake or Roberto DaCosta. If it happened it happened, if it didn't it didn't that was fine too(there also had to be some sort of attraction to the woman in question for him to go to bed with her). However being with Laura was on another whole level. Her standoffish and aloof manner made him think that she was really choosy. And the fact that she had chosen him made him proud. Which was why it explained why she was paired off with that rich asshole Keller. It couldn't be his personality.

And he could not help but feel some measure of pride that he had not only made her want to be with him. But he had also caused her to laugh and relax.

He reached up and brushed a lock of hair from her face. She looked so still..so quiet. Like an angel.

Sam leaned over and began to kiss his way down her moved the sheet further down so that he could kiss along middle of her back…

He felt her stir awake. She lifted her head and looked over her shoulder and pinned him down with her emerald gaze.

She smiled.

"Goodmorning," she said sleepily.

Sam raised his head and smiled at her. "Goodmorning," he replied. He then continued to kiss his way up her back.

"You know it's very dangerous to startle a girl who has adamantium claws and cat reflexes out of her sleep," she said half turning onto her side.

"I'm not worried," he said moving to kiss her hip.

"And why not?"

"Because if you kill me…" he began running his tongue along her side. She shivered., "Then I can't give you a repeat performance of last night. You do want a repeat of last night don't you?"

"Yes," she said firmly.

Sam paused.

"Then you have no regrets about last night?"

"No."

The way she said no told Sam that she meant what she said.

"Then come here then," he said softly moving up to her side. Laura rolled on to her back and took him in her arms. Soon they were kissing again, only to be interrupted by the sound of a cell phone going off. It wasn't his. Sam felt Laura stiffen beneath him for a brief moment then suddenly relax again.

"Do you want to answer that?" he asked her taking her face in his hands.

"No," she said firmly.

"Are you sure? It might be important."

"It is not," she said as she began to kiss him, "I know who is calling. The ring tone. It's Julian's."

"Yeah then I guess it doesn't matter at all" he said lowering his mouth to kiss her.

17