Through Hellfire and Back,

Part 26

Disclaimer: X-men Evolution is the property of Marvel and Kids WB. All the characters in this story are the property of Marvel and Kids WB. Long chapter this time.

Enjoy!

*********


"So.... this is it?" Rogue blinked, as all the X-men stood assembled in front of a rusty-knobbed door. After winding downward through the twisting halls and staircases, Logan confirmed that the scents of Kitty, along with a large handful of unknowns, were concentrated behind the final entrance. However, the sheer depleted appearance of the beat-up handle alone compared to its outside counterpart was a bit unnerving. What, had Frost suddenly run out of cash for her building supplies?

"Should I port-?" Nightcrawler asked, but was cut off by Wolverine.

"No, too risky. They might be right in there, or we might have to go through another maze, but I don't think any'o us should go it alone now."

"I agree. Shall I?" Storm placed a palm on the handle.

"What if it's locked?" Evan blurted, then stepped back at all the odd looks he received.

Storm rolled her eyes. "I have a few lock picks on me, and if they don't succeed, I'm certain Scott's eye beams and Wolverine's claws will suffice."

Spike felt sheepish. "Oh, right. Sorry Antie O."

Rogue smirked. "You, a thief? I never woulda guessed."

Storm shot her a look, which transformed into a wry smile. Gloved fingers turning the handle, a whisper of relief swept by as she realized it was unlocked. Evidently, The White Queen didn't believe in heavy security.

Or this was exactly where she wanted them to be.

Storm held open the door as, one by one, the X-men slipped inside, remaining in a close, huddled group. It wasn't until the last two entered that Storm herself joined, releasing her hold on the door behind as swung back into a closed position.

**CLICK**

Logan raised an eyebrow, one brown eye glancing behind. "I'd say we've just been locked in."

Jean met his eyes, her question directed to both the burly man in front of her and the professor beside. "Should we try to get back out?"

"Not yet." Xavier continued to wheel foreword, flanked by Scott and Kurt, as Storm and Evan strode on ahead. "Miss Frost has taken considerable trouble to bring us here. I suspect leaving the room will soon be the least of out worries."

A small rustling sound hit Rogue's ears. "Something's coming!"

Immediately, all of the X-men jumped to their defensive positions. Cyclops placed a hand on his visor, even as Wolverine bent close to the ground, senses keen. Nightcrawler teleported to the front as Spike's back arched like a porcupine. Ororo took to the air, manipulating a slight breeze underneath her cape. Rogue raised her arms as Jean took a step back.

"Mew."

The rest of the X-men froze. There, walking towards them, was a soft, gray.... cat.

"You gotta be kidding me." Evan raised an eyebrow at the room's single, solitary occupant.

"It's just a cat?" Scott blinked and did a double take, as did Jean beside him. All eight X-men made their way further into the room, fanning out and searching the walls.

"No....." Logan bristled, his claws remaining extended as he continued to scan the seemingly empty room. "They're- oh shit! Hit the dirt!"

"Huh? Wolverine wha- " Storm didn't have a chance to ask, as a dark skinned youth barreled into her, picking her up and throwing her mid-air towards the North wall.

"Antie O!" Spike screamed, the speed of the attack having caught him off guard. He didn't need to worry however, as the hit didn't connect: Storm flipped back, allowing her own winds to slow down her momentum and bring her back in control. Her zipping opponent continued his flight pattern, this time attempting to change the winds by encircling her in an opposing motion. For his efforts, Storm retaliated with a shock of electricity, which narrowly missed his legs.

"That all you got lady? Well, I've got news for you: my name's Jetstream, and it takes more then a little thunder to scare a me!"The youth's angry attitude lashed out, as he continued to weave through the air once more, allowing everyone in the room to get a good look at his dark skin and hair, along with a skintight uniform of deep crimson, with black side stripes, gloves and an open collar. Several of the X-men felt shivers go down their spines as they realized where they'd seen the particular design before.

Their attacker was wearing an inverse of the design Kitty had robbed the bank in.

Jetstream charged at Storm once more.

-----

Weary of the battle which had already begun, Nightcrawler moved to shoo away the cat that was currently in his path. It was clear by Jetstream's appearance they they were not alone, nor were they wanted guests. No doubt things were going to get ugly fast. Still, no matter how great the danger, the last thing he wanted to see was an innocent hurt in the chaos.

Even if the innocent was a small furry critter.

"Sorry my little friend, but I don't think it's safe for you to be here." He stepped foreword, fully intending to port the feline out of harm's way, and return to help his friends.

The cat however, had different ideas.

