Disclaimer: I don't own the X-Men.

F.Y.I.: In the next few weeks Marvel will launch a new X-Men title called Ultimate X-Men. This new book will start at the beginning of X-history but add a few new twists like everyone, including Wolverine and Sabertooth are or look under nineteen. Jean, Scott, Storm, Logan, Hank, and Mystique will make up the team. Mystique will later leave, no duh! Any way, I am a little upset because some of my favs are not in the book yet, so this is why I am writing this. Enjoy.




The Walls You Build



Logan hated it when the girls wanted to go shopping, because he always got bag detail. At last count he had fourteen shopping bags next to him and he was sure the count would top twenty or more before his nightmare was over. At least Scott had stayed at the hotel.

He also hated this whole situation, the X-Men, how in the world did he need up with these losers, *oh yeah* he remembered *the red head.* As the thought cleared his mind, said red head, and Storm came around the corner with four more bags, each. He sighed, the girls had still only covered half the mall and he was at his wits end.

Without a word, Jean and Storm plopped their loot next to Logan on the bench and skipped off. He couldn't help but watch them, both of them were incredibly beautiful. Still, he was too old, too angry, and too confused to ever hope for a chance with either of them, especially the american sweet heart Jean.

He leaned back on the rather uncomfortable metal bench hoping sleep would find him, but with all the people now crowded into the Beverly Center he knew his acute senses would not allow it. Even the quietest of conversations sounded like an ocean wave crashing down on him.

At least, in another two hours they would have to leave in order to make it back to the hotel by the Professor's curfew. He moaned, now he had a curfew, he was at least 100 years old and HE had a curfew. Granted he didn't look a day over nineteen, but most nineteen year olds don't have curfews. He twisted in his seat, until he found a less painful position.

Down the hall from his seat he could hear the pant of someone running, correction, three someones running. Soon, he could hear, another someone grawling. A rumble developed in his chest at the recognition of Victor Creed's voice. He leapt to his feet, completely forgetting his duties to the bags and took off to the surprise of the shoppers woundering near where he had been seated.

He rounded the corner near Mrs. Fields and caught sight of tall thin man with a long trench coat running in front of a small dark haired girl in a bright yellow jacket, pink sunglasses and blue jeans. Logan stood his ground trying to see where Creed was, he was close but the crowd was so thick it was hard to tell who was who. Just at the tall man passed him, he heard an ear piercing yelp from a woman. Within seconds he saw a blond haired woman held about four of five feet off the ground and the hand of Victor Creed around her neck. Creed was slashing at her midsection with his free hand, blood flew everywhere.

The crowd began stampeding like wild horses to get away from the carnage. The young girl that had been running behind the man in the trenchcoat stopped and turned. To Logan's shock she turned around and ran back towards Creed.

"BELLA," the young girl cried out! She stopped about ten feet away from them, clinched her fists and raised them level with her shoulders. What happened next, only caused the crowd to go into pandamonium. The girl discharged two pink lights from her hands, that exploded upon contacting Creed's back, the impact sounded like a fourth of July fireworks display. Logan stood behind the girl and watched as Creed tumbled over, with his bloody victim, to the ground.

Completely unaffraid, the young girl ran over and began tugging on the arm of the fallen woman, begging and pleeding with her to get up. Logan knew he only had precious seconds before Creed would recover.

"Get up Bella, c'mon this ain't funny, Remy gonna leave us. GET UP," The girl pleeded in a thick SoCal accent, but the woman was not responding. Blood began to pool on the floor under her. Logan grabbed them both, the girl under his right arm, the woman under this left and took off from the direction he came.

The girl fought him, demanding that he put her down. She kicked, bit, and stratched; he held on, against his better judgment, to the brat.

The crowd of terrorifed shoppers ran for the main enterences and emergency doors. Jean and Storm stood where they had left Logan only a few minutes ago.

"Maybe, this is all his doing," Storm commented while scanning the crowd. Jean closed her eyes, allowing her mind to walk the crowd. She could see Logan approaching with a girl and an injured woman.

"Come on 'Ro, we got trouble," Jean yelled!

"We can not go any where without it, my friend," Storm returned. As Jean started running, Storm lefted off the ground, together they made it to the middle of the mall only to find Logan trapped in the crowd. Not good, he tended to react like a caged wild animal when he was cornered. Jean lefted him and his cargo out of the crowd using her telekensis. Carefully she guided them over towards her, but unceremoniously dropped the lot of them in front of her.

"Logan what's going on," Jean demanded while helping him to his feet?

