A/N: Okay here goes. Take what you know of the Third X-Men movie, and pitch it out the window. There are parts from the movie, I assure, but the storyline varies in many places.

Dedication: To MelKat-Productions for inspiring this story and all basis for the Ryro pairing over the length of this fanfic. I thank her for letting me use her video (which you can find the link to in my profile) as a structure for Rogue and Pyro's evolution.

Rating: Might reach M at some point.

Disclaimer: I do not own the X-men or anything recognizable from the X-men Movie verse, comic verse or X-men Evolution (yes, I use it like, for one thing). Anything you recognize is the property of their respective owners. I also don't own some of the ways the plot varies in here, belongs to the respective owners who wrote one of the very first draft scripts I came across (Muahaha).

Warnings: Spoilers for all three X-Men movies (hell, it's a rewrite of number three), as well as some—scratch that—lots of swearing.


MIND OVER MATTER

-- Only the great remain standing –

Chapter One: Simulated Perception

War-torn San Francisco, CA.

Not too distant future.

"Shit!" a young woman with auburn hair and two white stripes cursed as she vaulted over a wrecked car, skidding in the gravel on the other side as she pressed her back against the car.

A loud thump resonated against the car as someone else jumped over it and slid next to her. She glanced right, tucking a small strand of white that had escaped the bun her hair had been tied in.

"I'm gone a few days, and look what happens!" Wolverine growled, pulling a piece of shrapnel out of his shoulder with a quick wince. He looked up over the car, only to duck down as a missile went flying by.

The missile continued, twirling on its path and heading for Iceman and Shadowcat as they attempted to run from one area of cover to another. Iceman looked up, and brought up his hands, thin jets of ice flying out as the short girl looked on in abject horror.

"It's not working!" he yelled, silently pleading for his powers to kick up a notch.

"Let me try," Shadowcat offered, sliding up to him and wrapping her arms around his chest. The move surprised him, but he kept still as she caused them both to become intangible.

The missile flew right through them, and Shadowcat looked up, grinning. "Now who's the damsel in distress?"

He chuckled, smiling back at her, and from not far away, Rogue watched. Wolverine was already gone by now as she crouched there, staring in awe, her heart aching. Suddenly, she felt herself be jerked sideways by cold hands.

Coldsilvermetallicdon'ttouchskin!

Colossus pulled her close, putting his hand on her forehead and the other on her arm, causing her to metal-up with him as a piece of rubble came flying towards them. It shattered on impact, jolting them but leaving them both unharmed.

The metal man pulled away, sucking in breath and feeling slightly light-headed. Rogue shook her head slightly, making the metal unfold and disappear from her skin, but the taste remained in her mouth.

"Dat was weird," the Russian pronounced, placing a hand to his head.

"You're tellin' me," Rogue muttered, her voice carrying a light Russian accent.

And then, Wolverine was back, towering over the two, cigar in hand. "The whole world's going to hell and you're just gonna sit there?"

The two teens exchanged glances. "Let's go!" he barked, and they sprung to their feet, leaping back into action on the battlefield. They quickly made it to a regroup point with Shadowcat and Iceman, while Wolverine took off in another direction.

"Pete, where are the others?" Shadowcat inquired, a little nervous, and Rogue eyed the girl. What? She had the gall to go and flirt with her boyfriend, right in front of her on a fucking battlefield, but didn't have the guts to acknowledge her presence at all?

She fingered a glove, her mind calculating, just as Colossus answered the petite girl.

"Nightcrawler's getting civilians to safety. Storm's leaving it obstacles and Cyclops is supposed to be trying to slow it down. And I am unsure of Boom-Boom's whereabouts."

All four teen ducked as a loud hissing reached their ears, and a laser skimmed the top of the hiding spot, blasting through a car a few feet away.

BAMF!

They noticed a fifth member was amongst them, and turned to see a familiar blue-skinned mutant with a pointed tail flicking around madly – such was always a sign he was pissed, or nervous.

"Keep moving!" he urged, looking over his shoulder, his yellow eyes poking out just above their shelter. "Ve are running out of time!"

