A/N: I don't own the X-Men. Scout's honor. Cross my heart and hope to die.

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He took a rental car under an assumed name for part of the way. Several times over the next day, he felt the searching sweep of the Professor's mind; and each time, he managed to blur the contact enough that he was sure his mentor could not tell where he was. He had been afraid, when he left, that the tricks he had learned would not be enough, and the Professor would find him and bring him back. It was with a renewed sense of confidence he continued his journey.

He reached his goal, a small, dingy warehouse in New York City, in good time. He parked the car a block off and cased the area before walking in. He was dealing with the dregs of society here. As much as he hated doing it, no one else had the information he sought. Steeling himself to the task, he entered.

A bell rang faintly somewhere off in the distance, and the small, rat-like man behind the counter looked up with a disconcertingly wide grin. "Good morning, sir! What can I get for you today?"

Scott strode up to the counter and regarded the man in silence just long enough for his grin to start to crack around the edges. "I'm looking for Vince," he said at last. "Know where I can find him?"

The small man appeared puzzled. "I'm sorry, I don't know what you're talking about. I think you have the wrong address." His hands disappeared underneath the counter.

Scott's hand flew to his visor. "Pull that gun out and you're a dead man." He said it calmly, matter-of-factly. The small man flinched, but his hands did not come back up.

"You try anything, pretty boy," he spat, "and-"

"The two men in the other room will shoot me," Scott finished for him unconcernedly. "But you'd still be dead. I don't think you want that. I'll ask again, where is Vince?"

The small man regarded him with a hint of fear. "What are you?" he asked.

"Something beyond your ken," Scott replied, his voice silk over steel. "I will not ask again. In a moment, people are going to start dying, and you'll be the first."

"Take it easy!" whined the man. "I might be Vince. Possibly. What d'you want with him?"

Scott did not relax one iota. "I need to know where you got the information you sold to Ammon." That was the codename he'd used in his dealings with this man.

"I don't reveal my sources," Vince hissed. "You know that."

"I'll pay handsomely," Scott returned. "And if you decide not to tell me, then you will die. That is all there is to it. You have only the two options; death, or life with more money. Which will it be?"

For a moment, events hung in the balance. Vince regarded him with a snarl on his face, hands still out of sight, nearly quivering with tension. Scott himself stood still as a statue, one hand on the controls of his visor, ready to blast Vince to oblivion at any hint of foul play.

"Brandon Decker," Vince said at last, reluctantly. "A guard working at St. Mark's Research Institute in southern Montana. I'm going to take my hands out now, and print out the information. Don't shoot."

"Don't move too quickly," Scott returned darkly.

Vince did move slowly, and his hands were empty when he brought them out. Firing up a dirty old computer nearly buried under crumpled papers on the counter, he quickly printed out several sheets of paper, and shoved them across the grimy counter at Scott. "There."

Scott took a roll of bills out of his pocket with his left hand, and tossed them to Vince, who caught them dexterously. He then took the papers, his hand never leaving his visor. "I'll take my leave now." He began to back out of the warehouse.

Vince looked after him with loathing, and seemed to be considering whether or not trying to kill him would be worthwhile. Finally, just as Scott reached the door, he gave him another wide grin. "Pleasure doing business with you… Ammon."

Scott closed the door, cutting off his sight of Vince's leering expression. He made his way quickly to the car, and drove off swiftly. It was almost an hour before he stopped shaking.

Three weeks later, Scott lay within view of St. Marks's Research Institute, camouflaged in mud and debris from head to toe. He'd arrived last night, and spent the time from then until now cat-napping and studying the security patterns. The place was heavily patrolled, much too heavily patrolled for a simple Research Institute, and the security cameras and alarms looked state-of-the-art. And the most damning piece of evidence of all was that once Scott had come within a hundred yards of the building, his powers had stopped working.

He took a day longer to formulate his plan, considering it from every angle. He memorized the layout of the surrounding land, learned the patrol times by heart, and even many of the guard's names. He knew when he struck, it would have to be fast and brutal, with no room for either mistakes or mercy. Scott hated killing, but he knew he had no choice. He tried to comfort himself with the thought that anyone who could work at a place like this would probably be a bad person.