"Creed," he grawled. No more needed to be said, Jean nodded to Storm. Ororo Munroe, mistress of the weather, raised a graceful arm above her head and called forth a mini tornado. Guiding it, she pushed it towards a wall that soon vanished after being crushed by the force of the wind.

Logan scooped up the woman and turned to look for the girl who was already half way to the hole in the wall. "Smart girl," he muttered, taking off after her. The parking lot was gridlocked with horrorified people trying to flee the scene.

"What do we do now," Storm questioned? Suddenly, they all heard a grawl, Creed had recovered from the girl's attack. The young girl tugged on Logan's jacket and took off across the lot. The others, with no better plan of action followed.

Within a matter of seconds, she'd ran to a manhole in the middle of the lot, removed the unbolted cover and began to climb down. They all looked at each other and followed her lead. Jean was the last one down, she slide the manhole cover back in place and finished her climb to the bottom.

The others waited, with the exception of the girl who ran ahead. "C'mon, he can smell us, you idiots," she ordered. Logan looked at the girl curiously, *how did she know so much about 'Tooth* he wondered?

Questions later, she was right they had to get out of there, as much as Logan may have wanted to, this was not the time or place for a showdown with Sabertooth.

They walked for about twenty minutes, following the girl. The place smelled like a guy's gym locker room married to five day old garbage. It was driving Logan crazy, but he had smelled worst.

They stopped in front of a round metal door, after testing it the girl banged on it twice, nothing happened. "Open the door Gumbo, it's me," she banged again.

"Let me," Jean reached out her hand and the door rolled open. They entered and the girl rolled the door shut. The young girl made a beeline for a cot in a corner. The other looked around the small room, there were three cots, two of them pushed close together and a radio.

"Put her here," she told Logan.

"We should get her to a hospital," Logan grunted.

"Not on your little short life Pal, we ain't going to jail over a run in with Toothy. 'Sides, Bella gonna be fine," she tried to sound so sure of that. Logan placed the blonde on the cot and backed away.

"Bella, wake up, pleeaasssssssssse. We gotta go after Remy before Toothy gets him," she made it sound like an order. The woman opened her eyes slowly and looked up at the girl.

Belladonna placed a weak hand on her young friends face," Jae-Lee... I'm sor...." Her eyes rolled back into her head as her hand limply slide down the girl's tender face.

"Bella," the girl shock her violently,"BELLA YOU CAN'T DIE!" Logan lowered his head, a respectful gesture he always extended to the dead.

"Come now little one, she's gone," Ororo took the yound girl up in her arms. At first she seemed to accept Storm's kindness, but like the changing of the wind she bolted away.

"I'm not little, I'm thirteen. Go to hell, all of y'all," she powered up just like Logan had seen her do in the mall. Storm and Jean, unaware of what this meant stood there in awe of the beautiful light the girl held. Logan knew better, she'd taken down Creed in one shot, God only knows what damage she could do to someone with out a healing factor. He stepped in front of the girls, just before she had a chance to fire her angry blast, she peered at the door.

"Oh my God, he's coming," the thirteen year old whispered. She looked at the door, Logan could smell nothing of Creed or of anybody else except those present.

"Logan," Jean said," she's right, I feel him near by." Logan sniffed the rotten air, he could only now start to pick up a trace of Creed. "We have to leave," Jean ordered. Jean looked at the girl, wondering if their new friend was telepathic.

"Not without Bella," the girl pointed to the dead woman lifeless body. Her statement was empty, she knew Belladonna was dead. Fighting back tears, she walked over to her fallen comrad and removed the woman's pink earrings from her ears. Kissing Belladonna on the forehead, she backed away. "Without Bella, then," she muttered.

The child turned as Jean pulled back the door, Creed was no where in sight, but the running terrorified sea of rats racing towards them was sign enough that he was too close for it to be safe to remain a second longer. "C'mon, follow me...I'm not afraid," Logan looked down at the girl, she was forcing herself to remain calm. It was then that he relieved she'd gone through this before only, he was sure, it must have been worst.

They ran to the next manhole, Jean removed it with a thought and they escaped into the night and dark of North Hollywood.



At the Hotel...


"Did you find them, Scott," Charles asked impatiently as his student walked throught the door?

"No Professor, but when I arrived at the Beverly Center, cops were everywhere. According to what I over heard there was some kind of mutant attack on a group of people." Scott's mind was swirling with concern for his team, especially his beloved Jean. They had heard nothing for hours from Logan or the girls. With Logan's natural ability to get them all in trouble, the information he gathered at the mall, and their extreme lateness, Scott was more than worried.

Hank entered the room, pausing at the door. Both Scott and Charles looked up, Hank opened the door wider exposing the missing X-Men and their tag along. They looked like they had been through world war 3 and smelled like the sewers.