Leaping back, it spread all four paws and hissed in his direction. Then... to Nightcrawler's shocked amazement, it started to change. Slowly, fluid, like the motions of Wolvesbane from wolf to woman hands, feet, and an upright body emerged. Shimmering, shifting with ease as bones changed shape and fur retracted into pale skin, while hair changed from gray to a slightly more colorful hue. When the process was finished, it wasn't a feline friend that stood before Kurt, but a girl of around his age, with long lavender hair dressed in the same deep uniform as Jetstream. A lavender-gray tail wavered out from her lower back, then wrapped itself around her left leg tightly.

"Hello. You is also a fur-person?" The teenaged girl placed both hands upward in a ready position, fists clenched as she eyed her enemy with caution. Even from the slight distance, Kurt could see that her eyes, while loosing their kitten slits, remained the same green hue. "You no think you is actually going to win this fight?" She spat now, growing more and more disgruntled by the moment.

Kurt put his own fists up to match, and frowned. He didn't enjoy beating up on little girls, but if it was a fight she was after... they had come here with a purpose, and no cat girl was going to stop that. "My name's Nightcrawler. What have you done with Kitty?"

Sharon hissed out in response. Forget a grudge match, she'd heard why the X-men had really come, and she wasn't going to allow it. All that concerned her in this fight was the well- being of one person: her best friend. A friend ... a single solitary friend, but a close friend nonetheless. A friend who, according to Frost, the X-men wanted to take away. That wasn't going to happen, not so long as Catseye was on the job. "Kitty-kat is fine. You leave! Have no business here!"

"She's our teammate, our *friend*!" Kurt growled, his tail swishing back and forth wildly behind. He pointed one finger accusingly. "You have no right to keep her here!"

"Oh? Seem to Catseye she want to stay here? Why you no leave- she happy!"

"Happy?" Kurt's eyes glared darkly. He was in no mood for a verbal disagreement. "Happy as what, a pawn? Happy with memories that aren't hers? Happy without the pleasant memories of her team, her teachers, her family.... her LIFE?!! Or don't you know that?!"

Kurt blinked, as his opponent took an retreated a step back at the force of his conviction. Was it only imagination on his part, or did a sudden flash of confusion move over her face?

It didn't matter. Within a moment she was back on the offensive, this time a solid trace of anger within her eyes as she glared at her opponent. "Kitty-kat is Catseye friend!! No let you take away! You should worry about getting self hurt first!"

The blue furred mutant was taken completely off guard as Catseye shifted once more, this time no into the lithe gray form she'd introduced herself as, but that of a hybrid, a large human body with spots of fur, fangs, and lion-like strength. Her tail uncoiled, and started to wag behind her, in a slow, unnerving motion. She charged, snarling, and only a speedy teleport enabled Kurt to prevent being mangled by her ferocious claws.

-----

"Nightcrawler!" Scott moved to aide his teammate, when another Hellion decided to start their play.

"Catseye's right buddy. You're better off watching your own backs."

Cyclops anticipated the punch when he heard the voice by his shoulder. What he could not have guessed however, was the speed or strength with which it was delivered. In a single moment, the leader of the X-men found himself confronted with one of the toughest blows to the stomach he'd ever encountered. Only Juggernaut and Logan's fists hurt worse, by comparison.

He was thrown to the ground on contact.

"Humph, some mutant captain you are." Thunderbird, decked out in his own variation of the hellion uniform, took a cocky stride as he prepared to land another attach. "You're suppose to keep your eyes on your opponents in a battle, not only on your allies."

"Sound advice." This time it was Thunderbird who was caught off guard, as red-hot beam of destruction caught him dead center, tossing him a good distance away. Scott staggered to his knees, refusing to allow the pain in his middle to slow him down.

His opponent was right, this was a battle, and it was far from over.

The two group leaders faced off, and prepared to go at it in ernest.

-----

Strong pikes of bone protected Spike's back as he assessed his situation. Already Nightcrawler was duking it out with a femme fatelle of the furry kind, while Scott was dealing with an extremely strong Apache boy. The trap was currently in motion, and unless Jetstream, Catseye and Thunderbird were it, someone was soon going to learn why it didn't pay to mess with the Spike.

He didn't however, expect that the trap would be a voluptuous blond babe who looked as if she's stepped straight out of Baywatch. With her teased hair, and her 'modified' uniform, arms missing and significantly more cleavage shown in the V of her chest, she brought new meaning to the words 'Devil's daughter'. Spike gulped, his hormones taking a brief pause before he stepped back and gathered his wits. No matter how cute the opponent, a battle was a battle..... he cursed his training for recalling that important fact.

"Hey there cutie. Nice backbone y'got there, but I bet you can't hit me." Roulette smirked, allowing a few small disks of light to formulate within her fingers.