That night, when John Harden and Lamont Pierce went out on patrol, they came back with John leaning heavily on Lamont. "What happened?" one of the guards at the main entrance asked urgently, grabbing his machine pistol. "Are we under attack?"

"No, just some -- bear," Lamont said shakily. "Dead now, but it got John's leg. I'm going to help him to the medical center. Can you call Flint and Gary to cover for us?"

"Sure thing. Just get him out of here. He's bleeding all over the floor, and it's me who's gonna have to clean it up."

Lamont nodded in thanks, and John stayed hunched over in pain. Slowly, they made their way through the gleaming white corridors of the Institute to the medical center. As they entered, the grey-haired doctor on duty looked up at them from a pile of paperwork on his desk. His eyes widened, and he quickly stood up and came over. "What happened?" he asked.

Scott threw back John's coat to show the gun in his hand. "Me," he said simply. "Don't move or sound the alarm, or I'll-"

The doctor darted for what Scott could only assume was an alarm switch. Scott was faster. The doctor fell dead with two bullets in his head before he crossed half the distance. The shots made little sound; Scott's pistol, a FN Five-SeveN, was both fitted with a suppressor and firing cold-loaded ammunition. It made the shots slower and less lethal, but at this range, it mattered not at all.

Scott trained the gun back on Lamont, who was making for the door. "Touch that and you die!" Scott snapped. Lamont halted with his hand outstretched towards the door handle. "Turn around and come back." Lamont obeyed reluctantly, his eyes avoiding the doctor's dead body. "You are going to lead me to the prisoners."

Lamont's gaze was dully hostile. "Won't matter, --. I'm not cleared to get in, and I'll bet my last three paychecks you aren't either. And if you think you can just shoot the lock off a door and get them out, you're even more --ed up than I think."

Keeping the pistol pointed at Lamont, Scott reached down and snagged the dead doctor's security pass. "This, I think, will get me in. And if there are any surprises, I'm sure you'll alert me to them. After all, if anything goes wrong, you'll be the first to die. Now, I'm looking for a specific mutant, named Katherine Pryde. How do I find out where she is?"

Lamont paused a moment, then shrugged and pointed towards the computer on the corner desk. "It'd probably be in there somewhere. If you know the password… because I sure don't."

Scott waved him towards the chair. "Sit down and take a look."

Lamont obeyed with poor grace, but once he sat down, he stopped before putting his hand on the mouse, and looked straight at Scott. "Who are you? A relative of hers? If you are, let me tell you man, she's better off here. Whatever she was to you before, you have to understand she's a mutant now. She's not human. The person you knew before is dead."

Scott raised his eyebrows. "Is that what you tell yourself to get to sleep at night, when you look in the mirror? We're all humans, Pierce. Us mutants… are just a little different. But we are all akin to one another."

Lamont scowled. "Should've known… --n' mutant." He turned his attention to the computer. "It's… already logged in," he reported reluctantly. "I'll search the experimental roster." Keys clicked briskly for a moment. Lamont frowned. "What was her name again? Katrina?"

"Katherine Pryde," Scott repeated levelly.

Lamont grunted a moment later. "Ok. Here you go. Subject #136, Pryde, Katherine. Codename Ghost. She's undergoing… reorientation and training in Section 3."

Scott's blood ran cold at the word 'reorientation', at the same time his entire being swelled with joy. He been right, she was alive… but they'd had her for more than a year. He prayed she still remembered who she was. "Take me there," he ordered Lamont.

When they finally reached her holding cell, Scott slipped the doctor pass through the lock, and opened the door quickly. "Now, think carefully," he told Lamont. "Is there anything else I should know about?"

Lamont shrugged. "What does it matter? You'll kill me, whatever happens. I might as well take you down with me, right?"

"Play straight with me, and I'll offer you the same courtesy," Scott replied. "I will not kill you unless you force my hand. It is not something I like to do."

Lamont snorted. "And I'm supposed to believe the word of a --ing mutant? What d'you take me for, brain-dead?"

Scott hesitated, then reached up and slipped off his visor. Without it, the world seemed strange and green-tinted to him, but his blue eyes looked steadily into Lamont's. "I'm telling you to trust me, as one man to another. The question is, can you do that, and live, or will your hatred be your death today?"

