Note: This is an Alt. Universe Take on the X Men. Most Traditional stuff is gone, like the Jean/Scott relationship Etc. A Joiunt Story Between myself and the Lovely Kat.

The Worthington Industries Limo parked outside La Guardia, Jean Grey- Worthington sat beside her old friend Jack Brea, Both were members of the First Team of X Men formed by Charles Xavier all those years back it seemed.

"Ok, Charles gave me all the info he had on these two. One of them has a seeing Eye Cat" Jean said.

"Cat? Thought only dogs did that work, but then it is the age of equals i guess." Jack replied.

The two of them stepped out of the Limo and made their way to terminal 5, where the Phillips Sisters were set to meet them.

"What does Charles want with these two anyway?" Jack asked,

"One's a telepath, the other is telekinetic. Both are as powerful as heck. You know the new school year is about to start, we need as many good teachers as we can get."

"You sure that's all?" Jack looked around the terminal, looking for the two faces he had stored in his memory.

"I'm sure he has his reasons. I think that's them, just getting in." Jean watched as the plane landed and the passengers started to leave.

Meanwhile, on the Concord, a pair of exotic looking sisters with purple hair and eyes sat in first class, with a lavender cougar seated between them, dozing in the large seat-- Both women were calm and collected as they descended to circle above the Big Apple... It didn't take long for the woman to emerge from the plane, as first class always deplaned first... The women were almost mirror images of each other, save one was slightly taller and more muscular, and her eyes were lavender, the other wore tinted glasses that hinted at rich lilac colored eyes, but disguised the fact that her eyes focused on nothing.... They shared the same violet-black hair, ivory skin and pointed ears--and the "cougar" that was with them wore a harness akin to a seeing-eye dog, guiding the blind woman with gentle patience and ease. Eventually they all met up.... "It's a pleasure to meet you both. I'm Jean Grey-Worthington. This here is Jack Brea. We were asked to meet you and give you a ride to the Xavier institute." Jean offered her hand to both women, as did Jack.

"The Pleasure is all mine ladies" Jack said as he kissed both of the women's hands.

[Knock it off, we don't want to scare them.] Jean 'Pathed to Jack. His only reply was a quick glance.

"So have you got any bags waiting for you or shall we get right off?" Jean asked.

The blind telepath nodded, "Aye, pleasure to meet both of ye. I am Liz Phillips, and this is my sister, Bea. We have baggage that should be unloading soon.."

Bea smiled and blushed a faint shade of blue-grey at Jack's attention, "I hope ye don't mind waiting fer it."

"Of course not. No trouble at all." Jean said. The group of them moved through customs with ease, and then entered the baggage claim area, the "cougar" purring while riding on the moving sidewalks... it was curious about its surroundings, with an almost too- intelligent look in its eyes, yet also warily observing anyone who strayed too close to Liz.

Liz tilted her dark head in Jean's direction, "Yer the former model Jean Grey aren't ye?"

"Why yes. That's going back a few years ago though. I gave all that up, it just wasn't right for me."

Bea chuckled, "Well, we're more into the Shape, and Black Belt end of things than houte culture... Neither of us are skin and bones like most of those models today... I remember you were an exception to the rule: somebody who was actually healthy."

Jean couldn't help but laugh, " I never heard that said about me before. But then i never went in for all that 'Make yourself sick to get thin' game. Kinda gross for one thing."

"And that's why you quit--or so the interview in Vogue UK went," Liz

commented, "Yer what? 5'6" and 130, if I'm not missing my mark, which is bloody fine and athletic fer a woman of yer age... Bea's over 200 lbs of solid muscle, and could break any of those current Twiggies if she sneezed!"

"Yeah, that and a few ...other reasons."

"Most of 'em make be right sick," Bea agreed, "Outside of modeling, any woman 5'11" who weighed 120 lbs would be put on observation fer anorexia and malnutrition... Liz and I've made our mark-- and since that accident-- well, ye've read the files... We took a gig with SHIELD, and unfortunately, paid the price of being too good at what we did over the last couple of years."