"Sorry lady, but you're going to loose that bet!" Evan hurled a set of bolts right at her, and the girl released the disks, smacking herself dead center. The bone splints fell to the ground.... in every spot save that in which she was standing.

"Sorry sweetheart, but I'm afraid that's how lady luck is. Some days she's a real treat...."

A different disk formed within her left hand as Spike started to move towards her, this time one of total darkness.

"'An sometimes she makes life a real bitch!" Jenny launched her disk, altering the field of probably around Spike's feet, and the X-man went flying. Worse, the disturbance forced his spiked projectiles launched straight up, crashing down within inches of his fallen form.

"Oh mannn....." Somehow, Evan knew this wasn't his day.

-----
"Scott, Spike!" Jean's eyes grew wind at the carnage which started to unfold around her. When Professor Xavier had called the team to Snow Valley, they'd been prepared for a battle against the White Queen and whomever was under her command. Against new, unknown mutants with such diverse abilities and training however, being prepared wasn't necessarily enough.

Even now, Jean could see whom she assumed would be her own opponent: a tall lanky goth girl with hair as red as her own, save for the black die on the tips. Her face as a blanket of black lipstick and pale white complexion, while her Hellion uniform was accented with silver chains and talisman's around her neck. Deep black eyes stared at Jean, as if observing her very soul, and a shiver ran through the popular girl's neck. Mentally, her opponent's mind was shut off to her like block, nothing could be traced. No doubt the White Queen's handiwork.

Her opponent flipped out a set of cards, and Jean was on her toes; she'd seen this trick before. However, unlike the smooth moving Gambit, who exploded his tools with the flick of his wrist, her opponent made no such move. Rather, she opted to pull out a random card from the deck, holding it out face foreword so that Jean could read it clearly.

"Mademoiselle Frost has given me the name of Tarot. Are you prepared to face what the future has in store for you, Miss Grey?"

The card was flipped into the air, and out popped a soldier with several swords. It was as if a drawing had life suddenly breathed upon it, joining reality in such a perfect way that one would assume it had been given life by birth of flesh, and not a paint brush.

"The eight of swords- you're powerless." Tarot continued in a monotone voice. "Now, fight."

Jean raised a mental shield to start blocking and tossing the blades before they hit.

-----

Rogue started to mutter under her breath. not good, this was so not good. As she'd told the other X-men, she'd seen bits and pieces of these characters in Kitty's forged memories, but at the time it had been so hard to pick them out... so hard, when what concerned her most was finding the one responsible. Now, seeing and recognizing Tarot and Roulette, she really wished she'd paid more attention to the side notes of what had being going on in Kitty's mind.

"Hey baby. Nice stripe, do you have the tail to match?"

Rogue whirled, fully intent on slugging who or whatever dared to make such a degrading wisecrack. As her eyes caught sight of her opponent however, all anger vanished within the blink of an eye.

He was gorgeous, possibly not more so then other guys she'd met, but certainly a handsome hunk in his own right. Lightly bronzed skin covered a lithe and well built frame, with deep, intense brown eyes, that seemed to give off a slight charge at her gaze. Her heart started to beat a step faster, while she found herself unable to stop her own increasing fascination. Her face went warm as he seemingly beckoned her closer. Warm, inviting arms and a set of soft, luscious.....

Manuel De la Rocka smirked as the southern cutie started to slowly step in his direction. Of all the Hellions, his gifts, he knew, were supreme. Forget the White Queen's personal pretty pet cat, what other mutant could alter the very emotions of people's lives? Unlike his peers, he didn't need to fight his enemies. No, not when it was so much sweeter to see them too filled with fear to step in his direction. Or fall in love with him at the very first sight. He smirked at the gothic girl came closer, allowing her arms to wrap around his neck, as her eyes showed him exactly what he was gunning for: pure, uninhibited desire. She was attractive too, more so an exotic beauty then Kitty had ever been. Nor was she an obvious tramp as Roulette. Well, no reason why he couldn't have a little fun with his prey.

He allowed the girl to lean in close, to the point where he could feel her breath on his face. Oh yes, this was going to be some fun indeed....

Unfortunately, as Empathy soon discovered, stirring the emotions of other people really was a dangerous game, and getting a girl to kiss you when she normally hated your guts really was a stupid thing to do. Particularly when that girl was a power-absorbing mutant girl named Rogue.

Their lips touched, and within an instant, Manual's energy was absorbed. His body convulsed, the shock so great he was instantly thrown to the ground.

Rogue took a step back and blinked, sudden awareness of her environment returning. Then, her gray eyes observed the prone boy in front of her, growing wide at the sight.