Lamont stared back for a long minute. Then, slowly, he unclipped a small metal badge from his belt and handed it to Scott. "You need to wear one of these in there, or the alarm will sound."

Scott took it and put it on his own belt, then slipped his visor back on, sighing in relief at seeing the world as he was accustomed to. "Thank you. Now, lie down on the floor, hands behind you." He quickly snapped a pair of handcuffs around Lamont's wrists and another around his ankles. Then, taking a deep breath, he entered the cell.

And there she lay on a steel bed, clothed in a white hospital gown, a steel visor covering her eyes, the only indication she was alive the slow rise and fall of her chest. Scott was at her side with two strides. He took her visor off gently. Her eyes were open beneath it, staring unseeing up at him.

"Kitty," Scott whispered. Then a little louder, "Kitty, can you hear me? It's Cyclops… remember?"

After a moment, her eyes began to track… but as soon as she focused on him, she gasped in terror and turned her head away from him, scrabbling at the unyielding surface of the cold bed to get away from him.

Scott put a gentle restraining hand on her shoulder. "Kitty, it's ok! I'm not going to hurt you… I could never hurt you." He kept up a flow of reassuring words, feeling her slight form trembling in fear beneath his hand. After several minutes, her shaking lessened a bit, and she turned towards him again.

"Scott? Is that… really you?" Her voice was nearly inaudible, weak, and she cringed away from him as soon as she finished speaking, as if she were expecting to be punished. Scott flinched at that.

"Yes, it is really me, Kitty," he soothed. "Can you- can you stand? I'm here to get you out of this place."

Tears pooled in Kitty's eyes and trickled slowly down her cheeks. "You- you aren't just a dream, are you?"

Scott stroked her cheek, wiping away the tears. "No, I'm no dream. Come on Kitty." He helped her sit up. His heart wrenched painfully at how thin she was, how uncertain her movements were. "Now, listen to me. You're Shadowcat, remember?"

Kitty flinched violently at that. "No! No… I'm Ghost. I promise I'm Ghost. I'm not bad."

Scott hushed her. "Remember the X-Men, Kitty? You are one of them, one of us. You are Shadowcat, and you are good. A very good person, a good woman."

Kitty broke down, falling forward onto Scott's chest, sobs wracking her painfully thin body. Scott cradled her close, comforting her as best he knew how. But always, he stayed on the alert, keep one eye and ear watching for trouble. He knew it wouldn't be long now until they were discovered.

"Listen, Kitty," Scott said gently, as her sobs lessened. "We're not safe yet. We need to get out of here. I need you to be strong, to be Shadowcat for a while now. We must go."

"But, if we go, they'll punish me again," Kitty protested in a small voice. "They'll put me back in the machine, and I can't take that again, I just can't…" Her voice trailed off, and she dug her face further into Scott's chest.

Scott caressed her hair with one hand, then kneeled down, bringing his face on a level with hers. "I need you to trust me, Kitty, as you once did. I know- I know I didn't live up to that trust before. But I will now. I need you to trust that – to trust me – and come with me now. I will not let them have you again." He waited with bated breath for her answer.

Kitty looked at him for a long, long moment; then reached out and touched his cheek, tracing the line of his jaw, almost as if to reassure herself again that he was truly real. "All right," she said at last, her voice stronger. "Yes, I trust you, Scott. Take me out of here."

Scott smiled at her, then helped her to her feet. They walked out slowly, Kitty's movements uncertain, yet gamely determined. When they reached Lamont's bound form, Scott propped Kitty up against the wall for a moment, and leaned down. "It is the people who would do this sort of thing to an innocent young woman who are not human, Lamont. Think about that."

Scott felt the Gods were truly watching over them on the way out of the Institute. They met only one man along the way, a lab assistant whom Scott shot on sight. Now he had actually found Kitty, he simply could not afford to take chances with her safety. And after seeing what had been done to her, his feelings about men in white coats were violent, to say the least.