"Where have you three been all night," Charles asked trying to remain calm. Obviously something went terribly wrong on the shopping trip.

"Who's baldy," the girl quipped? Charles stared at her sourly. "Sorry," she returned.

"Would somebody care to explain what happened, or should we guess," Scott tossed Logan a pissed off holier-than-thou look.

"You wanna explaination...four eyes," the girl started," fine. In a hundred words or less. Me, Bella, and Remy were catching the five finger discount sale at Macy's when old 'Tooth, I guess surfing for an industrial sized nail file or som'thin', shows up and ruins all my fun. We almost got away until old Snagglepuss here," she said pointing to Logan," showed up. Then I paffed Creed with a light magic. A little walk through the sewer and I got your people home safe and sound. I take cash and credit cards for services provided, no checks they tend to bounce." The three X-Men standing behind her looked on in complete confusion about how she could have been so flippant about the whole thing. Someone she clearly cared about was dead and another in her party was missing.

Charles looked at the girl. "What's your name, child," he asked politely?

"Here we go with this 'child' stuff again, I am thirteen you know," she bragged with her hands on her narrow hips.

"Just answer his question young lady," Scott ordered.

"Who died and left you in charge, The name's Jubilee, by the way."

"Right, Jubilee, now can we have your real name," Scott was losing patience with the girl.

"I can see we ain't gonna get along, my name is Jubilation Lee, J-u-b-i from the first name, L-e-e, from the last name. Jubilee. You understand, duh for brains?"

"Whatever," Scott sheepishly returned.

Logan smiled, anyone that could make Scott-I-Am-Always-Right Summers out to be wrong and shut him up at the same time was okay with him. Without asking the girl began to look around the hotel room. No one said a word, they only watched. She was sizing the place up, she looked out the window noting they were only two stories up, checked the bathroom, and picked up the phone listening for something.

"What are you doing," Hank asked?

"Just checkin' fer bugs, Remy showed me," she quietly returned.

"Fer bugs, what the C.I.A. after you," Logan chuckled?

"No silly, you can never be too careful. Clearly, y'all know about Toothy too, he be watching the place. He's sick that way," She returned smiling at Logan.

By ten o'clock the girls had returned to their room with Jubilee in tow. They all needed a shower and a change of clothes. Charles, against his better judgment, attempted to scan the young girl's mind, but to his surprise he was denied access due to a fairly strong psi-shield.

"Professor, I found something," Hank meekly announced while sitting in front of his laptop. "Her name is Jubilation Lee, she is thirteen, and an orphan."

"Did you find anything else Hank?"

"Oh yes sir, quit a sad story, actually," at that Scott looked up from his seat. "Her parents died in a freak car crash two years ago on the Coastal Highway, Dr. and Mrs. Lee. Dr. Lee was a banker, C.E.O of First Pacifica Bank. She's was put into foster care, did about six months in the Los Angeles County Youth Detention after beating up her allegiatedly abusive foster father. Her only family, is in China. About six months ago she vanished from her group home; there was a complaint filed by another girl there claiming that both she and Jubilation had been assualted by a Social Worker."

The room remained still, quiet as a church. Logan glanced over at Scott who seemed lost in thought. "She's scared," Scott finally murmured, "scared to be weak, scared to be hurt, scared to be alive. All that bravado, it's a cover." Logan had already guessed that. Still, Wolverine wondered how it was that Jubilee knew so much about Creed.

Jubilee emerged from the bathroom wrapped in towel and drying her short hair. She watched Jean comb through her crimson red locks. "Don't it get on your nerves," she blurted out?

"What, does what get on my nerves," Jean returned?

"All that hair, I keep mine short, makes it harder for people to tell if I'm a boy or a girl."

"Now why would you want someone to think you are a boy," Storm asked with a curious look on her face?

"I'm a professional freebee artist, if they don't know if a boy or girl took the stuff they can't finger ya," she answered smiling.

"Oh," Jean replied," so that's it. Well what happens when you meet a boy you like," Jean teased?

"Like who Log...." Jubilee turned a deep red. Jean and Storm giggled, they thought she had a crush on him, especially after asking so many questions about him from the time they entered the room.

"Well my friend I think Wolverine is too old for you," Storm returned with a giggle.

"Really," Jubilee said with her hands on her hips," I'll have you know I'll be fourteen in seven months," she bragged.

"Well, Logan will around 101 sometime this year," Jean sturnly said trying to bury her laugh.

"101," Jubilee said twitching her button nose,"but he looks like, nineteen." Storm and Jean looked at each other smiling.