A look of absolute revulsion followed and she started to spit, more then a few venomous choice words flowing through her vocabulary. "EWWWW! WHY THAT DIRTY $%^^$$&! GROSS! YEEE-ACH!"

Tarot stopped her battle against Jean Grey to rush over to her fallen teammate. "Empathy!" She checked his fallen form. He was breathing, but would clearly be unconscious for some time. "Why you, you witch! How *dare* you treat him like that!" She bristled, as Jean placed a supportive hand on Rogue's shoulder.

"Are you going to be all right?" She questioned, but was waved off with a brown glove.

"Yeah, ah'll be fine, but ah'm gonna be claiming first dibbs on the mouthwash when we get back! Man, ah was only kissed by a few guys before mah powers manifested but I gotta tell ya, that guy is one of the worst!"

From her position on the floor, trying to subdue Nightcrawler, Catseye looked up. "Striped girl think so too?"

-----

In the middle of the fray, only two figures were left standing without an enemy to face.

Logan stood next to Charles, claws extended and nose keen. He hated his current position; in all honesty, out of all the X-men, he'd have been the most thrilled at a battle royal. When it came to fighting, Logan was always in his element. However, Kitty was still missing, her scent fading slightly; the girl was on the move. Someone needed to find her hiding spot, and with the current frenzy, keep an eye out for Chuck as well. His telepathic probes made for an excellent offense under normal circumstances but now...

"The White Queen still has her shields on." Xavier pointed, reading the Wolverine's mind. "Not only is she preventing me from sensing herself or Kitty, but she's denying access to her other pupils as well." Xavier gave a disconcerting glance towards Rogue and Jean, who had begun to team up upon Tarot even as Storm was driving away Jetstream. "That, combined with my lack of physical skill...."

"Puts you in a real devil of a situation. I hear ya Chuck. Don't worry, I've got you back... and I don't need to be a mind reader to find out who we're after." Wolverine growled, his eyes shooting a dark glare at the wall directly ahead.

"Is it-?"

"There's only two other scents nearby; both of'em real close, even if they an't showing their faces."

"Mmmm? Well, let's change that, shall we?"

The Wolverine and Charles Xavier's eyes shot towards the voice, as a door, previously hidden within the paneling raised directly out of the wall. It was undoubtedly the same stunt that had allowed the Hellions to keep hidden until their attack. Xavier raised a hand to his temples, preparing to shield both himself and Logan from whatever sting Ms. Frost might have in her artillery.

"The famous Charles Xavier, and his pet can opener. So we finally meet."

Mid-length blond hair and crisp blue eyes sauntered out from the shadows in an outfit that could only be considered dangerous by the male population. With flair in the middle of the battlefield, the White Queen struck a pose in her clunky light boots, stretch pants and traditional laced bondage top. When you have it, flaunt it for all it's worth: words the White Queen lived by.

"Charles Xavier." The wheelchair-bound telepath frowned, even as Logan beside continued to bristle.

"No other introductions? My aren't we the rude one." Frost grazed at the Wolverine, but while her words were ice cold, it was clear that a smile was slipping onto her lips. Taunting, teasing, daring him to do his worst.

It took every breath Logan had not to oblige.

"Where's half pint?" He snarled, raising his claws in a promise of certain death if he didn't like her answer.

"Hmmm? Oh, you mean my dear Phantomclaw? Oh, don't worry, she's close by. I simply thought I might have some sort of conversation first."

"You aren't going to win this Emma." Xavier's eyes narrowed at the coy figure in front of him. "Kitty is one of my charges, and she-"

"She's *my* charge." The White Queen hissed, pointing a finger of accusation. "Don't think otherwise Xavier." She raised her fists in triumph. "Do you realize what you've lost Xavier? Did you know how valuable that girl was when you let her be sent to me?! Such a gift, such a talent! You may have thrown away her full potential, but I haven't!"

Her voice lowered, eyes locking with those of her adversary. "I'm the one who helped that girl, Charles. I'm the one who brought her into the light... and I shall be the one that keeps her there."

"Light?!" Xavier's outward appearance remained calm, but his tone was a different matter. "You have corrupted her, made her nothing more then your puppet. I hardly call that help, Ms. Frost."

"Oh but it is. When this battle is over, are you aware what's going to happen Xavier? Are you aware that you and your precious X-men are going to fall? Are you aware that I'm going to use this as another step in Kitty's rise within the Hellfire? Are you aware..." her eyes narrowed, but the smile grew, creating the impression of a snake about to bite,"... are you aware that when Kitty kills you, my protégé will be named one of the inner circle, while you and yours will be nothing but rot?"