Scott surprised the gate guards, and shot both before they knew they were under attack. They were guarding against incursions from the outside, and did not look for an assault from behind. Even as they left the building, a siren went off somewhere behind them. Scott didn't know if it was because some automated machine detected Kitty leaving the building, or whether someone had stumbled upon one of the dead bodies. He didn't really care. The important thing was to get out of the radius of the MSD. Once they were, Scott could defend them both much more effectively; and Kitty, if she was strong enough yet, would be effectively immune to most attacks.

Scott had considered looking for schematics for the MSD, or even trying to find the machine itself and destroying it, but had decided against it. Kitty's safety was the first priority. Now he knew the MSD was a reality, he could return at a later time with the X-Men to deal with it. For now, the goal was escape.

Scott first realized they were in deep trouble when they crossed a ways beyond the hundred yard mark… and his powers did not return. The familiar pressure in his eyes stayed dormant. Scott even lifted his visor for a moment to test, and indeed, the familiar energy did not blast forth. "Kitty, can you phase?" he asked, not slowing their pace. If their powers still did not work for whatever reason, it was utterly imperative that they reach Scott's hidden car as fast as was possible.

Kitty looked at him, surprise in her tired face. "Of course not, Scott. There's a machine they have that emits a certain sort of radiation… that interacts strangely with the mutant gene. After being exposed to it, a mutant's powers will not work until they are exposed to a different sort of radiation."

Scott swore internally, and tried to quicken their pace. He'd never considered that the MSD might work that way. Kitty was breathing hard, a glistening sheen of sweat on her skin. Her heart hammered in her chest. "Scott," she gasped. "Where are the others? Is the Blackbird nearby?"

Scott was silent for a minute, and Kitty had almost reached the conclusion that he hadn't heard her when he answered her suddenly. "The others… are not here. I'm the only one. And I don't have the Blackbird."

Kitty noted the grim tone of his voice even through her exhaustion, and decided to save further questions along that line for a later time. She instead concentrated on putting one foot in front of the other, taking it one step at a time. Just when she thought she could go no further, Scott stopped abruptly, and pulled her behind a tree.

Peering around it, Scott could see lights ahead, right where he'd hidden the car. Voices drifted faintly to them.

"…not long, sir. See there? The branches were cut recently. They'll be somewhere close."

"Very well. ALL RIGHT, LISTEN UP!! SPREAD OUT, SEARCH EVERYWHERE! Smitty, radio in for backup. I don't like this."

"Yes sir."

The voices, and the noises of men crashing through the woods, faded as Scott led Kitty off on a tangent away from his car. Once again, he cursed the cards fate had dealt him. If the patrol had come through just five minutes later, or he had been a little quicker, they would have been driving off by now, instead of stumbling blindly through the pitch-blackness of the woods.

"Scott," Kitty panted. "I'm sorry, I… can't run… anymore." Even as she spoke, her legs gave way. But before she could fall, Scott had caught her up in his strong arms. Arranging her across his shoulders in a fireman's carry, he moved quickly onwards. Kitty sighed, then drew in a deep breath, savoring his scent and that of the woods around them, so different from the harsh smells of metal and chemicals that had been her constant accompaniment for the last year. After a minute, the furious exertion she'd put her body through after such a long period of inactivity caught up with her, and she felt herself slipping away into comforting blackness…

When Kitty awoke again, it was to dim sunlight, filtering through the thickly interlaced boughs of trees close above her head. She lay on the ground, a jacket under her head for a pillow. Her ever-present feeling of sickness had dissipated somewhat, and she found herself thinking more clearly than she had in… well, a long time. Kitty had no real idea how long she'd been in the lab.

Moving slowly, she sat up. She was in a small hollow, surrounded by tall, ancient trees, their branches grown so close together that she could catch no glimpse of the sky. Scott was seated against a tree trunk only a yard to her right. He was faced her way, but with his visor on, she could not tell whether he was asleep or awake.

After a moment, he answered that by shifting slightly and addressing her. "Good afternoon, Kitty." Scott's voice was slightly stiff. "We've stopped for the day, as you can see. We need to wait until nightfall to move further. We have a better chance of evading them in the dark."