His teammates pegged it down to nervous.

"Nightcrawler, I thought you were supposed to get everyone to safety?" Iceman frowned just as they ducked out of their cover, streaking towards the side of a building.

"You think he just decided to abandon his job, unfinished, to come and baby-sit us?" Rogue snapped, causing her boyfriend to stare oddly at her. What was with her?

God, first Kitty, now Bobby. What is with all this damn anger lately? She thought incredulously. She felt the temperature change and looked up to see Storm fly down to join them. And since when do I feel the air shift?

As soft and cold winds twirled around the weather witch, heat flooded into Rogue's fingers, and she felt a sudden need to burn. Burn? Whoa…that was like…

"I set up a tornado back there," Storm had said, breaking Rogue from her thoughts. "If Logan fails, the tornado should do it. If not…then hope for the best."

"What happened to Cyclops?" Shadowcat asked worriedly.

"He couldn't make it," Wolverine growled, ducking in behind a car nearby. "Let's go!"

The team moved out from behind the building, splitting up onto various covers. Storm joined him behind the car, both their backs pressed up against it.

"That thing back there, it's coming…," he breathed. "And fast."

"We're getting killed out here," she added.

"Yeah, I know. They're not ready, Storm."

As she looked over at him, her eyes widened, having spotted something large and towering behind him, headed their way. "Logan…"

"Oh, don't get your panties in a bunch."

"Logan!" she yelled, grabbing and propelling the both of them with her powers, twirling through the wind to another car and out of the way of a huge blast. The shock of being jerked away from his position caused Wolverine to lose something.

"That was my last cigar," he growled, fists clenching and claws extending as he leapt out of cover, heading right into the battlefield.

"Logan!" Storm yelled.

"It's getting closer!" Rogue exclaimed, pointing into the fog, where large, round, and robot eyes shone, like pallid moons set in motion.

"C'mon, let's keep moving!" Storm rallied, trying to keep them going. She looked to Wolverine for assistance, but the man was looking from the oncoming threat, to Colossus with a wicked grin.

"Hey, Tinman, c'mere!" he barked, and the Russian acquiesced. "How's your throwing arm?" He grinned at this, his claws extending with the all too familiar shhtnk!

"Logan, we work as a team," Storm warned, already seeing where this was going. Any further words were cut off when a giant robot landed about a half mile away, causing the earth to shake.

"Yeah, good luck with that," he spoke, before look to Colossus again. "Two words, bub. Fastball Special."

The reaction time of the large and muscular teen was impeccable for someone packing so much metal on his body as he stepped over to grab the front of Wolverine's leather uniform, and spun him around twice, letting go.

The Wolverine went flying through the air, the animal in him kicking in as he snarled viciously, heading directly for the robot. His roar only became more violent as he tore through it, claws shredding metal, wire and anything else before he shot clean out the other end of the head.

BAMF! Nightcrawler appeared in the air beside him, grabbing onto his suit. BAMF!

He stood before the others, watching as the robot fell over and the head came rolling towards them, stopping a few feet away.

"Class dismissed."

Simulation Complete.

Wolverine took to the door that was now appearing as the whole war-torn scene faded away, everything looking computerized before vanishing completely, leaving nothing but a large, circular metal room.

Storm close by him, he took of his gloves, cracking his knuckles lightly and looking over his shoulder at the tall Russian member who's metallic skin was shifting back to it's original one. "Hey, Colossus, you throw like a girl."

"Cut me some slack, Canuck, I pitch with my left!" the boy bit back, causing a fraction of a smirk to appear before the doors opened and Logan turned away. Storm followed close, and was by no means happy.

The anger was pouring off her in waves, it was so bad. The band of five teenagers were following, but at a safe distance. They weren't stupid. A woman who could summon up a lightning bolt with a flick of her wrist was not someone you wanted to be around when she was mad.

And shit, she was mad.

"Logan, what the hell was that?" she snapped, striding up beside him, her voice sharp.

"A Danger Room session," he stated matter-of-factly.

"A defensive Danger Room session."

"Well, you know what they say: 'the best defence is a good offence.' Or is it the other way around?"