Jean was about to say something but trailed off. She'd lost her husband in the same sort of way a few years ago. Jack shook his head, as if trying to knock away the memories he had of that day.

"Anyway, where were we? Ah yea, baggage." Jack quickly sputtered, trying to cover the silence that had befallen the two. Eventually the baggage began spilling out of the chute while Bea used her height and impressive size to wade in and grab their bags, passing them to the skycap that was now attending them. The taller woman seemed to effortlessly handle the bulky cases, earning no few admiring looks from some of the men that were in the area... "Ye let me handle the heavy stuff, Jack. Don't want ye pulling anything, eh?"

"You looked like you had it under control. Besides some women think it's invading their rights. Damned if ya do, Dammed if ya don't" Jack said as he picked up a bag in each hand.

Bea winked at him, "Yer such a pretty little lad, I'd hate to see ye flat on yer back fer something so trivial."

"Yeah, but i got honor to regain now, and I'm all for my honor. My momma always told me to lead a hand when it's needed."

"Oy, are ye?" the more outgoing sister inquired, "We'll be seeing about that, eh?"

"Somehow i don't like the sound of that." Liz was more silent, sitting on a nearby bench, petting her seeing-eye cougar... her mind was strangely still and nearly invisible to Jean--much like a still lake, under which there were depths and currents anyone, could only guess at... Her head tilted in the direction of the redhead a she looked not at her, but through her with those sightless lilac eyes, "I believe that's the end of it... Shall we go?"

"How did?... never mind. I'm shutting up now." jack said.

Bea watched Jack load the last two smaller cases on the cart, admiring the view... a very interested look crossing her face as she playfully swatted him on the bum... "Ready to ante up, luv?"

Jack suppressed the need to shut DUDE! and smiled, "And how may ask do we do that?" he asked as the group made their way to the waiting Limo.

"Oh, ye and I'll discuss the terms of yer surrender later," she teased him,

"I think ye'll make a good sparring partner and maybe I'll let ye take me out on the town and show me the local techno clubs and raves, eh?"

"I ain't that young. But I'll see what i can do."

Bea looked him up and down, "Ye don't look like yer an old sod, either... I don't see any grey in yer hair..."

"I die it twice a week" Jack joked.

"Can't be more than 25, with a body like that," she added.

"26 but close."

[You wanna get in here before i PULL you in?] Jean 'Pathed.

[GEE, sorry, just making them feel welcome. Us Brits gotta stick together and all that.]

Liz looked at her, "So, ye and yer sister... must be some sort of metahuman if yer alumni of the Institute... What be it that makes ye special?"

"My sister and I are both Telepath's, I'm also telekinetic."

Liz nodded, "I am also a telepath, and possess some psychokinetic ability that manifests in the most useful possible manner when I am under stress, as well as being an ESPer... Bea's the most unique 'kinetic I've encountered yet--and don't waste your time trying to read her--she's head blind as a bat, and is "invisible" to every psi-sensitive we've ever run into... Even me."

"And I'm glad to know we're not the only set of psychic twins around."

"Do you and Madelyne have one of those "telepathic bonds" like the Corsican Brothers?" she asked curiously.

"Not that we've come across. But we've never really honed that "Skill" if you like. Plus she's been away a while so who knows maybe we do and just don't know it."

Soon Bea, who had generously tipped the skycap and languidly folded her tall form into the limo across from Liz and Jean, joined them.

Liz smiled, "Any such thing would be impossible for Bea and myself... what with her being head blind and all..."

"Sounds like a drag. That skill could come in handy at times." Jack said as he pulled the door closed. The Driver started the engine and started towards the School. On the way, Bea bantered with Jack, finding him entertaining and amusing company... Liz's questions to Jean revolved around the Institute.

"What can you tell me about Dr. Xavier..." was the loaded question that she leveled at Jean.

"Charles? Well he's a world known scientist as you know. Clever, well

dressed... What the papers won't tell you is he's a very powerful telepath. He built the school to help Mutants like myself and. that one" Jean pointed at Jack, who gave her a quizzing look, "To better control our powers and then live a "Normal" life"

"I see..." Liz replied, and now Bea's attention was on the conversation, "He seemed to be of the opinion when I met him, that any telepath that he hadn't trained was a novice... How do you feel about that?"