Kitty nodded slowly, trying to puzzle out his tone and body language. He seemed very upset about something. Probably her, Kitty figured sadly. In fact, that might be why none of the other X-Men were here… they didn't think it was worthwhile to rescue her. Unless…

"Um, Scott?" Kitty asked hesitantly.

"Yes?"

"There are… other X-Men, aren't there?"

Scott stared at her for a moment before answering. "Yes. Don't you – remember?"

Kitty frowned and looked away from his gaze. "Well… sort of. It's all fuzzy. I think I remember… Ororo, in her… her… garden?" She glanced up questioningly at him.

"That's right." His voice was gentle. "Is there anything else you can recall?"

Kitty shrugged uncomfortably. "Bits and pieces. But… I remembered you. I remember… that day, when I was taken. Before we went… I was nervous, and you told me you wouldn't let anything happen to me."

Out of the corner of her eye, she saw him flinch visibly. "I'm sorry." Scott's voice was low and hoarse. "I'm so sorry, Kitty. I – I failed you. I'm sorry."

Kitty looked up, and shook her head. "No. No, you didn't, Scott. You're here now, and that's all that matters. And you – got me through the bad times. When I couldn't keep anything else straight, and the pain was the worst, I could still see the red glow of your visor in my mind, hear your voice… you were there for me."

Scott was silent for a long minute, then grimaced and tried to shift his position against the tree trunk. Immediately, he stiffened, his lips thinning in pain as he stifled a groan.

"You're hurt!" Kitty tried to get up, and got her feet tangled in the torn and filthy hospital gown. It was never meant to stand much wear, and it was falling to pieces now. Kitty ripped it off impatiently, and crossed to Scott. He had his hand pressed to his side. She laid a hand on his, gently moving it away.

"Let me see." The wound looked painful. A bullet had clipped him, Kitty decided, after examining it gently. It had gashed his side below the ribs, tearing flesh, and Scott's movement seemed to have opened the wound again; it was leaking blood sluggishly. "Do we have any bandages or anything?" Kitty inquired.

Scott made an inarticulate sound. Worried, Kitty looked at him. His face was turned away, gazing off into the woods. She looked that way, but could make out nothing. "What is it?"

"You don't have any clothes on." Scott's voice was strained.

Kitty glanced down at herself. A sudden surge of merriment coursed through her, and she laughed a little.

"What?" Scott demanded.

Kitty composed herself with an effort. It was certainly amusing that now, while on the run from multiple enemies, a fate worse than death, and suffering a bleeding wound, that Scott should be concerned about her state of undress; but it would be poor form to tease him about it when he had just gone through so much to rescue her. Leaning back and reaching behind her, she retrieved the guard's coat that Scott had placed under her head for a pillow, and quickly put it on. It felt odd and scratchy over her bare skin, but the important thing was to make Scott more comfortable.

"Is that better?" Kitty asked when she'd finished buttoning up.

Scott looked back at her, his cheeks slightly flushed. "Yes. Thank you."

Kitty nodded. "Then… bandages?"

Scott shook his head slightly. "They were in the car… I'm sorry. Some rescue this is." His voice was bitter.

Kitty placed a tentative hand on his shoulder. "Don't be so hard on yourself, Scott. You got me out, and we are still free."

Scott gazed at her a moment, then nodded. "You're right. We should focus on the positive. Negative thinking will only harm us, especially now."

Kitty smiled a little as she detached his canteen from his belt. "It's so good to hear your voice again, Scott." Taking one of the cleaner strips from her ruined gown, she soaked it in water and began to carefully clean out the wound.

Scott gritted his teeth, but the pain wasn't too bad. Her small hands were gentle on his skin. The anonymity of his visor allowed him to study her face without fear of discovery. Kitty's eyes were intent and her face etched in lines of concentration as she cared for him. Scott felt a warm surge of affection and pride run through him, laced with anxiety and guilt. It was remarkable, how she had survived through her ordeal. Scott remembered how she had been when he first came to her, though. The people at Mark's had done horrible things to her, nearly broken her. He was the one who was responsible for her capture. He didn't deserve her regard, and certainly not her care.

Scott looked away. Kitty felt his muscles tense under her hands, and looked up at him. "Scott… what's wrong?"

