"You really need to cut her some slack, Logan," she said as she crossed her arms across her chest defiantly. "Of all the guys she could possibly fall for, he's probably the best one."

"I don't trust the kid," Logan snorted crossly. "his history with Stark..."

"This coming from the guy who served with Captain America in world war 2?" Jean said as a hint of a smile crossed her face. "Awfully hypocritical of you, isn't it?"

"...an' he ain't even a real mutant!" Logan growled as he attempted to slip past her slender but stout frame. "I don't care what the professor say's about Magnus's plan... she should stick with one..."

"Of us? She did, remember, and how well did that turn out?" Jean asked as she felt her anger level rise slightly.

"...someone I trust.." Logan muttered as Rachel entered the room, dressed in her pink pyjamas.

"You don't trust anyone Logan, that's the problem" Jean replied sharply as she unfolded her arms and turned to her daughter, "what is it, sweetie?" she asked in a softer tone of voice.

"I can't sleep," she said as she rubbed her eyes. "To many people are thinking to loud." Jean smiled, remembering how hard it had been for her to learn how to tone out the voices of other people's thoughts enough to hear her own. It was a skill necessary for any telepath to learn, and not a very easy one either.

"Well there's nothing you can do about their habit of thinking honey," Jean replied as she placed a soft hand on her daughter's shoulder. Hell, I've got trouble keeping my head clear...all the emotions running high about tomorrow. Then there's the constant back and forth rapport between Kitty and Parker. That'd give anyone a headache...maybe I'll just force them to kiss and be done with it! "You've just got to relax. Breathe deeply," she said as she lowered herself to be eye-level with her daughter, who inhaled and exhaled deeply. "Better?" she asked as Logan gave a quick grunt, and Rachel shook her head vigorously.

"It's getting louder," Rachel replied with a blink as Jean watched Logan's face twitch out of the corner of her eye, "can you ask Auntie Kitty if she can read to me?"

"She's gone out tonight, and she'll be out very late," Jean replied, watching her daughter's eyes sink with slight disappointment as she spoke.

"Can we go meet her?" Rachel asked innocently.

"It's a special night for her, so I don't think so," Jean said softly as Logan's face contorted again, more fiercely this time, and he gave a series of tiny sniffs. "But I think I can convince Rogue to read with you, if you want..."

SNIKT!

BOOM!

"Mommy!"

xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx

Shit, shit, shit, shit, shit, shit, Was all Kitty said as the two of them darted over the building rooftops and city streets. Luckily, they had managed a record changing time when it came to their outfits. Peter did the math, he knew the fastest that he could go while web-swinging was just under two hundred miles an hour, but only on intermittent periods, his average speed being closer to one hundred miles an hour. Nowhere near the supersonic speeds a fighter jet could travel at. And to top everything off, the Avengers had a head start.

We'll make it! He said in an attempt to re-assure her more than himself.

Bad stuff always happens when I leave the mansion! She shouted back mid-swing. The whole New York fiasco, I got shot in Washington, When I stormed out the other day you got your arm frozen, now this...! She said as they both swung into a deep dive that took them to the edge of the city.

Well you had no control over what happened to my arm, he replied as he tucked into a roll. Coming out of his roll, he used his momentum to burst forward with as much speed as possible. Okay, I know the X-men are more than capable of taking care of themselves, but what about the other residents? The ones without the skills or powers to fight back? Stark's gonna hit them hard and fast. He'll be there himself. Probably with War Machine. And She-hulk. And Ms Marvel. And a whole host of other Avengers. The thoughts that pounded through his mind gave him the willpower to push his body faster as a plume of smoke could be seen hanging in the night air in the distance.

Neither of them spoke a word as they both ran at top speed towards the source. And as he burst through the final clump of trees, his fears where confirmed.

The Mansion was on fire.

"Rogue!" Kitty called out as she rushed towards the fire. "Jubilee! Havok! Pixie!" A loud whirring sound alerted him to the presence of a looming helicopter overhead, and he pushed Kitty into cover milliseconds before gunfire erupted around them.