"Not if I can help it lady!" Logan had heard enough. Like a raging fire, the beast within him sprang out, even as he leapt upon the White Queen. Xavier was still shielding his mind; even if Frost challenged it, she'd never succeed fast enough. She'd never be able to escape his adamantium blades, not at such a close range.

Too bad for the Wolverine, his anger had blinded him. Not so much in sight as in smell, when the party's final member unveiled herself to protect her mentor.

It all happened instantaneously. One moment, Logan's metal was about to connect, the next, he passed right through his target. Falling, stumbling and rolling back to stop before he hit the wall behind. His brown eyes blinked in amazement as they shot up.....

... and met those of an unmasked Kitty, her body half in and half out of the floor, even as she started to raise herself up to ground level, one hand on the White Queen's boot.

"Thank you, my dear. I know adamantium isn't fun to phase through."

"You're welcome." Kitty spoke in a monotonous response, pupils never leaving her former instructor.

"Kitty...." Logan growled, claws still extended. "Girl, you know I don't want to hurt ya, but...."

"I wouldn't worry about it." The former X-man smirked as her feet set firmly on the ground, her blue eyes no longer looking at the Wolverine, but what was behind him.

Logan's instincts shot up. Normally the 'look-who's-behind-you' move was considered the oldest trick in the book, however....

*WHAM*

As Jetstream made his collision, accidental as Storm threw him off course, the burly fighter was forced to remember one important detail: even old tricks had to have worked at least once. His arms latched around the speed demon as he was forced to hang on for the ride of his life.

"Thanks a *lot* 'roro!!" He yelled, even as the flight continued.

"Wolverine!" Ororo cursed her bad aim, then flew off in hopes of fixing her error, and slowing the duo down.

-----

"Emma." Xavier addressed his fellow mental once more. "This fight has gone on long enough, for both sides. You've proven your charges can handle against mine, but can you say the same for yourself?"

"You have the gall to ask me that?" The smile slipped from the White Queen's gaze, as her eyes pierced Xavier's soul. "There is only room for one mutant school in *this* world Charles, and as you can see, I don't intend to go on sabbatical just yet."

"Then perhaps we should put out minds to the final test."

"Indeed. Brace yourself Xavier, it's exam time!"

On the astral plane, a war began out. Jean glance up from her battle against Tarot for the briefest of moments, as she felt the intensity of thought which was unleashed. To those without mind reading capabilities, it appeared as if the two headmaster were simply having a good old fashioned show down. To someone who'd walked the mental plane before however, it was as bloody as a battlefield.

Only one victor could emerge.

Emma Frost's eyes snapped open as she found herself under assault. "Nnnnnnh!" She moaned, her strength growing weaker as she stumbled. Xavier's teeth were clenched, his endurance fading, but his will still strong.

"No..!" The White Queen whimpered. Not like this! It wasn't suppose to end like this! She was the White Queen! She was suppose to fight, to win! Not to be taken down by some foolish humanitarian!

As the world started to blur and she seeped in her surroundings, something caught her eye, and she gave a soft chuckle in Xavier's face. Fortunately, her cards weren't all over yet.

"Leave her alone old man!"

His mind still reeling from the power of his attack, Xavier's concentration was broken suddenly as Kitty Pryde, Phantomclaw, charged right at him, kicking his wheelchair dead-on and sending him sprawling onto the ground.

"Professor!" Scott attempted to rushed to his side, only to be sent sprawling by another of Thunderbird's blows. It was obvious that the Apache boy wasn't licked yet.

"It's all right Scott.... I'll survive." Xavier winced slightly at the pain in his hip, turning to see Kitty between him and the White Queen, locked in a fighting stance.

"I'll won't let you harm her." Kitty hissed, her eyes narrowing as her expression became downright feral. Behind her, the White Queen dusted herself off, crossing her arms with a self righteous smirk.

"My pupil will not desert me Xavier. What have you to say to that?"

A crease crossed Xavier's forehead, but he said nothing.

"So be it." Pure elation radiated from the telepathic temptress's being as she glanced at her protégé. For Charles Xavier to meet his fate at the hands of one of his own. How perfect, how sweet it was. If only she could savior this moment forever....

But forever would have to be with the memory. There was work to be done; once Xavier was dead they'd need to move fast on his remaining charges. Already, it was still unclear if her own Hellions were not going to come out ahead. They were trying hard, running the X-men through their paces, but Empathy was already out for the count, and from what she could see, soon Jetstream and Thunderbird would be joining them. Time was of the essence.

"Finish him Kitty."

"As my queen commands." Kitty's eyes remained fixated on her opponent. Her back leg twitched, as she prepared to strike her former Professor's well exposed skull.