The dark-haired man winced at her voice, and Kitty felt her stomach lurch with apprehension. "Oh… I'm so sorry, sir. I shouldn't call you that… I didn't think. I'm sorry, Mr. Summers." Kitty looked away and began to rip a longer strip from her gown distractedly. "It was just… how I thought of you, when I was… in there. And then you came, and I just… didn't think. I'm sorry."

Kitty froze as Scott's strong hand clasped her arm. "I don't care about that, Kitty. You call me whatever you want." In truth, he liked her calling him by his given name exceedingly. Kitty infused his name with such warmth and regard that it was music to his ears. It had been a long time since anyone had spoken to him that way. "I just…" his voice trailed off into uncertainty.

"What?" Kitty asked softly. When a minute went by and he did not respond, she laid her hand atop his on her arm. "Look Scott… don't blame yourself for any of this. For the longest time, I blamed myself. I couldn't help thinking, at first, that if I had only been quicker to respond, none of this would've happened… but everything is clearer in hindsight. Perhaps, given the knowledge of what was to come, you would have made different choices. Perhaps not. But it doesn't matter. You did your best, and you came for me. Hey.. look at me."

Scott was still stubbornly looking away from her. With a boldness that she had never before possessed, Kitty reached up and turned his head so his visor was trained directly on her. "I need you, Scott. I need you without guilt or regret. You are the only one who can get us out of here. If I had the world to choose from, I would not pick another protector." Kitty paused and smiled a bit. "Besides, Jean will be waiting for you. You wouldn't want to disappoint her, would you?"

Scott contained another flinch of pain. Telling Kitty of his break-up with Jean would be worse than pointless, right now. Kitty would probably feel guilty that she had driven them apart, though Scott knew that the fault was none of hers. Best to wait for complicated explanations until they were back in safety. Tightly controlling his emotions, Scott smiled at his young charge. "You're right, Kitty. I'm sorry."

Kitty took her hand away from his face and smiled at him again before returning to treating his wound. Scott said nothing more for a minute, absorbed in pondering their situation. "Kitty?" he said at last. "Do you have any idea as to what their response will be to your escape? We'll be facing pursuit, of that I don't doubt, but do you know what kind of a value they attach to you? And what forces they can mobilize to track us down?"

Kitty was silent for a minute as she finished tying his bandage. When she spoke, her eyes were averted. "I was designated Alpha priority, along with Omega. They considered us their most important acquisitions. I don't know how many men they have, but… they'll send everything after us."

Scott blinked in surprise, the gesture hidden by his visor. "Alpha?" He could not for the life of him figure out why they would value her so highly. Her gift was useful, certainly, but was more defensive in nature, rather than aggressive. He would never underestimate Kitty himself; she was his most brilliant student, able to accomplish anything she set her mind to, but he knew the criteria her captors would be judging her from would be solely focused on her mutation. "Do you know why?"

Kitty's hands fell away from his side. "They thought I would be the perfect assassin." Her voice was small and sad. "No security system built can stop me. They were training my mutation to be auto-reactive, so that I'd be immune to bullets, explosions, or other high velocity dangers. They also taught me to utilize my gift in hand-to-hand combat, to evade my enemies attacks and phase through their defenses completely. Omega was the only other… 'subject' who could defeat me… sometimes."

Scott nodded slowly, torn between wonder and horror. If what she was saying was true, and he did not doubt her, then she would be a deadly fighter indeed. "I… see. Who is this Omega?"

Kitty shrugged. "Another mutant, a man. Tall, brown-haired… in much worse shape than me."

"How so?"

Kitty sat down next to Scott and looked down. "He wouldn't stop fighting them. They tried a lot of things… starvation, beatings, sleep deprivation, electric shocks… and endless rounds in that horrible machine. It didn't matter. They let their guard down an instant, and he'd be at their throats again. He was very brave, and nice to me."

Scott watched her intently. "What happened to him?"

Kitty looked up at him, blinking away a tear. "I don't know. They took him away for a long time, and when he finally came back… everything that was him was gone. He just acted like a machine, doing everything he was asked, and nothing else. I don't know what they did to him, but it was bad, Scott, very bad."

Scott nodded, reaching out to stoke her cheek in a gesture of comfort. "What are his powers?"