"He can get a little too proud of his work. I won't read too much into it."

Bea nodded and Liz actually smiled, "Good. I see that you are able to

maintain perspective and an open mind... because I may have a few aces up my sleeve that even he hasn't thought of."

"I'd pay to see that. The look on his face alone..." Jean chuckled.

"Indeed..." she replied, "Let us test a theory here, Mrs. Worthington... I have it from him that he believes that you and Ms. Frost are roughly equal in telepathic strength, yes?"

"Close yeah. The scales have been know to go one way from time to time."

"Good, so you know that one of you has certain strengths that might counter the other, yes?" Liz summarized.

"Exactly right."

"Now... I will allow you the opportunity to attempt to gage my strength by testing my defenses..." Liz instructed her.

Jean reached out with her mind, her plan was to try and pass Liz's Defenses with a quick Mind probe. She could "feel" Liz's mind as she pushed forward.

Jean probed Liz's defenses, but could not find breach them... The English telepath had shields that seemed to rival those of Xavier him self...

Jean shook her head, "I guess being as strong as Emma doesn't mean a lot."

"Well--It does mean something..." Liz replied with a smile, "How are *your* defenses?"

"Let's see shall we?"

Liz's sightless lilac eyes glimmered momentarily as Jean felt something gentle pressure against her mental shields, like a butterfly's wings--and then the sense of the other telepath in her mind--not intrusive, but there, inside her shields.

Jean looked past Liz, past everything in fact as she focused on Her Psi shield.

[Hullo there...] Liz mind spoke with a smile, revealing herself to be a telepath of roughly equal strength to Jean--slightly lesser range and raw power, but having a great deal of versatility and skill.

[Ye appear to only know one way of shielding...] Liz observed, [Would ye like fer me to teach ye some new techniques? Even enough t'keep Xavier out of yer headspace?]

[That may be a good idea. Guess i still have a lot of things to learn.]

[Ye have only learned what Xavier taught ye... I've had the benefit of learning from a great many telepaths, empaths and the like when I was in SHIELD,] Liz admitted, [Yer telepathic shielding is quite good, but yer barely defended against empathic probing, which was the avenue I used past yer shielding...]

[Thanks for the heads up Miss Phillips.]

[And ye might as well call me "Liz",] she suggested, [Xavier's taught ye to be powerful and focused, but ye lack finesse and subtlety--that be where ye and I differ... Mayhap ye have a few things to teach me?]

[I guess there could be something, but at this time I'm at a loss to think of anything. Can you do this?] Jean reached out again, this time targeting Jack.

"JEAN! Why the hell am i seeing a large green Dragon sat next to me?" Jack shouted mockingly. He had a Feeling Jean had something to do with it as it didn't bother anyone else.

Jean smiled and put her hand on Jack's shoulder. "I'm sorry about that, just had to test something."

"Well could you NOT. It's very bad."

Liz raised an upswept eyebrow in a manner quite akin to Spock, making it seem as thought every thing were normal for a moment... then he began to perceive the world as the blind psychic did: through her psychic senses--as if they were his own--not unlike being able to smell colour, taste form and hear distance.

[How do ye think of that?]

[Looks good, but do you think he can take much more?]

Jack's eyes were wide. His new perception on life was a little more then he could take. He started to breath slowly, calming himself, making sure he didn't destroy everything within a 20-mile radius.

"Stop doing that." It took all his control to keep himself in check.

[I don't think so...] she said softly as she soothed his mind and returned his perceptions to normal.

"Thank you." Jack whispered. His voice was weak and his head spinning.

Bea leaned over and gave him a light kiss on the cheek, "Canna take much of me sister's world view, can ye?"

"Much longer and i would incinerated not only this Car but also half of New York... brought back a few..." he trailed off. He felt like an idiot, going off like a four year old.

Bea smiled at him, "So, just how good is yer control?"

"Pretty good. I've lost control a few times, damn near killed myself each time. But like a fine wine my Control gets better with age."