Xavier focused his mind. He couldn't break Emma's hold on Kitty, but perhaps with enough psychic blasts, the strain could stall Kitty's mind slightly and slow her down.

It wasn't necessary.

Kitty's foot struck the stomach of the night's final player, who leapt out between her and her intended target. The blow sent him to his knees, clutching his sides in agony before he caught himself and slowly, painfully, attempted to regain his footing.

"If Mystique or Magneto ever ask," Lance winced at the pain, "that never happened okay?"

Relief pressed over Xavier, who could only smile and nod in thanks.

Lance huffed in his gut. When he'd first entered the club, the sheer number of patrons forced him to loose the trail of his homing pigeon Hellions. It had been pure luck that, after escaping the crowds and wandering the halls he'd caught scent of an absolutely fowl amount of brimstone coming from one direction. It could only have meant one thing.....

Blue boy's signature teleport; hallelujah!! For the first time in his life, he actually appreciated the smell, or more correctly, the trail it left him, right down to the lower levels and particularly an unspectacular locked door. Good thing he'd picked up a few lessons from Toad since his initiation into the Brotherhood. Getting into locked offices wasn't a problem of his any more.

Not that he ever bothered to try. Someone had convinced him there was more to life the exam answers a long time ago...

"Kitty," Lance drew himself up part way, so he was looking right into her eyes. "You've gotta snap out of this. This an't you." His breaths were hard, but getting better. ~Suck it in,~ he mentally scolded, ~you've been hit a heck of a lot harder then that~

~Just never from someone you care about~

The White Queen frowned. This was an unexpected surprise.

She hated surprises.

"Lance." Kitty's eyes were cold. "Leave. Now."

"No way!" He drew himself up to his fully height. "I don't know what that white witch did to you, but you gotta get over it. Look at yourself Kitty, this an't you!"

"What would you know about me?" Kitty's voice remained on ice. "You buried me in rubble and left me to die, remember?" There was venom in her words, more then any she'd ever spoken before.

Lance winced. Another direct hit, but he wouldn't give up. "I also saved you, several times remember? Remember the soccer game, when I pushed you away from the falling stadium? Remember how I protected you from the javelin Miss Perfect sent when her powers were out of whack," Lance thumbed over to Jean, who frowned in response. " Remember how I kept you from getting skewered Kitty? Remember when we stopped those kids from swiping the X-jet?" Lance shook his head. "I made a terrible mistake that day Kitty, and I've made plenty others since. But I've tried...... I'm trying to make it up to you. I don't want to hurt you Kitty, not anymore. I ....I care about you. I want to save you." Lance gulped, "even if it means saving you from yourself."

For a moment, it looked as if Kitty took in his words, her defensive posture dropping momentarily. She shook her head, then with a small snarl, resumed her position. "Jerk, you're lying to me. I remember what happened after that first accident, and none of it had anything to do with you."

"That's not true!" Rogue protested. "Ya gotta believe him Kitty! You're memories an't your own right now. It anyone's been lying to you it's her!" Rogue pointed an accusatory finger at the White Queen. "Listen to us!"

"She's right!" Kurt yelped, even as he ducked a blow from Catseye's claws. "Listen to us Kitty! We're your friends!"

~~~Memory~~~

Shadowcat looked down upon her fallen teammate. Her fault, it was all her fault! If only she hadn't rushed out, if only she hadn't been so determined to prove Mr. Logan wrong about her inexperience...... Kurt would have made contact with the new recruit just fine if she hadn't rushed in, scaring the poor girl who had already been weary of attack.

She hadn't known him long, and it was hard, so hard to look beyond appearance. They were both mutants; it had been only fate and fortune that she had been born with a human face. He came on too strong true, she doubted she'd ever adjust to his teleportations, but at least he had tried. He'd tried to make her laugh, try to become friends.

To become friends.....

Would that be such a bad thing?

"Come on Kurt, wake up. You know I'm still not big on facial hair, but, like, the pointy ears are starting to work for me."

~~~~~

Kitty blinked, then shook her head. Where on earth had that come from? She gave her old roommate and former fuzzy companion a glare. "Why should I?"

"Why should she indeed?" Emma Frost came closer to her charge, placing a hand on her shoulder. "Kitty, or should I say Phantomclaw, belongs to the Hellfire club, fools. What could you possibly say that would make her think otherwise?"

"How 'bout I love you?"

Kitty's head spun towards Lance, who looked at her straight in the eye.

"I love you, Kitty Pryde." He grinned, almost laughing. "Yeah, I know, it's me, big bad Avalanche talking to you. The guy who nearly killed ya on our first date. But y'know something girl? I'm crazy about you, have been since we first met. And I know, deep down, you know that too."