"He makes things explode. He touches them, they start glowing, and then they just… burst. The times he beat me, it was when he was able to keep his distance, while keeping up such a barrage of exploding objects on me that couldn't unphase. Then, when I ran out of air and had to materialize again, he'd have me."

"Who else? The mutants under their control, I mean. I need to know what we might come up against."

Kitty thought for a moment. "Two, other than Omega… I think. One they called Conduit, a woman. She converts sound into light somehow. The most efficient conversion they found was using music, so they fitted her with a headpiece almost like your visor in reverse. She can blind people, project a laser beam that slices through just about anything, create life-like holograms; they designated her Beta priority. She still needs external sources of sound to use her gift, and a certain amount of concentration to use the laser. But she is very dangerous, Scott. Her favorite tactic was ambush. She'd project some sort of hologram that would cause her target to freeze for a few seconds, and then blast them down with the laser."

Scott nodded, his thoughts whirling as he considered the tactical ramifications of the information.

"Her name was Alison." Scott turned his head sharply to look at Kitty, his heart wrenching at the sadness in her voice. "She told me before – before she lost herself. She was just – just a happy person, always moving, you know? She loved the light. They took her away, locked her up in the dark, with no sound… She didn't last very long." Her eyes glistened with unshed tears.

Scott reached out and laid a hand on his student's shoulder, wishing he were better that this, wishing he knew how to comfort her, what to say. "We'll come back," he assured her. "When we get out of this. We'll try to help them, if we can. Hey – you found the strength to break free, to come with me, even after all that time. Maybe-"

Kitty cut him off fiercely. "No, Scott, you don't understand. You weren't in there. You don't know what they did to us." She rose and moved a few steps off, looking into the forest, chest heaving as she struggled with her emotions.

Gritting his teeth, Scott took the pain as he climbed to his feet, leaning back against the comforting bulk of the tree trunk. "Tell me, Kitty. I want to understand." When she didn't respond for a minute, he frowned and forced himself to soften his tone, lower his defenses. Much of his mind wanted to just leave this for now, concentrate on the mission, on getting them both out of here alive. The part of his mind that operated like a well-oiled machine just wanted facts, information on the opposition so that he could formulate the best plan possible for the situation.

His heart told him differently. It ached with sympathetic pain at what Kitty must have been through. It did want to understand, not for the mission, but because the young woman desperately needed to be understood. She needed someone to listen to her, to tell her that she was not at fault for what she'd been through. "Please, Kitty. Talk to me."

For another minute, she said nothing, and his heart sank. But then she began to speak softly, still looking away. "I'm no stronger than the others, Scott. It was Omega who was the strongest of us, because he never stopped fighting until they lobotomized him. I stopped – I stopped fighting. I did what they wanted. It took a long time – I think. But that wasn't because I was better. I was just luckier."

She turned to face him then, and he saw that she was crying, silently. "I came from a family that accepted who I was, who understood that I was still their daughter even though I could walk through walls. When I came to the school, I was accepted into a larger family, taken in and valued for what I was. All that love – it's the strongest force to fight what they did to us there. It shores up your identity, gives you something to lean on. I don't think the others had that luxury."

Kitty took a deep breath and wiped her face. "Once they realized what I was doing, that I'd fall back on memories of the school and those who loved me, they started to attack that, instead of just me. They'd destroy the memories, or poison them. They'd put me in the machine, and it would show friends and family telling you they hated you, despised you, that you were a failure. I kept on telling myself it wasn't real, couldn't be real, even though it sounded real. But they wouldn't let me sleep, just kept running it."

Her voice became almost clinical. "After the third day without sleep, the brain begins to shut down. You lose the filters which information passes through before it is stored in your brain. Everything just – just pours in. I couldn't hold on. They'd weaken my grip on my loved ones, person by person, and when I couldn't stand it anymore, when I dreaded the sight of the person because of the pain they brought, they'd oblige me by taking the memory away. I lost everything. I can't really remember my family anymore. I can remember a little about the school, the team, but not much."

She paused for a moment, and Scott spoke up. "What do you remember?"