"Really?"

Liz looked over at Jean, [What do ye make of those two?]

[It's too early to tell. He isn't exactly great when it comes to women. He tries, poor guy but he always seems to come up short.]

[Really? Seems that he and Bea are already getting on rather well...] Liz replied as the car crossed into Westchester County, nearing their goal, [She doesn't like romantic entanglements...]

[I agree he's doing well, normally he'd have inserted foot directly in mouth by now.]

[Could be the Brit thing...] Liz replied, [She usually just 'breaks' them...]

[How do you mean, 'Break'?] Jean asked.

[They "hit on" her the wrong way, she hits back....] the Englishwoman elaborated, [And my sister can bench press 50 metric tons....]

[When you said break i didn't think you meant Break!]

[Ah, m'dear girl, ye haven't seen her in a mood...] Liz said with a hint of a smile, [And her moods--run hot and cold, but she's quite good at what she does...]

The limo stopped at the Institutes Main gates. The driver passed a key card thought the scanner and said the password of the day

"Pick up"

The gates opened and he drove up to the main doors.

"Here we are, the Xavier institute."

Liz nodded, scratching the cougar's ears, [I trust the teachers have their own quarters?]

[Yeah second floor, west wing.]

A Young women stood at the door, she pulled Jack to one side.

"The Professor isn't here."

"Oh you're kidding right Kitty?"

"Wish i was. He's gone to See Mr Stark. He didn't say why."

"Damn. Ok Jean and i will cover things, Thanks for the Sit Rep Kitty." Kitty nodded as she walked back inside.

"Ok, It seems the Professor is out at this time. So Jean and I will have to do his part of the tour."

[Excellent... Would ye visualize a "map" of the mansion for me? That way I can find my way about without getting lost...] the telepath replied, [It looks like Jack's going to show Bea around...]

Jean brought up a "mental" map of the mansion and it's secondary building, the newly built Hitomy Brea center. Which was used to house the Students. Teacher's quarters were in the mansion it's self.

Liz and the others got out of the car, and let the staff bring the cases in and deliver them to the right rooms... The Englishwoman quirked a brow, [So, what's this about having to take a "codename" or something that Xavier mentioned?]

[Charles calls it 'Being rebaptized as a Post-Human being'. A name which describes a person's own skills and personality.]

[I suppose my shield call sign of "Revanche" will work well enough...] she replied, [Bea was "Arclight"...]

[I'm Angel. Named after my Late Husband and Jack's Firebrand.]

[Good enough... But will ye forgive my curiosity if I ask what ye went by before?] Liz asked.

[Believe it or not... Marvel Girl...]

Liz raised an eyebrow, [Marvel Girl?? Really trying to throw 'em off, weren't ye?]

[I was young, after a while the name stuck. I just never got around to changing it.] Jean replied.

As she got inside, Liz removed the cougar's harness and allowed her to scamper outside to play... [Now, about the tour?]

[What would you like to see first?]

[Oh, how about we start at the bottom and work our way to the top?] Liz suggested, enjoying being able to mind speak to another person for a change.

[And don't worry, Vanna is perfectly safe... I can "see" with my mind, better than most people see with the eyes in their bloody faces...]

[That sounds like a good idea. You want the bottom floor or the "Bottom Floor"]

[The "Bottom Floor"] she suggested, [I want to see the serious facilities...]

[Of course. Where the real action is.]

[Indeed... Shall we get started?]

Jean walked over and opened the Lift doors. Both women stepped inside and Jean opened a small hatch, triggered by her thumbprint. She pressed 'SB-3' and the lift started up. Only seconds later the doors opened again. The corridor had a number of doors leading to other rooms, a lot of them empty, ready for future use. The first door they came to was labeled, 'FORGE'S LAB'

Liz quirked an eyebrow, [SO *this* is where Forge wound up after his SHIELD contract terminated... Have to make a bloody good offer to make him go into the private sector...]

[He gets to tinker to his heart's content. Although i have no idea where he is.]

As if to answer, Forge's head appeared from behind a large cannon.

"Ah Jean... and Liz, it's good to see you. How have you been since we last saw each other?" Forge asked.