Kitty could only stare.

~~~Memory~~
"Everyone stand back. I'm going to use full power. This could get messy."

Oh brother. "Um, You know, I could just like phase through the gizmo and quietly short it out." Her response drew only blank looks, and she found herself saddling up next to Jean. "Oh, Right. Forget I mentioned it. Like, What is it with guys and explosions anyway?"

Her older friend chuckled.

~~~Memory~~

"It might work," Her roommate considered Evan's idea: to try and absorb a brief amount of her own rhythmic talents. "Just concentrate on 'em."

She was reluctant, but agreed. "All right, just don't you, like, lay me out." She focused her mind on the music.... her natural movements... every dance lesson she'd had since she was ten.....

They touched fingers.

And jolted back at the spark, shivering. Brrrr! She'd never experienced anything like *that* before! It had been as if a part of her soul had been prepared to up and leave.

"That was, like, totally ick-some. Oh man, am I talking like her now?" She shot Rogue a glare.

~~~Memory~~
She wanted to keep running, to get away, to be safe; yet she remained where she was. Her mentor mattered more. He'd taught her to stand up, to be brave, to fight when she could, ready to lend his hand against any danger she would ever face. Could she let him down, now, when he needed it the most?

"It's me, Kitty. Remember? Half-Pint? Please... try. We had breakfast together just this morning, kinda. Look, whatever they did to you, you're fighting it. You can win. Don't give up. Do you really want to hurt me Mr. Logan?"

~~~Memory~~
He was leaving them. No! Not now! It wasn't fair!

Her voice became week as she tried to change his mind. A thousand words crossed her mind, but only three came out.

"Please stay, Lance."

"Sorry. Living with the Brotherhood's a piece of cake compared to you guys. You're way too high maintenance."

Professor Xavier continued to speak, but she didn't hear him. She ran across the hanger, grabbing him right before he stepped out, hands on his shoulders as she reached up and kissed his cheek. Then, stepping back to her friends, with forlorn eyes she watched him go......
~~~~

Kitty faltered, slipping away from the White Queen's grasp, but not moving towards Lance either. What was all this?! These memories that were hitting her mind, they couldn't possibly be hers... could they? Not possible! She was Phantomclaw! She was of the Hellfire! "I..... no! You're wrong! You don't.... nobody .......it's all a lie!" Her fingers balled up into fists.

From the side of the battle, another watched her friend's discomfort, and as her eyes filled with tears, she suddenly felt ashamed. She knew what she had to do, although those around her probably weren't going to like it.

"No...!" A tear welded in Catseye's right eye. "No, Shaker-boy's right!"

All faces shot towards her as she suddenly leapt away from Kurt and used her feline agility to bound next to Lance, shifting back into her human form, tail not bothering to hide itself away as she met Kitty's eyes, face to face. "I sorry Kitty, I so sorry. But Kitty-kat is friend, and friend should no help feed friend lies!" The tears were coming freely now; Sharon doubted she could turn them off.

Next to Kitty, the White Queen's vision flared, first in shock, then in growing anger. She glared at her pupil. What the devil did the girl think she was doing?!

Sharon ignored the warning. "Striped-girl tell Kitty truth! All X-men telling truth! Kitty no part of Hellfire club, they only use for Shadowcat powers!"

How dare she? How *dare* she?! "Enough of this nonsense!" Emma Frost roared.

"IS TRUTH!" Catseye snarled.

She should have thought better.

She should have realized the White Queen would retaliate.

One moment she stood against Kitty, trying, pleading to do the one thing that might help her friend, the next Catseye was thrown against the wall, thanks to a psychic bolt that hit her mind, body and soul. Only instinct and reflexes enabled her to avoid a hit with full force, however she knew even those could not save her. Clutching her head, she felt the weight of a hefty hammer about to crash into her thoughts.

"NOOOOO!" Xavier's mind reached out, shielding the cat girl from the White Queen's further intended, vengeful harm.

"SHARON!" Kitty stared at her fallen friend, wide-eyed. "Y-you just- but she......"

"She was a fool, and a traitor, of little use to us. Ignore her my dear, when we finish with these X-men, she will fall with them."

Lance glared at Frost, then glanced with uncertainty towards Kitty. It was out of his hands now; if she could still find trust in a woman like that then perhaps it was to late.

Kitty continued to observe her friend, then turned to him. Her head hung down, face to her boots. She closed her eyes.

~~~Memory~~
"Why should I?" She would turn away and march right out of here. Ms. Frost was probably unprepared, talking to her at school instead of somewhere more secluded. And unless the woman had soundproof walls, one scream would alert everyone on campus of the problem.