"Logan," she sighed in exasperation, unable to deal with his immature and nonchalant way of saying "fuck it" to almost any problem that arose.

"Listen," he kept his voice even as he stopped to look at her. As the kids turned off to the change room, he and Storm were in the elevator. She needed to change, but wasn't about to back down from talking to him for this. He didn't – he'd gone into the session with jeans, a black t-shirt and his faded leather jacket. "If you don't like it, you can punch and scratch Cyclops all you want."

She huffed, crossing her arms as the elevator dinged, and the door opened onto the first floor. "I'm just the sub," he finished, before he caught sent of the golden boy's telltale cologne he could normally catch from a mile away.

Scott walked past, in another corridor, and Logan raised an eyebrow. "Speak of the devil." He left Storm there to return to the change room and the students, and walked off, catching up with Scott. The man was suffering from the ugliest, unkempt and unruly set of beard and hair combo Logan had ever seen, and was packing a small bag over his shoulder.

"Hey, Scott, they were looking for you downstairs; you didn't show."

The man stopped, turning to face Logan. "What do you care?"

"Well, for starters, I had to cover your ass," he stated, none-too-pleased.

"I didn't ask you to."

"You're right," he bit back through clenched teeth. "The Professor did. I was just passing through and—"

"So pass through, Logan!"

When had he become such a jerk? Wasn't he always all about business and polite words, being on his high fucking horse? Logan's nostrils flared. "Hey, Bub, you think you're the only one who cared for her?"

Strike one.

"Stop," Scott barked, turning away.

The animal within seemed to beg for a way out, the need to put this man in his place. But Logan knew better, and grabbed Scott's arm, siding on talking with him instead of attacking him out of the blue.

"When Jean died we all—"

Strike two.

"I said stop!"

"Take it easy, kid, I just want to—"

Strike three. You're out.

"I hear her calling out to me, Logan!" Scott hissed, and although he sounded like the type who was heading straight for the loony bin, the Wolverine could see the sincerity in his eyes. He could see how the man's shoulders fell, and his fists clenched. "I see her surrounded by water, screaming at me. Voices…pleading me to come and help."

"Voices?"

"I'm not crazy, Logan. I found this last night."

He reached into one of his jean pockets, pulling out a silver chain. He held it up between them, letting the pendant hang between them, the little red bird twirling. Logan had seen it before – when he'd arrived at the mansion in time to "baby-sit" she'd been wearing it. She'd smiled so sweetly then, and his nose had picked up the scent of honey and….

He shook his head, wishing the memories away and frowning at the pendant instead.

"Looks like a bird."

"It's the phoenix pendant Jean got after coming to this school."

"Why did the Professor give her that?"

"I don't know," he shrugged. "But she always wore it. Look, I found it behind her picture this morning on my desk."

"Maybe you misplaced it?" No he didn't. He knew. He knew that Scott couldn't have had it, because—

"She was wearing it when…," the man in the sunglasses trailed off, unable to continue. He exhaled deeply -- flashes of Jean twirling around in the water, calling out to him.

"You're not going back there like this," Logan stated.

"Why do you care so much?" Scott looked up, glaring through his glasses.

A hesitation passed through the slightly taller man, who sighed. "The only thing you might find is her body."

"At least…then I'll know she's really gone."

Logan knew what Scott was thinking. Cyclops wasn't the only one who'd had Jean on his mind lately, flashes of the water, the accident, voices screaming and calling out. It's why he'd come back to the mansion. He'd wanted clarity, reasons, answers…

"I'm coming with you."

TBC.

A/N: Okay, I know it may appear a little slow, but I'm hoping the changes so far are noticeable, because trust me, they get bigger and better. Now, I won't hide away chapters to force you to review, but God, getting comments and words from you guys is awesome, so…that little lavender button seems kinda pretty, right? Right? I'd love to hear your opinions and/or any suggestions you might have (and in the long run, I'll need you guys).

Next:

Chapter 2: Reality Hits Hard

"Your mind's only on one thing!"

"Get to Alkali, now!"

"Fire and life incarnate!"