Liz shrugged and smiled, [Doing well enough... but I'm blind as a bat, these days, thanks to Bea's and my being the only ones of our team to make it out of our last mission alive...]

"I heard about that. Give me some time and i may be able o whip something up to help you with that."

Liz smiled at him, [You're as kind as you ever were... and still as handsome.]

"Why thank you. You're still a wonder to the old Eyes as you ever were."

Liz hugged Forge, [Will be wonderful to work with a familiar face. Jean's just taking me on the farthing tour down here.] she explained.

"Don't worry. These are good people, you'll feel at home in no time."

She promised to drop by and catch up with him later as the redhead lead her out of the lab, and on to another area. The sign on the next door used to read Henry McCoy's Lab. But Hank's sense of humor extended to signs. It now read. "The Beast's Cave"

[Sometimes i wonder if Hank ever aged past 10.] Jean added with a chuckle.

[OH, if half what I've read about him is true he's a wonderful person.]

Beast was hanging from a pipe that was fixed to the ceiling; he was reading a large book. Inside the book however was a magazine called 'Science and Skateboards'.

"Morning Hank, How things here in the cave?" Jean asked.

"Ah, Jean. And you brought a friend." Hank dropped from the ceiling and offered Liz his hand.

"I'm Henry McCoy and you are?"

[Phillips...] she deadpanned, [Liz Phillips, former agent of SHIELD...]

"Ah a telepath. Well welcome to the mansion. I'm guessing by the fact that you're down here that you're a new member of staff around these parts."

[Aye... I am, but ye'll find that I'm more than a telepath,] she replied, [I maybe blind, but my ESP allows me to "see" far better than eyes ever did- -not sure I want them back either! Ye were an Avenger, yes?]

"Alas Yes. But once I heard about the School I decided a change in location would do me good. Being a Mutant myself."

She merely shrugged, [What difference does it make? Mutant, altered human, Atlantean and all that...]

"The Dream my Dear, the Dream. Mutants have it rough. Humans hate us. While people like the Avengers and Spiderman are loved. We have a lot to prove and I'd like to be a part of that." Hank replied.

Liz shrugged, [I don't know that Bea and I are mutants, or not... but I would hope that Xavier has an open enough mind to allow metahumans of all types to work and study here...]

"Oh he does. Everyone here is equal. Humans, Mutants, Metahumans etc. All are welcome within these grounds".

[Good...] she said with a hint of a smile, pushing her violet-black hair behind her pointed ears and then producing a small dagger and pricked her finger to reveal blue blood that vanished as the shallow cut healed.

"Hmmm Interesting." Hank's mind started to work overtime, a True scientist at work.

[Lets leave Hank to his Mind shall we?] Jean asked.

[You can play doctor later, McCoy,] she joked, [Let's go Jean... and it's true, I'm not sure whether we're mutants or what we are... We have powers; we've used them to help others when we worked with SHIELD... And now, to teach others from our experiences...]

[Then that's good enough for me. Next stop on the list the Cerebra Chamber.]

["Cerebra"??]

[Mutant tracking device for the 21st century. Built, in part, by your friend Forge.]

[Ah... how does it work?] Liz asked, [And who operates it?]

She looked around in wonder at the contraption that seemed to fill a chamber the size of a small aircraft hangar...

[It tracks the brainwaves of every mutant on the planet. Other then that i have no idea. The user's thoughts are shown on this front window... we have NO idea how that one started it wasn't planned for. Normally Charles, Myself or Emma operate it.] Jean answered.

[Telepaths, eh?] She inquired, her manicured fingers running lightly over it, [That's interesting--ye ever tried an empath or other psi-sensitive with it?]

[Frankly we were too worried to try it. We knew it worked with telepaths but other then that. Jack tried it once... lets just say his healing powers were taxed for a while repairing the damage.]

[I see... and ye've only tried known *mutant* telepaths...] she continued, her eyes narrowing, [And there's a sure fire way to find out if I'm one of yer mutant types or not, isn't there?]

[I won't advice it but if you want to give Cerebra a try. you can.]