"Stand down," a voice that Peter knew belonged to Ms Marvel said from somewhere unseen. "You are under arrest, in violation of..." Crack! Peter winced as something impacted the ground several feet from them. A quick glance revealed it to be Ms Marvel's smoking body lying in a crater.

"Where is she!?" the terrible voice of Jean Grey roared as she lifted Ms Marvel's body out of the crater with her telekinesis. "What did you do with my daughter!"

"Jean!" Kitty called out as she rushed from cover.

"Answer me!" Jean bellowed, using her telepathy to bolster the power of her voice tenfold as Ms Marvel struggled to lift her arm to chest-level.

"In an interment camp like the rest of you!" Ms Marvel shouted as a bolt of energy shot forward, impacting Jean and her terrifying aura, who remained unfazed from the attack. "Surrender now and..."

"Give her back!" Jean shouted as a wave of energy blasted outward, sending both Peter and Kitty to the ground, along with what remained of their cover. "Now!"

"You really shouldn't have done that, gal!" Rogue's voice said as she leaped out of the shadows and crashed into Ms Marvel. "Mamma bear's most dangerous when her cubs are threatened!" she said as her hand latched onto Ms Marvel's face, and they both plummeted to the ground as two more shaped appeared. One was a sentinel. The other Peter recognized as Tony Stark's heavy-duty armour. The one he had designed to take down the Hulk.

Peter dashed forwards, towards the looming walking tank before Stark could aim his shoulder-mounted rockets properly. He jumped and slammed his feet into the armour's centre of gravity and webbed over the eye-holes, for all the good it did.

"Thermal-imaging renders your webbing useless," Stark taunted as Peter dodged a titanic fist. "The tactic itself is uninspired and obsolete, you might as well be shooting at me with a spitball."

"I thought your company stopped making weapons?" Peter shot back as he ducked under another swing. "That you didn't want to spread the anarchy and chaos anymore?"

"Sometimes, you have to result to brute force," Stark replied as he took another step forward. "You didn't seem to mind nearly killing your own flesh and blood when I sent him after you."

"What can I say?" Peter replied as he rolled underneath the armour's legs. "you put me in an impossible situation. Besides, I was acting on the defensive. You're not." He finished as he backpedalled to avoid a blast coming from the sentinel. Kitty, search for the others! I'll hold him off! He snapped as he jumped, twisted in midair and kicked Stark''s helmet with all his might, receiving only a small 'ding' in response.

On it! Kitty replied as he watched her sprint away from the fight. He breathed easy for a moment, and that gave Stark the opportunity he needed to grab Peter by the waist. How the hell did he... he began to think.

"If you're wondering how I got past your early warning sense," Stark goaded as he brought Peter to eye-level, "I studied you during your time at the mansion, and discovered the exact frequency on which it operates. Now, I can nullify it."

"That's great," Peter said sarcastically as he tried to pry himself free from the death-grip he was in, "should tell me about it sometime!"

"How about when you're in prison?" Stark replied as he reared back his free hand.

"Let go of him!" Rogue shouted as she charged the armoured avenger by flying right into his midsection. "How about cha' try me on for size, sugar?" she finished as she left a large dent in the metal, and Stark's grip on Peter ceased. Peter I gah! I found Logan and Rachel...but I can't get to them...she's all over me!

He ran as fast as he could to where his spider-sense directed him, assuming it was where she was. He leaped over rubble and trough a hole in the wall before slamming his shoulder in Ms marvel, who was grounded, most likely from Rogue's attack.

Unfortunately, her strength remained, as she swatted him in the arm, sending him flying.

He tucked into a roll to avoid any more damage, as he felt his arm swell with icy stabs of pain. It was broken, no doubt about that. But he had no time to dwell on the fact, as he saw Ms Marvel catch sight of Kitty, who was attempting to lift a portion of the wall, presumably where Wolverine and Rachel where trapped. He made a motion to distract her by webbing the back of her head and pulling as hard as he could.

