Scott lay curled up in a ball on the floor, his eyes pointed at the ground, closed tightly, covered by his hands and lids, for all the good it did.  All around him he could hear screams and worse, but he dare not open his eyes and look.  More people would get hurt.

"Scott?  Are ya ahlright?" came a soft southern drawl, and Scott almost lifted his head up.  He recognized that voice immediately.

"Rogue?  Get back... stay away from me," he said, keeping his eyes as tightly shut as he could, his hands over them, his body hunched over.  He felt a gloved hand being placed on his shoulder, and he flinched away from her.

"It's ahlright Scott... I'm here to help," she said softly, placing her hands over his.

"No... I'm dangerous... get away from me," he muttered, pushing her hands away, red energy seeping from his closed eyelids, though not yet in any sort of destructive blast.

"Scott," she said softly.  "Look at me... its perfectly safe," she said, almost happily, as she lifted up Scott's head to see her, and he could not keep his eyes closed any longer.  A bright, powerful blast of ruby-red energy shot from his eyes before he could close them or turn his head.  The blast slammed into Rogue and sent her flying, her body landing with a dull, sickening thud as he heard her neck snap, another victim of his optic blasts.

"Noooo!  Nooo... nooo..." he repeated, tears streaming down his cheeks as he destroyed those around him closest.  All because of this hated, accursed 'gift' of his.  "Make it stop," he sobbed quietly, sinking to the ground.

Scott.... Scott....

"Stay back, please... you'll just get hurt."

"Scott," said the Professor, speaking aloud now.  "This is not real... it's just a dream.  In any dream, you are in control.  You have the power to end this.  The power to take control of your eyes."

"That's not true... I've tried... I can't even keep my eyes shut anymore..." replied Scott bitterly, angrily.  "This isn't a gift... its a goddamn curse!"

"It's not real, Scott," replied the Professor, rolling his chair over towards Scott, who instinctively shied away, keeping himself tightly rolled up, his eyes covered, his entire body tense.  "What is happening here is all in your mind, real though it may seem."

"It's not a dream, Professor!  I killed them all... Jean, my brother... Rogue... I killed them all..."

"This is not real, Scott Summers," stated Professor X, his voice deepening, as waves of energy wafted throughout the room.  "This is your dream, and your mind.  You are the only one who can take control of your power now."

Scott moaned, thinking of all the damage had been done, all the people he had hurt.  Suddenly that started to lift, and he realized the Professor was helping him to focus.  With the despair of losing his friends and family, he could focus.  My power, he thought to himself.

"My power," he repeatedly aloud, quietly... as the energy dissipated, slowly, steadily, the power dropping considerably, then vanishing all together as Scott hesitantly removed his hands from his face, sitting upright.  Very, very fearfully, he cracked open a single eyelid, ready in an instant to cover it again should he be wrong.

He wasn't.

He could see, his vision was clear, colorful, and his powers were safely locked behind his eyelids, his to call upon whenever he pleased.  He had control.  Turning, he looked back at the destruction and carnage he had wrought, but it was all gone.  Everything was as crisp and new as if it had been built that very day.  Jean, Rogue, and Alex stood their, unharmed, not speaking.  But that indeed meant...

Yes Scott.  It isn't real.  This all a dream.

"But...?" he started to ask, turning to face the Professor.

The others are suffering as well.  I must see to them as well.

"I want to help," replied Scott.

                                             ~~~~~~~~~~~~~~~~~~~~

"Come Jean," repeated her darker counterpart, beckoning her forward.  "It is your destiny... simply accept it."

Jean pondered the offer the other had made to her.  After all, what did she have to live for anymore?  A lifetime of being hated and feared, being called a freak and worse.  Yet she had such incredible power, why not use it for herself?  Why not do as she damn well pleased, and to hell with those who thought ill of her.  Or opposed her, she thought grimly.  I can finally repay Duncan and Taryn for all they've done to me.  I can put the Rogue in her place, and Kitty too.  I could be Queen of the World, she thought, and a smile touched her lips.

Jean Grey slowly took a hesitant step towards herself, stepping through the flames, which parted at the command of the dark woman, leaving a clear path for Jean to step forward towards herself, slowly.  Step by step, she made her way closer.

Jean!  Stop!

She whirled around, as her darker counterpart sneered with disdain.  There, standing before them on his own two feet was Professor Charles Xavier.

The flames suddenly flowed forward, around Jean, to wrap in a tight circle around the elder telepath, though he stubbornly ignore them, his gaze focused on the two Jeans as he reached out a hand to the first.

"Jean... come back... you don't need to become what you aren't," he said.  "You control this power within you, it does not control you!"