The icy glare she received from Emma Frost suddenly filled her mind with a world of doubts. "Because...." the headmistress stated curtly, "you don't have a choice."

~~~~

Opening them a split second later as she delivered an open-palm slap to Ms. Frost's face. Lance grinned.

"That's my Pretty-Kitty."

Emma Frost howled in pain and touched her throbbing cheek, eyes blazing. For the first time that Kitty could remember, she regarded her pupil with an expression of open contempt. "You... you _dare_!!!"

No, not the first time for Kitty, only the first time for Phantomclaw.

"You...." Kitty's voice was low. "I won't, ever, EVER forgive you for this." Her thoughts were overflowing with suppressed memories. So many bad times, so many good ones... her very life was returning. Now however, as she observed the White Queen, only one thing truly mattered....

Right in front of her was the woman who had tried to take it all away.

Every returned moment made her insides rage, as new feelings of anger desperately wished to be unleashed. Kitty didn't hold them back, moving in on Frost with a side kick her ribcage. Knee, elbow, fist. Foot, palm, thigh. Each attack delivered with enough speed and force that Emma couldn't retaliate. She paused only momentarily to allow the woman to stagger and back off.

Emma frowned, as she peered at Kitty's face. "Have you had enough yet?" Her voice was flat, but still taunting to a degree. "Are you done yet? No? Too bad!" She spat. "I made you girl," she hissed. "Don't think I can't break you as we- UHHHHN!"

The White Queen's fury turned to Professor Xavier, who, with his fingers on his own temples glared in defiance. Jean Grey was at his side, helping him up and preparing to add her own mind to his attack, even as Rogue stepped up, disregarding an unconscious Tarot. Emma Frost took in her surroundings carefully. Her Hellions were starting to loose: only Thunderbird and Roulette remained undamaged, while the traitor Catseye was starting to get back on her feet, with a little help from the shoulder of Nightcrawler. Jetstream was finally down, but that came as little surprise, considering the boy had been up against both the Wolverine *and* Storm. Worse, both adult X-men were glaring in her now, and it was clear that they intended to aide both Xavier and Grey the moment an opportunity presented itself.

Charles Xavier continued to stare in her direction, while Jean helped him back into his chair. "You have been beaten Frost."

The White Queen chuckled cruelly under her breath. Well, wasn't this interesting now? Thought they had her beat did they? No matter....

"Have I? You forget Xavier, I am part of the Hellfire club's inner circle." She backed up to the wall, hitting a piece of paneling. "We always prepare a way out. Thunderbird, Roulette, grab your fallen teammates and go! Now!!" The secret door which gave her entrance reopened, even as the building started to quake.

Her students, shocked by the recent turn of events, didn't hesitate. Thunderbird snatched Empathy and Jetstream, even as Roulette grabbed Tarot, the five Hellions rushing to their own doors and leaving the stage while the walls started to crack.

The aftermath of the battle quickly unfolding, the X-men regrouped, panic slowly setting as the cracking and crumbling continued. Scott rushed over to where Lance and Kitty were standing. "Alvers, knock it off!"

Lance frowned, putting up a fist. "An't me man! This rock's moving on it's own!"

Professor Xavier waved off the starting dual. "Cyclops, this is not the time. She must have hit a self destruction mechanism. Everyone: take the injured and remove yourselves from the premises! Now!"

All raced towards their original entrance, only to discover one last, nasty surprise.

The door had locked itself once again, bolted shut, this time refusing to budge. On this side there was no handel or keyhole to rigg.

Scott didn't hesitate, unleashing a beam capable of vaporizing most surfaces. Only to back off, when it remained, singed but unscratched.

Logan growled. "Shit, there must be adamantium in its construction! We'll have to make a hole somewhere!"

"There's no time!" Kitty breathed as the walls behind started to topple. "Everyone, hold hands and latch onto me! I'll get us out. Rogue, Kurt, could one of you grab-"

"Can walk self!" Catseye hissed, limping over to her side. "I not out for long, but still hurt. Ice-teacher use nasty trick!" She looked at her fellow former Hellion. "Kitty-kat really think she can help survive? Ice-teacher hurt mind bad, think have enough power? With all of us, against tough metal?"

Kitty smiled softly. "Don't know, but all of friends come to help save her. Kitty-kat think she can try."

"We don't have a choice." Xavier commanded. "Go!"

All members of the party latched hands, and following the revived Shadowcat's lead, slipped out through the halls.

*****

For the curious, The Eight of Swords stands for Restriction, Confusion and Powerlessness. Not quite as bad as the Tower's "Downfall", but conceptualising eight swords felt easier then having a giant tower fall on poor Jean.