His tactic worked better than he had hoped, as he was soon forced to duck under a series of deadly bolts of energy that issued from her hands. He came up for a rapid follow-up attack, only to have his throat constricted and a fist driven into his abdomen.

"Don't make this any harder than it has to be," Ms Marvel said menacingly, "I'm going to bring you in for questioning. You will be charged and sentenced. If you're willing to testify, we can give you a lenient punishment."

"And if I refuse?" Peter replied as he kicked with all his might, hardly phasing the blonde avenger.

"Lethal force has been authorized," she replied coldly as she raised him higher into the air.

"Let him go!"

xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx

"Let him go!" she shouted as she turned to see Peter being lifted into the air by the leather-clad Avenger. Without a moment's pause for her own safety, she slammed her body into the blonde one's, increasing her body's density by a factor of a hundred seconds before impact. She caught the still-dazed Avengers wrist as it released Peter and spun her around as adrenalin pumped through her body.

Soon, the two of them where locked in a contest of pure, brute strength. Kitty knew the only reason she was able to hold the Avenger in place was because Rogue had drained her powers early in the fight. But even then, Kitty was only holding on barely. One of Kitty's hands slipped and Ms Marvel went for her throat.

As the glove-covered fingers wrapped around her neck, Kitty found herself recalling a nightmare. Her attacker's face remained the same, but not covered in black tendrils. The imagery made her furious.

"You can't have him!" she roared with fury as she twisted Ms Marvel's hand away from her throat. "He's mine!" she finished as she gave Ms Marvel's arms a mighty push backwards, backed by Kitty's own fury.

We've gotta get out of here! Peter shouted, as Kitty watched him free Logan and Rachel from the rubble. Something she had failed to do, but he succeeded in even with a broken arm. His words also rang true, as there where more than likely more Avengers on their way. Jean? Link us up! I've got Rachel!

Rachel? Jean cried out telepathically.

Mommy I... Rachel began.

We gotta go! Logan shouted, interrupting the eight year old. More soldiers are on the way!

He's right! Peter said in conjunction, I can hear them. Do we have transport?

The underground is still intact... Logan grunted as Kitty watched him re-set his arm. ...could survive a blast like that. Let's move!

We've got to look for Dad! Rachel protested.

There's no time! Peter replied as he ran towards Kitty, who was still enthralled in a wrestling match with Ms Marvel, Go! Now! He finished as he transferred his momentum into a mighty kick that knocked Ms marvel off-balance, allowing Kitty to break free and make a run for it as a group of soldiers appeared to the left, and Iron Man's gigantic armoured form appeared to the right. She grabbed Peter and Rachel by the hand. Jean latched onto her daughter's and Peter made a motion to grab Logan, who smacked his hand away as Rogue grabbed Kitty with a gloved hand.

I'll hold them off! Logan shouted, Go! There's no time! Reluctantly, Kitty had to agree with him, and she pulled herself plus her four companions through the ground and into the metal-lined tunnels. No sooner had they landed on solid ground than a titanic explosion was heard overhead.

"Run," Peter barked, and they all broke into a dead sprint. As they turned a corner, Kitty nearly ran right into Johnny Storm and Beast, only managing to slip past them with her superior reflexes. Together, the seven fugitives sprinted down the hall.

"Where's Scott?" Jean demanded as she swept Rachel, who was beginning to fall behind, up in her arms.

"Last I saw, he was trying to blast Tony Stark's contraption to kingdom come," Beast said as he began to run on all fours. "Storm and Braddock went with him. A mix of Alpha, Beta and Epsilon where captured trying to get some students out through the lakeside exit."

"That's when Ms M showed up with three sentinels, and a shitload of soldiers" Johnny said as they turned another corner and the hangar came into view. They forced the doors open and headed strait for the twin jeeps located on the far right. Jean, Rachel, Rogue and Johnny piled into the first, while Peter, Kitty and Hank leaped into the second.

As soon as the doors where closed, Beast hit the gas pedal and they shot out of the hangar and into the wilderness.

A/N: Can anyone tell me what foreshadowing is?

If you can't, I suggest you go check out some of my other stories!