Scott was the first to leave the Professor's room, followed by Hank, Logan remained. He didn't want to go to his room until Scott and Hank were asleep, they liked talking too much for his taste.

"Logan are you alright," Charles's fatherly voice was a comfort to Logan's twisted soul?

"You're the mind reader you tell me," he returned dryly.

"I don't read mind without permission, or unless I have too," Charles sourly admitted.

"Could you crack the kid?"

"No, surprisingly I could not." Logan looked over at Charles with shocked eyes. This man had made reason out of choas in Logan's mind, helping him to recover memories he thought lost forever, but Charles couldn't crack a simple smart mouthed kid.

"I'm going to sleep, is Jubilee staying with us tonight," Logan asked? Charles noted a rare amount of concern in Logan's rough voice.

"Yes I have already contacted Jean. The girls say she's a bit of a handful, but fun. They didn't mind her bunking with them. Tomorrow, we'll decide what course of action to take next." Logan nodded and bided Charles a good night.

Upon entering the darkened hallway, Logan could hear the door to the girls' room opening slowly. He stepped behind a potted pot next to the Professor's door, Jubilee emerged from the room dressed in one of Ororo's t-shirts and Jean's tan shorts that were way to big for the little girl.

She pulled the door shut and backed away slowly. For the first time her face showed something other than attitude; a deep painful sadness walked across her young sweet face. Logan had seen such a look before, on his own face. He exhailed, normally he would has secretly wished the kid good luck and went to sleep in his room not giving her another thought, but there was something about this girl that tugged at him. He didn't like it, but he couldn't deny it either.

She looked down at her hands, the pink earrings she had removed from Belladonna shimmered in the dim lights. She pulled them close, fighting her tears. "Bella, I'm sorry I was so weak. Please forgive me, I'll get stronger. Then...then I'll show that S.O.B. not to mess with the Thieves' or Assassins' Guilds." Her words hurt him, a low grawl rumbled in his chest. He didn't want this, no anything but this. Wasn't it bad enough he was in love with a girl he couldn't have, now he gave a damn about this kid.

She heard the low rumble, without even turning to face it she ran off down the hall. "OhmyGodohmygodohmygod, Sabertooth." Logan wanted to laugh, the kid thought he was Sabertooth. *Good for you kid, with a mind like yours you'll live to be an old lady.* Logan took off after her.

It wasn't until he got to the parking lot that he even came close to catching her. He popped out a claw and caught her by the back of the t-shirt. She screamed, struggling to get away. "Hush up, Darlin' it's me," he wrapped a cold course hand around her tiny mouth. She calmed down, her breathing balanced as she leaned back into him. "Now where you off to in such a hurry," He whispered?

"Let me go," she demanded with his hand still over her mouth. A small dampness kissed his hand. He looked around at her, she'd lost her fight with those tears she had been hiding all day. She trembled, still fighting until the bitter end. To her tears meant weakness and in this world being weak meant being dead.

Logan, to his own surprise, released her. She stood in place, her breathing turned shallow, she was in full blown tears now, still she fought the sounds of her pain from escaping her mouth. Logan walked around to her and took a good look at her for the first time. She was a cute little girl destined to be a knock out of a woman, her blue playful eyes were drowning in a sea of mournful tears, her Asian heritage proudly displayed in the gentle features of a stubborn face. She was so tiny, barely five feet, no more than 90 pounds and early in her development, the curve of her breasts were slight, the roll of her hips still too narrow to notice under her baggy attire.

He took her up in his arms, like breaking a swollen dam her tears overwhelmed her, her painful cries rang out weakly. He rocked her back and forth, stroking her china silk hair. Small droplets of rain began to fall from the sky, accompanied by thunder and lightening. She squizzed him tighter, he could smell her fear. Scooping her up he returned inside.

He tapped softly on the girls' door but after a minute realized they were completely out of it. He repeated this with the Professor, who too was deep asleep.

He looked down at his load, who had cried herself to sleep. She was snuggled up close to him, her baby's breaths warming his neck. He smirked, surpressing the full blown smile he wanted to display. He entered his room, placing Jubilee on his bed, she would not release her grip from around his neck. He tried to pull away, his plan was to sleep on the floor, but she protested while still asleep. Hank turned, almost awakened by her sleepy cries. Logan looked at both Scott and Hank, if she woke them he would have to deal with them. Fine, he laided down next to the sleeping girl who snuggled up closer once he got comfortable.

"Good night, Darlin'," he muttered before kissing her on the top of her head.

"Night Wolvie," she returned from her sleep. He peered over at her, *Wolvie* he thought with a disgusted look on his face, that slowly but surely turned into a satisfied smile.