The darker Jean growled angrily, telekinetically pushing her lighter counterpart out of the way to slam against some lockers.  The flames wrapped around her tightly, preventing her from moving as she slumped to the ground.  Angrily, the dark Jean lifted herself up into the air and floated towards Xavier with a look of menace in her green eyes.

"Your power does not compare to mine, old man," she said, lifting her hand and having Xavier lifted up to follow it, floating in the air as if suspended by invisible wires.  "You cannot defeat me," she said.  To her surprised, Professor X only smirked in response.

"That's why I brought some help," replied Xavier.

A bright red bolt of light lanced out from the nearby corridor, slamming full into the darker Jean's chest and sending her flying through the air, slamming into adjacent wall painfully.  Jean and Xavier both turned as Xavier dropped back down onto his two legs.  There stood Scott, in full battle uniform, his visor on.  His hand rested on the side of his visor, and he clearly meant business as he addressed the darker version of his girlfriend.

"Leave Jean alone!"

The dark Jean growled angrily, a sound rarely heard from her lighter counterpart and rose to her feet, uninjured.  Normally Scott's optic blasts would've kept her down for a last a few minutes, but she looked like the blast hadn't even scratched her.  Instead she only looked enraged.  How?  How could he have...?

Then she saw it.  A thin, transparent blue line, not visible to non-telepaths.  Jean and Xavier could see it as well.  It ran right between Jean and Scott.  That damnable link!  Xavier had used the link shared between them to bring the boy into her dream to help her!

"Very clever, Xavier," stated the dark counterpart as she rose into the air.  Scott, seeing she was about to attack, shot another optic blast, but this time she was prepared.  It bounce harmlessly off a TK shield erected.  Then, she knocked both Xavier and Scott against the far wall, keeping them pinned their with her telekinetic powers.

Jean... Jean...!

"Ignore them," stated the dark Jean as she dropped down alongside her light counterpart, offering her a hand up.  "All the power, it is yours, to use as you please..."

She speaks only half-truths, Jean, stated Professor X, exercising his telepathic powers as he tried to get through to her.  That power is already yours, and I know you.  You were one of my first students, I know you are not truly evil.

"Be silent!" roared the dark Jean, sending another telekinetic wave to slam into Scott and Xavier, hammering them painfully against the wall.  Suddenly it dropped however, and the dark Jean turned to stare as her counterpart rose to her feet, her eyes clear of doubt or confusion.  Instead they were filled with righteous fury.

"Leave them alone!" shouted Jean, as she thrust out her hands and her darker counter part was knocked flying back, barely able to catch herself in time and float back to her feet, snarling.

"Nooooo!!!" howled the dark Jean, as her power left her, returning to its true owner, and she was revealed for what she truly was.  Nothing.  No more than a shadow in Jean's mind.  The necessary balance of dark and light.  True, her thoughts were real.  Any person, no matter how good, contemplated such things in their life.  To act on them was another matter.  And now that the real, true Jean Grey had realized this, her dark self was nothing, and was sent howling back into the recesses of her mind.

Jean Grey gently gestured, and the flames died down, and Scott and Xavier both made their way over to her, Scott in a warm hug, Xavier with a bit more composure.

"This isn't real, is it Professor?" asked Jean, hugging Scott back, glancing over at her mentor.

Not as such no.  But there was a real danger we could have lost you, Jean.  And there is a danger we could lose the others as well.  They are all suffering as you and Scott have been, he said, sighing gently.  Helping his students fight their own nightmares was starting to weigh on Xavier.  Though not physically fatigued, his mental powers were starting to diminish just a little.  He did not mention this, however, not wanting to worry the others.

"Let's go then," replied Jean, and Scott nodded in agreement.  Xavier nodded, and together they moved on to the next dreamer.

                                             ~~~~~~~~~~~~~~~~~~~~

They swarmed her from all angles, but Rogue made no effort to struggle against them.  She deserved it, ultimately.  She'd destroyed them, after all.  Leeched the life from their bodies and sent them to the grave as effectively as the Grim Reaper.  It was only fair they be allowed to end her life as well.  At least now she could rest peacefully.

Suddenly an optic blast tore through the ranks of flesh, bone and decaying clothes, knocking back several of the zombified version of her victims, even as the Mystique snakes were torn from her body and flung into a nearby tombstone.  They quickly merged back into her full, true form, though she too was dead and partially decayed.  Rogue turned, watching in amazement as a second Scott and Jean, as well as Professor Xavier appeared in the graveyard, standing their with a determined look.  To her surprise, they weren't zombies.  They alive, flesh and blood.  Jean and Scott wore their uniforms, and the Professor was walking.