Kitty bit her lip. "Um… there is a school I lived at, for mutants, I think… you were there, teaching and leading the X-Men. You're married to a beautiful doctor named Jean. The head of the school is a man called… Xavier?" She looked and Scott questioningly, and he nodded encouragingly. "There was a boy who made ice, and a woman with white hair… Ororo, I think her name was." She hesitated. "The people there… Scott, did they like me at all? I remember thinking they liked me before, but I don't know."

Scott was shocked. He had not realized the damage had gone this deep, and cursed himself for not realizing, considering how long they'd had her. When he did not respond right away, Kitty hastened to fill the silence. "I know – I know I'm nothing special. I don't mean to presume. But… I lived there right? No-one kicked me out. So they must have liked me a little, or maybe I was useful. Did I help out at all? Was I good at anything? I mean, other than – you know, killing people." She said the last part in a whisper so sad it was heart-breaking.

Scott took a step forward and grabbed one of her hands in both of his. Kitty flinched a little, but did not pull away. "Kitty, they lied to you, about all of it. You are a wonderful, special person. You were my best student, very smart, very imaginative. You would help me out in the math classes, tutoring the students who struggled with the subject. You were always very kind and patient. I knew I could rely on you."

"Everyone loved you. Even Wolverine, and he's not the most emotional guy. You somehow talked him into giving you those special martial arts classes, and I still have no idea how. When you graduated, you were unanimously voted onto the team. Not so much for your power, but again, because everyone knew that, in difficult situations, we could rely on you to keep a level head and do the right thing."

"You were the one who somehow managed to reach Rogue after the incident with Bobby being impersonated by Mystique and Wolverine's near-death at her hands. She'd lock herself away in her room, frightened of being with the others, but you would have none of that. You got close to her, helped her through it, and got her laughing and living again. That's the reason why I chose you for that last mission, Kitty. I knew that however withdrawn the boy we were going after was, you'd manage to connect with him, let him know that we were good people."

Seeing her begin to cry again, Scott gave into his instincts and pulled her into his arms, stroking her hair. After a few minutes, she quieted a little, and he decided to hazard the question that was weighing on his mind. "Kitty, I don't quite know how to ask this, but… if they took everything from me, why did you remember me? Why did you come with me?" To tell the truth, he dreaded the answer. He was sure that she remembered him as the man who had gotten her into captivity, who had failed to protect her, who had taken a year to find her. Surely, in the year of punishment, she must have developed a great deal of anger and resentment towards him, even if it was masked by relief right now.

He felt a soft breath sigh out onto his shoulder, and it took a moment before she replied, her voice muffled slightly by his chest. "They couldn't take you away. I – I'm not sure why. I guess I never really could believe, no matter how much they tried to convince me, that you would ever hurt me. That made them really angry. Eventually, they sent in a man who looked just like you and he beat me, telling me how much me hated me. He told me about how I messed up the mission, put him in danger. He told me about how the building collapsed on Storm when she tried to rescue me, and he said that everyone despised me for that. It was because of me that she died, and she should've just left me…" She trailed off in tears again.

Scott's blood ran cold, and he hugged her even tighter. "Not true, sweetheart. Ororo is still alive, she's fine. I don't hate you. And I'd never, never hurt you."

Kitty pulled away a little and gave him a watery smile. "I know. Somehow I knew it wasn't you. I did what they said after that, because I couldn't take it anymore, but I knew you cared for me. Everything faded away, but I remembered you. The way you talked on a mission, all business. The way you taught, confidant and even. The way you looked after all of us. I knew you'd come for me. And you did."

Scott smiled tightly at her, still thinking of what St. Mark's had done to her in his name. No wonder she flinched away from him when he first woke her. "You said there would be one more?"

Kitty nodded a little and looked away, composing herself. "Another woman who they called Blade. She's a telepath, not as powerful as the Professor, but very combat focused. She's English, and worked as a mercenary before they caught her. They use her to co-ordinate the team telepathically. She can do the usual things a telepath can, and has a technique like a mental blade which she uses to kill people at short range."

Scott swore softly. "A telepath. I was hoping we'd only have to contend with dogs." As far as he could see, their chances had just gone from slim to none, but he didn't tell Kitty that.