[Nae, I was thinking ye could show me how it works with yerself in the pilot's seat...] she replied, [and see if yer gizmo can "see" me or not...]

[That's a better idea. Ok then, lets give it a shot.]

Jean stepped through the door and closed it behind her. The Glass showed a map of America, then the new York Area after a minute Jean closed down to the mansion, screening out everyone that wasn't on that level... "3 mutants." Jean concluded.

[Does that answer your question?]

[Aye... We Phillips gals aren't mutants...] she replied, [But the readouts are quite fascinating... I didn't realize that mutants had a particular brainwave variation--always used a genetic based scanner in SHIELD...]

[We're guessing that the differing brainwaves are something to do with the 'X gene' that triggers a mutation. But we don't know for sure.]

[Hrm.. could be.. What's 'Bones's' take?] She asked, her sightless eyes unfocused, but her focus intent on the entire chamber.

[Bones? Isn't he the guy from Star Trek?] Jean asked, a little confused.

[They're both Doc McCoy's....] the Brit replied with a laugh.

[I won't know. Bones is about as far as my knowledge on Star Trek goes I'm afraid. He's looking into it. But at this time he knows as little as we do.]

[I suppose that's why he's here instead of with the Avengers...] she surmised as she looked around again, [So, what else is down here?]

[The Danger room's entrance. it's a double leveled holographic Gym. We use it in training. The Control Room is upstairs, along with the War-Room, Mansion Defense Center and the Combat Operations Center.]

[How about we take a look at yer holodeck?]

[Sounds like a plan.] Jean opens the Danger room's door and steps inside.

"Danger Room, transfer control to Console 1B."

In front of Jean, a small computer terminal appeared. From here she could control the room without being up in the "box".

[And what the bloody hell does a school need a "Combat Operations Center" for?] Liz asked, a trace of a scowl crossing her face.

[We use it to track our team's situation while their "in the field" I'm sure the Avengers have a better name for it but we don't. It sounds a bit off i'll admit.]

[Ready room?] She suggested, [That's what SHIELD calls that sort of thing...But why have one if yer running a school?] Liz asked again, [Ye training up an army here?]

[No, we run a volunteer Rescue and Emergency Organization. Also known as "Superheroes". The X Men do much the same as the Avengers. But because we're Mutants, we're classed as outlaws.]

[Ah....] the Englishwoman replied, still looking skeptical, [I hope Xavier isn't looking for Bea and I to "volunteer" for fieldwork... I maybe blind, but I still have fight in me--but I'm not here for that!] Liz added, [Why? There are mutants among their numbers...]

[I don't know why things differ between us and the Avengers, Maybe we're not as lucky.. Nobody will force you join the X Men. But the offer is always there.]

[I will help where I can, but as I said, I prefer to avoid fieldwork...]

[I admit i don't do as much out there as i used to.] Jean said

[I understand this...] she replied, [There is only so much that can be done... So, where is Xavier, anyway?]

[From what I heard Kitty Tell Jack he's visiting Tony Stark. I don't know why. Maybe a new High tech gizmo for this place.]

[Makes sense... and who's Kitty?]

[The young women that was at the door when we got here. Her name 's Katherine Pryde, one of the Students here.]

[Ah... why don't we ask her to join us?]

[You mean down here? i guess we could do that. Kitty, could you join me in the Danger room?]

[And don't tell her I'm blind...] Liz reminded her. Several Minutes later Kitty Pryde Phased thought the Danger room's door.

"You asked to see me?"

The violet-maned Briton looked at her, [Ye are one of the resident students, I hear...]

"That's right, I've been here a few years now." Kitty replied

[I be Liz Phillips. one of yer new teachers...] she continued to Mindspeak, [Ye study martial arts and dance, yes?]

"That's correct. You're well informed Miss Phillips"

[And don't worry, I'm not looking past your "Public Mind", lass...] she replied, [I be more than a telepath--ESP is the other of my gifts... in addition to being quite observant. Ye move like a dancer, and a bit of the careful guardedness in the way ye opened the door indicated martial arts training... Care to show me what ye've got?]