"Rogue!  We're here to rescue you...!" said Scott, hand on his visor, eyeing the other zombies as they advanced cautiously towards Rogue's supposed saviors.  She ignored them, sinking to her knees against one of the gravestones.

"Just get out of here," said Rogue sullenly.  "Leave me," she added.

"Rogue!  This isn't real!  Its all in your head!" shouted Jean, as she started to advance upon the growing throng of zombie mutants and humans, recognizing them as those Rogue had absorbed.

"Of course it all in mah head!" shouted Rogue, tears streaming down her cheeks.  "Ah killed 'em all"

Rogue.  This is your mind, said Profesor X, speaking telepathically.  You are the one who is in charge here, and these are not the people you have absorbed.  These are copies.  They aren't real, any more real than a dream.  Your mind is yours alone.

"It's not true... its just useless sayings, Prof..." she started to protest feebly, knowing he could hear her despite the distance between them and the growing throng of zombies, who were converging very close on Jean and Scott now.

It is true.  Scott and Jean are now here by your side, fighting you.  These, he added, directing her attention the zombie versions of her friends.  These are not real.  And they have no power over you.  Your mind is your own.  Rogue, we are in danger here, and only you can help us.

"Then get out of here!" shouted Rogue, angrily, tears continuing to stream down her cheeks as she addressed her latest statement to Scott and Jean.

"We're not leaving you Rogue!" shouted Scott, unleashing an optic blast and knocking back the zombie-Juggernaut, though it continued its relentless advance.

"You're our friend!" added Jean, throwing away two punks from Bayville High Rogue had accidently absorbed.  Like the Juggernaut, they too soon rose again, and continued to swarm Rogue's friends.

Rogue sank to her knees, praying for death, praying for an answer.  And it came to her.  She deserved this, perhaps, but her friends didn't.  And it was true, as Xavier had said.  This was her mind, with her rules.  Rogue stood to her feet, closing her eyes, and concentrated.  Her clothes shimmered, shifted, and transformed into the X-Man uniform she was proud to wear.

"Leave them alone," she said quietly, though her voice could have been Sabertooth's full-throated roar for the effect it had.  All eyes, living and dead, turned to her.

Then all hell broke loose.

The majority of the mutant zombies, including Magneto and the Juggernaut, swarmed over to attack Rogue, even as she took up a defensive stance to finally start to fight them off.  Another batch, including the Blob and Sabertooth, swarmed Jean, Scott, and the Professor, though they were unable to penetrated Jean's telekinetic shield.  And Scott's optic blasts made quick work of them.  Unlike before, those hit immediately disintegrated into ash, blown away by the breeze that swept through the graveyard.  The mists parted, and finally the sun fell down upon the field.

Rogue grabbed onto the Juggernaut and Magneto with her bare hands, watching them disintegrated into ash as well, as their power surged within her.  Rogue lifted herself up into the air, her expression grim, as she swooped down, slamming her fists back and forth, shattering zombies and sending them back to the grave.  Finally, in the end, Rogue stood victorious before her friends, a smile finally plastered onto her lips as the sun shined down on them.

"Well, what's next?" she asked in her southern drawl, a smirk dancing on her lips.

                                             ~~~~~~~~~~~~~~~~~~~~

Author's Notes:

Three down, twelve to go.  And the nightmare starts to lift.  Finally, Professor X's powerful mind becomes useful.  And he's getting back up with the other telepaths and those they've forged psionic links with.

Kinomi: More Bobby at the end.  This is a core X-Men fic.

Comethime: More artwork for a little romance between Tabitha and Amara, my favorite XME lesbian couple?  Sounds good to me.  You have yourself a deal.

Rogue14: Of course it was Moonstar.  And Mesmero.  Aren't I just evil?

Todd fan: Of course, glad you like.  But you shouldn't cheer her... save that for the end.  You'll see why. *evil grin*

Lupine Draconis: Glad I am to have such a loyal reader.

Snitter in Rivendell: Oh you like the nightmares I've selected to torment the X-Men?  Excellent.  I did try and keep the nightmares in character.  Also glad I could make you feel, however, briefly, frightened.  Just curious though, how high does that angst bar go?  You can thank X23's Brother for the idea of Sam's nightmare, but Ray's I had to make up mostly.

Elrohirthewriter: 'fraid not.  I considered him controlling Danielle, but Mesmero just makes more sense.  He has more motivation to destroy them all.

ManniElf18: It will come soon enough.  I am hoping to finish this story before Halloween Night.  And not many chapters left to go.